Cover Page
Cover Page - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Feb. 21, 2024 | Jun. 30, 2023 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 001-35219 | ||
Entity Registrant Name | Marriott Vacations Worldwide Corporation | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 45-2598330 | ||
Entity Address, Address Line One | 7812 Palm Parkway | ||
Entity Address, City or Town | Orlando | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 32836 | ||
City Area Code | 407 | ||
Local Phone Number | 206-6000 | ||
Title of 12(b) Security | Common Stock, $0.01 Par Value | ||
Trading Symbol | VAC | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 4,420,874,607 | ||
Entity Common Stock, Shares Outstanding | 35,179,815 | ||
Documents Incorporated by Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the Proxy Statement prepared for the 2024 Annual Meeting of Stockholders are incorporated by reference into Part III of this report. | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Entity Central Index Key | 0001524358 |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2023 | |
Auditor Information [Abstract] | |
Auditor Firm ID | 42 |
Auditor Name | Ernst & Young LLP |
Auditor Location | Orlando, Florida |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
REVENUES | |||
Revenue from contracts with customers | $ 4,405 | $ 4,363 | $ 3,622 |
Financing | 322 | 293 | 268 |
TOTAL REVENUES | 4,727 | 4,656 | 3,890 |
EXPENSES | |||
Marketing and sales | 823 | 807 | 617 |
Financing | 113 | 75 | 88 |
General and administrative | 273 | 249 | 227 |
Depreciation and amortization | 135 | 132 | 146 |
Litigation charges | 13 | 11 | 10 |
Restructuring | 6 | 0 | 0 |
Royalty fee | 117 | 114 | 106 |
Impairment | 32 | 2 | 3 |
Cost reimbursements | 1,561 | 1,367 | 1,128 |
TOTAL EXPENSES | 4,191 | 3,872 | 3,440 |
Gains (losses) and other income (expense), net | 47 | 40 | (51) |
Interest expense, net | (145) | (118) | (164) |
Transaction and integration costs | (37) | (125) | (110) |
Other | (3) | 1 | 2 |
INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS | 398 | 582 | 127 |
Provision for income taxes | (146) | (191) | (74) |
NET INCOME | 252 | 391 | 53 |
Net loss (income) attributable to noncontrolling interests | 2 | 0 | (4) |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 254 | $ 391 | $ 49 |
EARNINGS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS | |||
Basic (in usd per share) | $ 6.96 | $ 9.69 | $ 1.15 |
Diluted (in usd per share) | 6.28 | 8.77 | 1.13 |
CASH DIVIDENDS DECLARED PER SHARE (in usd per share) | $ 2.92 | $ 2.58 | $ 1.08 |
Sale of vacation ownership products | |||
REVENUES | |||
Revenue from contracts with customers | $ 1,460 | $ 1,618 | $ 1,153 |
EXPENSES | |||
Expenses | 224 | 289 | 250 |
Management and exchange | |||
REVENUES | |||
Revenue from contracts with customers | 813 | 827 | 855 |
EXPENSES | |||
Expenses | 442 | 444 | 521 |
Rental | |||
REVENUES | |||
Revenue from contracts with customers | 571 | 551 | 486 |
EXPENSES | |||
Expenses | 452 | 382 | 344 |
Cost reimbursements | |||
REVENUES | |||
Revenue from contracts with customers | $ 1,561 | $ 1,367 | $ 1,128 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Statement of Comprehensive Income [Abstract] | |||
NET INCOME | $ 252 | $ 391 | $ 53 |
Other comprehensive (loss) income: | |||
Foreign currency translation adjustments | 11 | 10 | 11 |
Reclassification of foreign currency translation adjustments realized upon disposition of entities | 0 | (10) | 0 |
Derivative instrument adjustment | (10) | 31 | 21 |
OTHER COMPREHENSIVE INCOME, NET OF TAX | 1 | 31 | 32 |
Net loss (income) attributable to noncontrolling interests | 2 | 0 | (4) |
COMPREHENSIVE LOSS (INCOME) ATTRIBUTABLE TO NONCONTROLLING INTERESTS | 2 | 0 | (4) |
COMPREHENSIVE INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ 255 | $ 422 | $ 81 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
ASSETS | ||
Cash and cash equivalents | $ 248 | $ 524 |
Restricted cash (including $79 and $85 from VIEs, respectively) | 326 | 330 |
Accounts and contracts receivable, net (including $15 and $13 from VIEs, respectively) | 385 | 292 |
Vacation ownership notes receivable, net (including $1,912 and $1,792 from VIEs, respectively) | 2,343 | 2,198 |
Inventory | 634 | 660 |
Property and equipment, net | 1,260 | 1,139 |
Goodwill | 3,117 | 3,117 |
Intangibles, net | 854 | 911 |
Other (including $99 and $76 from VIEs, respectively) | 513 | 468 |
TOTAL ASSETS | 9,680 | 9,639 |
LIABILITIES AND EQUITY | ||
Accounts payable | 362 | 356 |
Advance deposits | 164 | 158 |
Accrued liabilities (including $4 and $5 from VIEs, respectively) | 343 | 369 |
Deferred revenue | 382 | 344 |
Payroll and benefits liability | 205 | 251 |
Deferred compensation liability | 168 | 139 |
Securitized debt, net (including $2,121 and $1,982 from VIEs, respectively) | 2,096 | 1,938 |
Debt, net | 3,049 | 3,088 |
Other | 249 | 167 |
Deferred taxes | 280 | 331 |
TOTAL LIABILITIES | 7,298 | 7,141 |
Contingencies and Commitments (Note 13) | ||
Preferred stock — $0.01 par value; 2,000,000 shares authorized; none issued or outstanding | 0 | 0 |
Common stock — $0.01 par value; 100,000,000 shares authorized; 75,807,882 and 75,744,524 shares issued, respectively | 1 | 1 |
Treasury stock — at cost; 40,488,576 and 38,263,442 shares, respectively | (2,332) | (2,054) |
Additional paid-in capital | 3,955 | 3,941 |
Accumulated other comprehensive income | 16 | 15 |
Retained earnings | 742 | 593 |
TOTAL MVW STOCKHOLDERS' EQUITY | 2,382 | 2,496 |
Noncontrolling interests | 0 | 2 |
TOTAL EQUITY | 2,382 | 2,498 |
TOTAL LIABILITIES AND EQUITY | $ 9,680 | $ 9,639 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Restricted cash | $ 326 | $ 330 |
Accounts receivable, including VIE, after allowance for credit loss | 385 | 292 |
Vacation ownership notes receivable, net | 2,343 | 2,198 |
Other assets | 513 | 468 |
Accrued liabilities | 343 | 369 |
Securitized debt | $ 2,096 | $ 1,938 |
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 75,807,882 | 75,744,524 |
Treasury stock, shares (in shares) | 40,488,576 | 38,263,442 |
Variable Interest Entity | ||
Restricted cash | $ 79 | $ 85 |
Accounts receivable, including VIE, after allowance for credit loss | 15 | 13 |
Vacation ownership notes receivable, net | 1,912 | 1,792 |
Other assets | 99 | 76 |
Accrued liabilities | 4 | 5 |
Securitized debt | $ 2,121 | $ 1,982 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
OPERATING ACTIVITIES | |||
Net income | $ 252 | $ 391 | $ 53 |
Adjustments to reconcile net income to net cash, cash equivalents, and restricted cash provided by operating activities: | |||
Depreciation and amortization of intangibles | 135 | 132 | 146 |
Amortization of debt discount and issuance costs | 23 | 25 | 56 |
Vacation ownership notes receivable reserve | 230 | 150 | 101 |
Share-based compensation | 31 | 39 | 51 |
Impairment | 30 | 0 | 3 |
Gains and other income, net | (6) | (48) | 0 |
Deferred income taxes | (64) | 87 | 34 |
Net change in assets and liabilities, net of the effects of acquisition: | |||
Accounts and contracts receivable | (105) | (45) | 0 |
Vacation ownership notes receivable originations | (987) | (980) | (750) |
Vacation ownership notes receivable collections | 596 | 642 | 686 |
Inventory | 87 | 104 | 61 |
Other assets | (44) | (49) | (46) |
Accounts payable, advance deposits and accrued liabilities | 1 | 112 | 42 |
Deferred revenue | 34 | (9) | 88 |
Payroll and benefit liabilities | (46) | 53 | 35 |
Deferred compensation liability | 15 | 13 | 22 |
Other liabilities | 78 | (38) | 27 |
Deconsolidation of certain Consolidated Property Owners' Associations | 0 | (48) | (168) |
Purchase of property for future transfer to inventory | (27) | (12) | (98) |
Other, net | (1) | 3 | 0 |
Net cash, cash equivalents, and restricted cash provided by operating activities | 232 | 522 | 343 |
INVESTING ACTIVITIES | |||
Acquisition of a business, net of cash and restricted cash acquired | 0 | 0 | (157) |
Proceeds from disposition of subsidiaries, net of cash and restricted cash transferred | 0 | 94 | 0 |
Capital expenditures for property and equipment (excluding inventory) | (118) | (65) | (47) |
Issuance of note receivable to VIE | 0 | (47) | 0 |
Proceeds from collection of note receivable from VIE | 0 | 47 | 0 |
Purchase of company owned life insurance | (10) | (18) | (14) |
Dispositions, net | 16 | 3 | 3 |
Other, net | 0 | 2 | 2 |
Net cash, cash equivalents, and restricted cash (used in) provided by investing activities | (112) | 16 | (213) |
FINANCING ACTIVITIES | |||
Borrowings from securitization transactions | 1,492 | 1,031 | 957 |
Repayment of debt related to securitization transactions | (1,331) | (945) | (868) |
Proceeds from debt | 1,070 | 1,266 | 1,111 |
Repayments of debt | (1,221) | (935) | (1,339) |
Purchase of convertible note hedges | 0 | (107) | (100) |
Proceeds from issuance of warrants | 0 | 43 | 70 |
Finance lease incentive | 10 | 3 | 0 |
Finance lease payment | (5) | (4) | (5) |
Payment of debt issuance costs | (12) | (15) | (22) |
Repurchase of common stock | (286) | (701) | (78) |
Payment of dividends | (106) | (99) | (23) |
Payment of withholding taxes on vesting of restricted stock units | (12) | (23) | (20) |
Net cash, cash equivalents, and restricted cash used in financing activities | (401) | (486) | (317) |
Effect of changes in exchange rates on cash, cash equivalents, and restricted cash | 1 | (1) | (2) |
Change in cash, cash equivalents, and restricted cash | (280) | 51 | (189) |
Cash, cash equivalents, and restricted cash, beginning of year | 854 | 803 | 992 |
Cash, cash equivalents, and restricted cash, end of year | 574 | 854 | 803 |
SUPPLEMENTAL DISCLOSURES | |||
Non-cash issuance of debt in connection with asset acquisition | 0 | 11 | 0 |
Non-cash issuance of treasury stock in connection with Welk Acquisition | 0 | 0 | 248 |
Non-cash transfer from inventory to property and equipment | 12 | 47 | 105 |
Non-cash transfer from property and equipment to inventory | 57 | 13 | 2 |
Non-cash transfer from other assets to property and equipment | 0 | 14 | 22 |
Non-cash issuance of treasury stock for employee stock purchase plan | 5 | 5 | 3 |
Dividends payable | 27 | 27 | 23 |
Interest paid, net of amounts capitalized | 204 | 149 | 184 |
Income taxes paid, net of refunds (income tax refunds, net of income taxes paid) | $ 141 | $ 57 | $ (13) |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) $ in Millions | Total | Previously Reported | Revision of Prior Period, Accounting Standards Update, Adjustment | Cumulative Effect, Period of Adoption, Adjusted Balance | Total MVW Stockholders' Equity | Total MVW Stockholders' Equity Previously Reported | Total MVW Stockholders' Equity Revision of Prior Period, Accounting Standards Update, Adjustment | Total MVW Stockholders' Equity Cumulative Effect, Period of Adoption, Adjusted Balance | Common Stock | Common Stock Previously Reported | Common Stock Cumulative Effect, Period of Adoption, Adjusted Balance | Treasury Stock | Treasury Stock Previously Reported | Treasury Stock Cumulative Effect, Period of Adoption, Adjusted Balance | Additional Paid-In Capital | Additional Paid-In Capital Previously Reported | Additional Paid-In Capital Revision of Prior Period, Accounting Standards Update, Adjustment | Additional Paid-In Capital Cumulative Effect, Period of Adoption, Adjusted Balance | Accumulated Other Comprehensive (Loss) Income | Accumulated Other Comprehensive (Loss) Income Previously Reported | Accumulated Other Comprehensive (Loss) Income Cumulative Effect, Period of Adoption, Adjusted Balance | Retained Earnings | Retained Earnings Previously Reported | Retained Earnings Revision of Prior Period, Accounting Standards Update, Adjustment | Retained Earnings Cumulative Effect, Period of Adoption, Adjusted Balance | Non-controlling Interests | Non-controlling Interests Previously Reported | Non-controlling Interests Cumulative Effect, Period of Adoption, Adjusted Balance |
Beginning balance (in shares) at Dec. 31, 2020 | 75,300,000 | |||||||||||||||||||||||||||
Beginning balance at Dec. 31, 2020 | $ 2,682 | $ 2,651 | $ 1 | $ (1,334) | $ 3,760 | $ (48) | $ 272 | $ 31 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||
Net income (loss) | 53 | 49 | 49 | 4 | ||||||||||||||||||||||||
Welk Acquisition | 248 | 248 | 55 | 193 | ||||||||||||||||||||||||
Foreign currency translation adjustments | 11 | 11 | 11 | |||||||||||||||||||||||||
Derivative instrument adjustment | 21 | 21 | 21 | |||||||||||||||||||||||||
Share-based compensation plans (in shares) | 200,000 | |||||||||||||||||||||||||||
Share-based compensation plans | 30 | 30 | 1 | 29 | ||||||||||||||||||||||||
Equity component of convertible notes, net of issuance costs | 117 | 117 | 117 | |||||||||||||||||||||||||
Purchase of convertible note hedges | (100) | (100) | (100) | |||||||||||||||||||||||||
Issuance of warrants | 70 | 70 | 70 | |||||||||||||||||||||||||
Repurchase of common stock | (78) | (78) | (78) | |||||||||||||||||||||||||
Dividends | (46) | (46) | (46) | |||||||||||||||||||||||||
Employee stock plan issuance | 3 | 3 | 0 | 3 | ||||||||||||||||||||||||
Deconsolidation of certain Consolidated Property Owners' Associations | (25) | (25) | ||||||||||||||||||||||||||
Ending balance (in shares) at Dec. 31, 2021 | 75,500,000 | |||||||||||||||||||||||||||
Ending balance at Dec. 31, 2021 | $ 2,986 | $ (80) | $ 2,906 | $ 2,976 | $ (80) | $ 2,896 | $ 1 | $ 1 | $ (1,356) | $ (1,356) | $ 4,072 | $ (111) | $ 3,961 | $ (16) | $ (16) | $ 275 | $ 31 | $ 306 | $ 10 | $ 10 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||
Net income (loss) | 391 | 391 | 391 | 0 | ||||||||||||||||||||||||
Foreign currency translation adjustments | 10 | 10 | 10 | |||||||||||||||||||||||||
Reclassification of foreign currency translation adjustments realized upon disposition of subsidiary | (10) | (10) | (10) | |||||||||||||||||||||||||
Derivative instrument adjustment | 31 | 31 | 31 | |||||||||||||||||||||||||
Adjustment for 2022 Convertible Note Hedges | 6 | 6 | 6 | |||||||||||||||||||||||||
Tax effect on equity, convertible notes | 25 | 25 | 25 | |||||||||||||||||||||||||
Share-based compensation plans (in shares) | 200,000 | |||||||||||||||||||||||||||
Share-based compensation plans | 15 | 15 | 2 | 13 | ||||||||||||||||||||||||
Purchase of convertible note hedges | (107) | (107) | (107) | |||||||||||||||||||||||||
Issuance of warrants | 43 | 43 | 43 | |||||||||||||||||||||||||
Expiration of warrants | (3) | (3) | (3) | |||||||||||||||||||||||||
Repurchase of common stock | (701) | (701) | (701) | |||||||||||||||||||||||||
Dividends | (104) | (104) | (104) | |||||||||||||||||||||||||
Employee stock plan issuance | 4 | 4 | 1 | 3 | ||||||||||||||||||||||||
Deconsolidation of certain Consolidated Property Owners' Associations | $ (8) | (8) | ||||||||||||||||||||||||||
Ending balance (in shares) at Dec. 31, 2022 | 75,744,524 | 75,700,000 | ||||||||||||||||||||||||||
Ending balance at Dec. 31, 2022 | $ 2,498 | 2,496 | $ 1 | (2,054) | 3,941 | 15 | 593 | 2 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||||
Accounting Standards Update [Extensible Enumeration] | Accounting Standards Update 2020-06 [Member] | |||||||||||||||||||||||||||
Net income (loss) | $ 252 | 254 | 254 | (2) | ||||||||||||||||||||||||
Foreign currency translation adjustments | 11 | 11 | 11 | |||||||||||||||||||||||||
Derivative instrument adjustment | (10) | (10) | (10) | |||||||||||||||||||||||||
Share-based compensation plans (in shares) | 100,000 | |||||||||||||||||||||||||||
Share-based compensation plans | 22 | 22 | 8 | 14 | ||||||||||||||||||||||||
Repurchase of common stock | (286) | (286) | (286) | |||||||||||||||||||||||||
Dividends | $ (105) | (105) | (105) | |||||||||||||||||||||||||
Ending balance (in shares) at Dec. 31, 2023 | 75,807,882 | 75,800,000 | ||||||||||||||||||||||||||
Ending balance at Dec. 31, 2023 | $ 2,382 | $ 2,382 | $ 1 | $ (2,332) | $ 3,955 | $ 16 | $ 742 | $ 0 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
BASIS OF PRESENTATION | BASIS OF PRESENTATION The Consolidated Financial Statements present the results of operations, financial position and cash flows of Marriott Vacations Worldwide Corporation (referred to in this report as (i) “we,” “us,” “Marriott Vacations Worldwide,” “MVW,” or the “Company,” which includes our consolidated subsidiaries except where the context of the reference is to a single corporate entity, or (ii) “MVWC,” which shall refer only to Marriott Vacations Worldwide Corporation, without its consolidated subsidiaries). In order to make this report easier to read, we refer throughout to (i) our Consolidated Financial Statements as our “Financial Statements,” (ii) our Consolidated Statements of Income as our “Income Statements,” (iii) our Consolidated Balance Sheets as our “Balance Sheets,” and (iv) our Consolidated Statements of Cash Flows as our “Cash Flows.” In addition, references throughout to numbered “Footnotes” refer to the numbered Notes in these Notes to Consolidated Financial Statements, unless otherwise noted. We also refer to Marriott International, Inc. as “Marriott International” and Marriott International’s Marriott Bonvoy customer loyalty program as “Marriott Bonvoy.” We use certain other terms that are defined within these Financial Statements. The Financial Statements presented herein and discussed below include 100% of the assets, liabilities, revenues, expenses, and cash flows of Marriott Vacations Worldwide, all entities in which Marriott Vacations Worldwide has a controlling voting interest (“subsidiaries”), and those variable interest entities (“VIEs”) for which Marriott Vacations Worldwide is the primary beneficiary in accordance with consolidation accounting guidance. References in these Financial Statements to net income or loss attributable to common stockholders and MVW stockholders’ equity do not include noncontrolling interests, which represent the outside ownership of our consolidated non-wholly owned entities and are reported separately. Intercompany accounts and transactions between consolidated entities have been eliminated in consolidation. These Financial Statements reflect our financial position, results of operations, and cash flows as prepared in conformity with United States Generally Accepted Accounting Principles (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Such estimates include, but are not limited to, revenue recognition, allocations of the purchase price paid in business combinations, cost of vacation ownership products, inventory valuation, goodwill and intangibles valuation, accounting for acquired vacation ownership notes receivable, vacation ownership notes receivable reserves, income taxes, and loss contingencies. Actual results could differ from our estimates, and such differences may be material. We have reclassified certain prior year amounts to conform with our current year presentation. Acquisition of Welk On April 1, 2021 (the “Welk Acquisition Date”), we completed the acquisition of Welk Hospitality Group, Inc. (“Welk”) through a series of transactions (the “Welk Acquisition”), after which Welk became our indirect wholly-owned subsidiary. We refer to the business and brand that we acquired in the Welk Acquisition as “Legacy-Welk.” The Financial Statements in this report for fiscal year 2021 include Welk’s results of operations for the last three quarters of 2021. During 2023, we rebranded all Legacy-Welk resorts as Hyatt Vacation Club resorts. See Footnote 3 “Acquisitions and Dispositions” for more information on the Welk Acquisition. Acquisition of ILG and Disposition of VRI America On September 1, 2018 we completed the acquisition of ILG, LLC, formerly known as ILG, Inc. (“ILG”), through a series of transactions (the “ILG Acquisition”), after which ILG became our indirect wholly-owned subsidiary. We refer to our business associated with brands that existed prior to the ILG Acquisition as “Legacy-MVW” and to ILG’s business and brands that we acquired as “Legacy-ILG.” The businesses acquired from ILG that we currently operate as part of our Vacation Ownership business include Vistana Signature Experiences, which includes vacation ownership products branded as Sheraton or Westin, and Hyatt Vacation Ownership. The businesses acquired from ILG that we currently operate as part of our Exchange & Third-Party Management business include Interval International and Aqua-Aston Hospitality. As part of the ILG Acquisition, we also acquired the Vacation Resorts International (“VRI”) and Trading Places International (“TPI”) businesses (together, the “VRI Americas” business). Our Financial Statements reflect the disposition of the VRI Americas business on April 29, 2022. See Footnote 3 “Acquisitions and Dispositions” for more information on the disposition of VRI Americas. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Revenue Recognition We account for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, “ Revenue from Contracts with Customers ” (“ASC 606”). Sale of Vacation Ownership Products We market and sell vacation ownership products in our Vacation Ownership segment. Vacation ownership products include deeded vacation ownership products, deeded beneficial interests, rights to use real estate and other interests in trusts that solely hold real estate (collectively “vacation ownership products” or “VOIs”). Vacation ownership products may be sold for cash or we may provide financing. In connection with the sale of vacation ownership products, we provide sales incentives to certain purchasers and, in certain cases, membership in a brand affiliated club. Non-cash incentives typically include Marriott Bonvoy points, Hyatt’s customer loyalty program points (“World of Hyatt” points), or an alternative sales incentive that we refer to as “plus points.” Plus points are redeemable for stays at our resorts or for use in an exclusive selection of travel packages provided by affiliate tour operators (the “Explorer Collection” or “BEYOND”), generally up to two years from the date of issuance. Upon execution of a legal sales agreement, we typically receive an upfront deposit from our customer with the remainder of the purchase price for the vacation ownership product to either be collected at closing (“cash contract”) or financed by the customer through our financing programs (“financed contract”). Refer to “ Financing Revenues ” below for further information regarding financing terms. Customer deposits received for contracts are recorded as Advance deposits on our Balance Sheets until the point in time at which control of the vacation ownership product has transferred to the customer. Our assessment of collectability of the transaction price for sales of vacation ownership products is aligned with our credit granting policies for financed contracts. In determining the consideration to which we expect to be entitled for financed contracts, we include estimated variable consideration in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on the customer class and the results of our static pool analyses, which, primarily rely on historical payment data by customer class as described in “ Loan Loss Reserves ” below. Variable consideration which has not been included within the transaction price is presented as a reserve on contracts receivable or vacation ownership notes receivable. Revisions to estimates of variable consideration from the sale of vacation ownership products impact the reserve on contracts receivable and originated vacation ownership notes receivable and can increase or decrease revenue. Revenues were reduced during 2023 by $69 million due to changes in our estimates of variable consideration for performance obligations that were satisfied in prior periods, primarily due to the increase in our reserve for vacation ownership notes receivable. In the third quarter of 2022, we combined and aligned our accounting methodology to calculate our estimates for the reserve on vacation ownership notes receivable for the Marriott-, Sheraton-, and Westin-brands (“Combined Marriott”), as we expect our future customers to represent a blend of the historical customers for each brand. We use the origination of vacation ownership notes receivable and the FICO scores of the customer by brand as the primary credit quality indicators, as historical performance indicates that there is a relationship between the default behavior of borrowers by FICO score and the brand associated with the VOI they have acquired. See Footnote 6 “Vacation Ownership Notes Receivable” for additional information on our reserve for vacation ownership notes receivable reserve and adjustments recorded for the years presented. In addition, we account for cash incentives provided to customers as a reduction of the transaction price. Refer to “ Arrangements with Multiple Performance Obligations ” below for a description of our methods of allocating transaction price to each performance obligation. We evaluated our business practices, and the underlying risks and rewards associated with vacation ownership products and the respective timing that such risks and rewards are transferred to the customer in determining the point in time at which control of the vacation ownership product is transferred to the customer. Based upon the different terms of the contracts with the customer and business practices, for the contracts executed in the period prior to the third quarter of 2022, we determined that we transfer control of vacation ownership products at different times for each brand. Prior to the third quarter of 2022, we recognized revenue on the sale of Marriott-branded vacation ownership products at closing. We have historically recognized revenue on the sale of Sheraton-,Westin- and Hyatt-branded vacation ownership products upon expiration of the rescission period. In the third quarter of 2022, in connection with the affiliation of the Marriott-, Sheraton-, and Westin-branded vacation ownership products through Abound by Marriott Vacations, we modified our business practices and the terms of our Marriott-branded VOI sales contracts to be consistent with the existing terms of our Sheraton- and Westin-branded VOI sales contracts. As a result of these modifications, control of Marriott-branded vacation ownership products is transferred to the customer upon expiration of the statutory rescission period, consistent with the historical method of revenue recognition for sales of Sheraton- and Westin-branded vacation ownership products, resulting in earlier revenue recognition than the historical timing for Marriott-branded VOIs. At the time at which we recognize revenue for Marriott-branded VOI contracts, we temporarily record a contract receivable for both cash contracts and financed contracts, until the time at which we collect the cash or originate a vacation ownership note receivable, which occurs at closing. Marriott-branded VOI sales contracts executed prior to these modifications were accounted for with transfer of control of the VOI occurring at closing. We have not changed contract terms or business practices regarding how control of Hyatt Vacation Club VOIs is transferred to the customer. As such, we recognize revenue on the sale of Hyatt Vacation Club VOIs at expiration of rescission, except that revenue on the sale of VOIs derived from Legacy-Welk is recognized at closing. Revenue for non-cash incentives, such as plus points, is recorded as Deferred revenue on our Balance Sheets at closing and is recognized as rental revenue upon transfer of control to the customer, which typically occurs upon delivery of the incentive, or at the point in time when the incentive is redeemed. For non-cash incentives provided by third parties (i.e. Marriott Bonvoy points, World of Hyatt points, third-party Explorer Collection offerings, or BEYOND), we evaluated whether we control the underlying good or service prior to delivery to the customer. We concluded that we are an agent for those non-cash incentives which we do not control prior to delivery and as such record the related revenue net of the related cost upon recognition. Management and Exchange Revenues and Cost Reimbursements Revenues Ancillary Revenues Ancillary revenues consist of goods and services that are sold or provided by us at food and beverage outlets, golf courses and other retail and service outlets located at our resorts. Payments for such goods and services are generally received at the point of sale in the form of cash or credit card charges. For goods and services sold, we evaluate whether we control the underlying goods or services prior to delivery to the customer. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. We recognize ancillary revenue at the point in time when goods have been provided and/or services have been rendered. Management Fee Revenues and Cost Reimbursements Revenues We provide day-to-day-management services, including housekeeping services, operation of reservation systems, maintenance and certain accounting and administrative services for owners’ associations, condominium owners and hotels. We generate revenue from fees we earn for managing vacation ownership resorts, clubs, owners’ associations, condominiums and hotels. In our Vacation Ownership segment, these fees are earned regardless of usage or occupancy and are typically based on either a percentage of the budgeted costs to operate the resorts or a fixed fee arrangement (“VO management fee revenues”). In our Exchange & Third-Party Management segment, we earn base management fees which are typically either (i) fixed amounts, (ii) amounts based on a percentage of adjusted gross lodging revenue, or (iii) various revenue sharing agreements based on stated formulas (“Base management fee revenues”) and incentive management fees, which are generally a percentage of either operating profits or improvement in operating profits (“Incentive management fees”). In addition, we receive reimbursement of costs incurred on behalf of our customers, which consist of actual expenses with no added margin (“cost reimbursements”). Vacation Ownership segment cost reimbursements revenues exclude amounts that we have paid to the owners’ associations related to maintenance fees for unsold vacation ownership products, as we have concluded that such payments are consideration payable to a customer. Management fees are collected over time or upfront depending upon the specific management contract. Cost reimbursements are received over time and considered variable consideration. We have determined that a significant financing component does not exist as a substantial amount of the consideration promised by the customer is paid when the associated variable consideration is determined. We evaluated the nature of the management services provided and concluded that the management services constitute a series of distinct services to be accounted for as a single performance obligation transferred over time. We use an input method, the number of days that management services are provided, to recognize VO management fee revenues and base management fee revenues, which is consistent with the pattern of transfer to the customers who receive and consume the benefits as services are provided each day. We recognize Incentive management fees as earned throughout the incentive period based on actual results, which is subject to estimation of the transaction price. Any consideration we receive in advance of services being rendered is recorded as Deferred revenue on our Balance Sheets and is recognized ratably across the service period to which it relates. We recognize variable consideration for Cost reimbursements revenues when the reimbursable costs are incurred. Other Services Revenues Other services revenues includes revenues from membership fees, club dues and additional fees for services we provide to customers. Membership fees and club dues are received in advance of providing access to the exchange services, are recorded as Deferred revenue on our Balance Sheets and are earned regardless of whether exchange services are provided. Generally, Interval Network memberships are cancellable and refundable on a pro-rata basis, with the exception of the Interval Network’s Platinum tier which is non-refundable. Transaction-based fees are typically collected at a point in time. We have determined that exchange services constitute a stand-ready obligation for us to provide unlimited access to exchange services over a defined period of time, when and if a customer (or customer of a customer) requests. We have determined that customers benefit from the stand-ready obligation evenly throughout the period in which the customer has access to exchange services and as such, recognize membership fees and club dues on a straight-line basis over the related period of time. Transaction-based fees are recognized as revenue at the point in time at which the relevant goods or services are transferred to the customer. For transaction-based fees, we evaluate whether we control the underlying goods or services prior to delivery to the customer. Transaction-based fees from exchanges and other transactions in our Exchange & Third-Party Management segment are generally recognized when confirmation of the transaction is provided and services have been rendered. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. Financing Revenues We offer consumer financing as an option to qualifying customers purchasing vacation ownership products, which is collateralized by the underlying vacation ownership products. We recognize interest income on an accrual basis. The contractual terms of the financing agreements require that the contractual level of annual principal payments be sufficient to amortize the loan over a customary period for the vacation ownership product being financed, which is generally ten fifteen Financing revenues include transaction-based fees we charge to owners and other third parties for services. We recognize fee revenues when services have been rendered . Rental Revenues In our Vacation Ownership segment, we generate revenue from rentals of inventory that we hold for sale as interests in our vacation ownership programs, inventory that we control because our owners have elected alternative usage options permitted under our vacation ownership programs and rentals of owned-hotel properties. In our Exchange & Third-Party Management segment, we offer vacation rental opportunities for managed properties and to members of the Interval Network and certain other membership programs from seasonal oversupply or underutilized space, as well as sourced resort accommodations. We receive payments for rentals primarily through credit card charges. We generally recognize rental revenues when occupancy has occurred, which is consistent with the period in which the customer benefits from such service. For certain rental revenues associated with our Exchange & Third-Party Management segment, revenue is recognized when confirmation of the transaction is provided as we concluded we are an agent for these transactions. We recognize rental revenue from the utilization of plus points issued in connection with the sale of vacation ownership products, as described in “ Sale of Vacation Ownership Products ” above, when occupancy has occurred. We also generate revenues from vacation packages sold to our customers. The packages have an expiration period of six twenty-four Real Estate – Time-Sharing Activities .” Arrangements with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. In cases where the standalone selling price is not readily available, we generally determine the standalone selling prices utilizing the adjusted market approach, using prices from similar contracts, our historical pricing on similar contracts, our internal marketing and selling data and other internal and external inputs we deem to be appropriate. Significant judgment is required in determining the standalone selling price under the adjusted market approach. Receivables, Contract Assets & Contract Liabilities As discussed above, the payment terms and conditions in our customer contracts vary. In some cases, customers prepay for their goods and services; in other cases, after appropriate credit evaluations, payment is due in arrears. When the timing of our delivery of goods and services is different from the timing of the payments made by customers, we recognize either a contract asset (performance precedes contractual due date) or a contract liability (customer payment precedes performance or when we have a right to consideration that is unconditional before the transfer of goods or services to a customer). Receivables are recorded when the right to consideration becomes unconditional. Contract liabilities are recognized as revenue as (or when) we perform under the contract. See Footnote 4 “Revenue and Receivables” for additional information related to our receivables, contract assets and contract liabilities. Costs Incurred to Sell Vacation Ownership Products We charge marketing and sales costs we incur to sell vacation ownership products to expense when incurred. Earnings or Loss Per Share Attributable to Common Stockholders Basic earnings or loss per share attributable to common stockholders is calculated by dividing the earnings or loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings or loss per share attributable to common stockholders is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings per share attributable to common stockholders by application of the treasury stock method. Any potentially dilutive shares are excluded from the calculation for periods when there is a net loss attributable to common stockholders to avoid anti-dilutive effects. Business Combinations We allocate the purchase price of an acquisition to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. We recognize the amount by which the purchase price of an acquired entity exceeds the net of the fair values assigned to the assets acquired and liabilities assumed as goodwill. In determining the fair values of assets acquired and liabilities assumed, we use various recognized valuation methods including the income, cost and market approaches. Further, we make assumptions within certain valuation techniques, including discount rates, royalty rates, and the amount and timing of future cash flows. We record the net assets and results of operations of an acquired entity in our Financial Statements from the acquisition date. We initially perform these valuations based upon preliminary estimates and assumptions by management or independent valuation specialists under our supervision, where appropriate, and make revisions as estimates and assumptions are finalized. We expense acquisition-related costs as we incur them. As part of our accounting for business combinations we are required to determine the useful lives of identifiable intangible assets recognized separately from goodwill. The useful life of an intangible asset is the period over which the asset is expected to contribute directly or indirectly to the future cash flows of the acquired business. An intangible asset with a finite useful life is amortized; an intangible asset with an indefinite useful life is not amortized. We base the estimate of the useful life of an intangible asset on an analysis of all pertinent factors, in particular, all of the following factors with no one factor being more presumptive than the other: • The expected use of the asset. • The expected useful life of another asset or a group of assets to which the useful life of the intangible asset may relate. • Any legal, regulatory, or contractual provisions that may limit the useful life. • Our own historical experience in renewing or extending similar arrangements, consistent with our intended use of the asset, regardless of whether those arrangements have explicit renewal or extension provisions. • The effects of obsolescence, demand, competition, and other economic factors. • The level of maintenance expenditures required to obtain the expected future cash flows from the asset. If no legal, regulatory, contractual, competitive, economic, or other factors limit the useful life of an intangible asset to the reporting entity, the useful life of the asset is considered to be indefinite. The term indefinite does not mean the same as infinite or indeterminate. The useful life of an intangible asset is indefinite if that life extends beyond the foreseeable horizon; that is, there is no foreseeable limit on the period of time over which it is expected to contribute to the cash flows of the acquired business. Although we believe the assumptions and estimates we have made have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired entity and are inherently uncertain. Examples of critical estimates in accounting for acquisitions include but are not limited to future expected cash flows from sales of products and services and related contracts and agreements and discount and long-term growth rates. Unanticipated events and circumstances may occur which could affect the accuracy or validity of our assumptions, estimates or actual results. Variable Interest Entities We consolidate entities under our control, including VIEs where we are deemed to be the primary beneficiary. In accordance with the applicable accounting guidance for the consolidation of VIEs, we analyze our variable interests, including loans, guarantees and equity investments, to determine if an entity in which we have a variable interest is a VIE. Our analysis includes both quantitative and qualitative reviews. We base our quantitative analysis on the forecasted cash flows of the entity, and our qualitative analysis on our review of the design of the entity, its organizational structure including decision-making ability, and relevant financial agreements. We also use our qualitative analyses to determine if we must consolidate a VIE because we are its primary beneficiary. Fair Value Measurements We have several financial instruments that we are required to disclose at fair value on a recurring basis. See Footnote 7 “Financial Instruments” for further information. We also apply the provisions of fair value measurement to various non-recurring measurements for our financial and non-financial assets and liabilities. The applicable accounting standards define fair value as the price that would be received upon selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We measure fair value of our assets and liabilities using inputs from the following three levels of the fair value hierarchy: • Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). • Level 3 includes unobservable inputs that reflect our assumptions about what factors market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data. Cash and Cash Equivalents We consider all highly liquid investments with an initial purchase maturity of three months or less at the date of purchase to be cash equivalents. Restricted Cash Restricted cash primarily consists of cash restricted for use by consolidated owners’ associations which is designated for resort operations and other specific uses, such as reserves, cash held in a reserve account related to vacation ownership notes receivable securitizations, cash collected for maintenance fees to be remitted to owners’ associations, and deposits received and held in escrow, primarily associated with the sale of vacation ownership products. Accounts Receivable Accounts receivable are comprised of amounts due from customers, primarily owners’ associations, resort developers, owners and members, credit card receivables, amounts due from taxing authorities, indemnification assets, and other miscellaneous receivables. Accounts receivable outstanding longer than the contractual payment terms are considered past due. We determine our credit loss reserve for accounts receivable by considering a number of factors, including previous loss history, our judgment as to the specific customer’s current ability to pay its obligation and the condition of the general economy. We write off accounts receivable when they become uncollectible once we have exhausted all means of collection. Accounts receivable is presented net of a reserve for credit losses of $5 million and $4 million at December 31, 2023 and December 31, 2022, respectively. Accounts receivable also includes interest receivable on vacation ownership notes receivable. Write-offs of interest receivable are recorded as a reversal of previously recorded interest income. Loan Loss Reserves Acquired Vacation Ownership Notes Receivable Reserve for Credit Losses As part of the ILG Acquisition, we acquired existing portfolios of vacation ownership notes receivable. We account for these acquired vacation ownership notes receivable using the purchased credit deteriorated assets provision of the current expected credit loss model, whereby we established a reserve for credit losses and a corresponding increase in the book value of the acquired vacation ownership notes receivable, resulting in no impact to the recorded balance. The estimates of the reserve for credit losses on the acquired vacation ownership notes receivable are based on default rates that are an output of our static pool analyses. Any changes in the reserve for credit losses are recorded as Financing expenses on our Income Statements. For acquired vacation ownership notes receivable, the estimated collateral value is transferred from vacation ownership notes receivable to inventory upon foreclosure or revocation of the related vacation ownership note receivable. The vacation ownership notes receivable acquired as part of the Welk Acquisition were recorded at fair value using the purchased credit deteriorated assets provision of the current expected credit loss model, consistent with the principles outlined above. Contracts Receivable and Originated Vacation Ownership Notes Receivable Reserve We record the difference between the contract receivable or vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our contracts receivable or originated vacation ownership notes receivable, as applicable. See “Financing Revenues” above for further information. Past Due and Defaulted Although we consider loans to owners to be past due if we do not receive payment within 30 days of the due date, we suspend accrual of interest only on those loans that are over 90 days past due. For Legacy-MVW vacation ownership notes receivable, we consider loans over 150 days past due to be in default and fully reserve such amounts, less an estimate for reinstatement. For Legacy-ILG and Legacy-Welk vacation ownership notes receivable, we consider loans over 120 days past due to be in default and fully reserve such amounts, less an estimate for reinstatement. We apply payments we receive for vacation ownership notes receivable on non-accrual status first to interest, then to principal and any remainder to fees. We resume accruing interest when vacation ownership notes receivable are less than 90 days past due. We do not accept payments for vacation ownership notes receivable during the foreclosure process unless the amount is sufficient to pay all past due principal, interest, fees and penalties owed and fully reinstate the note. We write off vacation ownership notes receivable against the reserve once we receive title to the vacation ownership products through the foreclosure or deed-in-lieu process or, in certain circumstances, when revocation is complete. Inventory Our inventory consists primarily of completed vacation ownership products. We carry our inventory at the lower of (1) cost, including costs of improvements and amenities incurred subsequent to acquisition, capitalized interest and real estate taxes plus other costs incurred during construction, or (2) estimated fair value, less costs to sell, which can result in impairment charges and/or recoveries of previous impairments. We account for vacation ownership inventory and cost of vacation ownership products in accordance with the authoritative guidance for accounting for real estate time-sharing transactions, which defines a specific application of the relative sales value method for reducing vacation ownership inventory and recording cost of sales as described in our policy for revenue recognition for vacation ownership products. Also, pursuant to the guidance for accounting for real estate time-sharing transactions, we do not reduce inventory for the cost of vacation ownership products related to variable consideration which has not been included within the transaction price (accordingly, no adjustment is made when inventory is reacquired upon default of the related originated vacation ownership note receivable). These standards provide for changes in estimates within the relative sales value calculations to be accounted for as real estate inventory true-ups, which we refer to as product cost true-up activity, and are recorded in Cost of vacation ownership product expenses on the Income Statements to retrospectively adjust the margin previously recorded subject to those estimates. Product cost true-up activity relating to vacation ownership products increased carrying values of inventory by $36 million, $24 million and $10 million during 2023, 2022 and 2021, respectively. Property and Equipment Property and equipment includes our sales centers, golf courses, information technology, including internally developed capitalized software, finance lease assets, and other assets used in the normal course of business, as well as land held for future vacation ownership product development, and undeveloped and partially developed land parcels that are not part of an approved development plan and do not meet the criteria to be classified as held for sale. In addition, fully developed VOIs are classified as property and equipment until they are registered and available for sale. We record property and equipment at cost, including interest and real estate taxes incurred during active development. We capitalize the cost of improvements that extend the useful life of property and equipment when incurred. We expense all repair and maintenance costs as incurred. We compute depreciation using the straight-line method over the estimated useful lives of the assets ( three We also capitalize certain qualified costs incurred in connection with the development of internal use software. Capitalization of internal use software costs begins when the preliminary project stage is completed, management with the relevant authority authorizes and commits to the funding of the software project, and it is probable that the project will be completed and the software will be used to perform the function intended. Leases We account for leases in accordance with ASC Topic 842, “ Leases ” (“ASC 842”). We determine if an arrangement is or contains a lease at contract inception. Operating leases include lease arrangements for various land, corporate facilities office space, real estate and equipment. Other operating leases are primarily for office, off-site sales centers and retail space, as well as various equipment supporting our operations, with varying terms and renewal option periods. Finance leases include lease arrangements for our new corporate headquarters (commencing in 2023), ancillary and operations space. We also have a long-term finance lease for land underlying an operating hotel. In addition, we also lease various equipment supporting |
ACQUISITIONS AND DISPOSITIONS
ACQUISITIONS AND DISPOSITIONS | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITIONS AND DISPOSITIONS | ACQUISITIONS AND DISPOSITIONS Acquisitions Welk Acquisition We completed the Welk Acquisition on April 1, 2021. The following table presents the fair value of each type of consideration transferred in the Welk Acquisition, as finalized at March 31, 2022. (in millions, except per share amounts) Equivalent shares of Marriott Vacations Worldwide common stock issued 1.4 Marriott Vacations Worldwide common stock price per share as of Welk Acquisition Date $ 174.18 Fair value of Marriott Vacations Worldwide common stock issued 248 Cash consideration to Welk, net of cash and restricted cash acquired of $48 million 157 Total consideration transferred, net of cash and restricted cash acquired $ 405 Fair Values of Assets Acquired and Liabilities Assumed We accounted for the Welk Acquisition as a business combination, which requires us to record the assets acquired and liabilities assumed at fair value as of the Welk Acquisition Date. The values attributed to Vacation ownership notes receivable, Inventory, Property and equipment, Intangible assets, and Securitized debt from VIEs were based on valuations prepared using Level 3 inputs and assumptions in accordance with ASC Topic 820 “ Fair Value Measurements ” (“ASC 820”). The value attributed to Debt was based on Level 2 inputs in accordance with ASC 820. During the first quarter of 2022, we finalized our allocation of the purchase price to the acquired assets and liabilities. The following table presents the fair value of the assets that we acquired and the liabilities that we assumed in connection with the business combination as finalized. ($ in millions) April 1, 2021 Vacation ownership notes receivable, net $ 255 Inventory 111 Property and equipment, net 83 Intangible assets 102 Other assets 19 Deferred taxes (24) Debt (189) Securitized debt (184) Other liabilities (93) Net assets acquired 80 Goodwill (1) 325 $ 405 (1) Goodwill is calculated as total consideration transferred, net of cash acquired, less identified net assets acquired. It represents the value that we expect to obtain from growth opportunities from our combined operations and is not deductible for tax purposes. Pro Forma Results of Operations The following unaudited pro forma information presents the combined results of operations of Marriott Vacations Worldwide and Legacy-Welk as if we had completed the Welk Acquisition on December 31, 2019, the last day of our 2019 fiscal year, but using the estimates of the fair values of assets and liabilities as of the Welk Acquisition Date set forth above. As required by GAAP, these unaudited pro forma results do not reflect any synergies from operating efficiencies. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the Welk Acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations. There were no Welk Acquisition-related costs included in the unaudited pro forma results below for 2021. ($ in millions, except per share data) 2021 Revenues $ 3,937 Net income $ 70 Net income attributable to common stockholders $ 62 EARNINGS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS Basic $ 1.46 Diluted $ 1.43 Other Acquisitions Savannah, Georgia During 2023, we acquired a property in Savannah, Georgia for $19 million. We plan to convert the property into a 73-unit vacation ownership property. The transaction was accounted for as an asset acquisition and was recorded in Property and equipment, net. Charleston, South Carolina During 2023, we acquired a parcel of land and an adjacent retail space in Charleston, South Carolina for $17 million. We plan to develop the parcel of land into a 50-unit vacation ownership property and use a portion of the retail space to operate a sales center. The transaction was accounted for as an asset acquisition and was recorded in Property and equipment, net. Bali During 2022, we acquired 88 completed vacation ownership units, as well as a sales center, located in Bali, Indonesia for $36 million. The transaction was accounted for as an asset acquisition and the purchase price was allocated to Property and equipment, net. As consideration for the acquisition, we paid $12 million in cash and issued a non-interest bearing note payable for $11 million, of which $6 million was repaid in the first quarter of 2023. Further, we reclassified $13 million of previous deposits associated with the project from Other assets to Property and equipment, net. Costa Rica During 2021, we acquired 24 completed vacation ownership units and an operations building located in Costa Rica for $14 million. We accounted for the transaction as an asset acquisition with the purchase price allocated to Inventory ($13 million) and Property and equipment, net ($1 million). New York, New York During 2021, we acquired the remaining 120 completed vacation ownership units located at our Marriott Vacation Club Pulse, New York City property for $98 million. We accounted for the transaction as an asset acquisition with the purchase price allocated to Property and equipment, net. San Francisco, California During 2021, we acquired 44 completed vacation ownership units at our Marriott Vacation Club Pulse, San Francisco property for $34 million. We accounted for the transaction as an asset acquisition with the purchase price allocated to Inventory ($29 million) and Other assets ($5 million). Additionally, during 2021, we completed the purchase of the remaining inventory at our Marriott Vacation Club Pulse, San Francisco property and wrote off the outstanding management fee receivables deemed uncollectible of $7 million, which was recorded in the Management and exchange expense line on our Income Statement for the year ended December 31, 2021. As part of the purchase, we acquired the remaining 78 completed vacation ownership units, as well as an onsite garage, for $59 million. We accounted for the purchase as an asset acquisition with the purchase price allocated to Inventory ($41 million) and Property and equipment, net ($18 million). Further, we reclassified $10 million of previous deposits associated with the project from Other assets to Inventory. Dispositions During 2022, we disposed of VRI Americas for proceeds of $56 million, net of cash and restricted cash transferred to the buyer of $12 million, after determining that this business was not a core component of our future growth strategy and operating model. The results of VRI Americas are included in our Exchange and Third-Party Management segment through the date of the sale. The net carrying value of VRI Americas as of the date of the disposition was $51 million, including $25 million of goodwill and $20 million of intangible assets. As a result of the disposition, we recorded a gain of $17 million in Gains (losses) and other income (expense), net on our Income Statement for the year ended December 31, 2022. Additionally, during 2022, we disposed of entities that owned and operated a Vacation Ownership segment hotel in Puerto Vallarta, Mexico, for proceeds of $38 million, net of cash and restricted cash transferred to the buyer of $3 million, consistent with our strategy to dispose of non-strategic assets. The net carrying value of the business disposed of as of the date of the disposition, excluding the cumulative translation adjustment, was $18 million, substantially all of which was for property and equipment. As a result of this disposition, we recorded a gain |
REVENUE AND RECEIVABLES
REVENUE AND RECEIVABLES | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE AND RECEIVABLES | REVENUE AND RECEIVABLES Sources of Revenue by Segment 2023 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 1,460 $ — $ — $ 1,460 Ancillary revenues 252 5 — 257 Management fee revenues 180 24 (3) 201 Exchange and other services revenues 136 177 42 355 Management and exchange 568 206 39 813 Rental 531 40 — 571 Cost reimbursements 1,587 16 (42) 1,561 Revenue from contracts with customers 4,146 262 (3) 4,405 Financing 322 — — 322 Total Revenues $ 4,468 $ 262 $ (3) $ 4,727 2022 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 1,618 $ — $ — $ 1,618 Ancillary revenues 241 4 — 245 Management fee revenues 166 34 (5) 195 Exchange and other services revenues 127 188 72 387 Management and exchange 534 226 67 827 Rental 509 42 — 551 Cost reimbursements 1,388 23 (44) 1,367 Revenue from contracts with customers 4,049 291 23 4,363 Financing 293 — — 293 Total Revenues $ 4,342 $ 291 $ 23 $ 4,656 2021 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 1,153 $ — $ — $ 1,153 Ancillary revenues 188 3 — 191 Management fee revenues 158 32 (19) 171 Exchange and other services revenues 124 198 171 493 Management and exchange 470 233 152 855 Rental 446 40 — 486 Cost reimbursements 1,202 47 (121) 1,128 Revenue from contracts with customers 3,271 320 31 3,622 Financing 268 — — 268 Total Revenues $ 3,539 $ 320 $ 31 $ 3,890 Timing of Revenue from Contracts with Customers by Segment The following tables detail the timing of revenue from contracts with customers by segment for each of the last three fiscal years. 2023 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 2,411 $ 111 $ (3) $ 2,519 Goods or services transferred at a point in time 1,735 151 — 1,886 Revenue from contracts with customers $ 4,146 $ 262 $ (3) $ 4,405 2022 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 2,168 $ 130 $ 23 $ 2,321 Goods or services transferred at a point in time 1,881 161 — 2,042 Revenue from contracts with customers $ 4,049 $ 291 $ 23 $ 4,363 2021 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 1,915 $ 154 $ 31 $ 2,100 Goods or services transferred at a point in time 1,356 166 — 1,522 Revenue from contracts with customers $ 3,271 $ 320 $ 31 $ 3,622 Receivables from Contracts with Customers, Contract Assets, & Contract Liabilities The following table shows the composition of our receivables from contracts with customers and contract liabilities. We had no contract assets at either December 31, 2023 or December 31, 2022. ($ in millions) At December 31, 2023 At December 31, 2022 Receivables Accounts and contracts receivable, net $ 259 $ 194 Vacation ownership notes receivable, net 2,343 2,198 $ 2,602 $ 2,392 Contract Liabilities Advance deposits $ 164 $ 158 Deferred revenue 382 344 $ 546 $ 502 Revenue recognized during the year ended December 31, 2023 that was included in our contract liabilities balance at December 31, 2022 was $290 million. Remaining Performance Obligations Our remaining performance obligations represent the expected transaction price allocated to our contracts that we expect to recognize as revenue in future periods when we perform under the contracts. At December 31, 2023, approximately 94% of this amount is expected to be recognized as revenue over the next two years. Accounts and Contracts Receivable Accounts and contracts receivable is comprised of amounts due from customers, primarily owners’ associations, resort developers, owners and members, credit card receivables, interest receivables, amounts due from taxing authorities, indemnification assets, and other miscellaneous receivables. The following table shows the composition of our accounts and contracts receivable balances: ($ in millions) At December 31, 2023 At December 31, 2022 Receivables from contracts with customers, net $ 259 $ 194 Interest receivable 18 16 Tax receivable 44 20 Indemnification assets 40 19 Employee tax credit receivable 11 16 Other 13 27 $ 385 $ 292 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES Income Tax Provision The following table presents the components of our Income (loss) before income taxes and noncontrolling interests for the last three fiscal years: ($ in millions) 2023 2022 2021 United States $ 419 $ 508 $ 152 Non-U.S. jurisdictions (21) 74 (25) $ 398 $ 582 $ 127 Our (provision for) benefit from income taxes consisted of: ($ in millions) 2023 2022 2021 Current – U.S. Federal $ (123) $ (91) $ 8 – U.S. State (21) (23) (3) – Non-U.S. (62) 5 (50) (206) (109) (45) Deferred – U.S. Federal 27 (13) (36) – U.S. State 12 (26) 3 – Non-U.S. 21 (43) 4 60 (82) (29) $ (146) $ (191) $ (74) Reconciliation of U.S. Federal Statutory Income Tax Rate to Actual Income Tax Rate The following table reconciles the U.S. statutory income tax rate to our effective income tax rate: 2023 2022 2021 U.S. statutory income tax rate 21.0% 21.0% 21.0% U.S. state income taxes, net of U.S. federal tax benefit 4.5 5.0 4.3 Share-based compensation, net of Section 162(m) limitation 0.3 (0.2) 1.9 Other permanent differences (1) (3.0) 1.5 (5.1) Tax rate changes (0.8) 2.8 (3.8) Non-U.S. income 1.5 4.5 12.9 Tax credits (0.6) (0.2) (0.9) Unrecognized tax benefits 5.5 (2.7) 17.9 Change in valuation allowance 7.1 1.0 10.4 Other items 1.0 0.2 (0.2) Effective rate 36.5% 32.9% 58.4% (1) The 2023 permanent differences are primarily related to non-taxable income and foreign taxes deducted in the U.S. The 2022 permanent differences primarily relate to non-deductible interest. The 2021 permanent differences primarily relate to the deduction of foreign taxes paid in the U.S. For the years ended December 31, 2023, 2022 and 2021, our provision for income taxes included $1 million, $3 million, and $4 million of excess tax benefits resulting from equity incentive plan activities, respectively. We conduct business in countries that grant “holidays” from income taxes for ten Other As of December 31, 2023, the $28 million tax reserve for non-income tax issues is predominantly related to the ILG Acquisition. We expect that we will be indemnified for liabilities of $4 million in connection with the Legacy-ILG non-income tax matters pursuant to a Tax Matters Agreement dated May 11, 2016 by and among Starwood Hotels & Resorts Worldwide, Inc., Vistana Signature Experiences, Inc., and Interval Leisure Group, Inc., and consequently have recorded a corresponding indemnification asset. Deferred Income Taxes The following table presents the significant components of our deferred tax assets and liabilities: ($ in millions) At Year-End 2023 At Year-End 2022 Deferred Tax Assets Inventory $ 193 $ 138 Reserves 139 80 Convertible debt 34 44 Deferred compensation 35 27 Deferred revenue 10 22 Property and equipment 56 67 Non-cash compensation 15 14 Net operating loss and capital loss carryforwards 153 137 Tax credits 27 29 Right-of-use asset 50 25 Other, net 36 52 Deferred tax assets 748 635 Less valuation allowance (179) (142) Net deferred tax assets 569 493 Deferred Tax Liabilities Long lived intangible assets (199) (214) Deferred sales of VOIs (565) (556) Right-of-use liability (44) (25) Other, net (27) (24) Deferred tax liabilities (835) (819) Total net deferred tax liabilities $ (266) $ (326) In 2023, the change in our valuation allowance is primarily related to certain existing non-U.S. loss carryforwards where future sources of income are no longer available for realization of the losses. We have $7 million in foreign capital loss carryforwards and $131 million of foreign net operating loss carryforwards, some of which begin expiring in 2024; however, a significant portion of the net operating loss carryforwards have indefinite carryforward periods. We have $13 million of state net operating loss carryforwards, the majority of which will not expire within the next five years. We have U.S. federal foreign tax credit carryforwards of $20 million and $6 million of state tax credit carryforwards. We continue to treat the undistributed earnings of certain foreign subsidiaries as permanently reinvested. No taxes have been accrued with respect to these undistributed earnings or any outside basis differences. Distribution of profits from foreign subsidiaries is not expected to cause a significant incremental U.S. tax impact in the future; an estimate of the U.S. tax impact is not practicable to determine. Unrecognized Tax Benefits A reconciliation of the beginning and ending amount of unrecognized tax benefits (excluding interest and penalties) is as follows: ($ in millions) 2023 2022 2021 Unrecognized tax benefits at beginning of year $ 25 $ 26 $ 14 Increases related to tax positions taken during a prior period 87 3 12 Increases related to tax positions taken during the current period — — 1 Decreases related to tax positions taken during a prior period (6) (4) — Decreases as a result of a lapse of the applicable statute of limitations — — (1) Unrecognized tax benefits at end of year $ 106 $ 25 $ 26 The increase in the unrecognized tax benefits during 2023 is primarily related to $80 million for a proposed tax method change for pre-acquisition Welk. Unrecognized tax benefits (excluding interest and penalties) of $26 million would impact the effective tax rate if recognized. The total amount of gross interest and penalties accrued relating to unrecognized tax benefits was $48 million at December 31, 2023 and $28 million at December 31, 2022, which is predominantly attributable to non-U.S. jurisdictions. We anticipate $36 million of unrecognized tax benefits, including interest and penalties, will be indemnified pursuant to a Tax Matters Agreement dated May 11, 2016 by and among Starwood Hotels & Resorts Worldwide, Inc., Vistana Signature Experiences, Inc., and Interval Leisure Group, Inc., and consequently have recorded a corresponding indemnification asset. The unrecognized tax benefits, including accrued interest and penalties, are included in Other liabilities on our Balance Sheet. Our income tax returns are subject to examination by relevant tax authorities. Certain of our returns are being audited in various jurisdictions for tax years 2007 through 2020. The amount of the unrecognized tax benefits may increase or decrease within the next twelve months as a result of audits or audit settlements. |
VACATION OWNERSHIP NOTES RECEIV
VACATION OWNERSHIP NOTES RECEIVABLE | 12 Months Ended |
Dec. 31, 2023 | |
Receivables [Abstract] | |
VACATION OWNERSHIP NOTES RECEIVABLE | VACATION OWNERSHIP NOTES RECEIVABLE The following table shows the composition of our vacation ownership notes receivable balances, net of reserves. December 31, 2023 December 31, 2022 ($ in millions) Originated Acquired Total Originated Acquired Total Securitized $ 1,764 $ 148 $ 1,912 $ 1,571 $ 221 $ 1,792 Non-securitized Eligible for securitization (1) 51 1 52 63 — 63 Not eligible for securitization (1) 363 16 379 322 21 343 Subtotal 414 17 431 385 21 406 $ 2,178 $ 165 $ 2,343 $ 1,956 $ 242 $ 2,198 (1) Refer to Footnote 7 “Financial Instruments” for discussion of eligibility of our vacation ownership notes receivable for securitization. We reflect interest income associated with vacation ownership notes receivable in our Income Statements in the Financing revenues caption. The following table summarizes interest income associated with vacation ownership notes receivable. ($ in millions) 2023 2022 2021 Interest income associated with vacation ownership notes receivable — securitized $ 276 $ 243 $ 219 Interest income associated with vacation ownership notes receivable — 36 41 40 Total interest income associated with vacation ownership notes receivable $ 312 $ 284 $ 259 Vacation Ownership Notes Receivable Reserves The estimates of the variable consideration for originated vacation ownership notes receivable and the reserve for credit losses on the acquired vacation ownership notes receivable are based on default rates that are an output of our static pool analyses and estimates regarding future defaults. In the third quarter of 2023, we evaluated our vacation ownership notes receivable reserve in light of trends in delinquencies and default rates. As a result, we increased our originated vacation ownership notes receivable reserve by $59 million. We primarily used a historical period of increased defaults as a basis for estimating the increase in our reserve. This additional reserve adjusted our future default rate estimate, which reflected then-current macroeconomic conditions, including inflation outpacing wage growth, continuing high interest rates, mixed economic indicators and increased global insecurity. In the third quarter of 2022, in connection with the combination and alignment of the reserves for the Marriott-, Sheraton-, and Westin-brands (see Footnote 2 “Summary of Significant Accounting Policies”), we recorded a reversal of credit loss expense for our acquired vacation ownership notes receivable of $19 million, which was recorded in Financing expenses on our Income Statement for the year ended December 31, 2022, and an increase in the reserve for our originated vacation ownership notes receivable of $21 million, which was recorded as a reduction of Sale of vacation ownership products and partially offset by a corresponding $5 million increase in Cost of vacation ownership products on our Income Statement for the year ended December 31, 2022. In 2020, we increased our vacation ownership notes receivable reserves by $69 million as a result of higher actual and projected default activity which was predominantly due to the COVID-19 pandemic. At that time, we allocated $59 million of the reserve to our originated vacation ownership notes receivable reserve (recorded as a reduction of Sale of vacation ownership products), $10 million to our acquired vacation ownership notes receivable reserve (recorded as an increase in Financing expenses), and a corresponding $19 million reduction in Cost of vacation ownership products on our Income Statement for the year ended December 31, 2020. Given the uncertainty as to which vacation ownership notes receivable (originated or acquired) would default, from 2020 through the second quarter of 2022, we assessed the sufficiency of our reserves for all vacation ownership notes receivable in total. There were no additional adjustments to our vacation ownership notes receivables reserves due to the COVID-19 pandemic during either 2021 or 2022. Credit Quality Indicators - Vacation Ownership Notes Receivable We use the origination of vacation ownership notes receivable and the FICO scores of the customer by brand as the primary credit quality indicators, as historical performance indicates that there is a relationship between the default behavior of borrowers by FICO score and the brand associated with the VOI they have acquired. The weighted average FICO score within our consolidated vacation ownership notes receivable pool was 723 and 721 at December 31, 2023 and December 31, 2022, respectively, based upon the FICO score of the borrower at the time of origination. Acquired Vacation Ownership Notes Receivable Acquired vacation ownership notes receivable represent vacation ownership notes receivable acquired as part of the ILG Acquisition and the Welk Acquisition. The following table shows future contractual principal payments, net of reserves, and interest rates for our acquired vacation ownership notes receivable at December 31, 2023. Acquired Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 2024 $ 3 $ 31 $ 34 2025 3 29 32 2026 2 26 28 2027 2 21 23 2028 2 14 16 Thereafter 5 27 32 Balance at December 31, 2023 $ 17 $ 148 $ 165 Weighted average stated interest rate 13.7% 14.2% 14.1% Range of stated interest rates 0.0% to 21.9% 0.0% to 21.9% 0.0% to 21.9% The following table summarizes the activity related to our acquired vacation ownership notes receivable reserve. Acquired Vacation Ownership Notes Receivable Reserve ($ in millions) Non-Securitized Securitized Total Balance at December 31, 2020 $ 39 $ 21 $ 60 Securitizations (9) 9 — Clean-up call 3 (3) — Write-offs (49) — (49) Recoveries 27 — 27 Defaulted vacation ownership notes receivable repurchase activity (1) 32 (32) — Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable 11 21 32 (Decrease) increase in vacation ownership notes receivable reserve (7) 7 — Balance at December 31, 2021 47 23 70 Clean-up call 1 (1) — Write-offs (57) — (57) Recoveries 35 — 35 Defaulted vacation ownership notes receivable repurchase activity (1) 25 (25) — (Decrease) increase in vacation ownership notes receivable reserve (40) 21 (19) Balance at December 31, 2022 11 18 29 Securitizations (2) 2 — Clean-up call 2 (2) — Write-offs (28) — (28) Recoveries 17 — 17 Defaulted vacation ownership notes receivable repurchase activity (1) 18 (18) — (Decrease) increase in vacation ownership notes receivable reserve (12) 9 (3) Balance at December 31, 2023 $ 6 $ 9 $ 15 (1) Reflects the change attributable to the transfer of the reserve from the securitized vacation ownership notes receivable reserve to the non-securitized vacation ownership notes receivable reserve when we voluntarily repurchased securitized vacation ownership notes receivable. The following tables show acquired vacation ownership notes receivable, before reserves, by brand and borrower FICO score. Acquired Vacation Ownership Notes Receivable as of December 31, 2023 ($ in millions) 700 + 600 - 699 < 600 No Score Total Combined Marriott $ 46 $ 32 $ 4 $ 9 $ 91 Hyatt and Welk 53 34 1 1 89 $ 99 $ 66 $ 5 $ 10 $ 180 Acquired Vacation Ownership Notes Receivable as of December 31, 2022 ($ in millions) 700 + 600 - 699 < 600 No Score Total Combined Marriott $ 67 $ 47 $ 6 $ 16 $ 136 Hyatt and Welk 80 53 1 1 135 $ 147 $ 100 $ 7 $ 17 $ 271 The following tables detail the origination year of our acquired vacation ownership notes receivable, before reserves, by brand and borrower FICO score at origination as of December 31, 2023, and gross write-offs by brand for the year ended December 31, 2023. Acquired Vacation Ownership Notes Receivable - Combined Marriott ($ in millions) 2021 2020 2019 & Prior Total 700 + $ — $ — $ 46 $ 46 600 - 699 — — 32 32 < 600 — — 4 4 No Score — — 9 9 $ — $ — $ 91 $ 91 Gross write-offs $ — $ — $ 13 $ 13 Acquired Vacation Ownership Notes Receivable - Hyatt & Welk ($ in millions) 2021 2020 2019 & Prior Total 700 + $ 4 $ 12 $ 37 $ 53 600 - 699 2 6 26 34 < 600 — — 1 1 No Score — — 1 1 $ 6 $ 18 $ 65 $ 89 Gross write-offs $ 1 $ 4 $ 10 $ 15 Originated Vacation Ownership Notes Receivable Originated vacation ownership notes receivable represent vacation ownership notes receivable originated by Legacy-ILG and Legacy-Welk subsequent to each respective acquisition date and all Legacy-MVW vacation ownership notes receivable. The following table shows future principal payments, net of reserves, and interest rates for our originated vacation ownership notes receivable at December 31, 2023. Originated Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 2024 $ 60 $ 140 $ 200 2025 39 147 186 2026 38 155 193 2027 38 162 200 2028 36 167 203 Thereafter 203 993 1,196 Balance at December 31, 2023 $ 414 $ 1,764 $ 2,178 Weighted average stated interest rate 12.0% 13.3% 13.0% Range of stated interest rates 0.0% to 20.9% 0.0% to 20.9% 0.0% to 20.9% For originated vacation ownership notes receivable, we record the difference between the vacation ownership note receivable and the variable consideration included in the transaction price for the sale of the related vacation ownership product as a reserve on our vacation ownership notes receivable. The following table summarizes the activity related to our originated vacation ownership notes receivable reserve. Originated Vacation Ownership Notes Receivable Reserve ($ in millions) Non-Securitized Securitized Total Balance at December 31, 2020 $ 193 $ 117 $ 310 Increase in vacation ownership notes receivable reserve 78 24 102 Securitizations (76) 76 — Clean-up call 12 (12) — Write-offs (79) — (79) Defaulted vacation ownership notes receivable repurchase activity (1) 65 (65) — Balance at December 31, 2021 193 140 333 Increase in vacation ownership notes receivable reserve 118 47 165 Securitizations (132) 132 — Clean-up call 37 (37) — Write-offs (136) — (136) Defaulted vacation ownership notes receivable repurchase activity (1) 69 (69) — Balance at December 31, 2022 149 213 362 Increase in vacation ownership notes receivable reserve 188 40 228 Securitizations (211) 211 — Clean-up call 99 (99) — Write-offs (135) — (135) Defaulted vacation ownership notes receivable repurchase activity (1) 105 (105) — Balance at December 31, 2023 $ 195 $ 260 $ 455 (1) Reflects the change attributable to the transfer of the reserve from the securitized vacation ownership notes receivable reserve to the non-securitized vacation ownership notes receivable reserve when we voluntarily repurchased securitized vacation ownership notes receivable. The following tables show originated vacation ownership notes receivable, before reserves, by brand and borrower FICO score. Originated Vacation Ownership Notes Receivable as of December 31, 2023 ($ in millions) 700 + 600 - 699 < 600 No Score Total Combined Marriott $ 1,381 $ 609 $ 57 $ 323 $ 2,370 Hyatt and Welk 188 70 2 3 263 $ 1,569 $ 679 $ 59 $ 326 $ 2,633 Originated Vacation Ownership Notes Receivable as of December 31, 2022 ($ in millions) 700 + 600 - 699 < 600 No Score Total Combined Marriott $ 1,210 $ 549 $ 55 $ 278 $ 2,092 Hyatt and Welk 157 64 3 2 226 $ 1,367 $ 613 $ 58 $ 280 $ 2,318 The following tables detail the origination year of our originated vacation ownership notes receivable, before reserves, by brand and borrower FICO score at origination as of December 31, 2023, and gross write-offs by brand for the year ended December 31, 2023. Originated Vacation Ownership Notes Receivable - Combined Marriott ($ in millions) 2023 2022 2021 2020 2019 & Prior Total 700 + $ 486 $ 388 $ 210 $ 72 $ 225 $ 1,381 600 - 699 182 166 106 39 116 609 < 600 17 15 10 5 10 57 No Score 154 67 25 17 60 323 $ 839 $ 636 $ 351 $ 133 $ 411 $ 2,370 Gross write-offs $ 6 $ 23 $ 32 $ 12 $ 36 $ 109 Originated Vacation Ownership Notes Receivable - Hyatt and Welk ($ in millions) 2023 2022 2021 2020 2019 & Prior Total 700 + $ 93 $ 62 $ 28 $ 2 $ 3 $ 188 600 - 699 32 25 11 — 2 70 < 600 1 1 — — — 2 No Score 2 1 — — — 3 $ 128 $ 89 $ 39 $ 2 $ 5 $ 263 Gross write-offs $ 2 $ 13 $ 10 $ — $ 1 $ 26 Vacation Ownership Notes Receivable on Non-Accrual Status For both non-securitized and securitized vacation ownership notes receivable, we estimated the average remaining default rate of 13.00% as of December 31, 2023 and 11.62% as of December 31, 2022. A 0.5 percentage point increase in the estimated default rate would have resulted in an increase in the related vacation ownership notes receivable reserve of $13 million as of December 31, 2023 and $12 million as of December 31, 2022. The following table shows our recorded investment in non-accrual vacation ownership notes receivable, which are vacation ownership notes receivable that are 90 days or more past due. Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total Investment in vacation ownership notes receivable on non-accrual status at December 31, 2023 $ 141 $ 27 $ 168 Investment in vacation ownership notes receivable on non-accrual status at December 31, 2022 $ 126 $ 24 $ 150 The following table shows the aging of the recorded investment in principal, before reserves, in vacation ownership notes receivable as of December 31, 2023 and December 31, 2022. December 31, 2023 December 31, 2022 ($ in millions) Non-Securitized Securitized Total Non-Securitized Securitized Total 31 – 90 days past due $ 31 $ 72 $ 103 $ 25 $ 56 $ 81 91 – 120 days past due 7 19 26 7 16 23 Greater than 120 days past due 134 8 142 119 8 127 Total past due 172 99 271 151 80 231 Current 460 2,082 2,542 415 1,943 2,358 Total vacation ownership notes receivable $ 632 $ 2,181 $ 2,813 $ 566 $ 2,023 $ 2,589 |
FINANCIAL INSTRUMENTS
FINANCIAL INSTRUMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Investments, All Other Investments [Abstract] | |
FINANCIAL INSTRUMENTS | FINANCIAL INSTRUMENTS The following table shows the carrying values and the estimated fair values of financial assets and liabilities that qualify as financial instruments, determined in accordance with the authoritative guidance for disclosures regarding the fair value of financial instruments. Considerable judgment is required in interpreting market data to develop estimates of fair value. The use of different market assumptions and/or estimation methodologies could have a material effect on the estimated fair value amounts. The table excludes Cash and cash equivalents, Restricted cash, Accounts and contracts receivable (excluding contracts receivable for financed VOI sales, net), deposits included in Other assets, Accounts payable, Advance deposits, Accrued liabilities, and derivative instruments, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments. At December 31, 2023 At December 31, 2022 ($ in millions) Carrying Fair Carrying Fair Vacation ownership notes receivable, net $ 2,343 $ 2,427 $ 2,198 $ 2,245 Contracts receivable for financed VOI sales, net 37 37 22 22 Other assets 99 99 76 76 Total financial assets $ 2,479 $ 2,563 $ 2,296 $ 2,343 Securitized debt, net $ (2,096) $ (2,068) $ (1,938) $ (1,828) Term Loan, net (781) (784) (778) (775) Revolving Corporate Credit Facility, net (101) (105) — — 2025 Notes, net — — (248) (258) 2028 Notes, net (348) (322) (347) (307) 2029 Notes, net (495) (445) (494) (417) 2026 Convertible notes, net (568) (508) (565) (560) 2027 Convertible notes, net (563) (513) (560) (568) Non-interest bearing note payable, net (4) (4) (10) (10) Total financial liabilities $ (4,956) $ (4,749) $ (4,940) $ (4,723) Vacation Ownership Notes Receivable At December 31, 2023 At December 31, 2022 ($ in millions) Carrying Fair Carrying Fair Vacation ownership notes receivable, net Securitized $ 1,912 $ 1,994 $ 1,792 $ 1,837 Eligible for securitization 52 54 63 65 Not eligible for securitization 379 379 343 343 Non-securitized 431 433 406 408 $ 2,343 $ 2,427 $ 2,198 $ 2,245 We estimate the fair value of our vacation ownership notes receivable that have been securitized using a discounted cash flow model. We believe this is comparable to the model that an independent third party would use in the current market. Our model uses default rates, prepayment rates, coupon rates, and loan terms for our securitized vacation ownership notes receivable portfolio as key drivers of risk and relative value to determine the fair value of the underlying vacation ownership notes receivable. We concluded that this fair value measurement should be categorized within Level 3. Due to factors that impact the general marketability of our vacation ownership notes receivable that have not been securitized, as well as current market conditions, we bifurcate our non-securitized vacation ownership notes receivable at each balance sheet date into those eligible and not eligible for securitization using criteria applicable to current securitization transactions in the asset-backed securities (“ABS”) market. Generally, vacation ownership notes receivable are considered not eligible for securitization if any of the following attributes are present: (1) payments are greater than 30 days past due; (2) the first payment has not been received; or (3) the collateral is located in Asia or Europe. In some cases, eligibility may also be determined based on the credit score of the borrower, the remaining term of the loans and other similar factors that may reflect investor demand in a securitization transaction or the cost to effectively securitize the vacation ownership notes receivable. The table above shows the bifurcation of our vacation ownership notes receivable that have not been securitized into those eligible and not eligible for securitization based upon the aforementioned eligibility criteria. We estimate the fair value of the portion of our vacation ownership notes receivable that have not been securitized that we believe will ultimately be securitized in the same manner as vacation ownership notes receivable that have been securitized. We value the remaining vacation ownership notes receivable that have not been securitized at their carrying value, rather than using our pricing model. We believe that the carrying value of these particular vacation ownership notes receivable approximates fair value because the stated, or otherwise imputed, interest rates of these loans are generally consistent with current market rates and the reserve for these vacation ownership notes receivable appropriately accounts for risks in default rates, prepayment rates, discount rates, and loan terms. We concluded that this fair value measurement should be categorized within Level 3. Contracts Receivable for Financed VOI Sales At the time at which we recognize revenue for Marriott-branded VOI sales, we temporarily record a contract receivable for financed VOI sales, until the time at which we originate a vacation ownership note receivable, which occurs at closing. We believe that the carrying value of the contracts receivable for financed VOI sales approximates fair value because the stated, or otherwise imputed, interest rates of these receivables are generally consistent with current market rates and the reserve for these contracts receivable for financed VOI sales appropriately accounts for risks in default rates, prepayment rates, and discount rates. We concluded that this fair value measurement should be categorized within Level 3. Other Assets Other assets include $99 million of COLI policies acquired on the lives of certain participants in the Marriott Vacations Worldwide Deferred Compensation Plan that are held in a rabbi trust. The carrying value of the COLI policies is equal to their cash surrender value (Level 2 inputs). Securitized Debt We generate cash flow estimates by modeling all bond tranches for our active vacation ownership notes receivable securitization transactions, with consideration for the collateral specific to each tranche. The key drivers in our analysis include default rates, prepayment rates, bond interest rates, and other structural factors, which we use to estimate the projected cash flows. In order to estimate market credit spreads by rating, we obtain indicative credit spreads from investment banks that actively issue and facilitate the market for vacation ownership securities and determine an average credit spread by rating level of the different tranches. We then apply those estimated market spreads to swap rates in order to estimate an underlying discount rate for calculating the fair value of the active bonds payable. We concluded that this fair value measurement should be categorized within Level 3. Term Loan We estimate the fair value of our Term Loan (as defined in Footnote 16 “Debt”) using quotes from securities dealers as of the last trading day for the quarter; however, this loan has only a limited trading history and volume, and as such, this fair value estimate is not necessarily indicative of the value at which the Term Loan could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 3. Revolving Corporate Credit Facility We estimate that the gross carrying value of our Revolving Corporate Credit Facility (as defined in Footnote 16 “Debt”) approximates fair value as the contractual interest rate is variable plus an applicable margin. We concluded that this fair value measurement should be categorized within Level 3. Senior Notes We estimate the fair value of our 2025 Notes, 2028 Notes, and 2029 Notes (each as defined in Footnote 16 “Debt”) using quoted market prices as of the last trading day for the quarter; however these notes have only a limited trading history and volume, and, as such, this fair value estimate is not necessarily indicative of the value at which these notes could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 2. Convertible Notes We estimate the fair value of our convertible notes using quoted market prices as of the last trading day for the quarter; however these notes have only a limited trading history and volume, and as such this fair value estimate is not necessarily indicative of the value at which the convertible notes could be retired or transferred. We concluded that this fair value measurement should be categorized within Level 2. Non-Interest Bearing Note Payable |
EARNINGS PER SHARE
EARNINGS PER SHARE | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | EARNINGS PER SHARE Basic earnings or loss per common share attributable to common stockholders is calculated by dividing net income or loss attributable to common stockholders by the weighted average number of shares of common stock outstanding during the reporting period. Treasury stock is excluded from the weighted average number of shares of common stock outstanding. Diluted earnings or loss per common share attributable to common stockholders is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period, except in periods when there is a loss because the inclusion of the potential common shares would have an anti-dilutive effect. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings or loss per common share applicable to common stockholders by application of the treasury stock method using average market prices during the period. We adopted ASU 2020-06 on January 1, 2022 using the modified retrospective method. ASU 2020-06 is applicable to our convertible notes outstanding as of adoption and requires us to calculate the impact of our convertible notes on diluted earnings per share using the “if-converted” method, regardless of our intent to settle or partially settle the debt in cash. Under the “if-converted” method, shares issuable upon conversion of our convertible notes are assumed to be converted into common stock at the beginning of the period, to the extent dilutive. Earnings per share for 2021 have not been retrospectively restated and continue to be reported under the accounting standards in effect for that period. The shares issuable on exercise of the warrants sold in connection with the issuance of our convertible notes will not impact the total dilutive weighted average shares outstanding unless and until the price of our common stock exceeds the respective strike price. If and when the price of our common stock exceeds the respective strike price of any of the warrants, we will include the dilutive effect of the additional shares that may be issued upon exercise of the warrants in total dilutive weighted average shares outstanding, which we calculate using the treasury stock method. The convertible note hedges purchased in connection with each issuance of the convertible notes are considered to be anti-dilutive and do not impact our calculation of diluted earnings per share attributable to common stockholders for any periods presented herein. The table below illustrates the reconciliation of the earnings or loss and number of shares used in our calculation of basic earnings or loss per share attributable to common stockholders. (in millions, except per share amounts) 2023 2022 2021 Net income attributable to common stockholders $ 254 $ 391 $ 49 Shares for basic earnings per share 36.5 40.4 42.5 Basic earnings per share $ 6.96 $ 9.69 $ 1.15 The table below illustrates the reconciliation of the earnings or loss and number of shares used in our calculation of diluted earnings or loss per share attributable to common stockholders. (in millions, except per share amounts) 2023 (1) 2022 (1) 2021 (1) Net income attributable to common stockholders $ 254 $ 391 $ 49 Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax 19 5 — Numerator used to calculate diluted earnings per share $ 273 $ 396 $ 49 Shares for basic earnings per share 36.5 40.4 42.5 Effect of dilutive shares outstanding Employee SARs 0.1 0.2 0.2 Restricted stock units 0.3 0.3 0.5 2022 Convertible Notes ($230 million of principal) — 0.7 0.1 2026 Convertible Notes ($575 million of principal) 3.5 3.4 — 2027 Convertible Notes ($575 million of principal) 3.1 0.2 — Shares for diluted earnings per share 43.5 45.2 43.3 Diluted earnings per share $ 6.28 $ 8.77 $ 1.13 (1) The computations of diluted earnings per share attributable to common stockholders exclude approximately 193,000, 129,000, and 166,000 shares of common stock, the maximum number of shares issuable as of December 31, 2023, December 31, 2022, and December 31, 2021, respectively, upon the vesting of certain performance-based awards, because the performance conditions required to be met for the shares subject to such awards to vest were not achieved by the end of the reporting period. In accordance with the applicable accounting guidance for calculating earnings per share, for the year ended December 31, 2023, we excluded from our calculation of diluted earnings per share 287,125 shares underlying SARs that may settle in shares of common stock because the exercise prices of such SARs, which ranged from $143.38 to $173.88, were greater than the average market price of our common stock for the applicable period. For the year ended December 31, 2022, we excluded from our calculation of diluted earnings per share 199,813 shares underlying SARs that may settle in shares of common stock because the exercise prices of such SARS, which ranged from $159.27 to $173.88, were greater than the average market price of our common stock for the applicable period. |
INVENTORY
INVENTORY | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORY | INVENTORY The following table shows the composition of our inventory balances: ($ in millions) At Year-End 2023 At Year-End 2022 Real estate inventory (1) $ 624 $ 651 Other 10 9 $ 634 $ 660 (1) Represents completed inventory that is registered for sale as VOIs and vacation ownership inventory expected to be reacquired pursuant to estimated future defaults on originated vacation ownership notes receivable. |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT The following table details the composition of our property and equipment balances: ($ in millions) At Year-End 2023 At Year-End 2022 Land and land improvements $ 428 $ 420 Buildings and leasehold improvements 906 746 Furniture, fixtures and other equipment 139 119 Information technology 393 389 Construction in progress 52 91 1,918 1,765 Accumulated depreciation (658) (626) $ 1,260 $ 1,139 |
GOODWILL
GOODWILL | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | GOODWILL The following table details the carrying amount of our goodwill at December 31, 2023 and December 31, 2022, and reflects goodwill attributed to the ILG Acquisition and the Welk Acquisition. ($ in millions) Vacation Ownership Exchange & Third-Party Management Total Consolidated Balance at December 31, 2021 $ 2,778 $ 372 $ 3,150 Measurement period adjustments (8) — (8) Disposition of VRI Americas — (25) (25) Balance at December 31, 2022 2,770 347 3,117 Adjustments — — — Balance at December 31, 2023 $ 2,770 $ 347 $ 3,117 We performed our annual goodwill impairment test as of October 1, 2023 and prepared a quantitative assessment for both the Vacation Ownership and the Exchange & Third-Party Management reporting units. For each reporting unit, the fair value of the reporting unit was in excess of the carrying value and therefore we concluded there was no impairment. During 2022 we conducted our annual goodwill impairment test, which was a qualitative evaluation, and no impairment charges were recorded. The estimated fair values of all of our reporting units exceeded their carrying values at the date of their most recent estimated fair value determination. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | INTANGIBLE ASSETS The following table details the composition of our intangible asset balances: ($ in millions) At Year-End 2023 At Year-End 2022 Definite-lived intangible assets Member relationships $ 670 $ 669 Management contracts 431 428 1,101 1,097 Accumulated amortization (310) (249) 791 848 Indefinite-lived intangible assets Trade names 63 63 $ 854 $ 911 Definite-Lived Intangible Assets Definite-lived intangible assets, all of which were acquired as part of the ILG and Welk Acquisitions, are amortized on a straight-line basis over their estimated useful lives, ranging from 15 to 20 years. We recorded amortization expense of $61 million in the Depreciation and amortization line of our Income Statements for each of the years ended December 31, 2023, 2022, and 2021, and we estimate that our annual amortization expense will continue to be $61 million for each of the next five fiscal years. Indefinite-Lived Intangible Assets All of our indefinite-lived intangible assets are related to the Exchange & Third-Party Management segment. We performed our annual impairment test of indefinite-lived intangible assets during the fourth quarters of 2023 and 2022, and no impairment charges were recorded in either year. |
CONTINGENCIES AND COMMITMENTS
CONTINGENCIES AND COMMITMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES AND COMMITMENTS | CONTINGENCIES AND COMMITMENTS Commitments and Letters of Credit As of December 31, 2023, we had the following commitments outstanding: • We have various contracts for the use of information technology hardware and software that we use in the normal course of business. Our aggregate commitment under these contracts was $110 million, of which we expect $57 million, $27 million, $16 million, $6 million, and $4 million will be paid in 2024, 2025, 2026, 2027, and 2028, respectively. • We have a commitment to acquire real estate for use in our Vacation Ownership segment via our involvement with a VIE. Refer to Footnote 19 “Variable Interest Entities” for additional information and our activities relating to the VIE involved in this transaction. Surety bonds issued as of December 31, 2023 totaled $122 million, the majority of which were requested by federal, state or local governments in connection with our operations. As of December 31, 2023, we had $24 million of letters of credit outstanding under our Revolving Corporate Credit Facility (as defined in Footnote 16 “Debt”), of which $23 million were related to and in lieu of reserves required for our most recent outstanding securitization transaction. In addition, as of December 31, 2023, we had $1 million in letters of credit outstanding related to and in lieu of reserves required for several vacation ownership notes receivable securitization transactions outstanding, which were not issued pursuant to, nor do they impact our borrowing capacity under, the Revolving Corporate Credit Facility. Guarantees Certain of our rental management agreements in our Exchange & Third-Party Management segment provide for owners of properties we manage to receive specified percentages of rental revenue or guaranteed amounts generated under our management. In these cases, the operating expenses for the rental operations are paid from the revenue generated by the rentals, the owners are then paid their contractual percentages or guaranteed amounts, and we either retain the balance of the rental revenue (if any) as our fee or we make up the deficit if the owners have not received their guaranteed amounts. At December 31, 2023, our maximum exposure under fixed dollar guarantees was $5 million, of which $2 million, $1 million, $1 million, $1 million and less than $1 million relate to 2024, 2025, 2026, 2027, and 2028, respectively. We have a commitment to an owners’ association that we manage to pay for any shortfall between the actual expenses incurred by the owners’ association and the income received by the owners’ association, in lieu of our payment of maintenance fees for unsold inventory. The agreement will terminate on the earlier of: 1) sale of 95% of the total ownership interests in the owners’ association; or 2) written notification of termination by either party. At December 31, 2023, our expected commitment for 2024 is $11 million, which will ultimately be recorded as a component of rental expense on our income statement. Loss Contingencies In February 2019, the owners’ association for the St. Regis Residence Club, New York filed a lawsuit in the Supreme Court for the State of New York, New York County, Commercial Division against ILG and several of its subsidiaries and certain third parties. The operative complaint alleges that the defendants breached their fiduciary duties related to sale and rental practices, aided and abetted certain breaches of fiduciary duty, engaged in self-dealing as the sponsor and manager of the club, tortiously interfered with the management agreement, were unjustly enriched, and engaged in anticompetitive conduct. The plaintiff is seeking unspecified damages, punitive damages and disgorgement of payments under the management and purchase agreements. In February 2022, the Court granted our motion to dismiss the complaint and dismissed with prejudice all claims except one (such claim, the “Remaining Claim”), with respect to which the plaintiff was granted leave to amend its complaint. The plaintiff filed an amended complaint with respect to the Remaining Claim and appealed the dismissal of the other claims. In June 2023, the appellate court upheld the dismissal of those claims. Plaintiff filed a motion for reconsideration of that appellate ruling, and in October 2023, the appellate court denied that motion. In November 2022, the Court granted our motion to dismiss the amended complaint with respect to the Remaining Claim and again granted plaintiff leave to amend its complaint. The plaintiff filed an amended complaint with respect to the Remaining Claim and again appealed the dismissal of the other claims. In January 2024, the appellate court upheld the dismissal of the other claims. In September 2023, the Court granted our motion to dismiss the amended complaint with respect to the Remaining Claim and denied plaintiff permission to file any additional amended complaints. Plaintiff has appealed that dismissal. We believe we have meritorious defenses to the claims in this matter and intend to vigorously defend against them. In the ordinary course of our business, various claims and lawsuits have been filed or are pending against us. A number of these lawsuits and claims may exist at any given time. Additionally, the COVID-19 pandemic may give rise to various claims and lawsuits from owners, members and other parties. We record and accrue for legal contingencies when we determine that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations, we evaluate, among other things, the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, our ability to make a reasonable estimate of loss. We review these accruals each reporting period and make revisions based on changes in facts and circumstances. We have not accrued for the pending matter described above and we cannot estimate a range of the potential liability associated with this pending matter, if any, at this time. We have accrued for other claims and lawsuits, but the amount accrued is not material individually or in the aggregate. For matters not requiring accrual, we do not believe that the ultimate outcome of such matters, individually or in the aggregate, will materially harm our financial position, cash flows, or overall trends in results of operations based on information currently available. However, legal proceedings are inherently uncertain, and while we believe that our accruals, where required, are adequate and/or we have valid defenses to the claims asserted, unfavorable rulings could occur that could, individually or in the aggregate, have a material adverse effect on our business, financial condition, or operating results. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
LEASES | LEASES The following table presents the carrying values of our leases and the classification on our Balance Sheet. ($ in millions) Balance Sheet Classification At December 31, 2023 At December 31, 2022 Operating lease assets Other assets $ 77 $ 102 Finance lease assets Property and equipment, net 165 88 $ 242 $ 190 Operating lease liabilities Accrued liabilities $ 102 $ 114 Finance lease liabilities Debt, net 189 86 $ 291 $ 200 The following table presents the lease costs and the classification on our Income Statements for 2023, 2022, and 2021. ($ in millions) Income Statement Classification 2023 2022 2021 Operating lease cost Marketing and sales expense $ 31 $ 31 $ 35 Finance lease cost Amortization of right-of-use assets Depreciation and amortization 10 7 5 Interest on lease liabilities Financing expense 11 4 1 Variable lease cost Marketing and sales expense 3 3 2 $ 55 $ 45 $ 43 The following table presents the maturity of our operating and finance lease liabilities as of December 31, 2023. ($ in millions) Operating Leases Finance Leases (1) Total 2024 $ 24 $ 17 $ 41 2025 21 16 37 2026 20 13 33 2027 13 12 25 2028 10 12 22 Thereafter 37 455 492 Total lease payments 125 525 650 Less: Imputed interest (23) (336) (359) $ 102 $ 189 $ 291 (1) Includes new corporate headquarters discussed below. Corporate Headquarters Finance Lease During 2020, we entered into a finance lease arrangement for our new corporate headquarters in Orlando, Florida. The lease term commenced for accounting purposes during the first quarter of 2023, upon the substantial completion of construction. The lease includes a 26-year lease term consisting of a 16-year initial term plus two five-year renewal options. As of December 31, 2023, the carrying amount of the related finance lease asset was $76 million and the corresponding finance lease liability was $100 million. Upon our relocation to the new corporate headquarters during the fourth quarter of 2023, we recorded a non-cash impairment charge of $16 million to the right-to-use asset related to the operating leases for our previous corporate headquarters as we do not expect proceeds from subleasing the spaces to exceed our future obligations under the operating leases. Lease Term and Discount Rate The following table presents additional information about our lease obligations. At December 31, 2023 At December 31, 2022 Weighted-average remaining lease term Operating leases 7.6 years 6.8 years Finance leases 36.4 years 51.5 years Weighted-average discount rate Operating leases 6.6% 6.2% Finance leases 6.5% 5.3% Other Information The following table presents supplemental cash flow information for 2023, 2022, and 2021. ($ in millions) 2023 2022 2021 Cash paid for amounts included in measurement of lease liabilities Operating cash flows for finance leases $ 7 $ 5 $ 1 Operating cash flows for operating leases $ 33 $ 32 $ 34 Financing cash flows for finance leases $ 5 $ 4 $ 5 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 31 $ 6 $ 7 Finance leases $ 88 $ 8 $ 86 |
LEASES | LEASES The following table presents the carrying values of our leases and the classification on our Balance Sheet. ($ in millions) Balance Sheet Classification At December 31, 2023 At December 31, 2022 Operating lease assets Other assets $ 77 $ 102 Finance lease assets Property and equipment, net 165 88 $ 242 $ 190 Operating lease liabilities Accrued liabilities $ 102 $ 114 Finance lease liabilities Debt, net 189 86 $ 291 $ 200 The following table presents the lease costs and the classification on our Income Statements for 2023, 2022, and 2021. ($ in millions) Income Statement Classification 2023 2022 2021 Operating lease cost Marketing and sales expense $ 31 $ 31 $ 35 Finance lease cost Amortization of right-of-use assets Depreciation and amortization 10 7 5 Interest on lease liabilities Financing expense 11 4 1 Variable lease cost Marketing and sales expense 3 3 2 $ 55 $ 45 $ 43 The following table presents the maturity of our operating and finance lease liabilities as of December 31, 2023. ($ in millions) Operating Leases Finance Leases (1) Total 2024 $ 24 $ 17 $ 41 2025 21 16 37 2026 20 13 33 2027 13 12 25 2028 10 12 22 Thereafter 37 455 492 Total lease payments 125 525 650 Less: Imputed interest (23) (336) (359) $ 102 $ 189 $ 291 (1) Includes new corporate headquarters discussed below. Corporate Headquarters Finance Lease During 2020, we entered into a finance lease arrangement for our new corporate headquarters in Orlando, Florida. The lease term commenced for accounting purposes during the first quarter of 2023, upon the substantial completion of construction. The lease includes a 26-year lease term consisting of a 16-year initial term plus two five-year renewal options. As of December 31, 2023, the carrying amount of the related finance lease asset was $76 million and the corresponding finance lease liability was $100 million. Upon our relocation to the new corporate headquarters during the fourth quarter of 2023, we recorded a non-cash impairment charge of $16 million to the right-to-use asset related to the operating leases for our previous corporate headquarters as we do not expect proceeds from subleasing the spaces to exceed our future obligations under the operating leases. Lease Term and Discount Rate The following table presents additional information about our lease obligations. At December 31, 2023 At December 31, 2022 Weighted-average remaining lease term Operating leases 7.6 years 6.8 years Finance leases 36.4 years 51.5 years Weighted-average discount rate Operating leases 6.6% 6.2% Finance leases 6.5% 5.3% Other Information The following table presents supplemental cash flow information for 2023, 2022, and 2021. ($ in millions) 2023 2022 2021 Cash paid for amounts included in measurement of lease liabilities Operating cash flows for finance leases $ 7 $ 5 $ 1 Operating cash flows for operating leases $ 33 $ 32 $ 34 Financing cash flows for finance leases $ 5 $ 4 $ 5 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 31 $ 6 $ 7 Finance leases $ 88 $ 8 $ 86 |
SECURITIZED DEBT
SECURITIZED DEBT | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
SECURITIZED DEBT | SECURITIZED DEBT The following table provides detail on our securitized debt, net of unamortized debt discount and issuance costs. ($ in millions) At December 31, 2023 At December 31, 2022 Vacation ownership notes receivable securitizations, gross (1) $ 1,971 $ 1,799 Unamortized debt discount and issuance costs (23) (21) 1,948 1,778 Warehouse Credit Facility, gross (2) 150 162 Unamortized debt issuance costs (2) (2) 148 160 $ 2,096 $ 1,938 (1) Interest rates as of December 31, 2023 range from 1.5% to 6.6%, with a weighted average interest rate of 4.4%. (2) Effective interest rate as of December 31, 2023 was 6.8%. All of our securitized debt is non-recourse. See Footnote 19 “Variable Interest Entities” for a discussion of the collateral for the non-recourse debt associated with our securitized debt. The following table shows anticipated future principal payments for our securitized debt as of December 31, 2023. Vacation Ownership Notes Receivable Securitizations Warehouse Credit Facility (1) Total ($ in millions) Payments Year 2024 $ 182 $ 11 $ 193 2025 186 10 196 2026 190 129 319 2027 192 — 192 2028 189 — 189 Thereafter 1,032 — 1,032 $ 1,971 $ 150 $ 2,121 (1) Excludes future Warehouse Credit Facility renewals. Vacation Ownership Notes Receivable Securitizations Each of the securitized vacation ownership notes receivable transactions contains various triggers relating to the performance of the underlying vacation ownership notes receivable. If a pool of securitized vacation ownership notes receivable fails to perform within the pool’s established parameters (default or delinquency thresholds vary by transaction), transaction provisions effectively redirect the monthly excess spread we would otherwise receive from that pool (attributable to the interests we retained) to accelerate the principal payments to investors (taking into account the subordination of the different tranches to the extent there are multiple tranches) until the performance trigger is cured. During 2023, and as of December 31, 2023, we had 14 securitized vacation ownership notes receivable pools outstanding, none of which were out of compliance with their respective established parameters. As the contractual terms of the underlying securitized vacation ownership notes receivable determine the maturities of the non-recourse debt associated with them, actual maturities may occur earlier than shown above due to prepayments by the vacation ownership notes receivable obligors. During the second quarter of 2023, we securitized a pool of $388 million of vacation ownership notes receivable. In connection with the securitization, $380 million in vacation ownership loan backed notes were issued by MVW 2023-1 LLC (the “2023-1 LLC”) in a private placement. Four classes of vacation ownership loan backed notes were issued by the 2023-1 LLC: $237 million of Class A Notes, $65 million of Class B Notes, $48 million of Class C Notes, and $30 million of Class D Notes. The Class A Notes have an interest rate of 4.93%, the Class B Notes have an interest rate of 5.42%, the Class C Notes have an interest rate of 6.54%, and the Class D Notes have an interest rate of 8.83%. Investors purchased $369 million of the vacation ownership loan backed notes issued by the 2023-1 LLC, composed of the Class A Notes, the Class B Notes, the Class C Notes, and a portion of the Class D Notes, of which we retained $11 million. Proceeds from the transaction, net of fees and a reserve, were used to repay the outstanding obligations on our warehouse credit facility (as defined below) and for other general corporate purposes. The Class D notes that we retained were subsequently sold at par during the second quarter of 2023. During the fourth quarter of 2023, we securitized a pool of $459 million of vacation ownership notes receivable. In connection with the securitization, $450 million in vacation ownership loan backed notes were issued by MVW 2023-2 LLC (the “2023-2 LLC”) in a private placement. Four classes of vacation ownership loan backed notes were issued by the 2023-2 LLC: $303 million of Class A Notes, $72 million of Class B Notes, $46 million of Class C Notes, and $29 million of Class D Notes. The Class A Notes have an interest rate of 6.18%, the Class B Notes have an interest rate of 6.33%, the Class C Notes have an interest rate of 7.06%, and the Class D Notes have an interest rate of 9.33%, for an overall weighted average interest rate of 6.49%. Proceeds from the transaction, net of fees and a reserve, were used to repay the outstanding obligations on our warehouse credit facility (as defined below) and for other general corporate purposes. Warehouse Credit Facility Our warehouse credit facility (the “Warehouse Credit Facility”) allows for the securitization of vacation ownership notes receivable on a revolving non-recourse basis. If not renewed prior to termination, any amounts outstanding under the Warehouse Credit Facility would become due and payable 13 months after termination, at which time all principal and interest collected with respect to the vacation ownership notes receivable held in the Warehouse Credit Facility would be redirected to the lenders to pay down the outstanding debt under the facility. The interest rate applicable to most borrowings under the Warehouse Credit Facility is based on a U.S. Treasury overnight financing rate (Secured Overnight Financing Rate or “SOFR”) plus a 0.10% adjustment (“Adjusted SOFR”). The credit spread for the Warehouse Credit Facility is 135 basis points over Adjusted SOFR. The advance rate for vacation ownership notes receivable securitized using the Warehouse Credit Facility varies based on the characteristics of the securitized vacation ownership notes receivable. We also pay unused facility and other fees under the Warehouse Credit Facility. We generally expect to securitize our vacation ownership notes receivable, including any vacation ownership notes receivable held in the Warehouse Credit Facility, in the ABS market typically twice a year. During the second quarter of 2023, we amended certain agreements associated with our Warehouse Credit Facility (the “Warehouse Amendment”). The Warehouse Amendment increased the borrowing capacity of the existing facility from $425 million to $500 million and extended the revolving period from July 28, 2024 to May 31, 2025. The Warehouse Amendment made no other material changes to the Warehouse Credit Facility. |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The following table provides detail on our debt balances, net of unamortized debt discount and issuance costs: ($ in millions) At December 31, 2023 At December 31, 2022 Corporate Credit Facility Term Loan $ 784 $ 784 Unamortized debt discount and issuance costs (3) (6) 781 778 Revolving Corporate Credit Facility (1) 105 — Unamortized debt issuance costs (2) (4) — 101 — Senior Secured Notes 2025 Notes — 250 Unamortized debt discount and issuance costs — (2) — 248 Senior Unsecured Notes 2028 Notes 350 350 Unamortized debt discount and issuance costs (2) (3) 348 347 2029 Notes 500 500 Unamortized debt discount and issuance costs (5) (6) 495 494 Convertible Notes 2026 Convertible Notes 575 575 Unamortized debt discount and issuance costs (7) (10) 568 565 2027 Convertible Notes 575 575 Unamortized debt discount and issuance costs (12) (15) 563 560 Finance Leases 189 86 Non-Interest Bearing Note Payable 4 10 $ 3,049 $ 3,088 (1) Effective interest rate as of December 31, 2023 was 7.46%. (2) Excludes $5 million of unamortized debt issuance costs as of December 31, 2022. As no cash borrowings were outstanding under the Revolving Corporate Credit Facility at that time, the unamortized debt issuance costs were included in Other assets. The following table shows scheduled principal payments for our debt, excluding finance leases, as of December 31, 2023. Payments Year ($ in millions) 2024 2025 2026 2027 2028 Thereafter Total Term Loan $ — $ 784 $ — $ — $ — $ — $ 784 Revolving Corporate Credit Facility — — — 105 — — 105 2028 Notes — — — — 350 — 350 2029 Notes — — — — — 500 500 2026 Convertible Notes — — 575 — — — 575 2027 Convertible Notes — — — 575 — — 575 Non-Interest Bearing Note Payable 4 — — — — — 4 $ 4 $ 784 $ 575 $ 680 $ 350 $ 500 $ 2,893 Corporate Credit Facility Our corporate credit facility (“Corporate Credit Facility”), which provides support for our business, including ongoing liquidity and letters of credit, includes a $900 million term loan facility (the “Term Loan”), which matures on August 31, 2025, and a revolving credit facility with a borrowing capacity of $750 million (the “Revolving Corporate Credit Facility”), which includes a letter of credit sub-facility of $75 million, that terminates on March 31, 2027. During the second quarter of 2023, we entered into an amendment to the Corporate Credit Facility (the “Amendment”), which modified the interest rate applicable to borrowings under the Term Loan. Beginning July 31, 2023, the Term Loan references SOFR and is based on “Adjusted Term SOFR,” which is calculated as Term SOFR (as defined in the Amendment), plus a 0.10% adjustment for a one-month interest period, a 0.15% adjustment for a three-month interest period, or a 0.25% adjustment for a six-month interest period, subject to a 0.00% floor. Borrowings under the Revolving Corporate Credit Facility generally bear interest at a floating rate plus an applicable margin that varies from 0.75% to 2.25% depending on the type of loan and our leverage. The interest rate applicable to borrowings under the Revolving Corporate Credit Facility references SOFR and is based on “Adjusted Term SOFR,” which is calculated as Term SOFR (as defined in the Revolver Amendment), plus a 0.10% adjustment, subject to a 0.00% floor. In addition, we pay a commitment fee on the unused availability under the Revolving Corporate Credit Facility at a rate that varies from 25 to 35 basis points per annum, also depending on our leverage. Any amounts borrowed under the Corporate Credit Facility, as well as obligations with respect to letters of credit issued pursuant to the Revolving Corporate Credit Facility, are secured by a perfected first priority security interest in substantially all of the assets of the borrower under, and guarantors of, that facility (which include MVWC and certain of our direct and indirect, existing and future, domestic subsidiaries, excluding certain bankruptcy remote special purpose subsidiaries). Prior to 2022, we entered into interest rate swaps and an interest rate collar under which we may pay a fixed rate and receive a floating interest rate to hedge a portion of our interest rate risk on the Term Loan. During the second quarter of 2023, we amended these interest rate swaps and the collar to reference SOFR rather than LIBOR, effective July 31, 2023. As a result of this transition, the fixed rate on the $250 million of interest rate swaps that matured in September 2023 was amended to 2.88%, the fixed rate on the $200 million of interest rate swaps maturing in April 2024 was amended to 2.17%, and the cap strike price on the $100 million interest rate collar was amended to 2.43%. Both the interest rate swaps and the interest rate collar have been designated and qualify as cash flow hedges of interest rate risk and are recorded in Other assets on our Balance Sheet as of December 31, 2023 and December 31, 2022. We characterize payments we make or receive in connection with these derivative instruments as interest expense and a reclassification of accumulated other comprehensive income or loss for presentation purposes. The following table reflects the activity in accumulated other comprehensive income or loss related to our derivative instruments during 2023, 2022 and 2021. There were no reclassifications to the Income Statement for any of the periods presented below. ($ in millions) 2023 2022 2021 Derivative Instrument Adjustment, Beginning of Year $ 13 $ (18) $ (39) Other comprehensive (loss) gain before reclassifications (10) 31 21 Derivative Instrument Adjustment, End of Year $ 3 $ 13 $ (18) Senior Notes Our senior notes include: • $500 million aggregate principal amount of 6.125% Senior Secured Notes due 2025 issued in 2020 with a maturity date of September 15, 2025 (the “2025 Notes”), of which none was outstanding as of December 31, 2023. • $350 million aggregate principal amount of 4.750% Senior Unsecured Notes due 2028 issued in 2019 with a maturity date of January 15, 2028 (the “2028 Notes”). • $500 million aggregate principal amount of 4.500% Senior Unsecured Notes due 2029 issued in 2021 with a maturity date of June 15, 2029 (the “2029 Notes”). 2025 Notes The 2025 Notes were pari passu with, and secured by the same collateral as, our Corporate Credit Facility. We paid interest on the 2025 Notes on May 15 and November 15 of each year. We received net proceeds of approximately $493 million from the offering of the 2025 Notes, after deducting offering expenses and the underwriting discount. During 2021, we redeemed, prior to maturity, $250 million aggregate principal amount of the 2025 Notes pursuant to the terms of the indenture governing the 2025 Notes. In connection with this redemption, we incurred charges of $19 million, inclusive of a redemption premium and the write-off of unamortized debt issuance costs, which was recorded in Gains (losses) and other income (expense), net line on our Income Statement for the year ended December 31, 2021. During 2023, we redeemed, prior to maturity, the remaining $250 million of the 2025 Notes outstanding pursuant to a redemption notice issued in 2022 and the terms of the indenture governing the 2025 Notes. In connection with this redemption, we incurred charges of $10 million, inclusive of a redemption premium and the write-off of unamortized debt issuance costs, which was recorded in Gains (losses) and other income (expense), net on our Income Statement for the year ended December 31, 2023. 2028 Notes We issued the 2028 Notes under an indenture with The Bank of New York Mellon Trust Company, N.A., as trustee. We received net proceeds of $346 million from the offering, after deducting the underwriting discount and estimated expenses. We pay interest on the 2028 Notes on March 15 and September 15 of each year. We may redeem some or all of the 2028 Notes prior to maturity under the terms provided in the indenture. 2029 Notes We issued the 2029 Notes under an indenture with The Bank of New York Mellon Trust Company, N.A., as trustee. We received net proceeds of $493 million from the offering, after deducting the underwriting fees and transaction expenses. We pay interest on the 2029 Notes on June 15 and December 15 of each year. We may redeem some or all of the 2029 Notes prior to maturity under the terms provided in the indenture. Convertible Notes 2026 Convertible Notes During 2021, we issued $575 million aggregate principal amount of convertible senior notes (the “2026 Convertible Notes”) that bear interest at a rate of 0.00%. The 2026 Convertible Notes mature on January 15, 2026, unless repurchased or converted in accordance with their terms prior to that date. The conversion rate is subject to adjustment for certain events as described in the indenture governing the notes, and was subject to adjustment as of December 31, 2023 to 6.1576 shares of common stock per $1,000 principal amount of 2026 Convertible Notes (equivalent to a conversion price of $162.40 per share of our common stock), as a result of the dividends we declared since issuance of the 2026 Convertible Notes that were greater than the quarterly dividend we paid when the 2026 Convertible Notes were issued. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock, or a combination of cash and shares of our common stock, at our election. As of December 31, 2023, the effective interest rate was 0.55%. The following table shows interest expense information related to the 2026 Convertible Notes. ($ in millions) 2023 2022 2021 Amortization of debt discount (1) $ — $ — $ 22 Amortization of debt issuance costs 3 3 2 $ 3 $ 3 $ 24 (1) As a result of the adoption of ASU 2020-06 during 2022, we no longer account for the liability and equity components of the convertible notes separately, and we reclassified the conversion feature related to the 2026 Convertible Notes from equity to liabilities. Prior period amounts have not been adjusted to reflect our adoption of ASU 2020-06 under the modified retrospective method. See Footnote 2 “Summary of Significant Accounting Policies” for information on our adoption of ASU 2020-06. 2026 Convertible Note Hedges and Warrants In connection with the offering of the 2026 Convertible Notes, we concurrently entered into the following privately-negotiated separate transactions: convertible note hedge transactions with respect to our common stock (the “2026 Convertible Note Hedges”), covering a total of 3.5 million shares of our common stock, and warrant transactions (“2026 Warrants”), whereby we sold to the counterparties to the 2026 Convertible Note Hedges warrants to acquire approximately 3.5 million shares of our common stock in each case, as of December 31, 2023. The strike prices of the 2026 Convertible Note Hedges and the 2026 Warrants were subject to adjustment to approximately $162.40 and $203.00 as of December 31, 2023, respectively, and no 2026 Convertible Note Hedges or 2026 Warrants have been exercised. 2027 Convertible Notes During 2022, we issued $575 million aggregate principal amount of convertible senior notes (the “2027 Convertible Notes”) that bear interest at a rate of 3.25%. The 2027 Convertible Notes mature on December 15, 2027, unless earlier repurchased or converted in accordance with their terms prior to that date. The 2027 Convertible Notes are convertible at a rate of 5.2753 shares of common stock per $1,000 principal amount of 2027 Convertible Notes (equivalent to a conversion price of $189.56 per share of our common stock) as of December 31, 2023. The conversion rate is subject to adjustment for certain events as described in the indenture governing the notes. Upon conversion, we will pay or deliver, as the case may be, cash, shares of our common stock, or a combination of cash and shares of our common stock, at our election. As of December 31, 2023, the effective interest rate was 3.88%. The following table shows interest expense information related to the 2027 Convertible Notes. ($ in millions) 2023 2022 2021 Contractual interest expense $ 19 $ 1 $ — Amortization of debt issuance costs 3 — — $ 22 $ 1 $ — 2027 Convertible Note Hedges and Warrants In connection with the offering of the 2027 Convertible Notes, we concurrently entered into the following privately-negotiated separate transactions: convertible note hedge transactions with respect to our common stock (the “2027 Convertible Note Hedges”), covering a total of 3.0 million shares of our common stock, and warrant transactions (the “2027 Warrants”), whereby we sold to the counterparties to the 2027 Convertible Note Hedges warrants to acquire 3.0 million shares of our common stock in each case, as of December 31, 2023. The strike prices of the 2027 Convertible Note Hedges and the 2027 Warrants were $189.56 and $286.13 as of December 31, 2023, respectively, and no 2027 Convertible Note Hedges or 2027 Warrants have been exercised. Finance Leases See Footnote 14 “Leases” for information on our finance leases. Non-cash financing activities related to our lease liabilities during 2023, 2022, and 2021, were $108 million, $7 million, and $80 million, respectively . Security and Guarantees |
STOCKHOLDERS_ EQUITY
STOCKHOLDERS’ EQUITY | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY | STOCKHOLDERS’ EQUITY Marriott Vacations Worldwide has 100,000,000 authorized shares of common stock, par value of $0.01 per share. At December 31, 2023, there were 75,807,882 shares of Marriott Vacations Worldwide common stock issued, of which 35,319,306 shares were outstanding and 40,488,576 shares were held as treasury stock. At December 31, 2022, there were 75,744,524 shares of Marriott Vacations Worldwide common stock issued, of which 37,481,082 shares were outstanding and 38,263,442 shares were held as treasury stock. Marriott Vacations Worldwide has 2,000,000 authorized shares of preferred stock, par value of $0.01 per share, none of which were issued or outstanding as of December 31, 2023 or December 31, 2022. Share Repurchase Program From time to time, with the approval of our Board of Directors, we may undertake programs to purchase shares of our common stock (each, a “Share Repurchase Program”). During the second quarter of 2023, our Board of Directors increased the then-remaining authorization under our previously approved Share Repurchase Program to authorize purchases up to $600 million and extended the term of this program to December 31, 2024. As of December 31, 2023, approximately $439 million remained available for share repurchases under the Share Repurchase Program. Share repurchases may be made through open market purchases, privately negotiated transactions, block transactions, tender offers, or otherwise. The specific timing, amount and other terms of the repurchases will depend on market conditions, corporate and regulatory requirements, contractual restrictions, and other factors. In connection with the current Share Repurchase Program, we are authorized to adopt one or more plans pursuant to the provisions of Rule 10b5-1 under the Securities Exchange Act of 1934, as amended. The authorization for the current Share Repurchase Program may be suspended, terminated, increased or decreased by our Board of Directors at any time without prior notice. Acquired shares of our common stock are currently held as treasury shares and carried at cost in our Financial Statements. The Inflation Reduction Act of 2022, which was enacted in August 2022, imposes a 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. For purposes of calculating the excise tax, the fair value of certain share issuances may be netted against the fair market value of stock repurchases during the same taxable year. In 2023, we reflected the applicable excise tax in treasury stock as part of the cost basis of the stock repurchased and recorded a corresponding liability for the excise taxes payable in Accrued liabilities on our Balance Sheet. The following table summarizes share repurchase activity under our Share Repurchase Program: ($ in millions, except per share amounts) Number of Shares Repurchased Cost Basis of Shares Repurchased Average Price Paid per Share As of December 31, 2022 22,773,218 $ 2,119 $ 93.06 For the year ended December 31, 2023 2,367,855 286 $ 120.55 As of December 31, 2023 25,141,073 $ 2,405 $ 95.65 Dividends We declared cash dividends to holders of common stock during the year ended December 31, 2023 as follows. Any future dividend payments will be subject to the restrictions imposed under the agreements covering our debt, and Board approval. There can be no assurance that we will pay dividends in the future. Declaration Date Stockholder Record Date Distribution Date Dividend per Share February 16, 2023 March 2, 2023 March 16, 2023 $0.72 May 11, 2023 May 25, 2023 June 8, 2023 $0.72 September 7, 2023 September 21, 2023 October 5, 2023 $0.72 December 7, 2023 December 21, 2023 January 4, 2024 $0.76 Subsequent to the end of 2023, on February 15, 2024, our Board of Directors declared a quarterly dividend of $0.76 per share to be paid on March 14, 2024 to stockholders of record as of February 29, 2024. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION We maintain the MVW Equity Plan for the benefit of our officers, directors, and employees. Under the MVW Equity Plan, we are authorized to award: (1) RSUs of our common stock, (2) SARs relating to our common stock, and (3) stock options to purchase our common stock. A total of 1.8 million shares are authorized for issuance pursuant to grants under the MVW Equity Plan. As of December 31, 2023, approximately 1.5 million shares were available for grants under the MVW Equity Plan. The following table details our share-based compensation expense related to award grants to our officers, directors, and employees: ($ in millions) 2023 2022 2021 Service-based RSUs $ 29 $ 31 $ 34 Performance-based RSUs — 3 9 29 34 43 SARs 2 5 8 $ 31 $ 39 $ 51 The following table details our deferred compensation costs related to unvested awards: ($ in millions) At Year-End 2023 (1) At Year-End 2022 Service-based RSUs $ 22 $ 26 Performance-based RSUs 1 7 23 33 SARs 1 1 $ 24 $ 34 (1) As of December 31, 2023, the weighted average remaining term for RSU grants outstanding at year-end 2023 was one one Restricted Stock Units We have issued RSUs that vest over time, which we refer to as service-based RSUs, and RSUs that vest based on performance with respect to established criteria, which we refer to as performance-based RSUs. The following table shows the changes in our outstanding RSUs and the associated weighted average grant-date fair values: 2023 Service-based Performance-based Total Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Outstanding at year-end 2022 728,067 $ 119.39 292,446 $ 117.82 1,020,513 $ 118.94 Granted 203,575 $ 142.15 114,602 $ 144.73 318,177 $ 143.08 Distributed (260,633) $ 124.25 — $ — (260,633) $ 124.25 Forfeited (15,895) $ 144.67 (214,324) $ 104.82 (230,219) $ 107.57 Outstanding at year-end 2023 655,114 $ 123.91 192,724 $ 148.29 847,838 $ 129.45 The weighted average grant-date fair value per RSU granted in 2022 and 2021 was $151.86 and $161.42, respectively. The fair value of the RSUs which vested in 2023, 2022, and 2021 was $36 million, $65 million, and $46 million, respectively. The fair value of the RSUs which vested in 2021 included $3 million related to RSUs converted from ILG equity-based RSUs to MVW equity-based RSUs in the ILG Acquisition. Stock Appreciation Rights The following table shows the changes in our outstanding SARs and the associated weighted average exercise prices: 2023 Number of Weighted Average Exercise Price Per SAR Outstanding at year-end 2022 689,506 $ 114.32 Granted 37,436 $ 153.10 Exercised (4,289) $ 52.09 Forfeited or expired (2,625) $ 153.10 Outstanding at year-end 2023 (1)(2) 720,028 $ 116.56 (1) As of December 31, 2023, outstanding SARs had an aggregate intrinsic value of $3 million and a weighted average remaining term of 5 years. (2) As of December 31, 2023, 540,034 SARs with a weighted average exercise price of $104.13, an aggregate intrinsic value of $3 million and a weighted average remaining contractual term of 4 years were exercisable. The weighted average grant-date fair value per SAR granted in 2023, 2022, and 2021 was $58.50, $59.68, and $70.66, respectively. The SARS which vested in 2023 did not have any intrinsic value. The intrinsic value of SARs which vested in 2022 and 2021 was $2 million and $5 million, respectively. The aggregate intrinsic value of SARs which were exercised in 2023, 2022, and 2021 was less than $1 million, $1 million, and $14 million, respectively. We use the Black-Scholes model to estimate the fair value of the SARs granted. The expected stock price volatility was calculated based on the average of the historical and implied volatility of our stock price. The average expected life was calculated using the simplified method, as we have insufficient historical information to provide a basis for estimating average expected life. The risk-free interest rate was calculated based on U.S. Treasury zero-coupon issues with a remaining term equal to the expected life assumed at the date of grant. The dividend yield assumption listed below is based on the expectation of future payouts. The following table outlines the assumptions used to estimate the fair value of grants in 2023, 2022, and 2021: 2023 2022 2021 Expected volatility 40.47% 42.86% 48.35% Dividend yield 1.87% 1.53% 1.48% Risk-free rate 4.07% 1.77% 0.97% Expected term (in years) 6.25 6.25 6.25 |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
VARIABLE INTEREST ENTITIES | VARIABLE INTEREST ENTITIES Variable Interest Entities Related to Our Vacation Ownership Notes Receivable Securitizations We periodically securitize, without recourse, through bankruptcy remote special purpose entities, notes receivable originated in connection with the sale of vacation ownership products. These vacation ownership notes receivable securitizations provide funding for general corporate purposes. In a vacation ownership notes receivable securitization, several classes of debt securities issued by a special purpose entity are generally collateralized by a single pool of transferred assets, which consist of vacation ownership notes receivable. With each vacation ownership notes receivable securitization, we may retain all or a portion of the securities that are issued, and certain residual interests. We created these bankruptcy remote special purpose entities to serve as a mechanism for holding assets and related liabilities, and the entities have no equity investment at risk, making them VIEs. We continue to service the vacation ownership notes receivable, transfer all proceeds collected to these special purpose entities, and retain rights to receive benefits that are potentially significant to the entities. Accordingly, we concluded that we are the entities’ primary beneficiary and, therefore, consolidate them. There is no noncontrolling interest balance related to these entities and the creditors of these entities do not have general recourse to us. The following table shows consolidated assets, which are collateral for the obligations of these VIEs, and consolidated liabilities included on our Balance Sheet at December 31, 2023: ($ in millions) Vacation Ownership Warehouse Total Consolidated Assets Vacation ownership notes receivable, net of reserves $ 1,752 $ 160 $ 1,912 Interest receivable 14 1 15 Restricted cash 67 12 79 Total $ 1,833 $ 173 $ 2,006 Consolidated Liabilities Interest payable $ 3 $ 1 $ 4 Securitized debt 1,971 150 2,121 Total $ 1,974 $ 151 $ 2,125 The following table shows the interest income and expense recognized as a result of our involvement with these VIEs during 2023: ($ in millions) Vacation Ownership Warehouse Total Interest income $ 243 $ 33 $ 276 Interest expense $ 68 $ 14 $ 82 Debt issuance cost amortization $ 9 $ 2 $ 11 Administrative expenses $ 1 $ — $ 1 The following table shows cash flows between us and the vacation ownership notes receivable securitization VIEs: ($ in millions) 2023 2022 Cash Inflows Net proceeds from vacation ownership notes receivable securitizations $ 841 $ 627 Principal receipts 510 563 Interest receipts 240 234 Reserve release 49 154 Total 1,640 1,578 Cash Outflows Principal payments (508) (556) Voluntary repurchases of defaulted vacation ownership notes receivable, net (118) (94) Voluntary clean-up call (51) (60) Interest payments (70) (46) Funding of restricted cash (48) (97) Total (795) (853) Net Cash Flows $ 845 $ 725 The following table shows cash flows between us and the Warehouse Credit Facility VIE: ($ in millions) 2023 2022 Cash Inflows Proceeds from vacation ownership notes receivable securitizations $ 642 $ 397 Principal receipts 54 19 Interest receipts 31 10 Reserve release 11 1 Total 738 427 Cash Outflows Principal payments (39) (8) Voluntary repurchases of defaulted vacation ownership notes receivable, net (5) — Repayment of Warehouse Credit Facility (610) (227) Interest payments (14) (3) Funding of restricted cash (21) (6) Total (689) (244) Net Cash Flows $ 49 $ 183 Under the terms of our vacation ownership notes receivable securitizations, we have the right to substitute loans for, or repurchase, defaulted loans at our option, subject to certain limitations. We made voluntary repurchases of defaulted vacation ownership notes receivable, net of substitutions, of $123 million during 2023, $94 million during 2022 and $99 million during 2021. We also made voluntary repurchases of $774 million, $338 million and $200 million of other non-defaulted vacation ownership notes receivable during 2023, 2022 and 2021, respectively, to retire previous vacation ownership notes receivable securitizations. Our maximum exposure to potential loss relating to the special purpose entities that purchase, sell, and own these vacation ownership notes receivable is the overcollateralization amount (the difference between the loan collateral balance and the balance of the outstanding vacation ownership notes receivable), plus cash reserves and any residual interest in future cash flows from collateral. Other Variable Interest Entities We have a commitment to purchase a property located in Waikiki, Hawaii. The property is held by a VIE for which we are not the primary beneficiary. We do not control the decisions that most significantly impact the economic performance of the entity during construction. Further, our purchase commitment is generally contingent upon the property being redeveloped to our brand standards. Accordingly, we have not consolidated the VIE. We expect to acquire the property over time and as of December 31, 2023, we expect to make payments for the property as follows: $112 million in 2024, $82 million in 2025, and $41 million in 2026. As of December 31, 2023, our Balance Sheet reflected $2 million in Accounts and contracts receivable, including a note receivable of less than $1 million, $4 million in Property and equipment, net and $1 million in Accrued liabilities. We believe that our maximum exposure to loss as a result of our involvement with this VIE is approximately $5 million as of December 31, 2023. Subsequent to the end of 2023, we fulfilled our outstanding commitment to purchase retail space for $48 million. We have an agreement to sell the retail space to a third party, at cost, upon completion of construction, which we expect to occur in the second half of 2024. |
BUSINESS SEGMENTS
BUSINESS SEGMENTS | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
BUSINESS SEGMENTS | BUSINESS SEGMENTS We define our reportable segments based on the way in which the chief operating decision maker (“CODM”), currently our president and chief executive officer, manages the operations of the Company for purposes of allocating resources and assessing performance. We operate in two operating and reportable business segments: • Vacation Ownership includes a diverse portfolio of resorts that includes some of the world’s most iconic brands licensed under exclusive, long-term relationships. We are the exclusive worldwide developer, marketer, seller and manager of vacation ownership and related products under the Marriott Vacation Club, Grand Residences by Marriott, Sheraton Vacation Club, Westin Vacation Club, and Hyatt Vacation Club brands, as well as under Marriott Vacation Club Pulse, an extension of the Marriott Vacation Club brand. We are also the exclusive worldwide developer, marketer and seller of vacation ownership and related products under The Ritz-Carlton Club brand, and we have the non-exclusive right to develop, market and sell whole ownership residential products under The Ritz-Carlton Residences brand. We also have a license to use the St. Regis brand for specified fractional ownership products. • Our Vacation Ownership segment generates most of its revenues from four primary sources: selling vacation ownership products; managing vacation ownership resorts, clubs, and owners’ associations; financing consumer purchases of vacation ownership products; and renting vacation ownership inventory. • Exchange & Third-Party Management includes an exchange network and membership programs, as well as provision of management services to other resorts and lodging properties. We provide these services through our Interval International and Aqua-Aston businesses. Exchange & Third-Party Management revenue generally is fee-based and derived from membership, exchange, and rental transactions, property and owners’ association management, and other related products and services. VRI Americas was part of the Exchange & Third-Party Management segment through the date of sale in April 2022. See Footnote 3 “Acquisitions and Dispositions” for more information on the disposition of VRI Americas. Our CODM evaluates the performance of our segments based primarily on the results of the segment without allocating corporate expenses or income taxes. We do not allocate corporate interest expense or indirect general and administrative expenses to our segments. We include interest income specific to segment activities within the appropriate segment. We allocate depreciation and amortization, other gains and losses, equity in earnings or losses from our joint ventures, and noncontrolling interest to each of our segments as appropriate. Corporate and other represents that portion of our results that are not allocable to our segments, including those relating to consolidated owners’ associations, as our CODM does not use this information to make operating segment resource allocations. Our CODM uses Adjusted Earnings before Interest Expense, Taxes, Depreciation and Amortization (“Adjusted EBITDA”) to evaluate the profitability of our operating segments, and the components of net income or loss attributable to common stockholders excluded from Adjusted EBITDA are not separately evaluated. Adjusted EBITDA is defined as net income or loss attributable to common stockholders, before interest expense (excluding consumer financing interest expense associated with term securitization transactions), income taxes, depreciation and amortization, excluding share-based compensation expense and adjusted for certain items that affect the comparability of our operating performance. Our reconciliation of the aggregate amount of Adjusted EBITDA for our reportable segments to consolidated net income or loss attributable to common stockholders is presented below. Revenues ($ in millions) 2023 2022 2021 Vacation Ownership $ 4,468 $ 4,342 $ 3,539 Exchange & Third-Party Management 262 291 320 Total segment revenues 4,730 4,633 3,859 Consolidated Property Owners’ Associations (3) 23 31 $ 4,727 $ 4,656 $ 3,890 Adjusted EBITDA and Reconciliation to Net Income Attributable to Common Stockholders ($ in millions) 2023 2022 2021 Adjusted EBITDA Vacation Ownership $ 883 $ 1,033 $ 699 Adjusted EBITDA Exchange & Third-Party Management 130 148 144 Reconciling items: Corporate and other (252) (215) (186) Interest expense, net (145) (118) (164) Tax provision (146) (191) (74) Depreciation and amortization (135) (132) (146) Share-based compensation expense (31) (39) (51) Certain items (50) (95) (173) Net income attributable to common stockholders $ 254 $ 391 $ 49 Depreciation and Amortization ($ in millions) 2023 2022 2021 Vacation Ownership $ 93 $ 92 $ 89 Exchange & Third-Party Management 31 31 48 Total segment depreciation and amortization 124 123 137 Corporate and other 11 9 9 $ 135 $ 132 $ 146 Assets ($ in millions) At December 31, 2023 At December 31, 2022 Vacation Ownership $ 8,167 $ 8,037 Exchange & Third-Party Management 813 865 Total segment assets 8,980 8,902 Corporate and other 700 737 $ 9,680 $ 9,639 Capital Expenditures (including inventory) ($ in millions) 2023 2022 2021 Vacation Ownership $ 171 $ 182 $ 296 Exchange & Third-Party Management — — 3 Total segment capital expenditures 171 182 299 Corporate and other 63 33 (2) $ 234 $ 215 $ 297 Revenues Excluding Cost Reimbursements ($ in millions) 2023 2022 2021 United States $ 2,722 $ 2,886 $ 2,499 All other countries 444 403 263 $ 3,166 $ 3,289 $ 2,762 Property and Equipment, net ($ in millions) At December 31, 2023 At December 31, 2022 United States $ 1,103 $ 969 All other countries 157 170 $ 1,260 $ 1,139 |
IMPAIRMENT AND RESTRUCTURING
IMPAIRMENT AND RESTRUCTURING | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
IMPAIRMENT AND RESTRUCTURING | IMPAIRMENT AND RESTRUCTURING Impairment We incurred total impairment charges during 2023, 2022, and 2021 as follows: ($ in millions) 2023 2022 2021 Lease $ 16 $ — $ — Equity method investment 8 — 3 Investment in management contract 4 — — Hotel 2 — — Property & equipment 2 2 — $ 32 $ 2 $ 3 Lease Impairment See Footnote 14 “Leases” for information on the impairment of our right-to-use operating lease asset. Restructuring Costs During 2023, we realigned our management structure and made additional headcount reductions, resulting in severance costs of $6 million associated with the elimination of certain positions, of which $5 million was accrued on our Balance Sheet as of December 31, 2023. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) | $ 254 | $ 391 | $ 49 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
Accounting Policies [Abstract] | |
Principles of Consolidation | The Consolidated Financial Statements present the results of operations, financial position and cash flows of Marriott Vacations Worldwide Corporation (referred to in this report as (i) “we,” “us,” “Marriott Vacations Worldwide,” “MVW,” or the “Company,” which includes our consolidated subsidiaries except where the context of the reference is to a single corporate entity, or (ii) “MVWC,” which shall refer only to Marriott Vacations Worldwide Corporation, without its consolidated subsidiaries). In order to make this report easier to read, we refer throughout to (i) our Consolidated Financial Statements as our “Financial Statements,” (ii) our Consolidated Statements of Income as our “Income Statements,” (iii) our Consolidated Balance Sheets as our “Balance Sheets,” and (iv) our Consolidated Statements of Cash Flows as our “Cash Flows.” In addition, references throughout to numbered “Footnotes” refer to the numbered Notes in these Notes to Consolidated Financial Statements, unless otherwise noted. We also refer to Marriott International, Inc. as “Marriott International” and Marriott International’s Marriott Bonvoy customer loyalty program as “Marriott Bonvoy.” We use certain other terms that are defined within these Financial Statements. |
Basis of Presentation | These Financial Statements reflect our financial position, results of operations, and cash flows as prepared in conformity with United States Generally Accepted Accounting Principles (“GAAP”). The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect amounts reported in the financial statements and accompanying notes. Such estimates include, but are not limited to, revenue recognition, allocations of the purchase price paid in business combinations, cost of vacation ownership products, inventory valuation, goodwill and intangibles valuation, accounting for acquired vacation ownership notes receivable, vacation ownership notes receivable reserves, income taxes, and loss contingencies. Actual results could differ from our estimates, and such differences may be material. We have reclassified certain prior year amounts to conform with our current year presentation. |
Revenue Recognition | Revenue Recognition We account for revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, “ Revenue from Contracts with Customers ” (“ASC 606”). Sale of Vacation Ownership Products We market and sell vacation ownership products in our Vacation Ownership segment. Vacation ownership products include deeded vacation ownership products, deeded beneficial interests, rights to use real estate and other interests in trusts that solely hold real estate (collectively “vacation ownership products” or “VOIs”). Vacation ownership products may be sold for cash or we may provide financing. In connection with the sale of vacation ownership products, we provide sales incentives to certain purchasers and, in certain cases, membership in a brand affiliated club. Non-cash incentives typically include Marriott Bonvoy points, Hyatt’s customer loyalty program points (“World of Hyatt” points), or an alternative sales incentive that we refer to as “plus points.” Plus points are redeemable for stays at our resorts or for use in an exclusive selection of travel packages provided by affiliate tour operators (the “Explorer Collection” or “BEYOND”), generally up to two years from the date of issuance. Upon execution of a legal sales agreement, we typically receive an upfront deposit from our customer with the remainder of the purchase price for the vacation ownership product to either be collected at closing (“cash contract”) or financed by the customer through our financing programs (“financed contract”). Refer to “ Financing Revenues ” below for further information regarding financing terms. Customer deposits received for contracts are recorded as Advance deposits on our Balance Sheets until the point in time at which control of the vacation ownership product has transferred to the customer. Our assessment of collectability of the transaction price for sales of vacation ownership products is aligned with our credit granting policies for financed contracts. In determining the consideration to which we expect to be entitled for financed contracts, we include estimated variable consideration in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Our estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on the customer class and the results of our static pool analyses, which, primarily rely on historical payment data by customer class as described in “ Loan Loss Reserves ” below. Variable consideration which has not been included within the transaction price is presented as a reserve on contracts receivable or vacation ownership notes receivable. Revisions to estimates of variable consideration from the sale of vacation ownership products impact the reserve on contracts receivable and originated vacation ownership notes receivable and can increase or decrease revenue. Revenues were reduced during 2023 by $69 million due to changes in our estimates of variable consideration for performance obligations that were satisfied in prior periods, primarily due to the increase in our reserve for vacation ownership notes receivable. In the third quarter of 2022, we combined and aligned our accounting methodology to calculate our estimates for the reserve on vacation ownership notes receivable for the Marriott-, Sheraton-, and Westin-brands (“Combined Marriott”), as we expect our future customers to represent a blend of the historical customers for each brand. We use the origination of vacation ownership notes receivable and the FICO scores of the customer by brand as the primary credit quality indicators, as historical performance indicates that there is a relationship between the default behavior of borrowers by FICO score and the brand associated with the VOI they have acquired. See Footnote 6 “Vacation Ownership Notes Receivable” for additional information on our reserve for vacation ownership notes receivable reserve and adjustments recorded for the years presented. In addition, we account for cash incentives provided to customers as a reduction of the transaction price. Refer to “ Arrangements with Multiple Performance Obligations ” below for a description of our methods of allocating transaction price to each performance obligation. We evaluated our business practices, and the underlying risks and rewards associated with vacation ownership products and the respective timing that such risks and rewards are transferred to the customer in determining the point in time at which control of the vacation ownership product is transferred to the customer. Based upon the different terms of the contracts with the customer and business practices, for the contracts executed in the period prior to the third quarter of 2022, we determined that we transfer control of vacation ownership products at different times for each brand. Prior to the third quarter of 2022, we recognized revenue on the sale of Marriott-branded vacation ownership products at closing. We have historically recognized revenue on the sale of Sheraton-,Westin- and Hyatt-branded vacation ownership products upon expiration of the rescission period. In the third quarter of 2022, in connection with the affiliation of the Marriott-, Sheraton-, and Westin-branded vacation ownership products through Abound by Marriott Vacations, we modified our business practices and the terms of our Marriott-branded VOI sales contracts to be consistent with the existing terms of our Sheraton- and Westin-branded VOI sales contracts. As a result of these modifications, control of Marriott-branded vacation ownership products is transferred to the customer upon expiration of the statutory rescission period, consistent with the historical method of revenue recognition for sales of Sheraton- and Westin-branded vacation ownership products, resulting in earlier revenue recognition than the historical timing for Marriott-branded VOIs. At the time at which we recognize revenue for Marriott-branded VOI contracts, we temporarily record a contract receivable for both cash contracts and financed contracts, until the time at which we collect the cash or originate a vacation ownership note receivable, which occurs at closing. Marriott-branded VOI sales contracts executed prior to these modifications were accounted for with transfer of control of the VOI occurring at closing. We have not changed contract terms or business practices regarding how control of Hyatt Vacation Club VOIs is transferred to the customer. As such, we recognize revenue on the sale of Hyatt Vacation Club VOIs at expiration of rescission, except that revenue on the sale of VOIs derived from Legacy-Welk is recognized at closing. Revenue for non-cash incentives, such as plus points, is recorded as Deferred revenue on our Balance Sheets at closing and is recognized as rental revenue upon transfer of control to the customer, which typically occurs upon delivery of the incentive, or at the point in time when the incentive is redeemed. For non-cash incentives provided by third parties (i.e. Marriott Bonvoy points, World of Hyatt points, third-party Explorer Collection offerings, or BEYOND), we evaluated whether we control the underlying good or service prior to delivery to the customer. We concluded that we are an agent for those non-cash incentives which we do not control prior to delivery and as such record the related revenue net of the related cost upon recognition. Management and Exchange Revenues and Cost Reimbursements Revenues Ancillary Revenues Ancillary revenues consist of goods and services that are sold or provided by us at food and beverage outlets, golf courses and other retail and service outlets located at our resorts. Payments for such goods and services are generally received at the point of sale in the form of cash or credit card charges. For goods and services sold, we evaluate whether we control the underlying goods or services prior to delivery to the customer. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. We recognize ancillary revenue at the point in time when goods have been provided and/or services have been rendered. Management Fee Revenues and Cost Reimbursements Revenues We provide day-to-day-management services, including housekeeping services, operation of reservation systems, maintenance and certain accounting and administrative services for owners’ associations, condominium owners and hotels. We generate revenue from fees we earn for managing vacation ownership resorts, clubs, owners’ associations, condominiums and hotels. In our Vacation Ownership segment, these fees are earned regardless of usage or occupancy and are typically based on either a percentage of the budgeted costs to operate the resorts or a fixed fee arrangement (“VO management fee revenues”). In our Exchange & Third-Party Management segment, we earn base management fees which are typically either (i) fixed amounts, (ii) amounts based on a percentage of adjusted gross lodging revenue, or (iii) various revenue sharing agreements based on stated formulas (“Base management fee revenues”) and incentive management fees, which are generally a percentage of either operating profits or improvement in operating profits (“Incentive management fees”). In addition, we receive reimbursement of costs incurred on behalf of our customers, which consist of actual expenses with no added margin (“cost reimbursements”). Vacation Ownership segment cost reimbursements revenues exclude amounts that we have paid to the owners’ associations related to maintenance fees for unsold vacation ownership products, as we have concluded that such payments are consideration payable to a customer. Management fees are collected over time or upfront depending upon the specific management contract. Cost reimbursements are received over time and considered variable consideration. We have determined that a significant financing component does not exist as a substantial amount of the consideration promised by the customer is paid when the associated variable consideration is determined. We evaluated the nature of the management services provided and concluded that the management services constitute a series of distinct services to be accounted for as a single performance obligation transferred over time. We use an input method, the number of days that management services are provided, to recognize VO management fee revenues and base management fee revenues, which is consistent with the pattern of transfer to the customers who receive and consume the benefits as services are provided each day. We recognize Incentive management fees as earned throughout the incentive period based on actual results, which is subject to estimation of the transaction price. Any consideration we receive in advance of services being rendered is recorded as Deferred revenue on our Balance Sheets and is recognized ratably across the service period to which it relates. We recognize variable consideration for Cost reimbursements revenues when the reimbursable costs are incurred. Other Services Revenues Other services revenues includes revenues from membership fees, club dues and additional fees for services we provide to customers. Membership fees and club dues are received in advance of providing access to the exchange services, are recorded as Deferred revenue on our Balance Sheets and are earned regardless of whether exchange services are provided. Generally, Interval Network memberships are cancellable and refundable on a pro-rata basis, with the exception of the Interval Network’s Platinum tier which is non-refundable. Transaction-based fees are typically collected at a point in time. We have determined that exchange services constitute a stand-ready obligation for us to provide unlimited access to exchange services over a defined period of time, when and if a customer (or customer of a customer) requests. We have determined that customers benefit from the stand-ready obligation evenly throughout the period in which the customer has access to exchange services and as such, recognize membership fees and club dues on a straight-line basis over the related period of time. Transaction-based fees are recognized as revenue at the point in time at which the relevant goods or services are transferred to the customer. For transaction-based fees, we evaluate whether we control the underlying goods or services prior to delivery to the customer. Transaction-based fees from exchanges and other transactions in our Exchange & Third-Party Management segment are generally recognized when confirmation of the transaction is provided and services have been rendered. For transactions where we do not control the goods or services prior to delivery, the related revenue is recorded net of the related cost upon recognition. Financing Revenues We offer consumer financing as an option to qualifying customers purchasing vacation ownership products, which is collateralized by the underlying vacation ownership products. We recognize interest income on an accrual basis. The contractual terms of the financing agreements require that the contractual level of annual principal payments be sufficient to amortize the loan over a customary period for the vacation ownership product being financed, which is generally ten fifteen Financing revenues include transaction-based fees we charge to owners and other third parties for services. We recognize fee revenues when services have been rendered . Rental Revenues In our Vacation Ownership segment, we generate revenue from rentals of inventory that we hold for sale as interests in our vacation ownership programs, inventory that we control because our owners have elected alternative usage options permitted under our vacation ownership programs and rentals of owned-hotel properties. In our Exchange & Third-Party Management segment, we offer vacation rental opportunities for managed properties and to members of the Interval Network and certain other membership programs from seasonal oversupply or underutilized space, as well as sourced resort accommodations. We receive payments for rentals primarily through credit card charges. We generally recognize rental revenues when occupancy has occurred, which is consistent with the period in which the customer benefits from such service. For certain rental revenues associated with our Exchange & Third-Party Management segment, revenue is recognized when confirmation of the transaction is provided as we concluded we are an agent for these transactions. We recognize rental revenue from the utilization of plus points issued in connection with the sale of vacation ownership products, as described in “ Sale of Vacation Ownership Products ” above, when occupancy has occurred. We also generate revenues from vacation packages sold to our customers. The packages have an expiration period of six twenty-four Real Estate – Time-Sharing Activities .” Arrangements with Multiple Performance Obligations Our contracts with customers may include multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. In cases where the standalone selling price is not readily available, we generally determine the standalone selling prices utilizing the adjusted market approach, using prices from similar contracts, our historical pricing on similar contracts, our internal marketing and selling data and other internal and external inputs we deem to be appropriate. Significant judgment is required in determining the standalone selling price under the adjusted market approach. Receivables, Contract Assets & Contract Liabilities As discussed above, the payment terms and conditions in our customer contracts vary. In some cases, customers prepay for their goods and services; in other cases, after appropriate credit evaluations, payment is due in arrears. When the timing of our delivery of goods and services is different from the timing of the payments made by customers, we recognize either a contract asset (performance precedes contractual due date) or a contract liability (customer payment precedes performance or when we have a right to consideration that is unconditional before the transfer of goods or services to a customer). Receivables are recorded when the right to consideration becomes unconditional. Contract liabilities are recognized as revenue as (or when) we perform under the contract. See Footnote 4 “Revenue and Receivables” for additional information related to our receivables, contract assets and contract liabilities. |
Costs Incurred to Sell Vacation Ownership Products | Costs Incurred to Sell Vacation Ownership Products |
Earnings or Loss Per Share Attributable to Common Stockholders | Earnings or Loss Per Share Attributable to Common Stockholders Basic earnings or loss per share attributable to common stockholders is calculated by dividing the earnings or loss available to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings or loss per share attributable to common stockholders is calculated to give effect to all potentially dilutive common shares that were outstanding during the reporting period. The dilutive effect of outstanding equity-based compensation awards is reflected in diluted earnings per share attributable to common stockholders by application of the treasury stock method. Any potentially dilutive shares are excluded from the calculation for periods when there is a net loss attributable to common stockholders to avoid anti-dilutive effects. |
Business Combinations | Business Combinations We allocate the purchase price of an acquisition to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values at the acquisition date. We recognize the amount by which the purchase price of an acquired entity exceeds the net of the fair values assigned to the assets acquired and liabilities assumed as goodwill. In determining the fair values of assets acquired and liabilities assumed, we use various recognized valuation methods including the income, cost and market approaches. Further, we make assumptions within certain valuation techniques, including discount rates, royalty rates, and the amount and timing of future cash flows. We record the net assets and results of operations of an acquired entity in our Financial Statements from the acquisition date. We initially perform these valuations based upon preliminary estimates and assumptions by management or independent valuation specialists under our supervision, where appropriate, and make revisions as estimates and assumptions are finalized. We expense acquisition-related costs as we incur them. As part of our accounting for business combinations we are required to determine the useful lives of identifiable intangible assets recognized separately from goodwill. The useful life of an intangible asset is the period over which the asset is expected to contribute directly or indirectly to the future cash flows of the acquired business. An intangible asset with a finite useful life is amortized; an intangible asset with an indefinite useful life is not amortized. We base the estimate of the useful life of an intangible asset on an analysis of all pertinent factors, in particular, all of the following factors with no one factor being more presumptive than the other: • The expected use of the asset. • The expected useful life of another asset or a group of assets to which the useful life of the intangible asset may relate. • Any legal, regulatory, or contractual provisions that may limit the useful life. • Our own historical experience in renewing or extending similar arrangements, consistent with our intended use of the asset, regardless of whether those arrangements have explicit renewal or extension provisions. • The effects of obsolescence, demand, competition, and other economic factors. • The level of maintenance expenditures required to obtain the expected future cash flows from the asset. If no legal, regulatory, contractual, competitive, economic, or other factors limit the useful life of an intangible asset to the reporting entity, the useful life of the asset is considered to be indefinite. The term indefinite does not mean the same as infinite or indeterminate. The useful life of an intangible asset is indefinite if that life extends beyond the foreseeable horizon; that is, there is no foreseeable limit on the period of time over which it is expected to contribute to the cash flows of the acquired business. Although we believe the assumptions and estimates we have made have been reasonable and appropriate, they are based in part on historical experience and information obtained from the management of the acquired entity and are inherently uncertain. Examples of critical estimates in accounting for acquisitions include but are not limited to future expected cash flows from sales of products and services and related contracts and agreements and discount and long-term growth rates. Unanticipated events and circumstances may occur which could affect the accuracy or validity of our assumptions, estimates or actual results. |
Variable Interest Entities | Variable Interest Entities We consolidate entities under our control, including VIEs where we are deemed to be the primary beneficiary. In accordance with the applicable accounting guidance for the consolidation of VIEs, we analyze our variable interests, including loans, guarantees and equity investments, to determine if an entity in which we have a variable interest is a VIE. Our analysis includes both quantitative and qualitative reviews. We base our quantitative analysis on the forecasted cash flows of the entity, and our qualitative analysis on our review of the design of the entity, its organizational structure including decision-making ability, and relevant financial agreements. We also use our qualitative analyses to determine if we must consolidate a VIE because we are its primary beneficiary. |
Fair Value Measurements | Fair Value Measurements We have several financial instruments that we are required to disclose at fair value on a recurring basis. See Footnote 7 “Financial Instruments” for further information. We also apply the provisions of fair value measurement to various non-recurring measurements for our financial and non-financial assets and liabilities. The applicable accounting standards define fair value as the price that would be received upon selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). We measure fair value of our assets and liabilities using inputs from the following three levels of the fair value hierarchy: • Level 1 inputs are unadjusted quoted prices in active markets for identical assets or liabilities that we have the ability to access at the measurement date. • Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (i.e., interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs). • Level 3 includes unobservable inputs that reflect our assumptions about what factors market participants would use in pricing the asset or liability. We develop these inputs based on the best information available, including our own data. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid investments with an initial purchase maturity of three months or less at the date of purchase to be cash equivalents. |
Restricted Cash | Restricted Cash Restricted cash primarily consists of cash restricted for use by consolidated owners’ associations which is designated for resort operations and other specific uses, such as reserves, cash held in a reserve account related to vacation ownership notes receivable securitizations, cash collected for maintenance fees to be remitted to owners’ associations, and deposits received and held in escrow, primarily associated with the sale of vacation ownership products. |
Accounts Receivable | Accounts Receivable Accounts receivable are comprised of amounts due from customers, primarily owners’ associations, resort developers, owners and members, credit card receivables, amounts due from taxing authorities, indemnification assets, and other miscellaneous receivables. Accounts receivable outstanding longer than the contractual payment terms are considered past due. We determine our credit loss reserve for accounts receivable by considering a number of factors, including previous loss history, our judgment as to the specific customer’s current ability to pay its obligation and the condition of the general economy. We write off accounts receivable when they become uncollectible once we have exhausted all means of collection. Accounts receivable is presented net of a reserve for credit losses of $5 million and $4 million at December 31, 2023 and December 31, 2022, respectively. Accounts receivable also includes interest receivable on vacation ownership notes receivable. Write-offs of interest receivable are recorded as a reversal of previously recorded interest income. |
Acquired Vacation Ownership Notes Receivable Reserve for Credit Losses and Contracts Receivable and Originated Vacation Ownership Notes Receivable Reserve | Acquired Vacation Ownership Notes Receivable Reserve for Credit Losses As part of the ILG Acquisition, we acquired existing portfolios of vacation ownership notes receivable. We account for these acquired vacation ownership notes receivable using the purchased credit deteriorated assets provision of the current expected credit loss model, whereby we established a reserve for credit losses and a corresponding increase in the book value of the acquired vacation ownership notes receivable, resulting in no impact to the recorded balance. The estimates of the reserve for credit losses on the acquired vacation ownership notes receivable are based on default rates that are an output of our static pool analyses. Any changes in the reserve for credit losses are recorded as Financing expenses on our Income Statements. For acquired vacation ownership notes receivable, the estimated collateral value is transferred from vacation ownership notes receivable to inventory upon foreclosure or revocation of the related vacation ownership note receivable. The vacation ownership notes receivable acquired as part of the Welk Acquisition were recorded at fair value using the purchased credit deteriorated assets provision of the current expected credit loss model, consistent with the principles outlined above. Contracts Receivable and Originated Vacation Ownership Notes Receivable Reserve |
Past Due and Defaulted | Past Due and Defaulted Although we consider loans to owners to be past due if we do not receive payment within 30 days of the due date, we suspend accrual of interest only on those loans that are over 90 days past due. For Legacy-MVW vacation ownership notes receivable, we consider loans over 150 days past due to be in default and fully reserve such amounts, less an estimate for reinstatement. For Legacy-ILG and Legacy-Welk vacation ownership notes receivable, we consider loans over 120 days past due to be in default and fully reserve such amounts, less an estimate for reinstatement. We apply payments we receive for vacation ownership notes receivable on non-accrual status first to interest, then to principal and any remainder to fees. We resume accruing interest when vacation ownership notes receivable are less than 90 days past due. We do not accept payments for vacation ownership notes receivable during the foreclosure process unless the amount is sufficient to pay all past due principal, interest, fees and penalties owed and fully reinstate the note. We write off vacation ownership notes receivable against the reserve once we receive title to the vacation ownership products through the foreclosure or deed-in-lieu process or, in certain circumstances, when revocation is complete. |
Inventory | Inventory Our inventory consists primarily of completed vacation ownership products. We carry our inventory at the lower of (1) cost, including costs of improvements and amenities incurred subsequent to acquisition, capitalized interest and real estate taxes plus other costs incurred during construction, or (2) estimated fair value, less costs to sell, which can result in impairment charges and/or recoveries of previous impairments. |
Property and Equipment | Property and Equipment Property and equipment includes our sales centers, golf courses, information technology, including internally developed capitalized software, finance lease assets, and other assets used in the normal course of business, as well as land held for future vacation ownership product development, and undeveloped and partially developed land parcels that are not part of an approved development plan and do not meet the criteria to be classified as held for sale. In addition, fully developed VOIs are classified as property and equipment until they are registered and available for sale. We record property and equipment at cost, including interest and real estate taxes incurred during active development. We capitalize the cost of improvements that extend the useful life of property and equipment when incurred. We expense all repair and maintenance costs as incurred. We compute depreciation using the straight-line method over the estimated useful lives of the assets ( three |
Leases | Leases We account for leases in accordance with ASC Topic 842, “ Leases ” (“ASC 842”). We determine if an arrangement is or contains a lease at contract inception. Operating leases include lease arrangements for various land, corporate facilities office space, real estate and equipment. Other operating leases are primarily for office, off-site sales centers and retail space, as well as various equipment supporting our operations, with varying terms and renewal option periods. Finance leases include lease arrangements for our new corporate headquarters (commencing in 2023), ancillary and operations space. We also have a long-term finance lease for land underlying an operating hotel. In addition, we also lease various equipment supporting our operations and classify these leases as finance leases in accordance with ASC 842. The depreciable life of these assets is limited to the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Right-of-use assets and lease liabilities are recognized based on the present value of lease payments over the lease term at commencement date. Short-term leases, which have an initial term of a year or less, are not recorded on the balance sheet. For purposes of calculating lease liabilities, lease terms may be deemed to include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Macroeconomic conditions are the primary factor used to estimate whether an option to extend a lease term will be exercised or not. Because the rate implicit in our leases is not readily determinable, we use our incremental borrowing rate as the discount rate, which approximates the interest rate at which we could borrow on a collateralized basis with similar terms and payments and in similar economic |
Impairment of Long-Lived Assets and Other Intangible Assets | Impairment of Long-Lived Assets and Other Intangible Assets We assess long-lived assets, including property and equipment, leases, and definite-lived intangible assets, for recoverability when changes in circumstances indicate the carrying value may not be recoverable, for example, when there are material adverse changes in projected revenues or expenses, significant underperformance relative to historical or projected operating results, or significant negative industry or economic trends. We evaluate recoverability of an asset group by comparing its carrying value to the future net undiscounted cash flows that we expect will be generated by the asset group. If the comparison indicates that the carrying value of an asset group is not recoverable, we recognize an impairment loss for the excess of carrying value over the estimated fair value. When we recognize an impairment loss for assets to be held and used, we depreciate the adjusted carrying amount of those assets over their remaining useful life. |
Goodwill | Goodwill We perform an annual review for the potential impairment of the carrying value of goodwill in the fourth quarter, or more frequently if events or circumstances indicate a possible impairment. For purposes of evaluating goodwill for impairment, we have two reporting units, which are also our reportable operating segments. In evaluating goodwill for impairment, we may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. If we bypass the qualitative assessment, or if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then we perform a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount. Qualitative factors that we consider include, for example, macroeconomic and industry conditions, overall financial performance, and other relevant entity-specific events. If the qualitative assessment is not conclusive, then a quantitative impairment analysis for goodwill is performed at the reporting unit level. We may also choose to perform this quantitative impairment analysis instead of the qualitative analysis. The quantitative impairment analysis compares the fair value of the reporting unit, determined using the income and/or market approach, to its recorded amount. If the recorded amount exceeds the fair value, then a goodwill impairment charge is recorded for the difference up to the recorded amount of goodwill. |
Convertible Notes | Convertible Notes In the first quarter of 2022, we adopted Accounting Standards Update 2020-06 – “ Debt — Debt With Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity” (“ASU 2020-06”), using the modified retrospective method. Prior to the adoption of ASU 2020-06, we had bifurcated our convertible notes into liability and equity components. The carrying amount of the liability component was calculated by measuring the fair value of a similar liability that did not have an associated convertible feature. The carrying amount of the equity component, representing the conversion option, was determined by deducting the fair value of the liability component from the par value of the convertible notes. The excess of the principal amount of the liability over its carrying amount was amortized to interest expense over the term of the convertible notes using the effective interest method. Upon adoption of ASU 2020-06, we were no longer required to separate our convertible notes into liability and equity components, and were required to calculate the impact of our convertible notes on diluted earnings per share using the “if-converted” method, regardless of intent to settle or partially settle the debt in cash. Under the “if-converted” method, diluted earnings per share is generally calculated assuming that all of our convertible notes are converted solely into shares of common stock at the beginning of the reporting period, unless the result would be anti-dilutive. The application of the “if-converted” method reduces our reported diluted earnings per share. The impacts of the adoption were recorded as a cumulative effect in the opening balance of retained earnings and the conversion feature related to our convertible notes was reclassified from equity to liabilities. In addition, we eliminated the related equity adjustment associated with the deferred tax liability. The adoption of ASU 2020-06 on January 1, 2022 resulted in an increase in debt of $107 million, a decrease in additional paid-in capital of $111 million, and a decrease in deferred taxes of $27 million, as well as a cumulative effect adjustment to the opening balance of retained earnings of $31 million. We will continue to amortize the remaining debt issuance costs associated with our convertible notes over the respective terms of our convertible notes. The prior period consolidated financial statements have not been retrospectively restated and continue to be reported under the accounting standards in effect for those periods. |
Derivative Instruments | Derivative Instruments We record derivatives at fair value. The designation of a derivative instrument as a hedge and its ability to meet the hedge accounting criteria determine how we reflect the change in fair value of the derivative instrument in our Financial Statements. A derivative qualifies for hedge accounting if we expect it to be highly effective in offsetting the underlying hedged exposure and we fulfill the hedge documentation requirements. We may designate a hedge as a cash flow hedge, fair value hedge, or a net investment in non-U.S. operations hedge based on the exposure we are hedging. If a qualifying hedge is deemed effective, we record changes in fair value in other comprehensive income. We assess the effectiveness of our hedging instruments quarterly, recognize current period hedge ineffectiveness immediately in earnings, and discontinue hedge accounting for any hedge that we no longer consider to be highly effective. We recognize changes in fair value for derivatives not designated as hedges or those not qualifying for hedge accounting in current period earnings. We are exposed to market risk from changes in interest rates, currency exchange rates, and debt prices. We manage our exposure to these risks by monitoring available financing alternatives, through pricing policies that may take into account currency exchange rates, and by entering into derivative arrangements. We use derivative instruments as part of our overall strategy to manage our exposure to market risks associated with fluctuations in interest rates and currency exchange rates. As a matter of policy, we only enter into transactions that we believe will be highly effective at offsetting the underlying risk and we do not use derivatives for trading or speculative purposes. |
Loss Contingencies | Loss Contingencies We are subject to various legal proceedings and claims in the normal course of business, the outcomes of which are subject to significant uncertainty. We record an accrual for loss contingencies when we determine that it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. In making such determinations we evaluate, among other things, the degree of probability of an unfavorable outcome and, when it is probable that a liability has been incurred, our ability to make a reasonable estimate of the loss. We review these accruals each reporting period and make revisions based on changes in facts and circumstances. |
Defined Contribution Plan | Defined Contribution Plan |
Deferred Compensation Plan | Deferred Compensation Plan Certain members of our senior management have the opportunity to participate in the Marriott Vacations Worldwide Deferred Compensation Plan (the “Deferred Compensation Plan”), which we maintain and administer. Under both the Deferred Compensation Plan and the Marriott International EDC (as defined below), participating employees are able to defer payment and income taxation of a portion of their salary and bonus. It also provides participants with the opportunity for long-term capital appreciation by crediting their accounts with notional earnings. Prior to the spin-off of MVW from Marriott International (the “Marriott Spin-Off”), certain members of our senior management had the opportunity to participate in the Marriott International, Inc. Executive Deferred Compensation Plan (the “Marriott International EDC”), which Marriott International maintains and administers. Subsequent to the Marriott Spin-Off, we remain liable to reimburse Marriott International for distributions to participants who were employees of Marriott Vacations Worldwide at the time of the Marriott Spin-Off, including earnings thereon. To support our ability to meet a portion of our obligations under the Deferred Compensation Plan, we acquired company owned insurance policies (the “COLI policies”) on the lives of certain participants in the Deferred Compensation Plan, the proceeds of which are intended to be aligned with the investment alternatives elected by plan participants and are payable to a rabbi trust with the Company as grantor. For both 2023 and 2022, participants were able to select a rate of return based on market-based investment alternatives for up to 100% of their contributions and existing balances, with one of those options being a fixed rate of return of 3.5%. |
Share-Based Compensation Costs | Share-Based Compensation Costs In 2020, our stockholders approved the Marriott Vacations Worldwide Corporation 2020 Equity Incentive Plan (the “MVW Equity Plan”), which supersedes both the Marriott Vacations Worldwide Corporation Stock and Cash Incentive Plan and the Interval Leisure Group, Inc. 2013 Stock and Incentive Plan (collectively, the “Prior Plans”). No new awards will be granted under the Prior Plans and all awards that were granted under the Prior Plans will remain outstanding and continue to be governed by the Prior Plans. The MVW Equity Plan is maintained for the benefit of our officers, directors, and employees. Under the MVW Equity Plan, we are authorized to award: (1) restricted shares of our common stock and restricted stock units (“RSUs”) of our common stock, (2) stock appreciation rights (“SARs”) relating to our common stock, and (3) options to purchase our common stock. We follow the provisions of ASC Topic 718 “ Compensation—Stock Compensation ,” which requires that a company measure the expense of employee services received in exchange for an award of equity instruments based on the grant-date fair value of the award. Generally, share-based awards granted to our employees, other than RSUs with performance vesting conditions, vest ratably over a four-year period. For share-based awards with service-only vesting conditions, we record compensation expense on a straight-line basis over the requisite service period. For RSUs with performance vesting conditions, the number of RSUs earned, if any, is determined following the end of a performance period (typically three years) based upon the achievement over that period of specific quantitative operating financial measures and we recognize compensation expense once it is probable that the corresponding performance condition will be achieved. SARs awarded under the MVW Equity Plan are granted at exercise prices or strike prices equal to the market price of our common stock on the date of grant (this price is referred to as the “base value”). SARs generally expire ten years after the date of grant and both vest and become exercisable in cumulative installments of one quarter of the grant at the end of each of the first four years following the date of grant. Upon exercise of SARs, our employees and non-employee directors receive a number of shares of our common stock equal to the number of SARs being exercised, multiplied by the quotient of (a) the market price of the common stock on the date of exercise (this price is referred to as the “final value”) minus the base value, divided by (b) the final value. We recognize the expense associated with these awards on our Income Statements based on the fair value of the awards as of the date that the share-based awards are granted and adjust that expense to the estimated number of awards that we expect will vest or be earned. The fair value of RSUs represents the number of awards granted multiplied by the average of the high and low market price of our common stock on the date the awards are granted, reduced by the present value of the dividends expected to be paid on the shares during the vesting period, discounted at a risk-free interest rate. We generally determine the fair value of SARs using the Black-Scholes option valuation model, which incorporates assumptions about expected volatility, risk free interest rate, dividend yield and expected term. We issue shares from authorized shares upon the exercise of SARs held by our employees and directors. For share-based awards granted to non-employee directors, we recognize compensation expense on the grant date based on the fair value of the awards as of that date. See Footnote 18 “Share-Based Compensation” for more information on the MVW Equity Plan. |
Employee Stock Purchase Plan | Employee Stock Purchase Plan During 2015, our Board of Directors adopted, and our stockholders subsequently approved, the Marriott Vacations Worldwide Corporation Employee Stock Purchase Plan (the “ESPP”), which became effective during 2015. A total of 500,000 shares of common stock may be purchased under the ESPP. The ESPP allows eligible employees to purchase shares of our common stock at a price per share not less than 95% of the fair market value per share of common stock on the purchase date, up to a maximum threshold established by the plan administrator for the offering period. |
Non-U.S. Operations | Non-U.S. Operations The U.S. dollar is the functional currency of our consolidated entities operating in the United States. The functional currency for our consolidated entities operating outside of the United States is generally the currency of the economic environment in which the entity primarily generates and expends cash. For consolidated entities whose functional currency is not the U.S. dollar, we translate their financial statements into U.S. dollars. We translate assets and liabilities at the exchange rate in effect as of the financial statement date and translate Income Statement accounts using the weighted average exchange rate for the period. We include translation adjustments from currency exchange and the effect of exchange rate changes on intercompany transactions of a long-term investment nature as a separate component of equity. We report gains and losses from currency exchange rate changes related to intercompany receivables and payables that are not of a long-term investment nature, as well as gains and losses from non-U.S. currency transactions, in the Gains (losses) and other income (expense), net line on our Income Statements. |
Income Taxes | Income Taxes We file income tax returns, including with respect to our subsidiaries, in various jurisdictions around the world. We account for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the provision for income tax in the period that includes the enactment date. Changes in existing tax laws and rates, their related interpretations, and the uncertainty generated by the current economic environment may affect the amounts of deferred tax liabilities or the valuations of deferred tax assets over time. Our accounting for deferred tax consequences represents management’s best estimate of future events that can be appropriately reflected in the accounting estimates. We record a valuation allowance on deferred taxes if we determine it is more likely than not that we will not fully realize the future benefit of deferred tax assets. In making such a determination, we consider all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. In the event we determine that we would be able to realize our deferred income tax assets in the future in excess of their net recorded amount, we would make an adjustment to the deferred tax asset valuation allowance, which impacts the provision for income taxes. We file tax returns after the close of our fiscal year end and adjust our estimated tax receivable or liability to the actual tax receivable or tax due per the filed tax returns in the provision for income tax. For purposes of Global Intangible Low-Taxed Income, we have elected to use the period cost method and therefore have not recorded deferred taxes for basis differences expected to reverse in future periods. For tax positions we have taken, or expect to take, in a tax return we apply a more likely than not threshold, under which we must conclude a tax position is more likely than not to be sustained, assuming that the position will be examined by the appropriate taxing authority that has full knowledge of all relevant information, in order to continue to recognize the benefit. In determining our provision for income taxes, we use judgment, reflecting our estimates and assumptions, in applying the more likely than not threshold. Based on our evaluations of tax positions, we believe that potential tax exposures have been recorded appropriately. Additionally, we recognize accrued interest and penalties related to our unrecognized tax benefits as a component of tax expense. |
New Accounting Standards And Future Adoption of Accounting Standards | New Accounting Standards Accounting Standards Update 2022-02 – “ Financial Instruments — Credit Losses (Topic 326) – Troubled Debt Restructurings and Vintage Disclosures” (“ASU 2022-02”) In the first quarter of 2023, we adopted accounting standards update (“ASU”) 2022-02, which eliminated the recognition and measurement guidance applicable to troubled debt restructurings for creditors and enhanced disclosure requirements with respect to loan modifications for borrowers experiencing financial difficulty. ASU 2022-02 also requires disclosure of current-period gross write-offs by year of origination to be presented in the vintage disclosures for financing receivables. The adoption of ASU 2022-02 on January 1, 2023, on a prospective basis, did not have a material impact on our financial statements or disclosures other than the addition of incremental disclosures relating to gross write-offs for vacation ownership notes receivable. See Footnote 6 “Vacation Ownership Notes Receivable” for the incremental disclosures required by the adoption of ASU 2022-02. Accounting Standards Update 2020-04 – “ Reference Rate Reform (Topic 848), Facilitation of the Effects of Reference Rate Reform on Financial Reporting ” (“ASU 2020-04”) and Accounting Standards Update 2022-06 – “ Reference Rate Reform (Topic 848), Deferral of the Sunset Date of Topic 848 ” (“ASU 2022-06”) In 2020, the Financial Accounting Standards Board (“FASB”) issued ASU 2020-04, as amended, which provides optional expedients and exceptions to existing guidance on contract modifications and hedge accounting in an effort to ease the financial reporting burdens related to the expected market transition from the USD London Interbank Offered Rate (“LIBOR”) and other interbank offered rates to alternative reference rates. This update was effective upon issuance and issuers generally were able to elect to adopt the optional expedients and exceptions over time through a period ending on December 31, 2022. In December 2022, the FASB issued ASU 2022-06 to extend the temporary accounting rules under Topic 848 from December 31, 2022 to December 31, 2024. During the second quarter of 2023, we amended our Term Loan (as defined in Footnote 16 “Debt”) and our interest rate swaps and collar to reference SOFR (as defined in Footnote 15 “Securitized Debt”) rather than LIBOR. See Footnote 16 “Debt” for more information. Both our Term Loan and the related interest rate swaps and collar transitioned to SOFR at the same time, effective July 31, 2023. As of December 31, 2023, we have no other financial instruments to transition from LIBOR. Future Adoption of Accounting Standards Accounting Standards Update 2023-07 – “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”) In November 2023, the FASB issued ASU 2023-07, which updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses and information used to assess segment performance. This update is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. This update should be applied retrospectively for all prior periods presented in the financial statements. We continue to evaluate the impact that the adoption of this update, including the timing of implementation, will have on our disclosures. Accounting Standards Update 2023-09 – “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”) |
ACQUISITIONS AND DISPOSITIONS (
ACQUISITIONS AND DISPOSITIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
Consideration transferred | The following table presents the fair value of each type of consideration transferred in the Welk Acquisition, as finalized at March 31, 2022. (in millions, except per share amounts) Equivalent shares of Marriott Vacations Worldwide common stock issued 1.4 Marriott Vacations Worldwide common stock price per share as of Welk Acquisition Date $ 174.18 Fair value of Marriott Vacations Worldwide common stock issued 248 Cash consideration to Welk, net of cash and restricted cash acquired of $48 million 157 Total consideration transferred, net of cash and restricted cash acquired $ 405 |
Schedule of recognized identified assets acquired and liabilities assumed | The following table presents the fair value of the assets that we acquired and the liabilities that we assumed in connection with the business combination as finalized. ($ in millions) April 1, 2021 Vacation ownership notes receivable, net $ 255 Inventory 111 Property and equipment, net 83 Intangible assets 102 Other assets 19 Deferred taxes (24) Debt (189) Securitized debt (184) Other liabilities (93) Net assets acquired 80 Goodwill (1) 325 $ 405 (1) Goodwill is calculated as total consideration transferred, net of cash acquired, less identified net assets acquired. It represents the value that we expect to obtain from growth opportunities from our combined operations and is not deductible for tax purposes. |
Business acquisition, pro forma information | Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the Welk Acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations. There were no Welk Acquisition-related costs included in the unaudited pro forma results below for 2021. ($ in millions, except per share data) 2021 Revenues $ 3,937 Net income $ 70 Net income attributable to common stockholders $ 62 EARNINGS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS Basic $ 1.46 Diluted $ 1.43 |
REVENUE AND RECEIVABLES (Tables
REVENUE AND RECEIVABLES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of revenue | 2023 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 1,460 $ — $ — $ 1,460 Ancillary revenues 252 5 — 257 Management fee revenues 180 24 (3) 201 Exchange and other services revenues 136 177 42 355 Management and exchange 568 206 39 813 Rental 531 40 — 571 Cost reimbursements 1,587 16 (42) 1,561 Revenue from contracts with customers 4,146 262 (3) 4,405 Financing 322 — — 322 Total Revenues $ 4,468 $ 262 $ (3) $ 4,727 2022 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 1,618 $ — $ — $ 1,618 Ancillary revenues 241 4 — 245 Management fee revenues 166 34 (5) 195 Exchange and other services revenues 127 188 72 387 Management and exchange 534 226 67 827 Rental 509 42 — 551 Cost reimbursements 1,388 23 (44) 1,367 Revenue from contracts with customers 4,049 291 23 4,363 Financing 293 — — 293 Total Revenues $ 4,342 $ 291 $ 23 $ 4,656 2021 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Sale of vacation ownership products $ 1,153 $ — $ — $ 1,153 Ancillary revenues 188 3 — 191 Management fee revenues 158 32 (19) 171 Exchange and other services revenues 124 198 171 493 Management and exchange 470 233 152 855 Rental 446 40 — 486 Cost reimbursements 1,202 47 (121) 1,128 Revenue from contracts with customers 3,271 320 31 3,622 Financing 268 — — 268 Total Revenues $ 3,539 $ 320 $ 31 $ 3,890 |
Revenue remaining performance obligation | The following tables detail the timing of revenue from contracts with customers by segment for each of the last three fiscal years. 2023 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 2,411 $ 111 $ (3) $ 2,519 Goods or services transferred at a point in time 1,735 151 — 1,886 Revenue from contracts with customers $ 4,146 $ 262 $ (3) $ 4,405 2022 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 2,168 $ 130 $ 23 $ 2,321 Goods or services transferred at a point in time 1,881 161 — 2,042 Revenue from contracts with customers $ 4,049 $ 291 $ 23 $ 4,363 2021 ($ in millions) Vacation Ownership Exchange & Third-Party Management Corporate and Other Total Services transferred over time $ 1,915 $ 154 $ 31 $ 2,100 Goods or services transferred at a point in time 1,356 166 — 1,522 Revenue from contracts with customers $ 3,271 $ 320 $ 31 $ 3,622 |
Contract with customer, asset and liability | The following table shows the composition of our receivables from contracts with customers and contract liabilities. We had no contract assets at either December 31, 2023 or December 31, 2022. ($ in millions) At December 31, 2023 At December 31, 2022 Receivables Accounts and contracts receivable, net $ 259 $ 194 Vacation ownership notes receivable, net 2,343 2,198 $ 2,602 $ 2,392 Contract Liabilities Advance deposits $ 164 $ 158 Deferred revenue 382 344 $ 546 $ 502 |
Accounts and nontrade receivable | The following table shows the composition of our accounts and contracts receivable balances: ($ in millions) At December 31, 2023 At December 31, 2022 Receivables from contracts with customers, net $ 259 $ 194 Interest receivable 18 16 Tax receivable 44 20 Indemnification assets 40 19 Employee tax credit receivable 11 16 Other 13 27 $ 385 $ 292 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Earnings or losses before income taxes by geographic region | The following table presents the components of our Income (loss) before income taxes and noncontrolling interests for the last three fiscal years: ($ in millions) 2023 2022 2021 United States $ 419 $ 508 $ 152 Non-U.S. jurisdictions (21) 74 (25) $ 398 $ 582 $ 127 |
Provision for or benefit from income taxes | Our (provision for) benefit from income taxes consisted of: ($ in millions) 2023 2022 2021 Current – U.S. Federal $ (123) $ (91) $ 8 – U.S. State (21) (23) (3) – Non-U.S. (62) 5 (50) (206) (109) (45) Deferred – U.S. Federal 27 (13) (36) – U.S. State 12 (26) 3 – Non-U.S. 21 (43) 4 60 (82) (29) $ (146) $ (191) $ (74) |
Reconciliation of US statutory income tax rate to our effective income tax rate | The following table reconciles the U.S. statutory income tax rate to our effective income tax rate: 2023 2022 2021 U.S. statutory income tax rate 21.0% 21.0% 21.0% U.S. state income taxes, net of U.S. federal tax benefit 4.5 5.0 4.3 Share-based compensation, net of Section 162(m) limitation 0.3 (0.2) 1.9 Other permanent differences (1) (3.0) 1.5 (5.1) Tax rate changes (0.8) 2.8 (3.8) Non-U.S. income 1.5 4.5 12.9 Tax credits (0.6) (0.2) (0.9) Unrecognized tax benefits 5.5 (2.7) 17.9 Change in valuation allowance 7.1 1.0 10.4 Other items 1.0 0.2 (0.2) Effective rate 36.5% 32.9% 58.4% (1) The 2023 permanent differences are primarily related to non-taxable income and foreign taxes deducted in the U.S. The 2022 permanent differences primarily relate to non-deductible interest. The 2021 permanent differences primarily relate to the deduction of foreign taxes paid in the U.S. |
Components of deferred tax assets and liabilities | The following table presents the significant components of our deferred tax assets and liabilities: ($ in millions) At Year-End 2023 At Year-End 2022 Deferred Tax Assets Inventory $ 193 $ 138 Reserves 139 80 Convertible debt 34 44 Deferred compensation 35 27 Deferred revenue 10 22 Property and equipment 56 67 Non-cash compensation 15 14 Net operating loss and capital loss carryforwards 153 137 Tax credits 27 29 Right-of-use asset 50 25 Other, net 36 52 Deferred tax assets 748 635 Less valuation allowance (179) (142) Net deferred tax assets 569 493 Deferred Tax Liabilities Long lived intangible assets (199) (214) Deferred sales of VOIs (565) (556) Right-of-use liability (44) (25) Other, net (27) (24) Deferred tax liabilities (835) (819) Total net deferred tax liabilities $ (266) $ (326) |
Schedule of unrecognized tax benefits | A reconciliation of the beginning and ending amount of unrecognized tax benefits (excluding interest and penalties) is as follows: ($ in millions) 2023 2022 2021 Unrecognized tax benefits at beginning of year $ 25 $ 26 $ 14 Increases related to tax positions taken during a prior period 87 3 12 Increases related to tax positions taken during the current period — — 1 Decreases related to tax positions taken during a prior period (6) (4) — Decreases as a result of a lapse of the applicable statute of limitations — — (1) Unrecognized tax benefits at end of year $ 106 $ 25 $ 26 |
VACATION OWNERSHIP NOTES RECE_2
VACATION OWNERSHIP NOTES RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Composition of vacation ownership notes receivable balances, net of reserves | The following table shows the composition of our vacation ownership notes receivable balances, net of reserves. December 31, 2023 December 31, 2022 ($ in millions) Originated Acquired Total Originated Acquired Total Securitized $ 1,764 $ 148 $ 1,912 $ 1,571 $ 221 $ 1,792 Non-securitized Eligible for securitization (1) 51 1 52 63 — 63 Not eligible for securitization (1) 363 16 379 322 21 343 Subtotal 414 17 431 385 21 406 $ 2,178 $ 165 $ 2,343 $ 1,956 $ 242 $ 2,198 (1) Refer to Footnote 7 “Financial Instruments” for discussion of eligibility of our vacation ownership notes receivable for securitization. |
Interest income associated with vacation ownership notes receivable | The following table summarizes interest income associated with vacation ownership notes receivable. ($ in millions) 2023 2022 2021 Interest income associated with vacation ownership notes receivable — securitized $ 276 $ 243 $ 219 Interest income associated with vacation ownership notes receivable — 36 41 40 Total interest income associated with vacation ownership notes receivable $ 312 $ 284 $ 259 |
Financing receivable, nonaccrual | The following table shows our recorded investment in non-accrual vacation ownership notes receivable, which are vacation ownership notes receivable that are 90 days or more past due. Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total Investment in vacation ownership notes receivable on non-accrual status at December 31, 2023 $ 141 $ 27 $ 168 Investment in vacation ownership notes receivable on non-accrual status at December 31, 2022 $ 126 $ 24 $ 150 |
Aging of recorded investment in principal, before reserves, in vacation ownership notes receivable | The following table shows the aging of the recorded investment in principal, before reserves, in vacation ownership notes receivable as of December 31, 2023 and December 31, 2022. December 31, 2023 December 31, 2022 ($ in millions) Non-Securitized Securitized Total Non-Securitized Securitized Total 31 – 90 days past due $ 31 $ 72 $ 103 $ 25 $ 56 $ 81 91 – 120 days past due 7 19 26 7 16 23 Greater than 120 days past due 134 8 142 119 8 127 Total past due 172 99 271 151 80 231 Current 460 2,082 2,542 415 1,943 2,358 Total vacation ownership notes receivable $ 632 $ 2,181 $ 2,813 $ 566 $ 2,023 $ 2,589 |
Acquired | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Future principal payments, net of reserves, and interest rates of vacation ownership notes receivable | The following table shows future contractual principal payments, net of reserves, and interest rates for our acquired vacation ownership notes receivable at December 31, 2023. Acquired Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 2024 $ 3 $ 31 $ 34 2025 3 29 32 2026 2 26 28 2027 2 21 23 2028 2 14 16 Thereafter 5 27 32 Balance at December 31, 2023 $ 17 $ 148 $ 165 Weighted average stated interest rate 13.7% 14.2% 14.1% Range of stated interest rates 0.0% to 21.9% 0.0% to 21.9% 0.0% to 21.9% |
Notes receivable reserves | The following table summarizes the activity related to our acquired vacation ownership notes receivable reserve. Acquired Vacation Ownership Notes Receivable Reserve ($ in millions) Non-Securitized Securitized Total Balance at December 31, 2020 $ 39 $ 21 $ 60 Securitizations (9) 9 — Clean-up call 3 (3) — Write-offs (49) — (49) Recoveries 27 — 27 Defaulted vacation ownership notes receivable repurchase activity (1) 32 (32) — Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable 11 21 32 (Decrease) increase in vacation ownership notes receivable reserve (7) 7 — Balance at December 31, 2021 47 23 70 Clean-up call 1 (1) — Write-offs (57) — (57) Recoveries 35 — 35 Defaulted vacation ownership notes receivable repurchase activity (1) 25 (25) — (Decrease) increase in vacation ownership notes receivable reserve (40) 21 (19) Balance at December 31, 2022 11 18 29 Securitizations (2) 2 — Clean-up call 2 (2) — Write-offs (28) — (28) Recoveries 17 — 17 Defaulted vacation ownership notes receivable repurchase activity (1) 18 (18) — (Decrease) increase in vacation ownership notes receivable reserve (12) 9 (3) Balance at December 31, 2023 $ 6 $ 9 $ 15 (1) Reflects the change attributable to the transfer of the reserve from the securitized vacation ownership notes receivable reserve to the non-securitized vacation ownership notes receivable reserve when we voluntarily repurchased securitized vacation ownership notes receivable. |
Financing receivable credit quality indicators | The following tables show acquired vacation ownership notes receivable, before reserves, by brand and borrower FICO score. Acquired Vacation Ownership Notes Receivable as of December 31, 2023 ($ in millions) 700 + 600 - 699 < 600 No Score Total Combined Marriott $ 46 $ 32 $ 4 $ 9 $ 91 Hyatt and Welk 53 34 1 1 89 $ 99 $ 66 $ 5 $ 10 $ 180 Acquired Vacation Ownership Notes Receivable as of December 31, 2022 ($ in millions) 700 + 600 - 699 < 600 No Score Total Combined Marriott $ 67 $ 47 $ 6 $ 16 $ 136 Hyatt and Welk 80 53 1 1 135 $ 147 $ 100 $ 7 $ 17 $ 271 The following tables detail the origination year of our acquired vacation ownership notes receivable, before reserves, by brand and borrower FICO score at origination as of December 31, 2023, and gross write-offs by brand for the year ended December 31, 2023. Acquired Vacation Ownership Notes Receivable - Combined Marriott ($ in millions) 2021 2020 2019 & Prior Total 700 + $ — $ — $ 46 $ 46 600 - 699 — — 32 32 < 600 — — 4 4 No Score — — 9 9 $ — $ — $ 91 $ 91 Gross write-offs $ — $ — $ 13 $ 13 Acquired Vacation Ownership Notes Receivable - Hyatt & Welk ($ in millions) 2021 2020 2019 & Prior Total 700 + $ 4 $ 12 $ 37 $ 53 600 - 699 2 6 26 34 < 600 — — 1 1 No Score — — 1 1 $ 6 $ 18 $ 65 $ 89 Gross write-offs $ 1 $ 4 $ 10 $ 15 |
Originated | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |
Future principal payments, net of reserves, and interest rates of vacation ownership notes receivable | The following table shows future principal payments, net of reserves, and interest rates for our originated vacation ownership notes receivable at December 31, 2023. Originated Vacation Ownership Notes Receivable ($ in millions) Non-Securitized Securitized Total 2024 $ 60 $ 140 $ 200 2025 39 147 186 2026 38 155 193 2027 38 162 200 2028 36 167 203 Thereafter 203 993 1,196 Balance at December 31, 2023 $ 414 $ 1,764 $ 2,178 Weighted average stated interest rate 12.0% 13.3% 13.0% Range of stated interest rates 0.0% to 20.9% 0.0% to 20.9% 0.0% to 20.9% |
Notes receivable reserves | The following table summarizes the activity related to our originated vacation ownership notes receivable reserve. Originated Vacation Ownership Notes Receivable Reserve ($ in millions) Non-Securitized Securitized Total Balance at December 31, 2020 $ 193 $ 117 $ 310 Increase in vacation ownership notes receivable reserve 78 24 102 Securitizations (76) 76 — Clean-up call 12 (12) — Write-offs (79) — (79) Defaulted vacation ownership notes receivable repurchase activity (1) 65 (65) — Balance at December 31, 2021 193 140 333 Increase in vacation ownership notes receivable reserve 118 47 165 Securitizations (132) 132 — Clean-up call 37 (37) — Write-offs (136) — (136) Defaulted vacation ownership notes receivable repurchase activity (1) 69 (69) — Balance at December 31, 2022 149 213 362 Increase in vacation ownership notes receivable reserve 188 40 228 Securitizations (211) 211 — Clean-up call 99 (99) — Write-offs (135) — (135) Defaulted vacation ownership notes receivable repurchase activity (1) 105 (105) — Balance at December 31, 2023 $ 195 $ 260 $ 455 (1) Reflects the change attributable to the transfer of the reserve from the securitized vacation ownership notes receivable reserve to the non-securitized vacation ownership notes receivable reserve when we voluntarily repurchased securitized vacation ownership notes receivable. |
Financing receivable credit quality indicators | The following tables show originated vacation ownership notes receivable, before reserves, by brand and borrower FICO score. Originated Vacation Ownership Notes Receivable as of December 31, 2023 ($ in millions) 700 + 600 - 699 < 600 No Score Total Combined Marriott $ 1,381 $ 609 $ 57 $ 323 $ 2,370 Hyatt and Welk 188 70 2 3 263 $ 1,569 $ 679 $ 59 $ 326 $ 2,633 Originated Vacation Ownership Notes Receivable as of December 31, 2022 ($ in millions) 700 + 600 - 699 < 600 No Score Total Combined Marriott $ 1,210 $ 549 $ 55 $ 278 $ 2,092 Hyatt and Welk 157 64 3 2 226 $ 1,367 $ 613 $ 58 $ 280 $ 2,318 The following tables detail the origination year of our originated vacation ownership notes receivable, before reserves, by brand and borrower FICO score at origination as of December 31, 2023, and gross write-offs by brand for the year ended December 31, 2023. Originated Vacation Ownership Notes Receivable - Combined Marriott ($ in millions) 2023 2022 2021 2020 2019 & Prior Total 700 + $ 486 $ 388 $ 210 $ 72 $ 225 $ 1,381 600 - 699 182 166 106 39 116 609 < 600 17 15 10 5 10 57 No Score 154 67 25 17 60 323 $ 839 $ 636 $ 351 $ 133 $ 411 $ 2,370 Gross write-offs $ 6 $ 23 $ 32 $ 12 $ 36 $ 109 Originated Vacation Ownership Notes Receivable - Hyatt and Welk ($ in millions) 2023 2022 2021 2020 2019 & Prior Total 700 + $ 93 $ 62 $ 28 $ 2 $ 3 $ 188 600 - 699 32 25 11 — 2 70 < 600 1 1 — — — 2 No Score 2 1 — — — 3 $ 128 $ 89 $ 39 $ 2 $ 5 $ 263 Gross write-offs $ 2 $ 13 $ 10 $ — $ 1 $ 26 |
FINANCIAL INSTRUMENTS (Tables)
FINANCIAL INSTRUMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Investments, All Other Investments [Abstract] | |
Carrying values and estimated fair values of financial assets and liabilities | The following table shows the carrying values and the estimated fair values of financial assets and liabilities that qualify as financial instruments, determined in accordance with the authoritative guidance for disclosures regarding the fair value of financial instruments. Considerable judgment is required in interpreting market data to develop estimates of fair value. The use of different market assumptions and/or estimation methodologies could have a material effect on the estimated fair value amounts. The table excludes Cash and cash equivalents, Restricted cash, Accounts and contracts receivable (excluding contracts receivable for financed VOI sales, net), deposits included in Other assets, Accounts payable, Advance deposits, Accrued liabilities, and derivative instruments, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments. At December 31, 2023 At December 31, 2022 ($ in millions) Carrying Fair Carrying Fair Vacation ownership notes receivable, net $ 2,343 $ 2,427 $ 2,198 $ 2,245 Contracts receivable for financed VOI sales, net 37 37 22 22 Other assets 99 99 76 76 Total financial assets $ 2,479 $ 2,563 $ 2,296 $ 2,343 Securitized debt, net $ (2,096) $ (2,068) $ (1,938) $ (1,828) Term Loan, net (781) (784) (778) (775) Revolving Corporate Credit Facility, net (101) (105) — — 2025 Notes, net — — (248) (258) 2028 Notes, net (348) (322) (347) (307) 2029 Notes, net (495) (445) (494) (417) 2026 Convertible notes, net (568) (508) (565) (560) 2027 Convertible notes, net (563) (513) (560) (568) Non-interest bearing note payable, net (4) (4) (10) (10) Total financial liabilities $ (4,956) $ (4,749) $ (4,940) $ (4,723) Vacation Ownership Notes Receivable At December 31, 2023 At December 31, 2022 ($ in millions) Carrying Fair Carrying Fair Vacation ownership notes receivable, net Securitized $ 1,912 $ 1,994 $ 1,792 $ 1,837 Eligible for securitization 52 54 63 65 Not eligible for securitization 379 379 343 343 Non-securitized 431 433 406 408 $ 2,343 $ 2,427 $ 2,198 $ 2,245 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Earnings Per Share [Abstract] | |
Reconciliation of earnings and number of shares used in calculation of basic and diluted earnings or loss per share | The table below illustrates the reconciliation of the earnings or loss and number of shares used in our calculation of basic earnings or loss per share attributable to common stockholders. (in millions, except per share amounts) 2023 2022 2021 Net income attributable to common stockholders $ 254 $ 391 $ 49 Shares for basic earnings per share 36.5 40.4 42.5 Basic earnings per share $ 6.96 $ 9.69 $ 1.15 The table below illustrates the reconciliation of the earnings or loss and number of shares used in our calculation of diluted earnings or loss per share attributable to common stockholders. (in millions, except per share amounts) 2023 (1) 2022 (1) 2021 (1) Net income attributable to common stockholders $ 254 $ 391 $ 49 Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax 19 5 — Numerator used to calculate diluted earnings per share $ 273 $ 396 $ 49 Shares for basic earnings per share 36.5 40.4 42.5 Effect of dilutive shares outstanding Employee SARs 0.1 0.2 0.2 Restricted stock units 0.3 0.3 0.5 2022 Convertible Notes ($230 million of principal) — 0.7 0.1 2026 Convertible Notes ($575 million of principal) 3.5 3.4 — 2027 Convertible Notes ($575 million of principal) 3.1 0.2 — Shares for diluted earnings per share 43.5 45.2 43.3 Diluted earnings per share $ 6.28 $ 8.77 $ 1.13 (1) The computations of diluted earnings per share attributable to common stockholders exclude approximately 193,000, 129,000, and 166,000 shares of common stock, the maximum number of shares issuable as of December 31, 2023, December 31, 2022, and December 31, 2021, respectively, upon the vesting of certain performance-based awards, because the performance conditions required to be met for the shares subject to such awards to vest were not achieved by the end of the reporting period. |
INVENTORY (Tables)
INVENTORY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Composition of inventory | The following table shows the composition of our inventory balances: ($ in millions) At Year-End 2023 At Year-End 2022 Real estate inventory (1) $ 624 $ 651 Other 10 9 $ 634 $ 660 (1) Represents completed inventory that is registered for sale as VOIs and vacation ownership inventory expected to be reacquired pursuant to estimated future defaults on originated vacation ownership notes receivable. |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Composition of property and equipment | The following table details the composition of our property and equipment balances: ($ in millions) At Year-End 2023 At Year-End 2022 Land and land improvements $ 428 $ 420 Buildings and leasehold improvements 906 746 Furniture, fixtures and other equipment 139 119 Information technology 393 389 Construction in progress 52 91 1,918 1,765 Accumulated depreciation (658) (626) $ 1,260 $ 1,139 |
GOODWILL (Tables)
GOODWILL (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | The following table details the carrying amount of our goodwill at December 31, 2023 and December 31, 2022, and reflects goodwill attributed to the ILG Acquisition and the Welk Acquisition. ($ in millions) Vacation Ownership Exchange & Third-Party Management Total Consolidated Balance at December 31, 2021 $ 2,778 $ 372 $ 3,150 Measurement period adjustments (8) — (8) Disposition of VRI Americas — (25) (25) Balance at December 31, 2022 2,770 347 3,117 Adjustments — — — Balance at December 31, 2023 $ 2,770 $ 347 $ 3,117 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of composition of intangible asset balances | The following table details the composition of our intangible asset balances: ($ in millions) At Year-End 2023 At Year-End 2022 Definite-lived intangible assets Member relationships $ 670 $ 669 Management contracts 431 428 1,101 1,097 Accumulated amortization (310) (249) 791 848 Indefinite-lived intangible assets Trade names 63 63 $ 854 $ 911 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Leases [Abstract] | |
Carrying values of leases and classification on Balance Sheet | The following table presents the carrying values of our leases and the classification on our Balance Sheet. ($ in millions) Balance Sheet Classification At December 31, 2023 At December 31, 2022 Operating lease assets Other assets $ 77 $ 102 Finance lease assets Property and equipment, net 165 88 $ 242 $ 190 Operating lease liabilities Accrued liabilities $ 102 $ 114 Finance lease liabilities Debt, net 189 86 $ 291 $ 200 |
Lease, Cost | The following table presents the lease costs and the classification on our Income Statements for 2023, 2022, and 2021. ($ in millions) Income Statement Classification 2023 2022 2021 Operating lease cost Marketing and sales expense $ 31 $ 31 $ 35 Finance lease cost Amortization of right-of-use assets Depreciation and amortization 10 7 5 Interest on lease liabilities Financing expense 11 4 1 Variable lease cost Marketing and sales expense 3 3 2 $ 55 $ 45 $ 43 The following table presents additional information about our lease obligations. At December 31, 2023 At December 31, 2022 Weighted-average remaining lease term Operating leases 7.6 years 6.8 years Finance leases 36.4 years 51.5 years Weighted-average discount rate Operating leases 6.6% 6.2% Finance leases 6.5% 5.3% Other Information The following table presents supplemental cash flow information for 2023, 2022, and 2021. ($ in millions) 2023 2022 2021 Cash paid for amounts included in measurement of lease liabilities Operating cash flows for finance leases $ 7 $ 5 $ 1 Operating cash flows for operating leases $ 33 $ 32 $ 34 Financing cash flows for finance leases $ 5 $ 4 $ 5 Right-of-use assets obtained in exchange for lease obligations Operating leases $ 31 $ 6 $ 7 Finance leases $ 88 $ 8 $ 86 |
Lessee, Operating Lease, Liability, Maturity | The following table presents the maturity of our operating and finance lease liabilities as of December 31, 2023. ($ in millions) Operating Leases Finance Leases (1) Total 2024 $ 24 $ 17 $ 41 2025 21 16 37 2026 20 13 33 2027 13 12 25 2028 10 12 22 Thereafter 37 455 492 Total lease payments 125 525 650 Less: Imputed interest (23) (336) (359) $ 102 $ 189 $ 291 (1) Includes new corporate headquarters discussed below. |
Finance Lease, Liability, Fiscal Year Maturity | The following table presents the maturity of our operating and finance lease liabilities as of December 31, 2023. ($ in millions) Operating Leases Finance Leases (1) Total 2024 $ 24 $ 17 $ 41 2025 21 16 37 2026 20 13 33 2027 13 12 25 2028 10 12 22 Thereafter 37 455 492 Total lease payments 125 525 650 Less: Imputed interest (23) (336) (359) $ 102 $ 189 $ 291 (1) Includes new corporate headquarters discussed below. |
SECURITIZED DEBT (Tables)
SECURITIZED DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of securitized vacation ownership debt | The following table provides detail on our securitized debt, net of unamortized debt discount and issuance costs. ($ in millions) At December 31, 2023 At December 31, 2022 Vacation ownership notes receivable securitizations, gross (1) $ 1,971 $ 1,799 Unamortized debt discount and issuance costs (23) (21) 1,948 1,778 Warehouse Credit Facility, gross (2) 150 162 Unamortized debt issuance costs (2) (2) 148 160 $ 2,096 $ 1,938 (1) Interest rates as of December 31, 2023 range from 1.5% to 6.6%, with a weighted average interest rate of 4.4%. (2) Effective interest rate as of December 31, 2023 was 6.8%. |
Scheduled future principal payments for debt | The following table shows anticipated future principal payments for our securitized debt as of December 31, 2023. Vacation Ownership Notes Receivable Securitizations Warehouse Credit Facility (1) Total ($ in millions) Payments Year 2024 $ 182 $ 11 $ 193 2025 186 10 196 2026 190 129 319 2027 192 — 192 2028 189 — 189 Thereafter 1,032 — 1,032 $ 1,971 $ 150 $ 2,121 (1) Excludes future Warehouse Credit Facility renewals. The following table shows scheduled principal payments for our debt, excluding finance leases, as of December 31, 2023. Payments Year ($ in millions) 2024 2025 2026 2027 2028 Thereafter Total Term Loan $ — $ 784 $ — $ — $ — $ — $ 784 Revolving Corporate Credit Facility — — — 105 — — 105 2028 Notes — — — — 350 — 350 2029 Notes — — — — — 500 500 2026 Convertible Notes — — 575 — — — 575 2027 Convertible Notes — — — 575 — — 575 Non-Interest Bearing Note Payable 4 — — — — — 4 $ 4 $ 784 $ 575 $ 680 $ 350 $ 500 $ 2,893 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Debt Disclosure [Abstract] | |
Debt balances, net of unamortized debt issuance costs | The following table provides detail on our debt balances, net of unamortized debt discount and issuance costs: ($ in millions) At December 31, 2023 At December 31, 2022 Corporate Credit Facility Term Loan $ 784 $ 784 Unamortized debt discount and issuance costs (3) (6) 781 778 Revolving Corporate Credit Facility (1) 105 — Unamortized debt issuance costs (2) (4) — 101 — Senior Secured Notes 2025 Notes — 250 Unamortized debt discount and issuance costs — (2) — 248 Senior Unsecured Notes 2028 Notes 350 350 Unamortized debt discount and issuance costs (2) (3) 348 347 2029 Notes 500 500 Unamortized debt discount and issuance costs (5) (6) 495 494 Convertible Notes 2026 Convertible Notes 575 575 Unamortized debt discount and issuance costs (7) (10) 568 565 2027 Convertible Notes 575 575 Unamortized debt discount and issuance costs (12) (15) 563 560 Finance Leases 189 86 Non-Interest Bearing Note Payable 4 10 $ 3,049 $ 3,088 (1) Effective interest rate as of December 31, 2023 was 7.46%. (2) Excludes $5 million of unamortized debt issuance costs as of December 31, 2022. As no cash borrowings were outstanding under the Revolving Corporate Credit Facility at that time, the unamortized debt issuance costs were included in Other assets. |
Scheduled future principal payments for debt | The following table shows anticipated future principal payments for our securitized debt as of December 31, 2023. Vacation Ownership Notes Receivable Securitizations Warehouse Credit Facility (1) Total ($ in millions) Payments Year 2024 $ 182 $ 11 $ 193 2025 186 10 196 2026 190 129 319 2027 192 — 192 2028 189 — 189 Thereafter 1,032 — 1,032 $ 1,971 $ 150 $ 2,121 (1) Excludes future Warehouse Credit Facility renewals. The following table shows scheduled principal payments for our debt, excluding finance leases, as of December 31, 2023. Payments Year ($ in millions) 2024 2025 2026 2027 2028 Thereafter Total Term Loan $ — $ 784 $ — $ — $ — $ — $ 784 Revolving Corporate Credit Facility — — — 105 — — 105 2028 Notes — — — — 350 — 350 2029 Notes — — — — — 500 500 2026 Convertible Notes — — 575 — — — 575 2027 Convertible Notes — — — 575 — — 575 Non-Interest Bearing Note Payable 4 — — — — — 4 $ 4 $ 784 $ 575 $ 680 $ 350 $ 500 $ 2,893 |
Schedule of cash flow hedges included in accumulated other comprehensive income (loss) | The following table reflects the activity in accumulated other comprehensive income or loss related to our derivative instruments during 2023, 2022 and 2021. There were no reclassifications to the Income Statement for any of the periods presented below. ($ in millions) 2023 2022 2021 Derivative Instrument Adjustment, Beginning of Year $ 13 $ (18) $ (39) Other comprehensive (loss) gain before reclassifications (10) 31 21 Derivative Instrument Adjustment, End of Year $ 3 $ 13 $ (18) |
Convertible debt | The following table shows interest expense information related to the 2026 Convertible Notes. ($ in millions) 2023 2022 2021 Amortization of debt discount (1) $ — $ — $ 22 Amortization of debt issuance costs 3 3 2 $ 3 $ 3 $ 24 (1) As a result of the adoption of ASU 2020-06 during 2022, we no longer account for the liability and equity components of the convertible notes separately, and we reclassified the conversion feature related to the 2026 Convertible Notes from equity to liabilities. Prior period amounts have not been adjusted to reflect our adoption of ASU 2020-06 under the modified retrospective method. See Footnote 2 “Summary of Significant Accounting Policies” for information on our adoption of ASU 2020-06. The following table shows interest expense information related to the 2027 Convertible Notes. ($ in millions) 2023 2022 2021 Contractual interest expense $ 19 $ 1 $ — Amortization of debt issuance costs 3 — — $ 22 $ 1 $ — |
STOCKHOLDERS_ EQUITY (Tables)
STOCKHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Equity [Abstract] | |
Stock repurchase activity under current stock repurchase program | The following table summarizes share repurchase activity under our Share Repurchase Program: ($ in millions, except per share amounts) Number of Shares Repurchased Cost Basis of Shares Repurchased Average Price Paid per Share As of December 31, 2022 22,773,218 $ 2,119 $ 93.06 For the year ended December 31, 2023 2,367,855 286 $ 120.55 As of December 31, 2023 25,141,073 $ 2,405 $ 95.65 |
Cash dividend declared | We declared cash dividends to holders of common stock during the year ended December 31, 2023 as follows. Any future dividend payments will be subject to the restrictions imposed under the agreements covering our debt, and Board approval. There can be no assurance that we will pay dividends in the future. Declaration Date Stockholder Record Date Distribution Date Dividend per Share February 16, 2023 March 2, 2023 March 16, 2023 $0.72 May 11, 2023 May 25, 2023 June 8, 2023 $0.72 September 7, 2023 September 21, 2023 October 5, 2023 $0.72 December 7, 2023 December 21, 2023 January 4, 2024 $0.76 |
SHARE-BASED COMPENSATION (Table
SHARE-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of compensation cost for share-based payment arrangements, allocation of share-based compensation costs by plan | The following table details our share-based compensation expense related to award grants to our officers, directors, and employees: ($ in millions) 2023 2022 2021 Service-based RSUs $ 29 $ 31 $ 34 Performance-based RSUs — 3 9 29 34 43 SARs 2 5 8 $ 31 $ 39 $ 51 |
Schedule of unrecognized compensation cost, unvested awards | The following table details our deferred compensation costs related to unvested awards: ($ in millions) At Year-End 2023 (1) At Year-End 2022 Service-based RSUs $ 22 $ 26 Performance-based RSUs 1 7 23 33 SARs 1 1 $ 24 $ 34 (1) As of December 31, 2023, the weighted average remaining term for RSU grants outstanding at year-end 2023 was one one |
Schedule of outstanding RSUs and the associated weighted average grant-date fair values | The following table shows the changes in our outstanding RSUs and the associated weighted average grant-date fair values: 2023 Service-based Performance-based Total Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Number of RSUs Weighted Average Grant-Date Fair Value Per RSU Outstanding at year-end 2022 728,067 $ 119.39 292,446 $ 117.82 1,020,513 $ 118.94 Granted 203,575 $ 142.15 114,602 $ 144.73 318,177 $ 143.08 Distributed (260,633) $ 124.25 — $ — (260,633) $ 124.25 Forfeited (15,895) $ 144.67 (214,324) $ 104.82 (230,219) $ 107.57 Outstanding at year-end 2023 655,114 $ 123.91 192,724 $ 148.29 847,838 $ 129.45 |
Schedule of outstanding SARs and the associated weighted average exercise prices | The following table shows the changes in our outstanding SARs and the associated weighted average exercise prices: 2023 Number of Weighted Average Exercise Price Per SAR Outstanding at year-end 2022 689,506 $ 114.32 Granted 37,436 $ 153.10 Exercised (4,289) $ 52.09 Forfeited or expired (2,625) $ 153.10 Outstanding at year-end 2023 (1)(2) 720,028 $ 116.56 (1) As of December 31, 2023, outstanding SARs had an aggregate intrinsic value of $3 million and a weighted average remaining term of 5 years. (2) As of December 31, 2023, 540,034 SARs with a weighted average exercise price of $104.13, an aggregate intrinsic value of $3 million and a weighted average remaining contractual term of 4 years were exercisable. |
Assumptions used to estimate fair value of grants | The following table outlines the assumptions used to estimate the fair value of grants in 2023, 2022, and 2021: 2023 2022 2021 Expected volatility 40.47% 42.86% 48.35% Dividend yield 1.87% 1.53% 1.48% Risk-free rate 4.07% 1.77% 0.97% Expected term (in years) 6.25 6.25 6.25 |
VARIABLE INTEREST ENTITIES (Tab
VARIABLE INTEREST ENTITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Classifications of consolidated vie assets and liabilities | The following table shows consolidated assets, which are collateral for the obligations of these VIEs, and consolidated liabilities included on our Balance Sheet at December 31, 2023: ($ in millions) Vacation Ownership Warehouse Total Consolidated Assets Vacation ownership notes receivable, net of reserves $ 1,752 $ 160 $ 1,912 Interest receivable 14 1 15 Restricted cash 67 12 79 Total $ 1,833 $ 173 $ 2,006 Consolidated Liabilities Interest payable $ 3 $ 1 $ 4 Securitized debt 1,971 150 2,121 Total $ 1,974 $ 151 $ 2,125 |
Interest income and expense recognized as a result of our involvement with variable interest entities | The following table shows the interest income and expense recognized as a result of our involvement with these VIEs during 2023: ($ in millions) Vacation Ownership Warehouse Total Interest income $ 243 $ 33 $ 276 Interest expense $ 68 $ 14 $ 82 Debt issuance cost amortization $ 9 $ 2 $ 11 Administrative expenses $ 1 $ — $ 1 |
Cash flows between company and variable interest entities | The following table shows cash flows between us and the vacation ownership notes receivable securitization VIEs: ($ in millions) 2023 2022 Cash Inflows Net proceeds from vacation ownership notes receivable securitizations $ 841 $ 627 Principal receipts 510 563 Interest receipts 240 234 Reserve release 49 154 Total 1,640 1,578 Cash Outflows Principal payments (508) (556) Voluntary repurchases of defaulted vacation ownership notes receivable, net (118) (94) Voluntary clean-up call (51) (60) Interest payments (70) (46) Funding of restricted cash (48) (97) Total (795) (853) Net Cash Flows $ 845 $ 725 The following table shows cash flows between us and the Warehouse Credit Facility VIE: ($ in millions) 2023 2022 Cash Inflows Proceeds from vacation ownership notes receivable securitizations $ 642 $ 397 Principal receipts 54 19 Interest receipts 31 10 Reserve release 11 1 Total 738 427 Cash Outflows Principal payments (39) (8) Voluntary repurchases of defaulted vacation ownership notes receivable, net (5) — Repayment of Warehouse Credit Facility (610) (227) Interest payments (14) (3) Funding of restricted cash (21) (6) Total (689) (244) Net Cash Flows $ 49 $ 183 |
BUSINESS SEGMENTS (Tables)
BUSINESS SEGMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Segment Reporting [Abstract] | |
Revenues | Revenues ($ in millions) 2023 2022 2021 Vacation Ownership $ 4,468 $ 4,342 $ 3,539 Exchange & Third-Party Management 262 291 320 Total segment revenues 4,730 4,633 3,859 Consolidated Property Owners’ Associations (3) 23 31 $ 4,727 $ 4,656 $ 3,890 |
Adjusted EBITDA, net (loss) income, depreciation and amortization | Adjusted EBITDA and Reconciliation to Net Income Attributable to Common Stockholders ($ in millions) 2023 2022 2021 Adjusted EBITDA Vacation Ownership $ 883 $ 1,033 $ 699 Adjusted EBITDA Exchange & Third-Party Management 130 148 144 Reconciling items: Corporate and other (252) (215) (186) Interest expense, net (145) (118) (164) Tax provision (146) (191) (74) Depreciation and amortization (135) (132) (146) Share-based compensation expense (31) (39) (51) Certain items (50) (95) (173) Net income attributable to common stockholders $ 254 $ 391 $ 49 Depreciation and Amortization ($ in millions) 2023 2022 2021 Vacation Ownership $ 93 $ 92 $ 89 Exchange & Third-Party Management 31 31 48 Total segment depreciation and amortization 124 123 137 Corporate and other 11 9 9 $ 135 $ 132 $ 146 |
Assets | Assets ($ in millions) At December 31, 2023 At December 31, 2022 Vacation Ownership $ 8,167 $ 8,037 Exchange & Third-Party Management 813 865 Total segment assets 8,980 8,902 Corporate and other 700 737 $ 9,680 $ 9,639 |
Capital expenditures (including inventory) | Capital Expenditures (including inventory) ($ in millions) 2023 2022 2021 Vacation Ownership $ 171 $ 182 $ 296 Exchange & Third-Party Management — — 3 Total segment capital expenditures 171 182 299 Corporate and other 63 33 (2) $ 234 $ 215 $ 297 |
Revenue by geographic areas | Revenues Excluding Cost Reimbursements ($ in millions) 2023 2022 2021 United States $ 2,722 $ 2,886 $ 2,499 All other countries 444 403 263 $ 3,166 $ 3,289 $ 2,762 |
Fixed assets by geographic areas | Property and Equipment, net ($ in millions) At December 31, 2023 At December 31, 2022 United States $ 1,103 $ 969 All other countries 157 170 $ 1,260 $ 1,139 |
IMPAIRMENT AND RESTRUCTURING (T
IMPAIRMENT AND RESTRUCTURING (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of Impairment | We incurred total impairment charges during 2023, 2022, and 2021 as follows: ($ in millions) 2023 2022 2021 Lease $ 16 $ — $ — Equity method investment 8 — 3 Investment in management contract 4 — — Hotel 2 — — Property & equipment 2 2 — $ 32 $ 2 $ 3 |
BASIS OF PRESENTATION (Details)
BASIS OF PRESENTATION (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Percent of the assets, liabilities, revenues, expenses and cash flows discussed | 100% |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Revenue from External Customer | |
Date of issuance period | 2 years |
Decrease in revenue due to change in estimate of variable consideration for performance obligations | $ (69) |
Minimum | |
Revenue from External Customer | |
Number of years for payments to commence under financing contracts after closing | 10 years |
Number of days for payments to commence under financing contracts after closing | 30 days |
Package expiration period | 6 months |
Maximum | |
Revenue from External Customer | |
Number of years for payments to commence under financing contracts after closing | 15 years |
Number of days for payments to commence under financing contracts after closing | 60 days |
Package expiration period | 24 months |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Accounts Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Accounts Receivable | ||
Reserve for credit losses for accounts receivable | $ 5 | $ 4 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Vacation Ownership Notes Receivable Reserve (Details) | 12 Months Ended |
Dec. 31, 2023 | |
Legacy MVW | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Period in which loan considered past due | 30 days |
Period in which loan suspend accrual of interest | 90 days |
Period in which loan considered default loan | 150 days |
ILG, Inc And Welk | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Period in which loan considered default loan | 120 days |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Inventory (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounting Policies [Abstract] | |||
Increase in carrying value of inventories | $ 36 | $ 24 | $ 10 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) | Dec. 31, 2023 |
Minimum | |
Property, Plant and Equipment | |
Estimated useful lives of the assets | 3 years |
Maximum | |
Property, Plant and Equipment | |
Estimated useful lives of the assets | 40 years |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill (Details) | 12 Months Ended |
Dec. 31, 2023 reportingUnit | |
Accounting Policies [Abstract] | |
Number of reporting units | 2 |
SUMMARY OF SIGNIFICANT ACCOUN_9
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Convertible Senior Notes (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Jan. 01, 2022 |
Debt Instrument [Line Items] | |||
Debt, net | $ (3,049) | $ (3,088) | |
Additional paid-in capital | (3,955) | (3,941) | |
Deferred taxes | (266) | (326) | |
Stockholders' equity | $ 2,382 | $ 2,496 | |
Cumulative Effect, Period of Adoption, Adjustment | |||
Debt Instrument [Line Items] | |||
Debt, net | $ (107) | ||
Additional paid-in capital | 111 | ||
Deferred taxes | 27 | ||
Cumulative Effect, Period of Adoption, Adjustment | Retained Earnings | |||
Debt Instrument [Line Items] | |||
Stockholders' equity | $ 31 |
SUMMARY OF SIGNIFICANT ACCOU_10
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Defined Contribution Plan and Deferred Compensation Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Defined contribution plan, cost | $ 24 | $ 23 | $ 19 |
Deferred Compensation Plan | Marriott International | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Minimum required fixed rate of return | 3.50% | 3.50% |
SUMMARY OF SIGNIFICANT ACCOU_11
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Share-Based Compensation Costs (Details) - shares | 12 Months Ended | |
Dec. 31, 2023 | Jun. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Number of shares available for grant (in shares) | 1,500,000 | |
Share-based compensation arrangement by share-based payment award, award vesting period | 4 years | |
Prior Plans | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Number of shares available for grant (in shares) | 0 | |
Performance-based RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based compensation arrangement by share-based payment award, award vesting period | 3 years | |
Employees and Non Employee Directors | SARs | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Share-based compensation arrangement by share-based payment award, award vesting period | 4 years | |
Stock awards, expiration from grant date | 10 years |
SUMMARY OF SIGNIFICANT ACCOU_12
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Employee Stock Purchase Plan (Details) | 12 Months Ended |
Dec. 31, 2023 shares | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Number of shares authorized (in shares) | 1,800,000 |
Employee Stock Purchase Plan | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Number of shares authorized (in shares) | 500,000 |
Percentage of fair market value of common stock (not less than) | 95% |
ACQUISITIONS AND DISPOSITIONS -
ACQUISITIONS AND DISPOSITIONS - Consideration Transferred (Details) - Welk $ / shares in Units, shares in Millions, $ in Millions | Apr. 01, 2021 USD ($) $ / shares shares |
Business Acquisition [Line Items] | |
Equivalent shares of Marriott Vacations Worldwide common stock issued (in shares) | shares | 1.4 |
Marriott Vacations Worldwide common stock price per share as of Welk Acquisition Date (in dollars per share) | $ / shares | $ 174.18 |
Fair value of Marriott Vacations Worldwide common stock issued | $ 248 |
Cash consideration to Welk, net of cash and restricted cash acquired of $48 million | 157 |
Total consideration transferred, net of cash and restricted cash acquired | 405 |
Cash acquired from acquisition | $ 48 |
ACQUISITIONS AND DISPOSITIONS_2
ACQUISITIONS AND DISPOSITIONS - Fair Values of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 | Apr. 01, 2021 |
Business Combination, Provisional Information [Abstract] | |||
Goodwill | $ 3,117 | $ 3,117 | |
Welk | |||
Business Combination, Provisional Information [Abstract] | |||
Vacation ownership notes receivable, net | $ 255 | ||
Inventory | 111 | ||
Property and equipment, net | 83 | ||
Intangible assets | 102 | ||
Other assets | 19 | ||
Deferred taxes | (24) | ||
Debt | (189) | ||
Securitized debt | (184) | ||
Other liabilities | (93) | ||
Net assets acquired | 80 | ||
Goodwill | 325 | ||
Assets acquired | $ 405 |
ACQUISITIONS AND DISPOSITIONS_3
ACQUISITIONS AND DISPOSITIONS - Pro Forma Results of Operations (Details) - Welk | 12 Months Ended |
Dec. 31, 2021 USD ($) $ / shares | |
Business Acquisition [Line Items] | |
Business combinations, pro forma, acquisition-related costs | $ 0 |
Revenues | 3,937,000,000 |
Net income | 70,000,000 |
Net income attributable to common stockholders | $ 62,000,000 |
EARNINGS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS | |
Basic (in usd per share) | $ / shares | $ 1.46 |
Diluted (in usd per share) | $ / shares | $ 1.43 |
ACQUISITIONS AND DISPOSITIONS_4
ACQUISITIONS AND DISPOSITIONS - Acquisitions (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2023 USD ($) | Dec. 31, 2023 USD ($) vacation_ownership_unit | Dec. 31, 2022 USD ($) vacation_ownership_unit | Dec. 31, 2021 USD ($) vacation_ownership_unit | |
Charleston, South Carolina | ||||
Asset Acquisition [Line Items] | ||||
Asset acquisition, consideration transferred | $ 17 | |||
Number of vacation units to be developed | vacation_ownership_unit | 50 | |||
Savannah, Georgia Property | ||||
Asset Acquisition [Line Items] | ||||
Asset acquisition, consideration transferred | $ 19 | |||
Number of vacation ownership units acquired | vacation_ownership_unit | 73 | |||
Bali, Indonesia Resort | ||||
Asset Acquisition [Line Items] | ||||
Asset acquisition, consideration transferred | $ 36 | |||
Number of vacation ownership units acquired | vacation_ownership_unit | 88 | |||
Asset acquisition, consideration paid | $ 6 | $ 12 | ||
Asset acquisition, notes payable issued | 11 | |||
Reclassified of previous deposits associated with the project from other assets to property and equipment | $ 13 | |||
Los Suenos Resort, Costa Rica | ||||
Asset Acquisition [Line Items] | ||||
Asset acquisition, consideration transferred | $ 14 | |||
Number of vacation ownership units acquired | vacation_ownership_unit | 24 | |||
Asset acquisition, recognized identifiable assets acquired, inventory | $ 13 | |||
Asset acquisition, recognized identifiable assets acquired, property and equipment | 1 | |||
Marriott Vacation Club Pulse, New York City | ||||
Asset Acquisition [Line Items] | ||||
Asset acquisition, consideration transferred | $ 98 | |||
Number of vacation ownership units acquired | vacation_ownership_unit | 120 | |||
Marriott Vacation Club Pulse, San Francisco | ||||
Asset Acquisition [Line Items] | ||||
Asset acquisition, consideration transferred | $ 34 | |||
Number of vacation ownership units acquired | vacation_ownership_unit | 44 | |||
Asset acquisition, recognized identifiable assets acquired, inventory | $ 29 | |||
Asset acquisition, recognized identifiable assets acquired, other assets | 5 | |||
Marriott Vacation Club Pulse, San Francisco, Transaction 2 for 2021 | ||||
Asset Acquisition [Line Items] | ||||
Asset acquisition, consideration transferred | $ 59 | |||
Number of vacation ownership units acquired | vacation_ownership_unit | 78 | |||
Asset acquisition, recognized identifiable assets acquired, inventory | $ 41 | |||
Asset acquisition, recognized identifiable assets acquired, property and equipment | 18 | |||
Write off the outstanding management fee receivables deemed uncollectible | 7 | |||
Reclassified of previous deposits associated with the project from other assets to inventory | $ 10 |
ACQUISITIONS AND DISPOSITIONS_5
ACQUISITIONS AND DISPOSITIONS - Dispositions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Disposal Group, Not Discontinued Operation, Gain (Loss) on Disposal, Statement of Income or Comprehensive Income [Extensible Enumeration] | Gains (losses) and other income (expense), net | ||
Reclassification of foreign currency translation adjustments realized upon disposition of entities | $ 0 | $ 10 | $ 0 |
VRI Americas | Discontinued Operations, Disposed of by Sale | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from disposals | 56 | ||
Restricted cash | 12 | ||
Assets | 51 | ||
Goodwill from sale | 25 | ||
Intangible assets | 20 | ||
Gain on disposal | 17 | ||
Vacation Ownership | Discontinued Operations, Disposed of by Sale | Puerto Vallarta, Mexico | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from disposals | 38 | ||
Restricted cash | 3 | ||
Gain on disposal | 33 | ||
Net assets excluding cumulative translation adjustments | 18 | ||
Reclassification of foreign currency translation adjustments realized upon disposition of entities | $ 10 |
REVENUE AND RECEIVABLES - Sourc
REVENUE AND RECEIVABLES - Sources of Revenue by Segment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | $ 4,405 | $ 4,363 | $ 3,622 |
Cost reimbursements | 1,561 | 1,367 | 1,128 |
Financing | 322 | 293 | 268 |
Total Revenues | 4,727 | 4,656 | 3,890 |
Sale of vacation ownership products | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 1,460 | 1,618 | 1,153 |
Ancillary revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 257 | 245 | 191 |
Management fee revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 201 | 195 | 171 |
Exchange and other services revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 355 | 387 | 493 |
Management and exchange | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 813 | 827 | 855 |
Rental | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 571 | 551 | 486 |
Operating Segments | |||
Disaggregation of Revenue [Line Items] | |||
Total Revenues | 4,730 | 4,633 | 3,859 |
Corporate and Other | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | (3) | 23 | 31 |
Cost reimbursements | (42) | (44) | (121) |
Financing | 0 | 0 | 0 |
Total Revenues | (3) | 23 | 31 |
Corporate and Other | Sale of vacation ownership products | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 0 | 0 | 0 |
Corporate and Other | Ancillary revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 0 | 0 | 0 |
Corporate and Other | Management fee revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | (3) | (5) | (19) |
Corporate and Other | Exchange and other services revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 42 | 72 | 171 |
Corporate and Other | Management and exchange | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 39 | 67 | 152 |
Corporate and Other | Rental | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 0 | 0 | 0 |
Vacation Ownership | Operating Segments | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 4,146 | 4,049 | 3,271 |
Cost reimbursements | 1,587 | 1,388 | 1,202 |
Financing | 322 | 293 | 268 |
Total Revenues | 4,468 | 4,342 | 3,539 |
Vacation Ownership | Operating Segments | Sale of vacation ownership products | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 1,460 | 1,618 | 1,153 |
Vacation Ownership | Operating Segments | Ancillary revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 252 | 241 | 188 |
Vacation Ownership | Operating Segments | Management fee revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 180 | 166 | 158 |
Vacation Ownership | Operating Segments | Exchange and other services revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 136 | 127 | 124 |
Vacation Ownership | Operating Segments | Management and exchange | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 568 | 534 | 470 |
Vacation Ownership | Operating Segments | Rental | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 531 | 509 | 446 |
Exchange & Third-Party Management | Operating Segments | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 262 | 291 | 320 |
Cost reimbursements | 16 | 23 | 47 |
Financing | 0 | 0 | 0 |
Total Revenues | 262 | 291 | 320 |
Exchange & Third-Party Management | Operating Segments | Sale of vacation ownership products | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 0 | 0 | 0 |
Exchange & Third-Party Management | Operating Segments | Ancillary revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 5 | 4 | 3 |
Exchange & Third-Party Management | Operating Segments | Management fee revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 24 | 34 | 32 |
Exchange & Third-Party Management | Operating Segments | Exchange and other services revenues | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 177 | 188 | 198 |
Exchange & Third-Party Management | Operating Segments | Management and exchange | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 206 | 226 | 233 |
Exchange & Third-Party Management | Operating Segments | Rental | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | $ 40 | $ 42 | $ 40 |
REVENUE AND RECEIVABLES - Timin
REVENUE AND RECEIVABLES - Timing of Revenue from Contracts with Customers (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | $ 4,405 | $ 4,363 | $ 3,622 |
Services transferred over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 2,519 | 2,321 | 2,100 |
Goods or services transferred at a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 1,886 | 2,042 | 1,522 |
Corporate and Other | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | (3) | 23 | 31 |
Corporate and Other | Services transferred over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | (3) | 23 | 31 |
Corporate and Other | Goods or services transferred at a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 0 | 0 | 0 |
Vacation Ownership | Operating Segments | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 4,146 | 4,049 | 3,271 |
Vacation Ownership | Operating Segments | Services transferred over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 2,411 | 2,168 | 1,915 |
Vacation Ownership | Operating Segments | Goods or services transferred at a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 1,735 | 1,881 | 1,356 |
Exchange & Third-Party Management | Operating Segments | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 262 | 291 | 320 |
Exchange & Third-Party Management | Operating Segments | Services transferred over time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | 111 | 130 | 154 |
Exchange & Third-Party Management | Operating Segments | Goods or services transferred at a point in time | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from contracts with customers | $ 151 | $ 161 | $ 166 |
REVENUE AND RECEIVABLES - Contr
REVENUE AND RECEIVABLES - Contracts with Customers, Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Receivables | ||
Accounts and contracts receivable, net | $ 259 | $ 194 |
Vacation ownership notes receivable, net | 2,343 | 2,198 |
Receivables | 2,602 | 2,392 |
Contract Liabilities | ||
Advance deposits | 164 | 158 |
Deferred revenue | 382 | 344 |
Contract Liabilities | $ 546 | $ 502 |
REVENUE AND RECEIVABLES - Addit
REVENUE AND RECEIVABLES - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | ||
Contract with customer, contract assets | $ 0 | $ 0 |
Contract with customer, liability, revenue recognized | $ 290,000,000 |
REVENUE AND RECEIVABLES - Remai
REVENUE AND RECEIVABLES - Remaining Performance Obligation Additional Information (Details) - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | Dec. 31, 2023 |
Disaggregation of Revenue [Line Items] | |
Revenue remaining performance obligation expected timing percentage | 94% |
Expected timing of satisfaction, period | 2 years |
REVENUE AND RECEIVABLES - Accou
REVENUE AND RECEIVABLES - Accounts Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Revenue from Contract with Customer [Abstract] | ||
Receivables from contracts with customers, net | $ 259 | $ 194 |
Interest receivable | 18 | 16 |
Tax receivable | 44 | 20 |
Indemnification assets | 40 | 19 |
Employee tax credit receivable | 11 | 16 |
Other | 13 | 27 |
Accounts receivable, including VIE, after allowance for credit loss | $ 385 | $ 292 |
INCOME TAXES - Provision Taxes
INCOME TAXES - Provision Taxes by Geographic Region (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
United States | $ 419 | $ 508 | $ 152 |
Non-U.S. jurisdictions | (21) | 74 | (25) |
Income before income taxes | $ 398 | $ 582 | $ 127 |
INCOME TAXES - Benefit from (Pr
INCOME TAXES - Benefit from (Provision for) Income Taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current | |||
– U.S. Federal | $ (123) | $ (91) | $ 8 |
– U.S. State | (21) | (23) | (3) |
– Non-U.S. | (62) | 5 | (50) |
Current income tax expense (benefit) | (206) | (109) | (45) |
Deferred | |||
– U.S. Federal | 27 | (13) | (36) |
– U.S. State | 12 | (26) | 3 |
– Non-U.S. | 21 | (43) | 4 |
Deferred income taxes | 60 | (82) | (29) |
Provision for income taxes | $ (146) | $ (191) | $ (74) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of US Statutory Income Tax Rate to Effective Tax Rate (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |||
U.S. statutory income tax rate | 21% | 21% | 21% |
U.S. state income taxes, net of U.S. federal tax benefit | 4.50% | 5% | 4.30% |
Share-based compensation, net of Section 162(m) limitation | 0.30% | (0.20%) | 1.90% |
Other permanent differences | (3.00%) | 1.50% | (5.10%) |
Tax rate changes | (0.80%) | 2.80% | (3.80%) |
Non-U.S. income (loss) | 1.50% | 4.50% | 12.90% |
Tax credits | (0.60%) | (0.20%) | (0.90%) |
Unrecognized tax benefits | 5.50% | (2.70%) | 17.90% |
Change in valuation allowance | 7.10% | 1% | 10.40% |
Other items | 1% | 0.20% | (0.20%) |
Effective rate | 36.50% | 32.90% | 58.40% |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Income Taxes | |||
Share-based compensation, excess tax benefit | $ 1 | $ 3 | $ 4 |
Business combination provisional information adjustment other liabilities tax matters | 28 | ||
Tax credit carryforward | 27 | 29 | |
Unrecognized tax benefits increase from pre-acquisition reserves | 80 | ||
Unrecognized tax benefits that would impact effective tax rate | 26 | ||
Unrecognized tax benefits, income tax penalties and interest accrued | 48 | $ 28 | |
Foreign Tax Authority | |||
Income Taxes | |||
Operating loss carryforwards | 131 | ||
Foreign Tax Authority | Capital Loss Carryforward | |||
Income Taxes | |||
Tax credit carryforward | 7 | ||
Domestic Tax Authority | |||
Income Taxes | |||
Tax credit carryforward | 20 | ||
State and Local Jurisdiction | |||
Income Taxes | |||
Tax credit carryforward | 6 | ||
Operating loss carryforwards | 13 | ||
Indemnified Tax Liability | |||
Income Taxes | |||
Business combination provisional information adjustment other liabilities tax matters | 4 | ||
Unrecognized tax benefits, income tax penalties and interest accrued | $ 36 | ||
Minimum | |||
Income Taxes | |||
Income tax holiday period | 10 years | ||
Maximum | |||
Income Taxes | |||
Income tax holiday period | 30 years |
INCOME TAXES - Deferred Tax Ass
INCOME TAXES - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Deferred Tax Assets | ||
Inventory | $ 193 | $ 138 |
Deferred Tax Assets, Tax Deferred Expense, Reserves and Accruals, Reserves | 139 | 80 |
Convertible debt | 34 | 44 |
Deferred compensation | 35 | 27 |
Deferred revenue | 10 | 22 |
Property and equipment | 56 | 67 |
Non-cash compensation | 15 | 14 |
Net operating loss and capital loss carryforwards | 153 | 137 |
Tax credits | 27 | 29 |
Right-of-use asset | 50 | 25 |
Other, net | 36 | 52 |
Deferred tax assets | 748 | 635 |
Less valuation allowance | (179) | (142) |
Net deferred tax assets | 569 | 493 |
Deferred Tax Liabilities | ||
Long lived intangible assets | (199) | (214) |
Deferred sales of VOIs | (565) | (556) |
Right-of-use liability | (44) | (25) |
Other, net | (27) | (24) |
Deferred tax liabilities | (835) | (819) |
Total net deferred tax liabilities | $ (266) | $ (326) |
INCOME TAXES - Unrecognized Tax
INCOME TAXES - Unrecognized Tax Benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns | |||
Unrecognized tax benefits at beginning of year | $ 25 | $ 26 | $ 14 |
Increases related to tax positions taken during a prior period | 87 | 3 | 12 |
Increases related to tax positions taken during the current period | 0 | 0 | 1 |
Decreases related to tax positions taken during a prior period | (6) | (4) | 0 |
Decreases as a result of a lapse of the applicable statute of limitations | 0 | 0 | (1) |
Unrecognized tax benefits at end of year | $ 106 | $ 25 | $ 26 |
VACATION OWNERSHIP NOTES RECE_3
VACATION OWNERSHIP NOTES RECEIVABLE - Composition of Vacation Ownership Notes Receivable Balances, Net of Reserves (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | $ 2,343 | $ 2,198 |
Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 1,912 | 1,792 |
Eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 52 | 63 |
Not eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 379 | 343 |
Non-Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 431 | 406 |
Originated | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 2,178 | 1,956 |
Originated | Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 1,764 | 1,571 |
Originated | Eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 51 | 63 |
Originated | Not eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 363 | 322 |
Originated | Non-Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 414 | 385 |
Acquired | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 165 | 242 |
Acquired | Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 148 | 221 |
Acquired | Eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 1 | 0 |
Acquired | Not eligible for securitization | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | 16 | 21 |
Acquired | Non-Securitized | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable, net | $ 17 | $ 21 |
VACATION OWNERSHIP NOTES RECE_4
VACATION OWNERSHIP NOTES RECEIVABLE - Interest Income Associated With Vacation Ownership Notes Receivable (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Interest income | $ 312 | $ 284 | $ 259 |
Interest income associated with vacation ownership notes receivable — securitized | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Interest income | 276 | 243 | 219 |
Interest income associated with vacation ownership notes receivable — non-securitized | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Interest income | $ 36 | $ 41 | $ 40 |
VACATION OWNERSHIP NOTES RECE_5
VACATION OWNERSHIP NOTES RECEIVABLE - Additional Information (Details) | 3 Months Ended | 12 Months Ended | |||
Sep. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Allowance for credit loss, period increase | $ 230,000,000 | $ 150,000,000 | $ 101,000,000 | ||
Weighted average FICO score within loan pool | 723 | 721 | |||
Average estimated rate of default for all outstanding loans | 13% | 11.62% | |||
Estimated default rate increases that would have resulted an increase in allowance for credit losses | 0.50% | ||||
Financing receivable, allowance for credit losses, that would have been increased | $ 13,000,000 | $ 12,000,000 | |||
Acquired | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
(Decrease) increase in vacation ownership notes receivable reserve | (3,000,000) | (19,000,000) | 0 | ||
Acquired | Stabilization of Defaults and the Alignment and Combination of the Reserves | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
(Decrease) increase in vacation ownership notes receivable reserve | (19,000,000) | ||||
Originated | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
(Decrease) increase in vacation ownership notes receivable reserve | 228,000,000 | 165,000,000 | 102,000,000 | ||
Originated | Reserve Review | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
(Decrease) increase in vacation ownership notes receivable reserve | $ (59,000,000) | ||||
Originated | Stabilization of Defaults and the Alignment and Combination of the Reserves | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
(Decrease) increase in vacation ownership notes receivable reserve | 21,000,000 | ||||
Sale of vacation ownership products | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Expenses | $ 224,000,000 | 289,000,000 | 250,000,000 | ||
Sale of vacation ownership products | Stabilization of Defaults and the Alignment and Combination of the Reserves | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Expenses | 5,000,000 | ||||
COVID-19 pandemic | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Allowance for credit loss, period increase | $ 69,000,000 | ||||
Allowance for loan and lease losses, period increase | $ 0 | $ 0 | |||
COVID-19 pandemic | Acquired | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
(Decrease) increase in vacation ownership notes receivable reserve | 10,000,000 | ||||
COVID-19 pandemic | Originated | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
(Decrease) increase in vacation ownership notes receivable reserve | 59,000,000 | ||||
COVID-19 pandemic | Sale of vacation ownership products | |||||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||||
Reduction in Cost of vacation ownership products | $ 19,000,000 |
VACATION OWNERSHIP NOTES RECE_6
VACATION OWNERSHIP NOTES RECEIVABLE - Future Principal Payments, Net of Reserves, and Interest Rates of Vacation Ownership Notes Receivable (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Acquired | |
Future Minimum Payments Receivable [Line Items] | |
2024 | $ 34 |
2025 | 32 |
2026 | 28 |
2027 | 23 |
2028 | 16 |
Thereafter | 32 |
Balance at December 31, 2023 | $ 165 |
Acquired | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 14.10% |
Acquired | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 0% |
Acquired | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 21.90% |
Acquired | Non-securitized | |
Future Minimum Payments Receivable [Line Items] | |
2024 | $ 3 |
2025 | 3 |
2026 | 2 |
2027 | 2 |
2028 | 2 |
Thereafter | 5 |
Balance at December 31, 2023 | $ 17 |
Acquired | Non-securitized | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 13.70% |
Acquired | Non-securitized | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 0% |
Acquired | Non-securitized | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 21.90% |
Acquired | Securitized | |
Future Minimum Payments Receivable [Line Items] | |
2024 | $ 31 |
2025 | 29 |
2026 | 26 |
2027 | 21 |
2028 | 14 |
Thereafter | 27 |
Balance at December 31, 2023 | $ 148 |
Acquired | Securitized | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 14.20% |
Acquired | Securitized | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 0% |
Acquired | Securitized | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 21.90% |
Originated | |
Future Minimum Payments Receivable [Line Items] | |
2024 | $ 200 |
2025 | 186 |
2026 | 193 |
2027 | 200 |
2028 | 203 |
Thereafter | 1,196 |
Balance at December 31, 2023 | $ 2,178 |
Originated | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 13% |
Originated | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 0% |
Originated | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 20.90% |
Originated | Non-securitized | |
Future Minimum Payments Receivable [Line Items] | |
2024 | $ 60 |
2025 | 39 |
2026 | 38 |
2027 | 38 |
2028 | 36 |
Thereafter | 203 |
Balance at December 31, 2023 | $ 414 |
Originated | Non-securitized | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 12% |
Originated | Non-securitized | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 0% |
Originated | Non-securitized | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 20.90% |
Originated | Securitized | |
Future Minimum Payments Receivable [Line Items] | |
2024 | $ 140 |
2025 | 147 |
2026 | 155 |
2027 | 162 |
2028 | 167 |
Thereafter | 993 |
Balance at December 31, 2023 | $ 1,764 |
Originated | Securitized | Weighted Average | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 13.30% |
Originated | Securitized | Minimum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 0% |
Originated | Securitized | Maximum | |
Future Minimum Payments Receivable [Line Items] | |
Range of stated interest rates | 20.90% |
VACATION OWNERSHIP NOTES RECE_7
VACATION OWNERSHIP NOTES RECEIVABLE - Notes Receivable Reserves (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired | |||
Time Sharing Transactions, Allowance for Uncollectible Accounts | |||
Beginning balance | $ 29 | $ 70 | $ 60 |
Securitizations | 0 | 0 | |
Clean-up call | 0 | 0 | 0 |
Write-offs | (28) | (57) | (49) |
Recoveries | 17 | 35 | 27 |
Defaulted vacation ownership notes receivable repurchase activity | 0 | 0 | 0 |
Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable | 32 | ||
(Decrease) increase in vacation ownership notes receivable reserve | (3) | (19) | 0 |
Ending balance | 15 | 29 | 70 |
Originated | |||
Time Sharing Transactions, Allowance for Uncollectible Accounts | |||
Beginning balance | 362 | 333 | 310 |
Securitizations | 0 | 0 | 0 |
Clean-up call | 0 | 0 | 0 |
Write-offs | (135) | (136) | (79) |
Defaulted vacation ownership notes receivable repurchase activity | 0 | 0 | 0 |
(Decrease) increase in vacation ownership notes receivable reserve | 228 | 165 | 102 |
Ending balance | 455 | 362 | 333 |
Non-securitized | Acquired | |||
Time Sharing Transactions, Allowance for Uncollectible Accounts | |||
Beginning balance | 11 | 47 | 39 |
Securitizations | (2) | (9) | |
Clean-up call | 2 | 1 | 3 |
Write-offs | (28) | (57) | (49) |
Recoveries | 17 | 35 | 27 |
Defaulted vacation ownership notes receivable repurchase activity | 18 | 25 | 32 |
Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable | 11 | ||
(Decrease) increase in vacation ownership notes receivable reserve | (12) | (40) | (7) |
Ending balance | 6 | 11 | 47 |
Non-securitized | Originated | |||
Time Sharing Transactions, Allowance for Uncollectible Accounts | |||
Beginning balance | 149 | 193 | 193 |
Securitizations | (211) | (132) | (76) |
Clean-up call | 99 | 37 | 12 |
Write-offs | (135) | (136) | (79) |
Defaulted vacation ownership notes receivable repurchase activity | 105 | 69 | 65 |
(Decrease) increase in vacation ownership notes receivable reserve | 188 | 118 | 78 |
Ending balance | 195 | 149 | 193 |
Securitized | Acquired | |||
Time Sharing Transactions, Allowance for Uncollectible Accounts | |||
Beginning balance | 18 | 23 | 21 |
Securitizations | 2 | 9 | |
Clean-up call | (2) | (1) | (3) |
Write-offs | 0 | 0 | 0 |
Recoveries | 0 | 0 | 0 |
Defaulted vacation ownership notes receivable repurchase activity | (18) | (25) | (32) |
Initial allowance for credit losses for Legacy-Welk vacation ownership notes receivable | 21 | ||
(Decrease) increase in vacation ownership notes receivable reserve | 9 | 21 | 7 |
Ending balance | 9 | 18 | 23 |
Securitized | Originated | |||
Time Sharing Transactions, Allowance for Uncollectible Accounts | |||
Beginning balance | 213 | 140 | 117 |
Securitizations | 211 | 132 | 76 |
Clean-up call | (99) | (37) | (12) |
Write-offs | 0 | 0 | 0 |
Defaulted vacation ownership notes receivable repurchase activity | (105) | (69) | (65) |
(Decrease) increase in vacation ownership notes receivable reserve | 40 | 47 | 24 |
Ending balance | $ 260 | $ 213 | $ 140 |
VACATION OWNERSHIP NOTES RECE_8
VACATION OWNERSHIP NOTES RECEIVABLE - Vacation Ownership Notes Receivable, Brand and FICO score (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | $ 2,813 | $ 2,589 |
Acquired | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 180 | 271 |
Acquired | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 91 | 136 |
Acquired | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 89 | 135 |
Acquired | 700 + | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 99 | 147 |
Acquired | 700 + | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 46 | 67 |
Acquired | 700 + | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 53 | 80 |
Acquired | 600 - 699 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 66 | 100 |
Acquired | 600 - 699 | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 32 | 47 |
Acquired | 600 - 699 | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 34 | 53 |
Acquired | less than 600 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 5 | 7 |
Acquired | less than 600 | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 4 | 6 |
Acquired | less than 600 | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 1 | 1 |
Acquired | No Score | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 10 | 17 |
Acquired | No Score | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 9 | 16 |
Acquired | No Score | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 1 | 1 |
Originated | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 2,633 | 2,318 |
Originated | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 2,370 | 2,092 |
Originated | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 263 | 226 |
Originated | 700 + | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 1,569 | 1,367 |
Originated | 700 + | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 1,381 | 1,210 |
Originated | 700 + | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 188 | 157 |
Originated | 600 - 699 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 679 | 613 |
Originated | 600 - 699 | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 609 | 549 |
Originated | 600 - 699 | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 70 | 64 |
Originated | less than 600 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 59 | 58 |
Originated | less than 600 | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 57 | 55 |
Originated | less than 600 | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 2 | 3 |
Originated | No Score | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 326 | 280 |
Originated | No Score | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | 323 | 278 |
Originated | No Score | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Vacation ownership notes receivable | $ 3 | $ 2 |
VACATION OWNERSHIP NOTES RECE_9
VACATION OWNERSHIP NOTES RECEIVABLE - Origination Year, Vacation Ownership Notes Receivable, Brand and FICO score prior year (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | $ 2,813 | $ 2,589 |
Acquired | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 180 | 271 |
Acquired | 700 + | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 99 | 147 |
Acquired | 600 - 699 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 66 | 100 |
Acquired | less than 600 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 5 | 7 |
Acquired | No Score | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 10 | 17 |
Acquired | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 91 | |
Total | 91 | 136 |
Gross write-offs 2021 | 0 | |
Gross write-offs 2020 | 0 | |
Gross write-offs 2019 & Prior | 13 | |
Gross write-offs | 13 | |
Acquired | Combined Marriott | 700 + | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 46 | |
Total | 46 | 67 |
Acquired | Combined Marriott | 600 - 699 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 32 | |
Total | 32 | 47 |
Acquired | Combined Marriott | less than 600 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 4 | |
Total | 4 | 6 |
Acquired | Combined Marriott | No Score | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 9 | |
Total | 9 | 16 |
Acquired | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 6 | |
2020 | 18 | |
2019 & Prior | 65 | |
Total | 89 | 135 |
Gross write-offs 2021 | 1 | |
Gross write-offs 2020 | 4 | |
Gross write-offs 2019 & Prior | 10 | |
Gross write-offs | 15 | |
Acquired | Hyatt And Welk | 700 + | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 4 | |
2020 | 12 | |
2019 & Prior | 37 | |
Total | 53 | 80 |
Acquired | Hyatt And Welk | 600 - 699 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 2 | |
2020 | 6 | |
2019 & Prior | 26 | |
Total | 34 | 53 |
Acquired | Hyatt And Welk | less than 600 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 1 | |
Total | 1 | 1 |
Acquired | Hyatt And Welk | No Score | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 1 | |
Total | 1 | 1 |
Originated | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 2,633 | 2,318 |
Originated | 700 + | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 1,569 | 1,367 |
Originated | 600 - 699 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 679 | 613 |
Originated | less than 600 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 59 | 58 |
Originated | No Score | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Total | 326 | 280 |
Originated | Combined Marriott | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 839 | |
2022 | 636 | |
2021 | 351 | |
2020 | 133 | |
2019 & Prior | 411 | |
Total | 2,370 | 2,092 |
Gross write-offs 2023 | 6 | |
Gross write-offs 2022 | 23 | |
Gross write-offs 2021 | 32 | |
Gross write-offs 2020 | 12 | |
Gross write-offs 2019 & Prior | 36 | |
Gross write-offs | 109 | |
Originated | Combined Marriott | 700 + | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 486 | |
2022 | 388 | |
2021 | 210 | |
2020 | 72 | |
2019 & Prior | 225 | |
Total | 1,381 | 1,210 |
Originated | Combined Marriott | 600 - 699 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 182 | |
2022 | 166 | |
2021 | 106 | |
2020 | 39 | |
2019 & Prior | 116 | |
Total | 609 | 549 |
Originated | Combined Marriott | less than 600 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 17 | |
2022 | 15 | |
2021 | 10 | |
2020 | 5 | |
2019 & Prior | 10 | |
Total | 57 | 55 |
Originated | Combined Marriott | No Score | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 154 | |
2022 | 67 | |
2021 | 25 | |
2020 | 17 | |
2019 & Prior | 60 | |
Total | 323 | 278 |
Originated | Hyatt And Welk | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 128 | |
2022 | 89 | |
2021 | 39 | |
2020 | 2 | |
2019 & Prior | 5 | |
Total | 263 | 226 |
Gross write-offs 2023 | 2 | |
Gross write-offs 2022 | 13 | |
Gross write-offs 2021 | 10 | |
Gross write-offs 2020 | 0 | |
Gross write-offs 2019 & Prior | 1 | |
Gross write-offs | 26 | |
Originated | Hyatt And Welk | 700 + | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 93 | |
2022 | 62 | |
2021 | 28 | |
2020 | 2 | |
2019 & Prior | 3 | |
Total | 188 | 157 |
Originated | Hyatt And Welk | 600 - 699 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 32 | |
2022 | 25 | |
2021 | 11 | |
2020 | 0 | |
2019 & Prior | 2 | |
Total | 70 | 64 |
Originated | Hyatt And Welk | less than 600 | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 1 | |
2022 | 1 | |
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 0 | |
Total | 2 | 3 |
Originated | Hyatt And Welk | No Score | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
2023 | 2 | |
2022 | 1 | |
2021 | 0 | |
2020 | 0 | |
2019 & Prior | 0 | |
Total | $ 3 | $ 2 |
VACATION OWNERSHIP NOTES REC_10
VACATION OWNERSHIP NOTES RECEIVABLE - Recorded Investment in Non-accrual Notes Receivable that are Ninety Days or More Past Due (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Financing Receivable, Past Due | ||
Investment in vacation ownership notes receivable on non-accrual status | $ 168 | $ 150 |
Non-Securitized | ||
Financing Receivable, Past Due | ||
Investment in vacation ownership notes receivable on non-accrual status | 141 | 126 |
Securitized | ||
Financing Receivable, Past Due | ||
Investment in vacation ownership notes receivable on non-accrual status | $ 27 | $ 24 |
VACATION OWNERSHIP NOTES REC_11
VACATION OWNERSHIP NOTES RECEIVABLE - Aging of Recorded Investment in Principal, Vacation Ownership Notes Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | $ 2,813 | $ 2,589 |
Non-securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 632 | 566 |
Securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 2,181 | 2,023 |
31 – 90 days past due | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 103 | 81 |
31 – 90 days past due | Non-securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 31 | 25 |
31 – 90 days past due | Securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 72 | 56 |
91 – 120 days past due | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 26 | 23 |
91 – 120 days past due | Non-securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 7 | 7 |
91 – 120 days past due | Securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 19 | 16 |
Greater than 120 days past due | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 142 | 127 |
Greater than 120 days past due | Non-securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 134 | 119 |
Greater than 120 days past due | Securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 8 | 8 |
Total past due | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 271 | 231 |
Total past due | Non-securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 172 | 151 |
Total past due | Securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 99 | 80 |
Current | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 2,542 | 2,358 |
Current | Non-securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | 460 | 415 |
Current | Securitized | ||
Financing Receivable, Past Due | ||
Vacation ownership notes receivable | $ 2,082 | $ 1,943 |
FINANCIAL INSTRUMENTS - Carryin
FINANCIAL INSTRUMENTS - Carrying Values and Estimated Fair Values (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | $ 2,343 | $ 2,198 |
Contracts receivable for financed VOI sales, net | 37 | 22 |
Other assets | 99 | 76 |
Total financial assets | 2,479 | 2,296 |
Total financial liabilities | (4,956) | (4,940) |
Carrying Amount | Securitized debt, net | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (2,096) | (1,938) |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 2,427 | 2,245 |
Contracts receivable for financed VOI sales, net | 37 | 22 |
Other assets | 99 | 76 |
Total financial assets | 2,563 | 2,343 |
Total financial liabilities | (4,749) | (4,723) |
Fair Value | Securitized debt, net | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (2,068) | (1,828) |
2025 Notes | Carrying Amount | Senior notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 0 | (248) |
2025 Notes | Fair Value | Senior notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | 0 | (258) |
2028 Notes | Carrying Amount | Senior notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (348) | (347) |
2028 Notes | Fair Value | Senior notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (322) | (307) |
2029 Notes | Carrying Amount | Senior notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (495) | (494) |
2029 Notes | Fair Value | Senior notes | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (445) | (417) |
2026 Convertible Notes | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Convertible notes, net | (568) | (565) |
2026 Convertible Notes | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Convertible notes, net | (508) | (560) |
2027 Convertible Notes | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Convertible notes, net | (563) | (560) |
2027 Convertible Notes | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Convertible notes, net | (513) | (568) |
Non-interest bearing note payable, net | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (4) | (10) |
Non-interest bearing note payable, net | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (4) | (10) |
Line of Credit | Term Loan, net | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (781) | (778) |
Line of Credit | Term Loan, net | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (784) | (775) |
Line of Credit | Revolving Corporate Credit Facility, net | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | (101) | 0 |
Line of Credit | Revolving Corporate Credit Facility, net | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Debt instrument, fair value | $ (105) | $ 0 |
FINANCIAL INSTRUMENTS - Carry_2
FINANCIAL INSTRUMENTS - Carrying Values and Estimated Fair Values - Non-securitized Notes Receivable (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | $ 2,343 | $ 2,198 |
Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 2,427 | 2,245 |
Securitized | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 1,912 | 1,792 |
Securitized | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 1,994 | 1,837 |
Non-Securitized | Carrying Amount | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 431 | 406 |
Non-Securitized | Carrying Amount | Eligible for securitization | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 52 | 63 |
Non-Securitized | Carrying Amount | Not eligible for securitization | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 379 | 343 |
Non-Securitized | Fair Value | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 433 | 408 |
Non-Securitized | Fair Value | Eligible for securitization | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | 54 | 65 |
Non-Securitized | Fair Value | Not eligible for securitization | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Vacation ownership notes receivable, net | $ 379 | $ 343 |
FINANCIAL INSTRUMENTS - Additio
FINANCIAL INSTRUMENTS - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Variable Interest Entity | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis | ||
Cash surrender value of life insurance | $ 99 | $ 76 |
EARNINGS PER SHARE - Reconcilia
EARNINGS PER SHARE - Reconciliation of Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2017 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Net income attributable to common stockholders | $ 254,000,000 | $ 391,000,000 | $ 49,000,000 | |
Numerator used to calculate diluted earnings per share | $ 273,000,000 | $ 396,000,000 | $ 49,000,000 | |
Shares for basic earnings per share (in shares) | 36,500 | 40,400 | 42,500 | |
Effect of dilutive shares outstanding | ||||
Employee SARs (in shares) | 100 | 200 | 200 | |
Restricted stock units (in shares) | 300 | 300 | 500 | |
Shares for diluted earnings (loss) per share (in shares) | 43,500 | 45,200 | 43,300 | |
Diluted earnings (loss) per share (in usd per share) | $ 6.28 | $ 8.77 | $ 1.13 | |
Convertible Notes | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax | $ 19,000,000 | $ 5,000,000 | $ 0 | |
2022 Convertible Notes | ||||
Effect of dilutive shares outstanding | ||||
Convertible Notes (in shares) | 0 | 700 | 100 | |
2022 Convertible Notes | Convertible Notes | ||||
Effect of dilutive shares outstanding | ||||
Principal amount | $ 230,000,000 | |||
2026 Convertible Notes | ||||
Effect of dilutive shares outstanding | ||||
Convertible Notes (in shares) | 3,500 | 3,400 | 0 | |
2026 Convertible Notes | Convertible Notes | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax | $ 3,000,000 | $ 3,000,000 | $ 24,000,000 | |
Effect of dilutive shares outstanding | ||||
Principal amount | $ 575,000,000 | |||
2027 Convertible Notes | ||||
Effect of dilutive shares outstanding | ||||
Convertible Notes (in shares) | 3,100 | 200 | 0 | |
2027 Convertible Notes | Convertible Notes | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Add back of interest expense related to convertible notes subsequent to the adoption of ASU 2020-06, net of tax | $ 22,000,000 | $ 1,000,000 | $ 0 | |
Effect of dilutive shares outstanding | ||||
Principal amount | $ 575,000,000 | |||
Performance Shares | ||||
Effect of dilutive shares outstanding | ||||
Shares excluded from the calculation of diluted earnings per share (in shares) | 193 | 129 | 166 |
EARNINGS PER SHARE - Additional
EARNINGS PER SHARE - Additional Information (Details) - SARs - $ / shares | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Shares excluded from the calculation of diluted earnings per share (in shares) | 287,125 | 199,813 | 126,804 |
Exercise price securities, excluded from computation of earnings per share (in usd per share) | $ 173.88 | ||
Minimum | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Exercise price securities, excluded from computation of earnings per share (in usd per share) | $ 143.38 | $ 159.27 | |
Maximum | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Exercise price securities, excluded from computation of earnings per share (in usd per share) | $ 173.88 | $ 173.88 |
INVENTORY - Composition of Inve
INVENTORY - Composition of Inventory (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
VOI inventory | $ 624 | $ 651 |
Other | 10 | 9 |
Inventory | $ 634 | $ 660 |
INVENTORY - Additional Informat
INVENTORY - Additional Information (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
Amount of completed vacation ownership units classified as property and equipment | $ 370 | $ 428 |
PROPERTY AND EQUIPMENT - Proper
PROPERTY AND EQUIPMENT - Property and equipment balances (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Abstract] | ||
Land and land improvements | $ 428 | $ 420 |
Buildings and leasehold improvements | 906 | 746 |
Furniture, fixtures and other equipment | 139 | 119 |
Information technology | 393 | 389 |
Construction in progress | 52 | 91 |
Property and equipment, gross | 1,918 | 1,765 |
Accumulated depreciation | (658) | (626) |
Property and equipment, net | $ 1,260 | $ 1,139 |
GOODWILL - Goodwill (Details)
GOODWILL - Goodwill (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 3,117 | $ 3,150 |
Measurement period adjustments | (8) | |
Disposition of VRI Americas | (25) | |
Adjustments | 0 | |
Ending balance | 3,117 | 3,117 |
Vacation Ownership | ||
Goodwill [Roll Forward] | ||
Beginning balance | 2,770 | 2,778 |
Measurement period adjustments | (8) | |
Disposition of VRI Americas | 0 | |
Adjustments | 0 | |
Ending balance | 2,770 | 2,770 |
Exchange & Third-Party Management | ||
Goodwill [Roll Forward] | ||
Beginning balance | 347 | 372 |
Measurement period adjustments | 0 | |
Disposition of VRI Americas | (25) | |
Adjustments | 0 | |
Ending balance | $ 347 | $ 347 |
GOODWILL - Additional Informati
GOODWILL - Additional Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Impairment loss | $ 0 | $ 0 |
INTANGIBLE ASSETS - Intangible
INTANGIBLE ASSETS - Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Definite-lived intangible assets | ||
Finite-lived intangible assets, gross | $ 1,101 | $ 1,097 |
Accumulated amortization | (310) | (249) |
Finite-lived intangible assets, net | 791 | 848 |
Indefinite-lived intangible assets | ||
Intangibles, net | 854 | 911 |
Trade names | ||
Indefinite-lived intangible assets | ||
Indefinite-lived intangible assets | 63 | 63 |
Member relationships | ||
Definite-lived intangible assets | ||
Finite-lived intangible assets, gross | 670 | 669 |
Management contracts | ||
Definite-lived intangible assets | ||
Finite-lived intangible assets, gross | $ 431 | $ 428 |
INTANGIBLE ASSETS - Additional
INTANGIBLE ASSETS - Additional Information (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Intangible Assets [Line Items] | |||
Depreciation and amortization of intangibles | $ 61,000,000 | $ 61,000,000 | $ 61,000,000 |
Trade names | |||
Intangible Assets [Line Items] | |||
Impairment charges for other intangible assets | 0 | $ 0 | |
ILG, Inc And Welk | |||
Intangible Assets [Line Items] | |||
Expected amortization expense, 2023 | 61,000,000 | ||
Expected amortization expense, 2024 | 61,000,000 | ||
Expected amortization expense, 2025 | 61,000,000 | ||
Expected amortization expense, 2026 | 61,000,000 | ||
Expected amortization expense, 2027 | $ 61,000,000 | ||
Minimum | ILG, Inc And Welk | |||
Intangible Assets [Line Items] | |||
Estimated useful life | 15 years | ||
Maximum | ILG, Inc And Welk | |||
Intangible Assets [Line Items] | |||
Estimated useful life | 20 years |
CONTINGENCIES AND COMMITMENTS (
CONTINGENCIES AND COMMITMENTS (Details) $ in Millions | Dec. 31, 2023 USD ($) lawsuit |
Commitments and Contingencies Disclosure [Line Items] | |
Surety bonds issued | $ 122 |
Guarantor obligations, maximum exposure. due in first year | $ 11 |
St. Regis Residence Club, New York | |
Commitments and Contingencies Disclosure [Line Items] | |
Remaining claim | lawsuit | 1 |
Securitization Transaction | |
Commitments and Contingencies Disclosure [Line Items] | |
Letters of credit outstanding | $ 23 |
Revolving Credit Facility | |
Commitments and Contingencies Disclosure [Line Items] | |
Letters of credit outstanding | 24 |
Letter of Credit | |
Commitments and Contingencies Disclosure [Line Items] | |
Letters of credit outstanding | 1 |
Exchange & Third-Party Management | |
Commitments and Contingencies Disclosure [Line Items] | |
Guarantor obligations, maximum exposure | 5 |
Guarantor obligations, maximum exposure. due in first year | 2 |
Guarantor obligations, maximum exposure, due in second year | 1 |
Guarantor obligations, maximum exposure, due in third year | 1 |
Guarantor obligations, maximum exposure, due in fourth year | 1 |
Guarantor obligations, maximum exposure, due in five year (less than) | $ 1 |
Guarantor obligations, ownership percentage | 95% |
Information technology hardware and software | |
Commitments and Contingencies Disclosure [Line Items] | |
Purchase commitment | $ 110 |
Purchase commitment obligation due, 2024 | 57 |
Purchase commitment obligation due, 2025 | 27 |
Purchase commitment obligation due, 2026 | 16 |
Purchase commitment obligation due, 2027 | 6 |
Purchase commitment obligation due, 2028 | $ 4 |
LEASES - Carrying Values of Lea
LEASES - Carrying Values of Leases (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Operating lease assets | $ 77 | $ 102 |
Finance lease assets | 165 | 88 |
Lease right of use asset | 242 | 190 |
Operating lease liabilities | 102 | 114 |
Finance lease liabilities | 189 | 86 |
Lease liability | $ 291 | $ 200 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other (including $99 and $76 from VIEs, respectively) | Other (including $99 and $76 from VIEs, respectively) |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property and equipment, net | Property and equipment, net |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Accounts Payable and Accrued Liabilities | Accounts Payable and Accrued Liabilities |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Debt And Finance Lease Obligations Net | Debt And Finance Lease Obligations Net |
LEASES - Lease Costs (Details)
LEASES - Lease Costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating lease cost | $ 31 | $ 31 | $ 35 |
Amortization of right-of-use assets | 10 | 7 | 5 |
Interest on lease liabilities | 11 | 4 | 1 |
Variable lease cost | 3 | 3 | 2 |
Lease, cost | $ 55 | $ 45 | $ 43 |
LEASES - Maturities of Operatin
LEASES - Maturities of Operating and Financing Lease Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Operating Leases | ||
2024 | $ 24 | |
2025 | 21 | |
2026 | 20 | |
2027 | 13 | |
2028 | 10 | |
Thereafter | 37 | |
Total lease payments | 125 | |
Less: Imputed interest | (23) | |
Operating lease liabilities | 102 | $ 114 |
Finance Leases(1) | ||
2024 | 17 | |
2025 | 16 | |
2026 | 13 | |
2027 | 12 | |
2028 | 12 | |
Thereafter | 455 | |
Total lease payments | 525 | |
Less: Imputed interest | (336) | |
Finance Leases | 189 | 86 |
Total | ||
2024 | 41 | |
2025 | 37 | |
2026 | 33 | |
2027 | 25 | |
2028 | 22 | |
Thereafter | 492 | |
Total lease payments | 650 | |
Less: Imputed interest | (359) | |
Lease liability | $ 291 | $ 200 |
LEASES - Additional Information
LEASES - Additional Information (Details) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 USD ($) renewal_options | Dec. 31, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Finance lease assets | $ 165 | $ 88 |
Finance lease liabilities | $ 189 | $ 86 |
Headquarters in Orlando | ||
Lessee, Lease, Description [Line Items] | ||
Term of contract including renewals | 26 years | |
Term of contract | 16 years | |
Number of extensions | renewal_options | 2 | |
Renewal term | 5 years | |
Finance lease assets | $ 76 | |
Finance lease liabilities | 100 | |
Non-cash impairment charge on right-of-use asset related to operating leases | $ 16 |
LEASES - Lease Term and Discoun
LEASES - Lease Term and Discount Rate (Details) | Dec. 31, 2023 | Dec. 31, 2022 |
Weighted-average remaining lease term | ||
Operating leases | 7 years 7 months 6 days | 6 years 9 months 18 days |
Finance leases | 36 years 4 months 24 days | 51 years 6 months |
Weighted-average discount rate | ||
Operating leases | 6.60% | 6.20% |
Finance leases | 6.50% | 5.30% |
LEASES - Other Information (Det
LEASES - Other Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | |||
Operating cash flows for finance leases | $ 7 | $ 5 | $ 1 |
Operating cash flows for operating leases | 33 | 32 | 34 |
Financing cash flows for finance leases | 5 | 4 | 5 |
Right of Use Assets Obtained in Exchange in Exchange for Lease Obligations [Abstract] | |||
Operating leases | 31 | 6 | 7 |
Finance leases | $ 88 | $ 8 | $ 86 |
SECURITIZED DEBT - Vacation Own
SECURITIZED DEBT - Vacation Ownership Notes Receivable Securitizations (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Vacation ownership notes receivable securitizations, gross | $ 2,096 | $ 1,938 |
Secured debt, net | 2,096 | 1,938 |
Variable Interest Entity | ||
Debt Instrument [Line Items] | ||
Vacation ownership notes receivable securitizations, gross | 2,121 | 1,982 |
Securitized debt | Variable Interest Entity | ||
Debt Instrument [Line Items] | ||
Vacation ownership notes receivable securitizations, gross | $ 2,121 | |
Debt, weighted average interest rate | 4.40% | |
Securitized debt | Variable Interest Entity | Warehouse Credit Facility | ||
Debt Instrument [Line Items] | ||
Vacation ownership notes receivable securitizations, gross | $ 150 | 162 |
Unamortized debt discount and issuance costs | (2) | (2) |
Secured debt, net | $ 148 | 160 |
Interest rate, effective percentage | 6.80% | |
Securitized debt | Vacation Ownership Notes Receivable Securitizations | Variable Interest Entity | ||
Debt Instrument [Line Items] | ||
Vacation ownership notes receivable securitizations, gross | $ 1,971 | 1,799 |
Unamortized debt discount and issuance costs | (23) | (21) |
Secured debt, net | $ 1,948 | $ 1,778 |
Securitized debt | Minimum | Variable Interest Entity | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate | 1.50% | |
Securitized debt | Maximum | Variable Interest Entity | ||
Debt Instrument [Line Items] | ||
Debt, stated interest rate | 6.60% |
SECURITIZED DEBT - Future Payme
SECURITIZED DEBT - Future Payments Vacation Ownership Notes Receivable Securitizations (Details) $ in Millions | Dec. 31, 2023 USD ($) |
Debt Instrument [Line Items] | |
2024 | $ 4 |
2025 | 784 |
2026 | 575 |
2027 | 680 |
2028 | 350 |
Thereafter | 500 |
Securitized debt | Vacation Ownership Receivables and Warehouse Credit Facility | |
Debt Instrument [Line Items] | |
2024 | 193 |
2025 | 196 |
2026 | 319 |
2027 | 192 |
2028 | 189 |
Thereafter | 1,032 |
Long-term debt | 2,121 |
Variable Interest Entity | Securitized debt | Warehouse Credit Facility | |
Debt Instrument [Line Items] | |
2024 | 11 |
2025 | 10 |
2026 | 129 |
2027 | 0 |
2028 | 0 |
Thereafter | 0 |
Long-term debt | 150 |
Variable Interest Entity | Vacation Ownership Notes Receivable Securitizations | Securitized debt | |
Debt Instrument [Line Items] | |
2024 | 182 |
2025 | 186 |
2026 | 190 |
2027 | 192 |
2028 | 189 |
Thereafter | 1,032 |
Long-term debt | $ 1,971 |
SECURITIZED DEBT - Additional I
SECURITIZED DEBT - Additional Information (Details) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2023 USD ($) class loan | Jun. 30, 2023 USD ($) class | Dec. 31, 2023 USD ($) class loan | Mar. 31, 2023 USD ($) | |
Debt Instrument [Line Items] | ||||
Number of notes receivable pools outstanding | loan | 14 | 14 | ||
Number of notes receivable pools under performance triggers | loan | 0 | |||
Number of notes receivable pools out of compliance | loan | 0 | 0 | ||
Values of vacation ownership notes receivable that were securitized during the period | $ 459,000,000 | $ 388,000,000 | ||
Vacation ownership notes, number of classes | class | 4 | 4 | 4 | |
MVW 2023-1 LLC | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 380,000,000 | |||
MVW 2023-1 LLC | Class A Notes | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 237,000,000 | |||
Debt, stated interest rate | 4.93% | |||
MVW 2023-1 LLC | Class B Notes | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 65,000,000 | |||
Debt, stated interest rate | 5.42% | |||
MVW 2023-1 LLC | Class C Notes | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 48,000,000 | |||
Debt, stated interest rate | 6.54% | |||
MVW 2023-1 LLC | Class D Notes | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 30,000,000 | |||
Debt, stated interest rate | 8.83% | |||
Values of vacation ownership notes receivable that were purchased by trust during the period | $ 11,000,000 | |||
MVW 2023-1 LLC | Class A, B, C, Portion Of D | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Value of vacation ownership loan backed notes purchased by investors during the period | 369,000,000 | |||
MVW 2023-2 LLC | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 450,000,000 | $ 450,000,000 | ||
Debt, weighted average interest rate | 6.49% | 6.49% | ||
MVW 2023-2 LLC | Class A Notes | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 303,000,000 | $ 303,000,000 | ||
Debt, stated interest rate | 6.18% | 6.18% | ||
MVW 2023-2 LLC | Class B Notes | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 72,000,000 | $ 72,000,000 | ||
Debt, stated interest rate | 6.33% | 6.33% | ||
MVW 2023-2 LLC | Class C Notes | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 46,000,000 | $ 46,000,000 | ||
Debt, stated interest rate | 7.06% | 7.06% | ||
MVW 2023-2 LLC | Class D Notes | Securitized debt | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 29,000,000 | $ 29,000,000 | ||
Debt, stated interest rate | 9.33% | 9.33% | ||
Line of Credit | ||||
Debt Instrument [Line Items] | ||||
Credit facility, payable period after termination | 13 months | |||
Line of Credit | Warehouse Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Credit facility | $ 500,000,000 | $ 425,000,000 | ||
Line of Credit | Warehouse Credit Facility | Adjusted SOFR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 0.10% | |||
Line of Credit | Warehouse Credit Facility | SOFR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.35% |
DEBT - Debt Balances, Net of Un
DEBT - Debt Balances, Net of Unamortized Debt Issuance Costs (Details) - USD ($) | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 2,893,000,000 | |
Finance Leases | 189,000,000 | $ 86,000,000 |
Debt and lease obligation | 3,049,000,000 | 3,088,000,000 |
Term Loan | Line of Credit | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 784,000,000 | 784,000,000 |
Unamortized debt discount and issuance costs | (3,000,000) | (6,000,000) |
Long-term debt | 781,000,000 | 778,000,000 |
Term Loan | Corporate Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 784,000,000 | |
Revolving Corporate Credit Facility, net | Corporate Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 105,000,000 | 0 |
Unamortized debt discount and issuance costs | (4,000,000) | 0 |
Long-term debt | $ 101,000,000 | 0 |
Interest rate, effective percentage | 7.46% | |
Unamortized debt issuance expense | 5,000,000 | |
2025 Notes | Senior notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 0 | 250,000,000 |
Unamortized debt discount and issuance costs | 0 | (2,000,000) |
Long-term debt | 0 | 248,000,000 |
2028 Notes | Senior notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 350,000,000 | 350,000,000 |
Unamortized debt discount and issuance costs | (2,000,000) | (3,000,000) |
Long-term debt | 348,000,000 | 347,000,000 |
2029 Notes | Senior notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | 500,000,000 | 500,000,000 |
Unamortized debt discount and issuance costs | (5,000,000) | (6,000,000) |
Long-term debt | $ 495,000,000 | 494,000,000 |
2026 Convertible Notes | ||
Debt Instrument [Line Items] | ||
Interest rate, effective percentage | 0.55% | |
2026 Convertible Notes | Convertible Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 575,000,000 | 575,000,000 |
Unamortized debt discount and issuance costs | (7,000,000) | (10,000,000) |
Long-term debt | $ 568,000,000 | 565,000,000 |
2027 Convertible Notes | ||
Debt Instrument [Line Items] | ||
Interest rate, effective percentage | 3.88% | |
2027 Convertible Notes | Convertible Notes | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 575,000,000 | 575,000,000 |
Unamortized debt discount and issuance costs | (12,000,000) | (15,000,000) |
Long-term debt | 563,000,000 | 560,000,000 |
Non-interest bearing note payable, net | ||
Debt Instrument [Line Items] | ||
Long-term debt, gross | $ 4,000,000 | $ 10,000,000 |
DEBT - Scheduled Future Princip
DEBT - Scheduled Future Principal Payments for Debt (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Principal Payments Year | ||
2024 | $ 4 | |
2025 | 784 | |
2026 | 575 | |
2027 | 680 | |
2028 | 350 | |
Thereafter | 500 | |
Long-term debt | 2,893 | |
Non-interest bearing note payable, net | ||
Debt Principal Payments Year | ||
2024 | 4 | |
2025 | 0 | |
2026 | 0 | |
2027 | 0 | |
2028 | 0 | |
Thereafter | 0 | |
Long-term debt | 4 | $ 10 |
Term Loan | Term Loan, net | ||
Debt Principal Payments Year | ||
2024 | 0 | |
2025 | 784 | |
2026 | 0 | |
2027 | 0 | |
2028 | 0 | |
Thereafter | 0 | |
Long-term debt | 784 | |
Revolving Credit Facility | ||
Debt Principal Payments Year | ||
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
2027 | 105 | |
2028 | 0 | |
Thereafter | 0 | |
Long-term debt | 105 | |
Senior notes | 2028 Notes | ||
Debt Principal Payments Year | ||
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
2027 | 0 | |
2028 | 350 | |
Thereafter | 0 | |
Long-term debt | 350 | 350 |
Senior notes | 2029 Notes | ||
Debt Principal Payments Year | ||
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
2027 | 0 | |
2028 | 0 | |
Thereafter | 500 | |
Long-term debt | 500 | 500 |
Convertible Notes | 2026 Convertible Notes | ||
Debt Principal Payments Year | ||
2024 | 0 | |
2025 | 0 | |
2026 | 575 | |
2027 | 0 | |
2028 | 0 | |
Thereafter | 0 | |
Long-term debt | 575 | 575 |
Convertible Notes | 2027 Convertible Notes | ||
Debt Principal Payments Year | ||
2024 | 0 | |
2025 | 0 | |
2026 | 0 | |
2027 | 575 | |
2028 | 0 | |
Thereafter | 0 | |
Long-term debt | $ 575 | $ 575 |
DEBT - Corporate Credit Facilit
DEBT - Corporate Credit Facility (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 31, 2023 | |
Debt Instrument [Line Items] | |||||
Repayments of debt | $ 1,221,000,000 | $ 935,000,000 | $ 1,339,000,000 | ||
Interest Rate Contract | Floating interest rate through September 2023 | |||||
Debt Instrument [Line Items] | |||||
Derivative, fixed interest rate | 2.88% | ||||
Interest Rate Contract | Floating interest rate through April 2024 | |||||
Debt Instrument [Line Items] | |||||
Derivative, fixed interest rate | 2.17% | ||||
Interest Rate Contract | Interest rate collar with a cap and a floor strike rate of April 2024 | |||||
Debt Instrument [Line Items] | |||||
Cap strike rate | 2.43% | ||||
Interest Rate Contract | Floating interest rate through September 2023 | |||||
Debt Instrument [Line Items] | |||||
Notional amount | $ 250,000,000 | ||||
Interest Rate Contract | Floating interest rate through April 2024 | |||||
Debt Instrument [Line Items] | |||||
Notional amount | 200,000,000 | ||||
Interest Rate Contract | Interest rate collar with a cap and a floor strike rate of April 2024 | |||||
Debt Instrument [Line Items] | |||||
Notional amount | $ 100,000,000 | ||||
Line of Credit | Corporate Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Credit facility | $ 900,000,000 | ||||
Line of Credit | Corporate Credit Facility | SOFR One Month Period | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.10% | ||||
Line of Credit | Corporate Credit Facility | SOFR Three Month Period | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.15% | ||||
Line of Credit | Corporate Credit Facility | SOFR Six Month Period | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.25% | ||||
Line of Credit | Corporate Credit Facility | SOFR Floor | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0% | ||||
Line of Credit | Corporate Credit Facility | SOFR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.10% | ||||
Line of Credit | Corporate Credit Facility | Maximum | SOFR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0% | ||||
Revolving Credit Facility | Revolving Corporate Credit Facility, net | |||||
Debt Instrument [Line Items] | |||||
Credit facility | $ 750,000,000 | ||||
Revolving Credit Facility | Revolving Corporate Credit Facility, net | Minimum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 0.75% | ||||
Commitment fee percentage | 0.25% | ||||
Revolving Credit Facility | Revolving Corporate Credit Facility, net | Maximum | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 2.25% | ||||
Commitment fee percentage | 0.35% | ||||
Letter of Credit | Revolving Corporate Credit Facility, net | |||||
Debt Instrument [Line Items] | |||||
Credit facility | $ 75,000,000 |
DEBT - Accumulated Other Compre
DEBT - Accumulated Other Comprehensive Loss (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | $ 2,496,000,000 | ||
Ending balance | 2,382,000,000 | $ 2,496,000,000 | |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent | |||
Debt Instrument [Line Items] | |||
Reclassification to Income Statement | 0 | 0 | $ 0 |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | |||
Beginning balance | 13,000,000 | (18,000,000) | (39,000,000) |
Other comprehensive (loss) gain before reclassifications | (10,000,000) | 31,000,000 | 21,000,000 |
Ending balance | $ 3,000,000 | $ 13,000,000 | $ (18,000,000) |
DEBT - Senior Notes (Details)
DEBT - Senior Notes (Details) - Senior notes | Dec. 31, 2023 USD ($) |
2025 Notes | |
Debt Instrument [Line Items] | |
Principal amount | $ 500,000,000 |
Debt, stated interest rate | 6.125% |
2028 Notes | |
Debt Instrument [Line Items] | |
Principal amount | $ 350,000,000 |
Debt, stated interest rate | 4.75% |
2029 Notes | |
Debt Instrument [Line Items] | |
Principal amount | $ 500,000,000 |
Debt, stated interest rate | 4.50% |
DEBT - 2025 Notes (Details)
DEBT - 2025 Notes (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2023 | Dec. 31, 2021 | |
2025 Notes | Senior notes | |||
Debt Instrument [Line Items] | |||
Extinguishment of debt, amount | $ 250 | $ 250 | |
Write off of deferred debt issuance cost | $ 10 | $ 19 | |
Senior Secured Notes | |||
Debt Instrument [Line Items] | |||
Proceeds from issuance of senior debt | $ 493 |
DEBT - 2028 Notes (Details)
DEBT - 2028 Notes (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2019 USD ($) | |
2028 Notes | Senior notes | |
Debt Instrument [Line Items] | |
Proceeds from issuance of senior debt | $ 346 |
DEBT - 2029 Notes (Details)
DEBT - 2029 Notes (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2021 USD ($) | |
2029 Notes | Senior notes | |
Debt Instrument [Line Items] | |
Proceeds from issuance of senior debt | $ 493 |
DEBT - 2026 Convertible Notes (
DEBT - 2026 Convertible Notes (Details) - 2026 Convertible Notes | 12 Months Ended | |
Dec. 31, 2023 $ / shares | Dec. 31, 2021 USD ($) | |
Debt Instrument [Line Items] | ||
Interest rate, effective percentage | 0.55% | |
Convertible Notes | ||
Debt Instrument [Line Items] | ||
Principal amount | $ | $ 575,000,000 | |
Debt, stated interest rate | 0% | |
Conversion ratio | 0.0061576 | |
Conversion price (in usd per share) | $ / shares | $ 162.40 |
DEBT - Interest Expense Related
DEBT - Interest Expense Related To The Convertible Notes (Details) - Convertible Notes - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Instrument [Line Items] | |||
Interest expense | $ 19 | $ 5 | $ 0 |
2026 Convertible Notes | |||
Debt Instrument [Line Items] | |||
Amortization of debt discount(1) | 0 | 0 | 22 |
Amortization of debt issuance costs | 3 | 3 | 2 |
Interest expense | 3 | 3 | 24 |
2027 Convertible Notes | |||
Debt Instrument [Line Items] | |||
Contractual interest expense | 19 | 1 | 0 |
Amortization of debt issuance costs | 3 | 0 | 0 |
Interest expense | $ 22 | $ 1 | $ 0 |
DEBT - 2026 Convertible Note He
DEBT - 2026 Convertible Note Hedges and Warrants (Details) - 2026 Convertible Notes | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
2026 Convertible Note Hedges | |
Debt Instrument [Line Items] | |
Indexed shares (in shares) | 3,500,000 |
Strike price (in usd per share) | $ / shares | $ 162.40 |
Convertible note hedges exercised (in shares) | 0 |
2026 Warrants | |
Debt Instrument [Line Items] | |
Number of securities called by warrants (in shares) | 3,500,000 |
Strike price (in usd per share) | $ / shares | $ 203 |
Number of warrants exercised (in shares) | 0 |
DEBT - 2027 Convertible Notes (
DEBT - 2027 Convertible Notes (Details) - 2027 Convertible Notes | 12 Months Ended | |
Dec. 31, 2023 $ / shares | Dec. 31, 2022 USD ($) | |
Debt Instrument [Line Items] | ||
Interest rate, effective percentage | 3.88% | |
Convertible Notes | ||
Debt Instrument [Line Items] | ||
Principal amount | $ | $ 575,000,000 | |
Debt, stated interest rate | 3.25% | |
Conversion ratio | 0.0052753 | |
Conversion price (in usd per share) | $ / shares | $ 189.56 |
DEBT - 2027 Convertible Note He
DEBT - 2027 Convertible Note Hedges and Warrants (Details) | Dec. 31, 2023 $ / shares shares |
2027 Convertible Notes | Convertible Notes | |
Debt Instrument [Line Items] | |
Conversion price (in usd per share) | $ / shares | $ 189.56 |
2027 Convertible Note Hedges | Convertible Notes | |
Debt Instrument [Line Items] | |
Conversion price (in usd per share) | $ / shares | $ 189.56 |
2027 Warrants | 2027 Convertible Notes | |
Debt Instrument [Line Items] | |
Indexed shares (in shares) | 3,000,000 |
Number of securities called by warrants (in shares) | 3,000,000 |
Private Warrants | 2027 Convertible Note Hedges | |
Debt Instrument [Line Items] | |
Exercise price of warrants (in usd per share) | $ / shares | $ 286.13 |
Convertible Note Hedges | 2027 Convertible Note Hedges | |
Debt Instrument [Line Items] | |
Number of warrants exercised (in shares) | 0 |
Convertible note hedges exercised (in shares) | 0 |
DEBT - Finance Leases (Details)
DEBT - Finance Leases (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |||
Non-cash issuance of debt in connection with finance leases | $ 108 | $ 7 | $ 80 |
STOCKHOLDERS_ EQUITY - Addition
STOCKHOLDERS’ EQUITY - Additional Information (Details) - USD ($) | 12 Months Ended | ||||||||
Feb. 15, 2024 | Dec. 07, 2023 | Sep. 07, 2023 | May 11, 2023 | Feb. 16, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Jun. 30, 2023 | |
Stockholders Equity Note [Line Items] | |||||||||
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | |||||||
Common stock, par value (in usd per share) | $ 0.01 | $ 0.01 | |||||||
Common stock, shares issued (in shares) | 75,807,882 | 75,744,524 | |||||||
Common stock, shares outstanding (in shares) | 35,319,306 | 37,481,082 | |||||||
Treasury stock, shares (in shares) | 40,488,576 | 38,263,442 | |||||||
Preferred stock, shares authorized (in shares) | 2,000,000 | 2,000,000 | |||||||
Preferred stock, par value (in usd per share) | $ 0.01 | $ 0.01 | |||||||
Preferred stock, issued (in shares) | 0 | 0 | |||||||
Preferred stock, outstanding (in shares) | 0 | 0 | |||||||
Stock repurchase program, authorized amount | $ 600,000,000 | ||||||||
Stock repurchase program, remaining authorized repurchase amount | $ 439,000,000 | ||||||||
Dividends per share (in usd per share) | $ 0.76 | $ 0.72 | $ 0.72 | $ 0.72 | $ 2.92 | $ 2.58 | $ 1.08 | ||
Subsequent Event | |||||||||
Stockholders Equity Note [Line Items] | |||||||||
Dividends per share (in usd per share) | $ 0.76 |
STOCKHOLDERS_ EQUITY - Summary
STOCKHOLDERS’ EQUITY - Summary of Stock Repurchase Activity (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Shares Repurchased | |||
Beginning of period, number of shares repurchased (in shares) | 38,263,442 | ||
Ending of period, number of shares repurchased (in shares) | 40,488,576 | 38,263,442 | |
Cost Basis of Shares Repurchased | |||
Cost of shares repurchased | $ 286 | $ 701 | $ 78 |
Treasury Stock | |||
Number of Shares Repurchased | |||
Beginning of period, number of shares repurchased (in shares) | 22,773,218 | ||
Repurchase of common stock (in shares) | 2,367,855 | ||
Ending of period, number of shares repurchased (in shares) | 25,141,073 | 22,773,218 | |
Cost Basis of Shares Repurchased | |||
Beginning of period, cost of shares repurchased | $ 2,119 | ||
Cost of shares repurchased | 286 | $ 701 | $ 78 |
Ending of period, cost of shares repurchased | $ 2,405 | $ 2,119 | |
Average Price Paid per Share | |||
Beginning of period, average price paid per share (in usd per share) | $ 93.06 | ||
Average price paid per share (in usd per share) | 120.55 | ||
Ending of period, average price paid per share (in usd per share) | $ 95.65 | $ 93.06 |
STOCKHOLDERS_ EQUITY - Cash Div
STOCKHOLDERS’ EQUITY - Cash Dividend Declared (Details) - $ / shares | 12 Months Ended | ||||||
Dec. 07, 2023 | Sep. 07, 2023 | May 11, 2023 | Feb. 16, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Equity [Abstract] | |||||||
Dividends per share (in usd per share) | $ 0.76 | $ 0.72 | $ 0.72 | $ 0.72 | $ 2.92 | $ 2.58 | $ 1.08 |
SHARE-BASED COMPENSATION - Addi
SHARE-BASED COMPENSATION - Additional Information (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Number of shares authorized (in shares) | 1.8 | ||
Number of shares available for grant (in shares) | 1.5 | ||
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Weighted average grant date fair value (in usd per share) | $ 143.08 | ||
Aggregate intrinsic value, vested | $ 36 | $ 65 | $ 46 |
SARs | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Weighted average grant date fair value (in usd per share) | $ 58.50 | $ 59.68 | $ 70.66 |
Aggregate intrinsic value, vested | $ 2 | $ 5 | |
Aggregate intrinsic value, exercised (less than in 2023) | $ 1 | $ 1 | $ 14 |
Employees and Non Employee Directors | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Weighted average grant date fair value (in usd per share) | $ 151.86 | $ 161.42 | |
ILG, Inc | Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Aggregate intrinsic value, vested | $ 3 |
SHARE-BASED COMPENSATION - Shar
SHARE-BASED COMPENSATION - Share-based Compensation Expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Share-based compensation expense | $ 31 | $ 39 | $ 51 |
Restricted Stock Units (RSUs) | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Share-based compensation expense | 29 | 34 | 43 |
Service-based RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Share-based compensation expense | 29 | 31 | 34 |
Performance-based RSUs | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Share-based compensation expense | 0 | 3 | 9 |
SARs | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Share-based compensation expense | $ 2 | $ 5 | $ 8 |
SHARE-BASED COMPENSATION - Defe
SHARE-BASED COMPENSATION - Deferred Compensation Costs (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Deferred compensation costs related to unvested awards | $ 24 | $ 34 |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Deferred compensation costs related to unvested awards | 23 | 33 |
Service-based RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Deferred compensation costs related to unvested awards | 22 | 26 |
Performance-based RSUs | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Deferred compensation costs related to unvested awards | 1 | 7 |
SARs | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Deferred compensation costs related to unvested awards | $ 1 | $ 1 |
Outstanding, weighted average remaining contractual terms | 4 years | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Outstanding, weighted average remaining contractual terms | 1 year | |
Deferred compensation expense weighted average expected recognition period | 1 year | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Outstanding, weighted average remaining contractual terms | 2 years | |
Deferred compensation expense weighted average expected recognition period | 3 years |
SHARE-BASED COMPENSATION - Chan
SHARE-BASED COMPENSATION - Changes in Outstanding RSUs and Weighted Average Grant Date Fair Values (Details) | 12 Months Ended |
Dec. 31, 2023 $ / shares shares | |
Restricted Stock Units (RSUs) | |
Number of Awards | |
Outstanding at beginning of year (in shares) | shares | 1,020,513 |
Granted (in shares) | shares | 318,177 |
Distributed (in shares) | shares | (260,633) |
Forfeited (in shares) | shares | (230,219) |
Outstanding at ending of year (in shares) | shares | 847,838 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at beginning of year (in usd per share) | $ / shares | $ 118.94 |
Granted (in usd per share) | $ / shares | 143.08 |
Distributed (in usd per share) | $ / shares | 124.25 |
Forfeited (in usd per share) | $ / shares | 107.57 |
Outstanding at ending of year (in usd per share) | $ / shares | $ 129.45 |
Service-based RSUs | |
Number of Awards | |
Outstanding at beginning of year (in shares) | shares | 728,067 |
Granted (in shares) | shares | 203,575 |
Distributed (in shares) | shares | (260,633) |
Forfeited (in shares) | shares | (15,895) |
Outstanding at ending of year (in shares) | shares | 655,114 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at beginning of year (in usd per share) | $ / shares | $ 119.39 |
Granted (in usd per share) | $ / shares | 142.15 |
Distributed (in usd per share) | $ / shares | 124.25 |
Forfeited (in usd per share) | $ / shares | 144.67 |
Outstanding at ending of year (in usd per share) | $ / shares | $ 123.91 |
Performance-based RSUs | |
Number of Awards | |
Outstanding at beginning of year (in shares) | shares | 292,446 |
Granted (in shares) | shares | 114,602 |
Distributed (in shares) | shares | 0 |
Forfeited (in shares) | shares | (214,324) |
Outstanding at ending of year (in shares) | shares | 192,724 |
Weighted Average Grant-Date Fair Value Per Share | |
Outstanding at beginning of year (in usd per share) | $ / shares | $ 117.82 |
Granted (in usd per share) | $ / shares | 144.73 |
Distributed (in usd per share) | $ / shares | 0 |
Forfeited (in usd per share) | $ / shares | 104.82 |
Outstanding at ending of year (in usd per share) | $ / shares | $ 148.29 |
SHARE-BASED COMPENSATION - Ch_2
SHARE-BASED COMPENSATION - Changes in Outstanding SARs and Weighted Average Exercise Prices (Details) - SARs $ / shares in Units, $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) $ / shares shares | |
Number of SARs | |
Outstanding at beginning of year (in shares) | shares | 689,506 |
Granted (in shares) | shares | 37,436 |
Exercised (in shares) | shares | (4,289) |
Forfeited (in shares) | shares | (2,625) |
Outstanding at ending of year (in shares) | shares | 720,028 |
Weighted Average Exercise Price Per SAR | |
Outstanding at beginning of year (in usd per share) | $ / shares | $ 114.32 |
Granted (in usd per share) | $ / shares | 153.10 |
Exercised (in usd per share) | $ / shares | 52.09 |
Forfeited (in usd per share) | $ / shares | 153.10 |
Outstanding at year-end (in usd per share) | $ / shares | $ 116.56 |
Intrinsic value, outstanding | $ | $ 3 |
Outstanding, weighted average remaining contractual life | 5 years |
Exercisable (in shares) | shares | 540,034 |
Exercisable, weighted average value (in usd per share) | $ / shares | $ 104.13 |
Aggregate intrinsic value, exercisable | $ | $ 3 |
Outstanding, weighted average remaining contractual terms | 4 years |
SHARE-BASED COMPENSATION - Assu
SHARE-BASED COMPENSATION - Assumptions Used to Estimate Fair Value of Grants (Detail) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-Based Payment Arrangement [Abstract] | |||
Expected volatility | 40.47% | 42.86% | 48.35% |
Dividend yield | 1.87% | 1.53% | 1.48% |
Risk-free rate | 4.07% | 1.77% | 0.97% |
Expected term (in years) | 6 years 3 months | 6 years 3 months | 6 years 3 months |
VARIABLE INTEREST ENTITIES - Ad
VARIABLE INTEREST ENTITIES - Additional Information (Details) - USD ($) $ in Millions | 2 Months Ended | 12 Months Ended | ||
Feb. 27, 2024 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Variable Interest Entity [Line Items] | ||||
Voluntary repurchase of defaulted notes receivable | $ 123 | $ 94 | $ 99 | |
Voluntary repurchase of other non-defaulted notes receivable | 774 | 338 | $ 200 | |
Accounts receivable, including VIE, after allowance for credit loss | 385 | 292 | ||
Accrued liabilities | 343 | 369 | ||
Subsequent Event | Retail Space | ||||
Variable Interest Entity [Line Items] | ||||
Asset acquisition, consideration transferred | $ 48 | |||
Variable Interest Entity | ||||
Variable Interest Entity [Line Items] | ||||
Noncontrolling interest in variable interest entity | 0 | |||
Accounts receivable, including VIE, after allowance for credit loss | 15 | 13 | ||
Accrued liabilities | 4 | 5 | ||
Waikiki Hawaii | ||||
Variable Interest Entity [Line Items] | ||||
Purchase commitment obligation due, 2024 | 112 | |||
Purchase commitment obligation due, 2025 | 82 | |||
Purchase commitment obligation due, 2026 | 41 | |||
Waikiki Hawaii | Variable Interest Entity, Not Primary Beneficiary | ||||
Variable Interest Entity [Line Items] | ||||
Accounts receivable, including VIE, after allowance for credit loss | 2 | |||
Notes receivable (less than) | 1 | |||
Property, plant and equipment | 4 | |||
Accrued liabilities | 1 | |||
Maximum loss exposure, amount | 5 | |||
Vacation Ownership Notes Receivable Securitizations | ||||
Variable Interest Entity [Line Items] | ||||
Voluntary repurchase of defaulted notes receivable | 118 | $ 94 | ||
Vacation Ownership Notes Receivable Securitizations | Variable Interest Entity | ||||
Variable Interest Entity [Line Items] | ||||
Accounts receivable, including VIE, after allowance for credit loss | 14 | |||
Accrued liabilities | $ 3 |
VARIABLE INTEREST ENTITIES - Cl
VARIABLE INTEREST ENTITIES - Classifications of Consolidated VIE Assets and Liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Variable Interest Entity [Line Items] | ||
Vacation ownership notes receivable, net | $ 2,343 | $ 2,198 |
Interest receivable | 385 | 292 |
TOTAL ASSETS | 9,680 | 9,639 |
Interest payable | 343 | 369 |
Securitized debt | 2,096 | 1,938 |
TOTAL LIABILITIES | 7,298 | 7,141 |
Variable Interest Entity | ||
Variable Interest Entity [Line Items] | ||
Vacation ownership notes receivable, net | 1,912 | 1,792 |
Interest receivable | 15 | 13 |
Restricted cash | 79 | |
TOTAL ASSETS | 2,006 | |
Interest payable | 4 | 5 |
Securitized debt | 2,121 | 1,982 |
TOTAL LIABILITIES | 2,125 | |
Securitized debt | Variable Interest Entity | ||
Variable Interest Entity [Line Items] | ||
Securitized debt | 2,121 | |
Vacation Ownership Notes Receivable Securitizations | Variable Interest Entity | ||
Variable Interest Entity [Line Items] | ||
Vacation ownership notes receivable, net | 1,752 | |
Interest receivable | 14 | |
Restricted cash | 67 | |
TOTAL ASSETS | 1,833 | |
Interest payable | 3 | |
TOTAL LIABILITIES | 1,974 | |
Vacation Ownership Notes Receivable Securitizations | Securitized debt | Variable Interest Entity | ||
Variable Interest Entity [Line Items] | ||
Securitized debt | 1,971 | $ 1,799 |
Warehouse Credit Facility | Variable Interest Entity | ||
Variable Interest Entity [Line Items] | ||
Vacation ownership notes receivable, net | 160 | |
Interest receivable | 1 | |
Restricted cash | 12 | |
TOTAL ASSETS | 173 | |
Interest payable | 1 | |
TOTAL LIABILITIES | 151 | |
Warehouse Credit Facility | Securitized debt | Variable Interest Entity | ||
Variable Interest Entity [Line Items] | ||
Securitized debt | $ 150 |
VARIABLE INTEREST ENTITIES - In
VARIABLE INTEREST ENTITIES - Interest Income and Expense Recognized as a Result of Our Involvement with Variable Interest Entities (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Variable Interest Entity [Line Items] | |||
Interest income | $ 312 | $ 284 | $ 259 |
Administrative expenses | 273 | $ 249 | $ 227 |
Variable Interest Entity | |||
Variable Interest Entity [Line Items] | |||
Interest income | 276 | ||
Interest expense | 82 | ||
Amortization of debt issuance costs | 11 | ||
Administrative expenses | 1 | ||
Vacation Ownership Notes Receivable Securitizations | Variable Interest Entity | |||
Variable Interest Entity [Line Items] | |||
Interest income | 243 | ||
Interest expense | 68 | ||
Amortization of debt issuance costs | 9 | ||
Administrative expenses | 1 | ||
Warehouse Credit Facility | Variable Interest Entity | |||
Variable Interest Entity [Line Items] | |||
Interest income | 33 | ||
Interest expense | 14 | ||
Amortization of debt issuance costs | 2 | ||
Administrative expenses | $ 0 |
VARIABLE INTEREST ENTITIES - Ca
VARIABLE INTEREST ENTITIES - Cash Flows Between Company and Variable Interest Entities (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash Outflows | |||
Voluntary repurchases of defaulted vacation ownership notes receivable, net | $ (123) | $ (94) | $ (99) |
Vacation Ownership Notes Receivable Securitizations | |||
Cash Inflows | |||
Net proceeds from vacation ownership notes receivable securitizations | 841 | 627 | |
Principal receipts | 510 | 563 | |
Interest receipts | 240 | 234 | |
Reserve release | 49 | 154 | |
Total | 1,640 | 1,578 | |
Cash Outflows | |||
Principal payments | (508) | (556) | |
Voluntary repurchases of defaulted vacation ownership notes receivable, net | (118) | (94) | |
Voluntary clean-up call | (51) | (60) | |
Interest payments | (70) | (46) | |
Funding of restricted cash | (48) | (97) | |
Total | (795) | (853) | |
Net Cash Flows | 845 | 725 | |
Warehouse Credit Facility | |||
Cash Inflows | |||
Net proceeds from vacation ownership notes receivable securitizations | 642 | 397 | |
Principal receipts | 54 | 19 | |
Interest receipts | 31 | 10 | |
Reserve release | 11 | 1 | |
Total | 738 | 427 | |
Cash Outflows | |||
Principal payments | (39) | (8) | |
Voluntary repurchases of defaulted vacation ownership notes receivable, net | (5) | 0 | |
Repayment of Warehouse Credit Facility | (610) | (227) | |
Interest payments | (14) | (3) | |
Funding of restricted cash | (21) | (6) | |
Total | (689) | (244) | |
Net Cash Flows | $ 49 | $ 183 |
BUSINESS SEGMENTS - Additional
BUSINESS SEGMENTS - Additional Information (Details) | 12 Months Ended |
Dec. 31, 2023 segment source | |
Segment Reporting Disclosure [Line Items] | |
Number of reportable business segments | segment | 2 |
Vacation Ownership | |
Segment Reporting Disclosure [Line Items] | |
Number of primary sources | source | 4 |
BUSINESS SEGMENTS - Revenues (D
BUSINESS SEGMENTS - Revenues (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total Revenues | $ 4,727 | $ 4,656 | $ 3,890 |
Revenues excluding cost reimbursement | 3,166 | 3,289 | 2,762 |
United States | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Revenues excluding cost reimbursement | 2,722 | 2,886 | 2,499 |
All other countries | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Revenues excluding cost reimbursement | 444 | 403 | 263 |
Operating Segments | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total Revenues | 4,730 | 4,633 | 3,859 |
Operating Segments | Vacation Ownership | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total Revenues | 4,468 | 4,342 | 3,539 |
Operating Segments | Exchange & Third-Party Management | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total Revenues | 262 | 291 | 320 |
Consolidated Property Owners’ Associations | |||
Segment Reporting, Revenue Reconciling Item [Line Items] | |||
Total Revenues | $ (3) | $ 23 | $ 31 |
BUSINESS SEGMENTS - Reconciliat
BUSINESS SEGMENTS - Reconciliation of Adjusted EBITDA to Net Income or Loss (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting Information [Line Items] | |||
Corporate and other | $ (252) | $ (215) | $ (186) |
Interest expense, net | (145) | (118) | (164) |
Tax provision | (146) | (191) | (74) |
Depreciation and amortization | (135) | (132) | (146) |
Share-based compensation expense | (31) | (39) | (51) |
Certain items | (50) | (95) | (173) |
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS | 254 | 391 | 49 |
Vacation Ownership | |||
Segment Reporting Information [Line Items] | |||
Adjusted earnings before income taxes depreciation and amortization | 883 | 1,033 | 699 |
Exchange & Third-Party Management | |||
Segment Reporting Information [Line Items] | |||
Adjusted earnings before income taxes depreciation and amortization | $ 130 | $ 148 | $ 144 |
BUSINESS SEGMENTS - Depreciatio
BUSINESS SEGMENTS - Depreciation and Amortization (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | $ 135 | $ 132 | $ 146 |
Operating Segments | |||
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | 124 | 123 | 137 |
Operating Segments | Vacation Ownership | |||
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | 93 | 92 | 89 |
Operating Segments | Exchange & Third-Party Management | |||
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | 31 | 31 | 48 |
Corporate and Other | |||
Reconciliation of Depreciation by Segment [Line Items] | |||
Depreciation and amortization | $ 11 | $ 9 | $ 9 |
BUSINESS SEGMENTS - Assets (Det
BUSINESS SEGMENTS - Assets (Details) - USD ($) $ in Millions | Dec. 31, 2023 | Dec. 31, 2022 |
Segment Reporting Information [Line Items] | ||
Assets | $ 9,680 | $ 9,639 |
Fixed Assets | 1,260 | 1,139 |
United States | ||
Segment Reporting Information [Line Items] | ||
Fixed Assets | 1,103 | 969 |
All other countries | ||
Segment Reporting Information [Line Items] | ||
Fixed Assets | 157 | 170 |
Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Assets | 8,980 | 8,902 |
Operating Segments | Vacation Ownership | ||
Segment Reporting Information [Line Items] | ||
Assets | 8,167 | 8,037 |
Operating Segments | Exchange & Third-Party Management | ||
Segment Reporting Information [Line Items] | ||
Assets | 813 | 865 |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Assets | $ 700 | $ 737 |
BUSINESS SEGMENTS - Capital Exp
BUSINESS SEGMENTS - Capital Expenditures (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Segment Reporting, Other Significant Reconciling Item | |||
Capital Expenditures | $ 234 | $ 215 | $ 297 |
Operating Segments | |||
Segment Reporting, Other Significant Reconciling Item | |||
Capital Expenditures | 171 | 182 | 299 |
Operating Segments | Vacation Ownership | |||
Segment Reporting, Other Significant Reconciling Item | |||
Capital Expenditures | 171 | 182 | 296 |
Operating Segments | Exchange & Third-Party Management | |||
Segment Reporting, Other Significant Reconciling Item | |||
Capital Expenditures | 0 | 0 | 3 |
Corporate and Other | |||
Segment Reporting, Other Significant Reconciling Item | |||
Capital Expenditures | $ 63 | $ 33 | $ (2) |
IMPAIRMENT AND RESTRUCTURING -
IMPAIRMENT AND RESTRUCTURING - Schedule of Impairment (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |||
Lease | $ 16 | $ 0 | $ 0 |
Equity method investment | 8 | 0 | 3 |
Investment in management contract | 4 | 0 | 0 |
Hotel | 2 | 0 | 0 |
Property & equipment | 2 | 2 | 0 |
Impairment | $ 32 | $ 2 | $ 3 |
IMPAIRMENT AND RESTRUCTURING _2
IMPAIRMENT AND RESTRUCTURING - Narrative (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2023 USD ($) | |
Restructuring Cost and Reserve | |
Severance costs | $ 6 |
Employee Severance | |
Restructuring Cost and Reserve | |
Restructuring reserve | $ 5 |