Market Overview

Hilton Grand Vacations Reports Second-Quarter 2018 Results; Raises Guidance

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Hilton
Grand Vacations Inc.
(NYSE:HGV) ("HGV" or "the Company")
today reports its second-quarter results. Highlights include:

This press release features multimedia. View the full release here:
https://www.businesswire.com/news/home/20180801006036/en/

Hilton Grand Vacations Inc. today reports its second-quarter 2018 results. (Graphic: Business Wire)

Hilton Grand Vacations Inc. today reports its second-quarter 2018 results. (Graphic: Business Wire)

  • Diluted EPS was $1.10 and net income was $107 million for the second
    quarter.
  • Adjusted EBITDA was $175 million for the second quarter.
  • Contract sales for the second quarter increased 10.5 percent from the
    same period in 2017.
  • Net Owner Growth (NOG) for the 12 months ending June 30, 2018, was 7.2
    percent.
  • Acquired the Quin in New York City for $176 million with plans to
    convert existing hotel rooms into 212 timeshare units.
  • Announced it made a $41 million deposit to purchase 87 of the 375
    hotel rooms within the Hilton Los Cabos Beach and Golf Resort in Los
    Cabos, Mexico.
  • Opened The Residences by Hilton Club in New York City and began sales
    at Ocean Enclave in Myrtle Beach, South Carolina.
  • Adoption of ASC 606 increased second-quarter reported revenues and
    operating expenses compared to the previous accounting guidance. Under
    the previous accounting guidance, second quarter revenue, net income
    and adjusted EBITDA increased 8.9 percent, 27.5 percent and 12.3
    percent respectively.

Overview

For the three months ended June 30, 2018, diluted EPS was $1.10 compared
to $0.51 for the three months ended June 30, 2017. Net income was
$107 million for the three months ended June 30, 2018, compared to
$51 million for the three months ended June 30, 2017, and adjusted
EBITDA was $175 million for the three months ended June 30, 2018,
compared to $106 million for the three months ended June 30, 2017.

Total revenues for the three months ended June 30, 2018, were $563
million, compared to $439 million for the three months ended June 30,
2017.

Adoption of ASC 606 increased revenue for the three months ended June
30, 2018, by $85 million compared to the previous accounting guidance.
The comparable increase was $42 million to net income, $0.44 per diluted
share to EPS and $56 million to adjusted EBITDA.

"The solid execution of our teams in the U.S. and Japan has delivered
consecutive quarters of strong operating performance, including contract
sales, Net Owner Growth and strategic deployment of capital," says Mark
Wang, president and CEO, Hilton Grand Vacations. "As a result, we are
raising guidance based on the momentum we're experiencing across the
company and from sales of our new Ocean Tower project, which
demonstrates how the investments we're making position us well to
accelerate continued growth."

Segment Highlights Second Quarter

Real Estate Sales and Financing

Real Estate Sales and Financing segment revenue was $435 million in the
second quarter of 2018, an increase of 34.7 percent, compared to the
same period in 2017. Real Estate Sales and Financing segment adjusted
EBITDA was $163 million in the second quarter of 2018, compared to
$99 million in the same period in 2017. Real Estate Sales and Financing
segment adjusted EBITDA margin as a percentage of Real Estate Sales and
Financing segment revenues was 37.5 percent in the second quarter of
2018, compared to 30.7 percent for the same period in 2017.

Contract sales were $357 million in the second quarter of 2018, an
increase of 10.5 percent compared to the same period in 2017.
Fee-for-service contract sales represented 54.1 percent of total
contract sales in the second quarter of 2018, compared to 51.4 percent
in the same period in 2017. Tours increased 8.2 percent to 94,269 in the
second quarter of 2018, compared to the same period in 2017. Volume Per
Guest (VPG) for the second quarter of 2018 was $3,597, an increase of
2.7 percent compared to the same period in 2017.

Under the guidelines of ASC 606, sales of Vacation Ownership Intervals
(VOIs) and all related direct expenses for projects under construction
are deferred until construction is fully complete. In the second quarter
of 2018, HGV completed construction at The Residences in New York City,
and the property received its certificate of occupancy. As such, during
the quarter, the Company recognized deferred revenues and expenses
related to sales at The Residences that were made prior to May 2018,
including sales that occurred prior to 2018 that had been recognized on
a percentage of completion basis under the previous accounting guidance.
As part of the adoption of ASC 606, those recognitions had been reversed
at the beginning of 2018.

During the quarter, HGV also continued to defer recognition of revenues
and direct expenses related to sales at its Ocean Tower property in
Waikoloa, Hawaii, which remains under construction. The company expects
to recognize these revenues and expenses in the fourth quarter of 2018.

Under ASC 606, HGV's second quarter 2018 real estate margin reflects the
net recognition of $87 million in sales of VOI revenue, $20 million of
cost of VOI sales and $11 million of sales and marketing expense, net
compared to the previous accounting guidance.

Additionally, second quarter of 2017 real estate results were positively
impacted by a non-recurring benefit from forfeiture revenue realized on
marketing packages, which reduced sales and marketing expenses by $10
million.

Financing revenues were $39 million in the second quarter of 2018, an
increase of 8.3 percent compared to the same period in 2017.

The weighted average FICO score of new loans made to U.S. and Canadian
borrowers at the time of origination was 749 for the six months ended
June 30, 2018, compared to 745 for the six months ended June 30, 2017.
For the six months ended June 30, 2018, 65.1 percent of HGV's sales were
to customers who financed part of their purchase.

As of June 30, 2018, gross timeshare financing receivables were $1.2
billion with a weighted average interest rate of 12.2 percent and a
weighted average remaining term of 7.7 years. As of June 30, 2018,
2.2 percent of HGV's financing receivables were more than 30 days past
due and not in default.

Resort Operations and Club Management

Resort Operations and Club Management segment revenue was $98 million in
the second quarter of 2018, an increase of 6.5 percent compared to the
same period in 2017. Resort Operations and Club Management segment
adjusted EBITDA was $58 million in the second quarter of 2018, compared
to $52 million in the same period in 2017. Resort Operations and Club
Management segment adjusted EBITDA margin as a percentage of Resort
Operations and Club Management segment revenues was 59.2 percent in the
second quarter of 2018, compared to 56.5 percent for the same period in
2017.

Inventory

The estimated contract sales value of HGV's pipeline of available
inventory is approximately $7.8 billion at current pricing or
approximately 5.8 years of sales at the current trailing 12-month sales
pace. The estimated contract sales value of HGV's pipeline of available
owned inventory is approximately $5.1 billion or approximately 3.8 years
of sales. The estimated contract sales value of HGV's pipeline of
available fee-for-service inventory is approximately $2.7 billion or
approximately 2 years of sales.

Of the current pipeline of available inventory, 42 percent is considered
just-in-time and 35 percent is considered fee-for-service. As such, the
Company considers 77 percent of its pipeline of available inventory to
be capital efficient.

Balance Sheet and Liquidity

As of June 30, 2018, HGV had $637 million of corporate debt outstanding
with a weighted average interest rate of 5.2 percent and $604 million of
non-recourse debt outstanding with a weighted average interest rate of
2.7 percent.

Total cash and cash equivalents was $203 million as of June 30, 2018,
including $72 million of restricted cash.

Free cash flow, which the Company defines as cash from operating
activities, less non-inventory capital spending, was ($163) million for
the six months ending June 30, 2018, compared to $156 million for the
six months ending June 30, 2017. Adjusted free cash flow, which the
Company defines as free cash flow less non-recourse debt activity, net
was ($143) million for the six months ending June 30, 2018, compared to
$111 million for the six months ending June 30, 2017.

Outlook

Full-Year 2018

  • 2018 guidance reflects the modified retrospective adoption of ASC
    606 and may not be comparable to prior year presentations.
  • Net income is projected to be between $285 million and $300 million.
  • EPS is projected to be between $2.91 and $3.06.
  • Adjusted EBITDA is projected to be between $489 million and
    $504 million, which includes $67 million of net deferral impact
    related to a project under construction in 2017, due to the adoption
    of ASC 606.
  • Full-year contract sales are expected to increase between 9 and 11
    percent.
  • Fee-for-service contract sales are expected to be between 50 and
    55 percent of full-year contract sales.
  • Free cash flow is projected to be between ($240) million and
    ($280) million.
  • Adjusted free cash flow is projected to be between ($20) million and
    ($80) million.(1)
  • Inventory spending, which is included in cash flow from operating
    activities, is projected to be between $510 million and $530 million.
    In addition to ongoing and previously announced projects and
    initiatives, this amount includes approximately $140 million of
    anticipated spending on new projects during 2018 that have not yet
    been announced.
       

(1)

Adjusted free cash flow represents free cash flow less non-recourse
debt activity, net.
 

Transactions and Subsequent Events

During the second quarter, HGV acquired the Quin, a 208-room hotel
located in New York City for $176 million. It plans to convert the
existing rooms into 212 studios and one- and two-bedroom timeshare
units. The property will remain open during renovations and, pending
registration, sales are anticipated to begin in the fourth quarter of
2019. The Quin is the latest addition to HGV's New York City portfolio
of urban timeshare properties, which also includes The Residences by
Hilton Club, The Hilton Club – New York and West 57th Street by Hilton
Club.

HGV has made a $41 million deposit to purchase 87 of the 375 hotel rooms
within the Hilton Los Cabos Beach and Golf Resort in Los Cabos, Mexico.
It plans to convert the 87 rooms into 74 timeshare units. The total
project investment is expected to be approximately $50 million,
including the deposit, renovations and start-up costs. Pending
completion of the condominiumization of the entire resort, HGV expects
to obtain title and begin renovations to its 87 units in mid-2019, with
sales expected to commence by the end of 2019. The AAA Four-Diamond
oceanfront resort is situated on 11.3 acres along the San Jose-San
Lucas corridor at the tip of the Baja California peninsula and offers
access to one of the area's only swimmer-friendly beaches.

Conference Call

Hilton Grand Vacations will host a conference call on Aug. 2, 2018, at
11 a.m. (EDT) to discuss second-quarter results. Participants may listen
to the live webcast by logging onto the Hilton Grand Vacations' Investor
Relations website at http://investors.hgv.com/events-and-presentations.
A replay and transcript of the webcast will be available on HGV's
Investor Relations website within 24 hours after the live event.

Alternatively, participants may listen to the live call by dialing
1-888-312-3049 in the U.S. or +1-323-794-2112 internationally. Please
use conference ID# 2656130. Participants are encouraged to dial into the
call or link to the webcast at least 20 minutes prior to the scheduled
start time. A telephone replay will be available for seven days
following the call. To access the telephone replay, dial 1-888-203-1112
or +1-719-457-0820 internationally and use conference ID# 2656130.

New Accounting Standards and Adjusted Results

HGV adopted Accounting Standards Update 2014-09, Revenue from
Contracts with Customers
("ASC 606"), on Jan. 1, 2018, under the
modified retrospective method of adoption. The following are some of the
significant changes to the Company's consolidated financial statements:

  • Revenue and direct expense related to sales of VOIs under construction
    will be recognized when construction is completed, as opposed to
    recognizing revenue and related expenses under a percentage of
    completion method;
  • Revenue on prepaid discounted vacation packages will be recognized
    proportionately as packages are redeemed, as opposed to when the
    likelihood of redemption is considered remote; and
  • Revenue and expense related to certain sales incentives where HGV acts
    as the agent will be recognized on a net basis, as opposed to
    recognized on a gross basis.

The following tables show the estimated impacts that the ASC 606
adjustments would have had to HGV's quarterly and annual 2017 operating
results, EBITDA and adjusted EBITDA, if HGV had adopted ASC 606
utilizing the full retrospective method of adoption.

 

T-1

 
2017 Results Prior to ASC 606
First     Second     Third   Fourth  

 

($ in millions, except per share data)

Quarter Quarter Quarter Quarter

Full Year

Total revenues $ 399 $ 439 $ 426 $ 447 $ 1,711
Total operating expenses 316 348 350 360 1,374
Net income 50 51 43 183 327
Earnings per share:
Basic $ 0.51 $ 0.51 $ 0.43 $ 1.85 $ 3.30
Diluted $ 0.51 $ 0.51 $ 0.43 $ 1.83 $ 3.28
 
Net income $ 50 $ 51 $ 43 $ 183 $ 327
Interest expense 7 7 7 6 27
Income tax expense (benefit) 26 33 28 (103 ) (16 )
Depreciation and amortization 7 7 7 8 29

Interest expense, depreciation and amortization included in equity
in earnings from unconsolidated entities

      2   1   3
EBITDA 90 98 87 95 370
Other (gain) loss, net (1 ) 1
Share-based compensation expense 3 5 5 2 15
Other adjustment items (1)   1   3   3   3   10
Adjusted EBITDA $ 94 $ 106 $ 94 $ 101 $ 395
 

(1)

  For the year ended Dec. 31, 2017, amount includes $8 million of
costs associated with the spin-off transaction.
 
 

T-2

 
2017 Results Adjusted for ASC 606 Adoption
First     Second     Third   Fourth   Full

(in millions, except per share data)

Quarter Quarter Quarter Quarter Year
Total revenues $ 387 $ 414 $ 411 $ 424 $ 1,636
Total operating expenses 307 340 342 344 1,333
Net income 47 41 39 166 293
Earnings per share:
Basic $ 0.48 $ 0.41 $ 0.39 $ 1.67 $ 2.95
Diluted $ 0.48 $ 0.41 $ 0.39 $ 1.66 $ 2.94
 
Net income $ 47 $ 41 $ 39 $ 166 $ 293
Interest expense 7 7 7 6 27
Income tax expense (benefit) 26 26 25 (92 ) (15 )
Depreciation and amortization 7 7 7 6 27

Interest expense, depreciation and amortization included in equity
in earnings from unconsolidated affiliates

    2   1   3
EBITDA 87 81 80 87 335
Other (gain) loss, net (1 ) 1
Share-based compensation expense 3 5 5 2 15
Other adjustment items (1)   1   3   3   5   12
Adjusted EBITDA $ 91 $ 89 $ 87 $ 95 $ 362
 

(1)

  For the year ended Dec. 31, 2017, amount includes $8 million of
costs associated with the spin-off transaction.
 

The following table includes revenue and expenses expected to be
recognized in the future related to sales of VOIs under construction as
of June 30, 2018:

     

T-3

 
Expected Recognition Period
Remaining  
Performance

($ in millions)

Obligation Q3 2018 Q4 2018
Deferred revenues
Sales of VOI's under construction $ 109 $ $ 109
Deferred expenses
Cost of VOI sales 37 37
Sales, marketing, general and administrative expenses 15 15
 

The following tables provide supplemental information of sales of VOIs
for project(s) under construction for six months ended June 30, 2018,
and for the year ended Dec. 31, 2017, under the guidance of ASC 605, Revenue
Recognition
("ASC 605") and ASC 978-605, Real Estate –
Time-Sharing Activities, Revenue Recognition
, which is also referred
to herein as the "previous accounting guidance."

 

T-4

 
2018

 

  Second   Third     Fourth    

($ in millions)

First Quarter

Quarter Quarter Quarter Full Year
Sales of VOIs $ 59 $ (87 ) $ $ $ (28 )
Cost of VOI sales (18 ) 20 2
Sales, marketing, general and administrative

expense

(8 ) 11 3
 

During the first quarter of 2018, the Company deferred revenue and
related direct expenses from the sales of VOIs for two projects under
construction until construction is completed. During the second quarter
of 2018, the Company recognized revenue and related direct expenses for
a completed project, partially offset by the deferred revenue and
related direct expenses from the sales of VOIs for one project under
construction.

 

T-5

 
2017

 

  Second   Third   Fourth  

($ in millions)

First Quarter

Quarter Quarter Quarter Full Year
Sales of VOIs $ 9 $ 13 $ 11 $ 17 $ 50
Cost of VOI sales (5 ) (3 ) (3 ) (5 ) (16 )
Sales, marketing, general and administrative

expense

(1 ) (2 ) (2 ) (2 ) (7 )
 

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. These
forward-looking statements are based on our management's beliefs,
expectations and assumptions and information currently available to our
management, and are subject to risks and uncertainties. Actual results
could differ materially because of factors such as: inherent business,
financial and operating risks of the timeshare industry; adverse
economic or market conditions that may affect the purchasing and
vacationing decisions of consumers or otherwise harm our business;
intense competition in the timeshare industry, which could lead to lower
revenue or operating margins; the termination of material
fee-for-service agreements with third parties; the ability of the
Company to manage risks associated with our international activities,
including complying with laws and regulations affecting our
international operations; exposure to increased economic and operational
uncertainties from expanding global operations, including the effects of
foreign currency exchange; potential liability under anti-corruption and
other laws resulting from our global operations; changes in tax rates
and exposure to additional tax liabilities; the impact of future changes
in legislation, regulations or accounting pronouncements; acquisitions,
joint ventures, and strategic alliances that may not result in expected
benefits and that may have an adverse effect on our business; our
dependence on development activities to secure inventory; cyber-attacks
and security vulnerabilities that could lead to reduced revenue,
increased costs, liability claims, or harm to our reputation or
competitive position; disclosure of personal data that could cause
liability and harm to our reputation; abuse of our advertising or social
platforms that may harm our reputation or user engagement; outages, data
losses, and disruptions of our online services; claims against us that
may result in adverse outcomes in legal disputes; risks associated with
our debt agreements and instruments, including variable interest rates,
operating and financial restrictions, and our ability to service our
indebtedness; the continued service and availability of key executives
and employees; and catastrophic events or geopolitical conditions that
may disrupt our business. Forward-looking statements include all
statements that are not historical facts and can be identified by the
use of forward-looking terminology such as the words "outlook,"
"believes," "expects," "potential," "continues," "may," "will,"
"should," "could," "seeks," "approximately," "projects," "predicts,"
"intends," "plans," "estimates," "anticipates" or the negative version
of these words or other comparable words.

You should not put undue reliance on any forward-looking statements in
this press release. The risk factors discussed in our filings with the
Securities and Exchange Commission, including "Part I—Item 1A. Risk
Factors" of our Annual Report on Form 10-K for the year ended Dec. 31,
2017, "Part II-Item 1A. Risk Factors" of our Quarterly Report on Form
10-Q for the quarter ended June 30, 2018, and those described from time
to time in our future reports could cause our results to differ
materially from those expressed in forward-looking statements. There may
be other risks and uncertainties that we are unable to predict at this
time or that we currently do not expect to have a material adverse
effect on our business. We undertake no obligation to publicly update or
review any forward-looking statement or information to conform to actual
results, whether as a result of new information, future developments,
changes in the Company's expectations, or otherwise, except as required
by law.

Non-GAAP Financial Measures

The Company refers to certain non-GAAP financial measures in this press
release, including EBITDA, adjusted EBITDA, adjusted EBITDA margins,
free cash flow and adjusted free cash flow. Please see the schedules in
this press release and "Definitions" for additional information and
reconciliations of such non-GAAP financial measures.

About Hilton Grand Vacations Inc.

Hilton Grand Vacations Inc. (NYSE:HGV) is recognized as a leading global
timeshare company. With headquarters in Orlando, Fla., Hilton Grand
Vacations develops, markets and operates a system of brand-name,
high-quality vacation ownership resorts in select vacation destinations.
The Company also manages and operates two innovative club membership
programs: Hilton Grand Vacations Club® and The Hilton Club®,
providing exclusive exchange, leisure travel and reservation services
for more than 295,000 Club Members. For more information, visit www.hgv.com
and www.hiltongrandvacations.com.

   
HILTON GRAND VACATIONS INC.
 
TABLE OF CONTENTS
 
CONDENSED CONSOLIDATED BALANCE SHEETS T-6
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS T-7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS T-8
FREE CASH FLOWS RECONCILIATION T-9
SEGMENT REVENUE RECONCILIATION T-10
SEGMENT EBITDA TO NET INCOME T-11
REAL ESTATE SALES MARGIN DETAIL SCHEDULE T-12
FINANCING MARGIN DETAIL SCHEDULE T-13
RESORT AND CLUB MARGIN DETAIL SCHEDULE T-14
RENTAL AND ANCILLARY MARGIN DETAIL SCHEDULE T-15
REAL ESTATE SALES AND FINANCING SEGMENT ADJUSTED EBITDA T-16
RESORT AND CLUB MANAGEMENT SEGMENT ADJUSTED EBITDA T-17
EFFECTS OF NEW ACCOUNTING STANDARD
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS – THREE MONTHS ENDED
JUNE 30, 2018
T-18
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS – SIX MONTHS ENDED
JUNE 30, 2018
T-19
SEGMENT EBITDA TO NET INCOME – THREE MONTHS ENDED JUNE 30, 2018 T-20
SEGMENT EBITDA TO NET INCOME – SIX MONTHS ENDED JUNE 30, 2018 T-21
REAL ESTATE MARGIN – THREE MONTHS ENDED JUNE 30, 2018 T-22
REAL ESTATE MARGIN – SIX MONTHS ENDED JUNE 30, 2018 T-23
FORWARD-YEAR ADJUSTED EBITDA RECONCILIATION T-24
SUPPLEMENTAL INFORMATION – REAL ESTATE MARGIN T-25
     
T-6
HILTON GRAND VACATIONS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in millions, except share data)
 
June 30, December 31,
2018 2017
(unaudited)
ASSETS
Cash and cash equivalents $ 131 $ 246
Restricted cash 72 51
Accounts receivable, net 138 112
Timeshare financing receivables, net 1,089 1,071
Inventory 544 509
Property and equipment, net 411 238
Investment in unconsolidated affiliate 33 41
Intangible assets, net 73 72
Other assets   117   44
TOTAL ASSETS $ 2,608 $ 2,384
LIABILITIES AND EQUITY
Liabilities:
Accounts payable, accrued expenses and other $ 299 $ 339
Advanced deposits 95 104
Debt, net 637 482
Non-recourse debt, net 604 583
Deferred revenues 226 109
Deferred income tax liabilities   230   249
Total liabilities 2,091 1,866
Commitments and Contingencies
Equity:

Preferred stock, $0.01 par value; 300,000,000 authorized shares,
none issued or outstanding as of June 30, 2018 and December 31,
2017

Common stock, $0.01 par value; 3,000,000,000 authorized shares,
96,897,051 issued and outstanding as of June 30, 2018 and
99,136,304 issued and outstanding as of December 31, 2017

1 1
Additional paid-in capital 170 162
Accumulated retained earnings   346   355
Total equity   517   518
TOTAL LIABILITIES AND EQUITY $ 2,608 $ 2,384
 
   
T-7
HILTON GRAND VACATIONS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(in millions, except per share amounts)
 
Three Months Ended Six Months Ended
June 30, June 30,
2018   2017 2018   2017
Revenues
Sales of VOIs, net $ 250 $ 143 $ 328 $ 261
Sales, marketing, brand and other fees 146 144 271 274
Financing 39 36 77 71
Resort and club management 37 35 76 71
Rental and ancillary services 53 47 104 93
Cost reimbursements   38   34   74   68
Total revenues   563   439   930   838
Expenses
Cost of VOI sales 61 34 80 67
Sales and marketing 193 169 354 321
Financing 12 11 23 21
Resort and club management 11 10 22 20
Rental and ancillary services 30 31 58 58
General and administrative 30 29 53 52
Depreciation and amortization 8 7 16 14
License fee expense 25 23 48 43
Cost reimbursements   38   34   74   68
Total operating expenses 408 348 728 664
Interest expense (8 ) (7 ) (15 ) (14 )
Equity in losses from unconsolidated affiliates (2 ) (1 )
Other gain, net   1      
Income before income taxes 146 84 186 160
Income tax expense   (39 )   (33 )   (49 )   (59 )
Net income $ 107 $ 51 $ 137 $ 101
Earnings per share:
Basic $ 1.10 $ 0.51 $ 1.40 $ 1.02
Diluted $ 1.10 $ 0.51 $ 1.39 $ 1.02
 
   
T-8
HILTON GRAND VACATIONS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(in millions)
 
Three Months Ended Six Months Ended
June 30, June 30,
2018   2017 2018   2017
Operating Activities
Net income $ 107 $ 51 $ 137 $ 101
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization 8 7 16 14
Amortization of deferred financing costs and other 2 2 3 3
Provision for loan losses 18 16 30 27
Share-based compensation 5 5 8 8
Deferred income (benefits) taxes 2 (5 ) (6 ) 1
Other gain, net (1 )
Equity in losses from unconsolidated affiliates 2 1

Distributions received from unconsolidated affiliates

1 2
Net changes in assets and liabilities:
Accounts receivable, net (21 ) (8 ) (26 )
Timeshare financing receivables, net (33 ) (31 ) (48 ) (35 )
Inventory 30 16 11 22
Purchase of operating property for future conversion to inventory (176 ) (176 )
Other assets (7 ) 10 (58 ) (19 )
Accounts payable, accrued expenses and other (42 ) 36
Advanced deposits 3 (7 ) 8 (3 )
Deferred revenues (101 ) (14 ) 4 22
Other   2     2  
Net cash (used in) provided by operating activities   (159 )   42   (134 )   177
Investing Activities
Capital expenditures for property and equipment (6 ) (7 ) (20 ) (15 )
Software capitalization costs (5 ) (4 ) (9 ) (6 )
Return of investment from unconsolidated affiliates 2 11
Investment in unconsolidated affiliates       (5 )  
Net cash used in investing activities   (9 )   (11 )   (23 )   (21 )
Financing Activities
Issuance of debt 160 160
Issuance of non-recourse debt 100 100 350
Repurchase and retirement of common stock (112 )
Repayment of non-recourse debt (41 ) (51 ) (80 ) (395 )
Repayment of debt (2 ) (2 ) (5 ) (5 )
Debt issuance costs (2 ) (5 )
Proceeds from stock options exercises 1 1
Payment of withholding taxes on vesting of restricted stock units (1 )
Capital contribution       3  
Net cash provided by (used in) financing activities   217   (52 )   63   (54 )
Net (decrease) increase in cash, cash equivalents and restricted
cash
49 (21 ) (94 ) 102
Cash, cash equivalents and restricted cash, beginning of period   154   274   297   151
Cash, cash equivalents and restricted cash, end of period $ 203 $ 253 $ 203 $ 253
 
Supplemental disclosure of non-cash operating activities:
Cumulative effect of adoption of new accounting standards $ $ $ 38 $
 
   
T-9
HILTON GRAND VACATIONS INC.
FREE CASH FLOWS RECONCILIATION
(in millions)
 
Three Months Ended Six Months Ended
June 30, June 30,
2018   2017 2018   2017
Cash Flow (used in) provided by operations $ (159 ) $ 42 $ (134 ) $ 177
Capital expenditures for property and equipment (6 ) (7 ) (20 ) (15 )
Software capitalization costs   (5 )   (4 )   (9 )   (6 )
Free Cash Flow (170 ) 31 (163 ) 156
Non-recourse debt activity, net   59   (51 )   20   (45 )
Adjusted Free Cash Flow (1) $ (111 ) $ (20 ) $ (143 ) $ 111
 
(1)   Adjusted free cash flow represents free cash flow less non-recourse
debt activity, net
 
   
T-10
HILTON GRAND VACATIONS INC.
SEGMENT REVENUE RECONCILIATION
(in millions)
 
Three Months Ended Six Months Ended
June 30, June 30,
2018   2017 2018   2017
Revenues:
Real estate sales and financing $ 435 $ 323 $ 676 $ 606
Resort operations and club management   98   92   196   180
Segment revenues 533 415 872 786
Cost reimbursements 38 34 74 68
Intersegment eliminations   (8 )   (10 )   (16 )   (16 )
Total revenues $ 563 $ 439 $ 930 $ 838
 
   
T-11
HILTON GRAND VACATIONS INC.
SEGMENT EBITDA TO NET INCOME
(in millions)
 
Three Months Ended June 30, Six Months Ended June 30,
2018   2017 2018   2017
Net Income $ 107 $ 51 $ 137 $ 101
Interest expense 8 7 15 14
Income tax expense 39 33 49 59
Depreciation and amortization 8 7 16 14

Interest expense, depreciation and amortization included in equity
in losses from unconsolidated affiliates

  1     2  
EBITDA 163 98 219 188
Other gain, net (1 )
Share-based compensation expense 5 5 8 8
Other adjustment items (1)   8   3   10   4
Adjusted EBITDA $ 175 $ 106 $ 237 $ 200
 
Adjusted EBITDA:
Real estate sales and financing (2) $ 163 $ 99 $ 207 $ 182
Resort operations and club management (2)   58   52   117   103
Segment Adjusted EBITDA 221 151 324 285
Adjustments:
Adjusted EBITDA from unconsolidated affiliates (1 ) 1
License fee expense (25 ) (23 ) (48 ) (43 )
General and administrative (3)   (20 )   (22 )   (40 )   (42 )
Adjusted EBITDA $ 175 $ 106 $ 237 $ 200
Adjusted EBITDA margin % 31.1 % 24.1 % 25.5 % 23.9 %
EBITDA margin % 29.0 % 22.3 % 23.5 % 22.4 %
 
(1)   Includes costs associated with the spin-off transaction of $5
million and $2 million for the three months ended June 30, 2018 and
2017, respectively, and $7 million and $3 million for the six months
ended June 30, 2018 and 2017, respectively.
(2) Includes intersegment eliminations and other adjustments.
(3) Excludes share-based compensation and other adjustment items.
 
 
T-12
HILTON GRAND VACATIONS INC.
REAL ESTATE SALES MARGIN DETAIL SCHEDULE
(in millions, except Tour Flow and VPG)
 
  Three Months Ended June 30,   Six Months Ended June 30,
2018   2017 2018   2017
Contract sales $ 357 $ 323 $ 686 $ 610
Tour flow 94,269 87,114 171,969 159,519
VPG $ 3,597 $ 3,503 $ 3,778 $ 3,609
Owned contract sales mix 45.9 % 48.6 % 47.1 % 44.4 %
Fee-for-service contract sales mix 54.1 % 51.4 % 52.9 % 55.6 %
Sales of VOIs, net $ 250 $ 143 $ 328 $ 261
Adjustments:
Fee-for-service sales (1) 193 166 363 339
Loan loss provision 18 15 30 26
Reportability and other:
Deferrals of Sales of VOIs under construction (91 ) (25 ) 1
Fee-for-service sale upgrades (11 ) (10 ) (19 ) (26 )
Other (2)   (2 )   9   9   9
Contract sales $ 357 $ 323 $ 686 $ 610
Sales of VOIs, net $ 250 $ 143 $ 328 $ 261
Sales, marketing, brand and other fees 146 144 271 274
Less:
Marketing revenue and other fees   33   43   60   75
Sales revenue 363 244 539 460
Less:
Cost of VOI sales 61 34 80 67
Sales and marketing expense, net (3)   152   120   278   231
Real estate margin $ 150 $ 90 $ 181 $ 162
Real estate margin percentage 41.3 % 36.9 % 33.6 % 35.2 %
 
(1)   Represents contract sales from fee-for-service properties on which
the Company earns commissions and brand fees.
(2) Includes adjustments for revenue recognition, including amounts in
rescission and sales incentives.
(3)

Includes revenue recognized through our marketing programs for
existing owners and prospective first-time buyers. In Dec. 2017,
HGV revised its definition of Sales and marketing expense, net
to include revenues associated with sales incentives, title
service and document compliance revenue to better align with how
the Company evaluates the results of its real estate operations.
This adjustment was retrospectively applied to prior period(s) to
conform with the current presentation. See Supplemental
Information Real Estate Margin
on page 21 for additional
information.

 
 
T-13
HILTON GRAND VACATIONS INC.
FINANCING MARGIN DETAIL SCHEDULE
(in millions)
 
  Three Months Ended June 30,   Six Months Ended June 30,
2018   2017 2018   2017
Interest income $ 34 $ 32 $ 68 $ 64
Other financing revenue   5   4   9   7
Financing revenue   39   36   77   71
Consumer financing interest expense 6 6 10 10
Other financing expense   6   5   13   11
Financing expense   12   11   23   21
Financing margin $ 27 $ 25 $ 54 $ 50
Financing margin percentage 69.2 % 69.4 % 70.1 % 70.4 %
 
 

T-14

HILTON GRAND VACATIONS INC.
RESORT AND CLUB MARGIN DETAIL SCHEDULE
(in millions, except for Members and Net Owner Growth)
 
  Three Months Ended June 30,   Six Months Ended June 30,
2018   2017 2018   2017
Members 298,383 278,368
Net Owner Growth (NOG) (1) 20,015 18,756
Net Owner Growth % (NOG%) 7.2 % 7.2 %
Club management revenue $ 23 $ 20 $ 46 $ 41
Resort management revenue   14   15   30   30
Resort and club management revenues   37   35   76   71
Club management expense 7 6 13 11
Resort management expense   4   4   9   9
Resort and club management expenses   11   10   22   20
Resort and club management margin $ 26 $ 25 $ 54 $ 51
Resort and club management margin percentage 70.3 % 71.4 % 71.1 % 71.8 %
 

(1) Net Owner Growth over the last twelve months.

 
 
T-15
HILTON GRAND VACATIONS INC.
RENTAL AND ANCILLARY MARGIN DETAIL SCHEDULE
(in millions)
 
  Three Months Ended June 30,   Six Months Ended June 30,
2018   2017 2018   2017
Rental revenues $ 46 $ 40 $ 91 $ 81
Ancillary services revenues   7   7   13   12
Rental and ancillary services revenues   53   47   104   93
Rental expenses 25 25 48 48
Ancillary services expense   5   6   10   10
Rental and ancillary services expenses   30   31   58   58
Rental and ancillary services margin $ 23 $ 16 $ 46 $ 35
Rental and ancillary services margin percentage 43.4 % 34.0 % 44.2 % 37.6 %
 
 

T-16

HILTON GRAND VACATIONS INC.
REAL ESTATE SALES AND FINANCING SEGMENT ADJUSTED EBITDA
(in millions)
   
Three Months Ended Six Months Ended
June 30, June 30,
2018   2017 2018   2017
Sales of VOIs, net $ 250 $ 143 $ 328 $ 261
Sales, marketing, brand and other fees 146 144 271 274
Financing   39   36   77   71
Real estate sales and financing segment revenues 435 323 676 606
Cost of VOI sales (61 ) (34 ) (80 ) (67 )
Sales and marketing (193 ) (169 ) (354 ) (321 )
Financing (12 ) (11 ) (23 ) (21 )
Marketing package sales (8 ) (10 ) (16 ) (16 )
Share-based compensation 1 2 1
Other adjustment items   1     2  
Real estate sales and financing segment adjusted EBITDA $ 163 $ 99 $ 207 $ 182
Real estate sales and financing segment adjusted EBITDA margin
percentage

37.5

%

30.7 % 30.6 % 30.0 %
 
 
T-17
HILTON GRAND VACATIONS INC.
RESORT AND CLUB MANAGEMENT SEGMENT ADJUSTED EBITDA
(in millions)
 
  Three Months Ended   Six Months Ended
June 30, June 30,
2018   2017 2018   2017
Resort and club management $ 37 $ 35 $ 76 $ 71
Rental and ancillary services 53 47 104 93
Marketing package sales   8   10   16   16
Resort and club management segment revenue 98 92 196 180
Resort and club management (11 ) (10 ) (22 ) (20 )
Rental and ancillary services (30 ) (31 ) (58 ) (58 )
Share-based compensation expense   1   1   1   1
Resort and club segment adjusted EBITDA $ 58 $ 52 $ 117 $ 103
Resort and club management segment adjusted EBITDA margin percentage 59.2 % 56.5 % 59.7 % 57.2 %
 

Supplemental Information on the Adoption of ASC 606

 
The following tables provide supplemental information on our
condensed consolidated statement of operations, Adjusted EBITDA and
real estate margin for the three and six months ended June 30, 2018,
compared to the previous accounting guidance.
 
 
T-18
HILTON GRAND VACATIONS INC.
NEW ACCOUNTING STANDARD ADOPTION – EFFECT ON THE THREE MONTHS
ENDED JUNE 30, 2018
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share amounts)
 
  Three Months Ended June 30, 2018  
($ in millions) As Reported  

Effects of ASC
606

 

Previous
Accounting
Guidance

Three Months
Ended June 30,
2017

Revenues
Sales of VOIs, net $ 250 $ (87 ) $ 163 $ 143
Sales, marketing, brand and other fees 146 2 148 144
Financing 39 39 36
Resort and club management 37 37 35
Rental and ancillary services 53 53 47
Cost reimbursements   38     38   34
Total revenues   563   (85 )   478   439
Expenses
Cost of VOI sales 61 (20 ) 41 34
Sales and marketing 193 (9 ) 184 169
Financing 12 12 11
Resort and club management 11 11 10
Rental and ancillary services 30 30 31
General and administrative 30 30 29
Depreciation and amortization 8 8 7
License fee expense 25 25 23
Cost reimbursements   38     38   34
Total operating expenses 408 (29 ) 379 348
Interest expense (8 ) (8 ) (7 )
Equity in losses from unconsolidated affiliates (2 ) (2 )
Other gain, net   1     1  
Income before income taxes 146 (56 ) 90 84
Income tax expense   (39 )   14   (25 )   (33 )
Net income (loss) $ 107 $ (42 ) $ 65 $ 51
Earnings per share:
Basic $ 1.10 $ (0.43 ) $ 0.67 $ 0.51
Diluted $ 1.10 $ (0.44 ) $ 0.66 $ 0.51
 
 

T-19

HILTON GRAND VACATIONS INC.
NEW ACCOUNTING STANDARD ADOPTION – EFFECT ON THE SIX MONTHS ENDED
JUNE 30, 2018
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in millions, except per share amounts)
   
Six Months Ended June 30, 2018
($ in millions) As Reported  

Effects of ASC
606

 

Previous
Accounting
Guidance

Six Months
Ended June 30,
2017

Revenues
Sales of VOIs, net $ 328 $ (28 ) $ 300 $ 261
Sales, marketing, brand and other fees 271 6 277 274
Financing 77 77 71
Resort and club management 76 76 71
Rental and ancillary services 104 104 93
Cost reimbursements   74     74   68
Total revenues   930   (22 )   908   838
Expenses
Cost of VOI sales 80 (2 ) 78 67
Sales and marketing 354 3 357 321
Financing 23 23 21
Resort and club management 22 22 20
Rental and ancillary services 58 58 58
General and administrative 53 53 52
Depreciation and amortization 16 16 14
License fee expense 48 48 43
Cost reimbursements   74     74   68
Total operating expenses 728 1 729 664
Interest expense (15 ) (15 ) (14 )
Equity in losses from unconsolidated affiliates   (1 )     (1 )  
Income before income taxes 186 (23 ) 163 160
Income tax expense   (49 )   5   (44 )   (59 )
Net income $ 137 $ (18 ) $ 119 $ 101
Earnings per share:
Basic $ 1.40 $ (0.18 ) $ 1.22 $ 1.02
Diluted $ 1.39 $ (0.18 ) $ 1.21 $ 1.02
 
 
T-20
HILTON GRAND VACATIONS INC.
NEW ACCOUNTING STANDARD ADOPTION – EFFECT ON THE THREE MONTHS
ENDED JUNE 30, 2018
SEGMENT EBITDA TO NET INCOME
(in millions)
   
Three Months Ended June 30, 2018
As Reported  

Effects of
ASC 606

 

Previous
Accounting
Guidance

Three Months
Ended June 30,
2017

Net Income $ 107 $ (42 ) $ 65 $ 51
Interest expense 8 8 7
Income tax expense 39 (14 ) 25 33
Depreciation and amortization 8 8 7

Interest expense, depreciation and amortization included in equity
in losses from unconsolidated affiliates

  1     1  
EBITDA 163 (56 ) 107 98
Other gain, net (1 ) (1 )
Share-based compensation expense 5 5 5
Other adjustment items (1)   8     8   3
Adjusted EBITDA $ 175 $ (56 ) $ 119 $ 106
 
Adjusted EBITDA:
Real estate sales and financing (2) $ 163 $ (56 ) $ 107 $ 99
Resort operations and club management (2)   58     58   52
Segment Adjusted EBITDA 221 (56 ) 165 151
Adjustments:
Adjusted EBITDA from unconsolidated affiliates (1 ) (1 )
License fee expense (25 ) (25 ) (23 )
General and administrative (3)   (20 )     (20 )   (22 )
Adjusted EBITDA $ 175 $ (56 ) $ 119 $ 106
Adjusted EBITDA margin % 31.1 % 65.9 % 24.9 % 24.1 %
EBITDA margin % 29.0 % 65.9 % 22.4 % 22.3 %
 

 

(1)

For the three months ended June 30, 2018 and 2017, amounts include
$5 million and $2 million, respectively, of costs associated with
the spin-off transaction.

(2)

Includes intersegment eliminations and other adjustments.

(3)

Excludes share-based compensation and other adjustment items.

 
 
T-21
HILTON GRAND VACATIONS INC.
NEW ACCOUNTING STANDARD ADOPTION – EFFECT ON THE SIX MONTHS ENDED
JUNE 30, 2018
SEGMENT EBITDA TO NET INCOME
(in millions)
   
Six Months Ended June 30, 2018
As Reported  

Effects of
ASC 606

 

Previous
Accounting
Guidance

Six Months Ended
June 30, 2017

Net Income $ 137 $ (18 ) $ 119 $ 101
Interest expense 15 15 14
Income tax expense 49 (5 ) 44 59
Depreciation and amortization 16 16 14

Interest expense, depreciation and amortization included in equity
in losses from unconsolidated affiliates

  2     2  
EBITDA 219 (23 ) 196 188
Share-based compensation expense 8 8 8
Other adjustment items (1)   10     10   4
Adjusted EBITDA $ 237 $ (23 ) $ 214 $ 200
 
Adjusted EBITDA:
Real estate sales and financing (2) $ 207 $ (23 ) $ 184 $ 182
Resort operations and club management (2)   117     117   103
Segment Adjusted EBITDA 324 (23 ) 301 285
Adjustments:
Adjusted EBITDA from unconsolidated affiliates 1 1
License fee expense (48 ) (48 ) (43 )
General and administrative (3)   (40 )     (40 )   (42 )
Adjusted EBITDA $ 237 $ (23 ) $ 214 $ 200
Adjusted EBITDA margin % 25.5 % 104.5 % 23.6 % 23.9 %
EBITDA margin % 23.5 % 104.5 % 21.6 % 22.4 %
 
(1) For the six months ended June 30, 2018 and 2017, amounts include $7
million and $3 million, respectively, of costs associated with the
spin-off transaction.
(2) Includes intersegment eliminations and other adjustments.
(3) Excludes share-based compensation and other adjustment items.
 
 
T-22
HILTON GRAND VACATIONS INC.

NEW ACCOUNTING STANDARD ADOPTION – EFFECT ON THE THREE MONTHS
ENDED JUNE 30, 2018

REAL ESTATE MARGIN
(in millions)
   
Three Months Ended June 30, 2018
As Reported  

Effect of
ASC 606

 

Previous
Accounting
Guidance

Three Months
Ended June 30,
2017

Sales of VOIs, net $ 250 $ (87 ) $ 163 $ 143
Sales, marketing, brand and other fees 146 2 148 144
Less:
Marketing revenue and other fees   33   2   35   43
Sales revenue 363 (87 ) 276 244
Less:
Cost of VOI sales 61 (20 ) 41 34
Sales and marketing expense, net   152   (11 )   141   120
Real estate margin $ 150 $ (56 ) $ 94 $ 90
Real estate margin percentage 41.3 % 64.4 % 34.1 % 36.9 %
 
 
T-23
HILTON GRAND VACATIONS INC.

NEW ACCOUNTING STANDARD ADOPTION – EFFECT ON THE SIX MONTHS
ENDED JUNE 30, 2018

REAL ESTATE MARGIN
(in millions)
   
Six Months Ended June 30, 2018

As Reported

 

Effect of
ASC 606

 

Previous
Accounting
Guidance

Six Months
Ended June 30,
2017

Sales of VOIs, net $ 328 $ (28 ) $ 300 $ 261
Sales, marketing, brand and other fees 271 6 277 274
Less:
Marketing revenue and other fees   60   6   66   75
Sales revenue 539 (28 ) 511 460
Less:
Cost of VOI sales 80 (2 ) 78 67
Sales and marketing expense, net   278   (3 )   275   231
Real estate margin $ 181 $ (23 ) $ 158 $ 162
Real estate margin percentage 33.6 % 82.1 % 30.9 % 35.2 %
 
 
T-24
HILTON GRAND VACATIONS INC.
FORWARD-YEAR ADJUSTED EBITDA RECONCILIATION
(in millions, except share data)
   

2018
Low Case

2018
High Case

Contract Sales 9.0 % 11.0 %
Fee-for-service as % of contract sales 50 % 55 %
 
Net Income $ 285 $ 300
Income tax expense   105   107
Pre-tax income 390 407
Interest expense 31 29
Depreciation and amortization 34 32

Interest expense and depreciation and amortization included in
equity in earnings from unconsolidated affiliates

  5   5
EBITDA 460 473
Share-based compensation expense 18 18
Other adjustment items   11   13
Adjusted EBITDA under ASC 606 489 504
Net deferral impact   (67 )   (67 )
Adjusted EBITDA under previous accounting guidance $ 422 $ 437
 
Adjusted EBITDA $ 489 $ 504
General and administrative 88 86
License fee expense 96 89
Adjusted EBITDA from unconsolidated affiliate   (4 )   (6 )
Segment EBITDA $ 669 $ 673
 
Diluted shares 98 98
Earnings per share - diluted $ 2.91 $ 3.06
 
Cash flow from operating activities (1) $ (220 ) $ (190 )
Non-inventory capex   (60 )   (50 )
Free Cash Flow (280 ) (240 )
Net proceeds from securitization activity   200   220
Adjusted Free Cash Flow $ (80 ) $ (20 )
 
(1) Inventory spending, which is included in cash flow from operating
activities, is projected to be between $510 million and $530
million. In addition to ongoing and previously announced projects
and initiatives, this amount includes approximately $140 million of
anticipated spending on new projects during 2018 that have not yet
been announced.
 
 

HILTON GRAND VACATIONS INC.

DEFINITIONS

 

EBITDA and Adjusted EBITDA

EBITDA, presented herein, is a financial measure that is not recognized
under U.S. GAAP that reflects net income (loss), before interest expense
(excluding non-recourse debt), a provision for income taxes and
depreciation and amortization. Adjusted EBITDA, presented herein, is
calculated as EBITDA, as previously defined, further adjusted to exclude
certain items, including, but not limited to, gains, losses and expenses
in connection with: (i) asset dispositions; (ii) foreign currency
transactions; (iii) debt restructurings/retirements; (iv) non-cash
impairment losses; (v) reorganization costs, including severance and
relocation costs; (vi) share-based and certain other compensation
expenses; (vii) costs related to the spin-off; and (viii) other items.

EBITDA and adjusted EBITDA are not recognized terms under U.S. GAAP and
should not be considered as alternatives to net income (loss) or other
measures of financial performance or liquidity derived in accordance
with U.S. GAAP. In addition, our definitions of EBITDA and adjusted
EBITDA may not be comparable to similarly titled measures of other
companies.

HGV believes that EBITDA and adjusted EBITDA provide useful information
to investors about us and our financial condition and results of
operations for the following reasons: (i) EBITDA and adjusted EBITDA are
among the measures used by our management team to evaluate our operating
performance and make day-to-day operating decisions; and (ii) EBITDA and
adjusted EBITDA are frequently used by securities analysts, investors
and other interested parties as a common performance measure to compare
results or estimate valuations across companies in our industry. EBITDA
and adjusted EBITDA have limitations as analytical tools and should not
be considered either in isolation or as a substitute for net income
(loss), cash flow or other methods of analyzing our results as reported
under U.S. GAAP. Some of these limitations are:

  • EBITDA and adjusted EBITDA do not reflect changes in, or cash
    requirements for, our working capital needs;
  • EBITDA and adjusted EBITDA do not reflect our interest expense
    (excluding interest expense on non-recourse debt), or the cash
    requirements necessary to service interest or principal payments on
    our indebtedness;
  • EBITDA and adjusted EBITDA do not reflect our tax expense or the cash
    requirements to pay our taxes;
  • EBITDA and adjusted EBITDA do not reflect historical cash expenditures
    or future requirements for capital expenditures or contractual
    commitments;
  • EBITDA and adjusted EBITDA do not reflect the effect on earnings or
    changes resulting from matters that we consider not to be indicative
    of our future operations;
  • EBITDA and adjusted EBITDA do not reflect any cash requirements for
    future replacements of assets that are being depreciated and amortized;
  • EBITDA and adjusted EBITDA may be calculated differently from other
    companies in our industry limiting their usefulness as comparative
    measures.

Because of these limitations, EBITDA and adjusted EBITDA should not be
considered as discretionary cash available to us to reinvest in the
growth of our business or as measures of cash that will be available to
us to meet our obligations.

Real Estate Metrics

Contract sales represents the total amount of VOI products under
purchase agreements signed during the period where HGV has
received a down payment of at least 10 percent of the contract price.
Contract sales is not a recognized term under U.S. GAAP and should not
be considered in isolation or as an alternative to Sales of VOIs, net or
any other comparable operating measure derived in accordance with U.S.
GAAP. Contract sales differ from revenues from the Sales of VOIs, net
that HGV reports in its consolidated statements of operations due to the
requirements for revenue recognition as described in Note 2: Basis of
Presentation and Summary of Significant Accounting Policies in the
Company's audited consolidated financial statements, as well as
adjustments for incentives and other administrative fee revenues. HGV
considers contract sales to be an important operating measure because it
reflects the pace of sales in HGV's business.

Developed Inventory refers to VOI inventory source from projects
the Company develops.

Fee-for-Service Inventory refers to VOI inventory HGV sells and
manages on behalf of first-party developers.

Just-in-Time Inventory refers to VOI inventory primarily sourced
in transactions that are designed to closely correlate the timing
of the acquisition with HGV's sale of that inventory to purchasers.

NOG or Net Owner Growth represents the year-over-year change in
membership.

Real estate margin represents sales revenue less the cost of VOI
sales and sales and marketing costs, net of marketing revenue. Real
estate margin percentage is calculated by dividing real estate margin by
sales revenue. HGV considers this to be an important operating measure
because it measures the efficiency of the Company's sales and marketing
spending and management of inventory costs.

Sales revenue represents sale of VOIs, net and commissions and
brand fees earned from the sale of fee-for-service intervals.

Tour flow represents the number of sales presentations given at
HGV's sales centers during the period.

Volume per guest ("VPG") represents the sales attributable to
tours at HGV's sales locations and is calculated by dividing Contract
sales, excluding telesales, by tour flow. The Company considers VPG to
be an important operating measure because it measures the effectiveness
of HGV's sales process, combining the average transaction price with
closing rate.

Free cash flow represents cash from operating activities adjusted
for share based compensation, less non-inventory capital spending.

Adjusted free cash flow represents free cash flow less
non-recourse debt activities, net.

Resort and Club Management and Rental Metrics

Transient rate represents the total rental room revenue for
transient guests divided by total number of transient room nights sold
in a given period and excludes room rentals associated with marketing
programs, owner usage and the redemption of Club Bonus Points.

 
T-25
SUPPLEMENTAL INFORMATION
REAL ESTATE MARGIN
(in millions)
 
2017
First   Second   Third   Fourth  

 

Quarter Quarter Quarter Quarter

Full Year

Sales of VOIs, net $ 118 $ 143 $ 145 $ 142 $ 548
Sales, marketing, brand and other fees 130 144 127 143 544
Less:
Marketing revenue and other fees   32   43   34   36   145
Sales revenue 216 244 238 249 947
Less:
Cost of VOI sales 33 34 40 41 148
Sales and marketing expense, net (1)   112   120   132   128   492
Real estate margin $ 71 $ 90 $ 66 $ 80 $ 307
Real estate margin percentage 32.9 % 36.9 % 27.7 % 32.1 % 32.4 %
 
 
(1)   Includes revenue recognized through our marketing programs for
existing owners and prospective first-time buyers. For the year
ended December 31, 2017, HGV revised its definition of Sales and
marketing expense, net to include revenues associated with sales
incentives, title service and document compliance revenue to better
align with how the Company evaluates the results of its real estate
operations. This adjustment was retrospectively applied to prior
period(s) to conform with the current presentation.
 

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