PARSIPPANY, N.J., March 19, 2018 /PRNewswire/ -- Wyndham Worldwide
(NYSE: WYN) today announced it has publicly filed a Form 10
Registration Statement with the Securities and Exchange Commission
in connection with its planned spin-off of its Hotel Group segment.
The filing may be accessed at www.sec.gov under Wyndham Hotels
& Resorts, Inc. This filing contains important information
regarding the transaction. In addition to the public filing
of the Form 10, the Company has posted supplemental business and
financial information about each of the post-spin companies to its
investor website.
"Today's filing marks an important next step toward the
successful completion of the planned spin-off of Wyndham
Worldwide's hotel business," said Stephen
P. Holmes, Chairman and CEO, Wyndham
Worldwide. "Both our hotel business and our vacation
ownership and exchange business are well-positioned for long-term
success, and we believe that this separation will result in
continued growth and enhanced shareholder value. Each company
will have significant scale and a leadership position within its
industry, strong cash flows, and a rich portfolio of trusted
brands."
Wyndham Hotel Group will become a publicly traded hotel
franchising and hotel management company with a strong portfolio of
renowned brands and will be known as Wyndham Hotels & Resorts,
Inc. ("Wyndham Hotels"). Wyndham Vacation Ownership will be
joined with RCI to create the world's largest vacation ownership
and exchange company, which will be known as Wyndham Destinations,
Inc.
The spin-off of the hotel business 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 has received favorable rulings from
the Internal Revenue Service regarding certain U.S. federal income
tax consequences of the transaction. Wyndham Worldwide
expects the transaction to be tax-free to itself and its
shareholders. The separation will not require a shareholder
vote and is expected to be completed in the second quarter of
2018.
Wyndham Worldwide's previously announced additional strategic
transactions — its planned sale of its European vacation rentals
business and its planned acquisition of La Quinta Holdings Inc.'s
hotel franchising and hotel management businesses — are also
expected to close in the second quarter of 2018. The La
Quinta acquisition will be part of Wyndham Hotels following its
separation from Wyndham Worldwide.
ABOUT WYNDHAM WORLDWIDE
Wyndham Worldwide (NYSE:
WYN) is one of the largest global hospitality companies, providing
travelers with access to a collection of trusted hospitality brands
in hotels, vacation ownership, and unique accommodations including
vacation exchange and managed home rentals. With a collective
inventory of over 22,000 places to stay across 110 countries on six
continents, Wyndham Worldwide and its 39,000 associates
welcome people to experience travel the way they want. This is
enhanced by Wyndham Rewards®, the Company's award-winning guest
loyalty program across its businesses, which is making it simpler
for members to earn more rewards and redeem their points faster.
For more information, please
visit www.wyndhamworldwide.com.
FORWARD-LOOKING STATEMENTS
This press release contains
"forward-looking statements" within the meaning of Section 27A of
the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended. Forward-looking
statements are those that convey management's expectations as to
the future based on plans, estimates and projections at the time
Wyndham Worldwide makes the statements and may be identified by
words such as "will," "expect," believe," "plan," "anticipate,"
"intend," "goal," "future," "outlook," guidance," "target,"
"estimate" and similar words or expressions, including the negative
version of such words and expressions. Forward-looking statements
involve known and unknown risks, uncertainties and other factors,
which may cause the actual results, performance or achievements of
Wyndham Worldwide and its subsidiaries, Wyndham Hotels or Wyndham
Destinations, Inc. to be materially different from any future
results, performance or achievements expressed or implied by such
forward-looking statements. The forward-looking statements
contained in this press release include statements related to
Wyndham Worldwide's current views and expectations with respect to
the spin-off, the divestiture of its European vacation rental
business, the acquisition of La Quinta's hotel franchising and
management businesses and, in each case, related transactions, as
well as the post-spin companies' future operating, financial and
business performance.
You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date of this
press release. Factors that could cause actual results to differ
materially from those in the forward-looking statements include,
but are not limited to, general economic conditions; the
performance of the financial and credit markets; the economic
environment for the hospitality industry; the impact of war,
terrorist activity or political strife; operating risks associated
with the hotel, vacation exchange and rentals and vacation
ownership businesses; uncertainties that may delay or negatively
impact the planned spin-off of Wyndham Hotels, the acquisition of
La Quinta's hotel franchising and management businesses and the
divestiture of our European vacation rentals business or cause the
spin-off, the La Quinta acquisition or the divestiture of our
European vacation rentals business to be delayed or to not occur at
all; uncertainties related to Wyndham Worldwide's and Wyndham
Hotels' ability to realize the anticipated benefits of the
spin-off, the La Quinta acquisition or the divestiture of Wyndham
Worldwide's European vacation rentals business; uncertainties
related to Wyndham Worldwide's ability to successfully complete the
spin-off on a tax-free basis within the expected time frame or at
all; uncertainties related to Wyndham Worldwide's and Wyndham
Hotels' ability to obtain financing or the terms of such financing,
including in connection with the spin-off and the La Quinta
acquisition; unanticipated developments related to the impact of
the spin-off, the La Quinta acquisition, the divestiture of the
European vacation rentals business and related transactions on
Wyndham Worldwide's and Wyndham Hotels' relationships with their
respective customers, suppliers, employees and others with whom
they have relationships; unanticipated developments resulting from
possible disruption to the operations of Wyndham Worldwide and
Wyndham Hotels resulting from the proposed spin-off, the La Quinta
acquisition and the divestiture of the European vacation rentals
business; the potential negative effects of the spin-off, the La
Quinta acquisition, the divestiture of the European vacation
rentals business and related transactions on the credit ratings of
Wyndham Worldwide and Wyndham Hotels; uncertainties related to the
successful integration of Wyndham Worldwide's and Wyndham Hotels'
business with La Quinta's hotel franchising and management
businesses; uncertainties related to La Quinta's ability to
complete the spin-off of its owned real estate assets; the timing
and amount of future share repurchases and dividends; as well as
those risks described in Wyndham Worldwide's Annual Report on Form
10-K, filed with the SEC on February 20,
2018, and subsequently filed Current Reports on Form 8-K. We
undertake no obligation to release publicly any revisions to any
forward-looking statements, to report events or to report the
occurrence of unanticipated events.
View original content with
multimedia:http://www.prnewswire.com/news-releases/wyndham-worldwide-announces-filing-of-form-10-registration-statement-for-planned-spin-off-300615820.html
SOURCE Wyndham Worldwide