Trade Wynds: Wyndham Worldwide to diverge into two publicly traded hospitality companies

Parsippany, N.J./PRNewswire/ -- Wyndham Worldwide (NYSE: WYN) announced plans to spin off the company's hotel business resulting in two separate, publicly traded companies on August 2.

Highlights:

  • Wyndham Hotel Group, with headquarters in Parsippany, NJ, will become a new, publicly traded pure-play hotel company with a portfolio of renowned brands.
  • Wyndham Vacation Ownership, with headquarters in Orlando, Florida, will be the world's largest publicly traded timeshare company and will be joined with Wyndham Destination Network, home to RCI, the world's largest timeshare exchange company. It will also explore strategic alternatives for its European rental brands.

The two public companies intend to enter into long-term exclusive license agreements to retain their affiliation with one of the industry's top rated loyalty programs, Wyndham Rewards, as well as continued collaboration on key inventory sharing and customer cross-sell initiatives. The corporate names of the post-spin public companies have not yet been decided.

MANAGEMENT:
Stephen P Holmes

Stephen P. Holmes, Chairman and CEO, Wyndham Worldwide will serve as non-executive chairman of the board of directors for both companies.

Geoff Ballotti

Geoff Ballotti, Current CEO of Wyndham Hotel Group, will continue to lead the hotel company as president and CEO.

Michael Brown, Current CEO of Wyndham Vacation Ownership, will continue to lead the timeshare company as president and CEO.

  • Gail Mandel, CEO of Wyndham Destination Network, will continue to lead that business through this transition.
  • Tom Conforti, chief financial officer of Wyndham Worldwide, will move into an advisory role, working with the company through the transaction.
  • David Wyshner will assume the role of Wyndham Worldwide CFO and will become CFO of the hotel company upon spin.
  • Michael Hug will serve as CFO of the timeshare company.
ADVISORS:

Deutsche Bank Securities Inc. and Goldman, Sachs & Co. are acting as financial advisors to the company, and Kirkland & Ellis LLP is acting as legal advisor.

HOTEL COMPANY:

Wyndham Hotel Group boasts a global portfolio of 18 brands and over 8,100 hotels with approximately 705,700 rooms in over 80 countries and 2016 revenues of $1.3 billion.

The pure-play, publicly traded hotel company is expected to have:

  • A strong and resilient, fee-for-service, global franchise model
  • High margins
  • Significant free cash flow
  • A growing pipeline of 150,800 rooms
  • A proven and experienced management team
VACATION OWNERSHIP COMPANY:

With over $2 billion in gross timeshare sales in 2016, Wyndham Vacation Ownership develops and operates a portfolio of over 220 resorts throughout the United States, Canada, Mexico, the Caribbean, South America and the South Pacific, managing vacation ownership sales, marketing, consumer financing operations and property management.

The post-spin, publicly traded timeshare company is expected to have:

  • Unprecedented scale as the largest timeshare company in the world with a strong sales and marketing platform
  • The largest timeshare exchange network
  • Significant free cash flow
  • A diversified timeshare business model
  • A proven and experienced management team
ADDITIONAL TRANSACTION DETAILS:

Wyndham Worldwide will disclose more details of the proposed separation upon the filing of a Form 10 registration statement with the SEC, including financial and other details. The separation is subject to final approval by Wyndham Worldwide's board of directors, execution of intercompany agreements, arrangement of financing facilities, the effectiveness of the registration statement, and other customary conditions. The company intends to seek a ruling from the Internal Revenue Service with respect to certain aspects of the transaction. The separation will not require a shareholder vote. Wyndham Worldwide expects to complete the separation in the first half of 2018 but there can be no assurance regarding the timing of the separation or that the separation will ultimately occur.

To read the full release, click here.

Images courtesy: Wyndham Worldwide