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DEBT AND NON-RECOURSE DEBT
9 Months Ended
Sep. 30, 2025
Debt Disclosure [Abstract]  
DEBT AND NON-RECOURSE DEBT DEBT AND NON-RECOURSE DEBT
Debt
The following table details our outstanding debt balance and its associated interest rates:
($ in millions)
Weighted Average Interest Rate
September 30, 2025December 31, 2024
Debt(1)
Senior secured credit facility
Term loan A due 2028
5.966 %$400 $400 
Term loan B due 2028
6.316 %852 858 
Term loan B due 2031
6.316 %890 893 
Revolver due 2030
5.930 %300 233 
Senior notes due 2029
5.000 %850 850 
Senior notes due 2031
4.875 %500 500 
Senior notes due 2032
6.625 %900 900 
Other debt
89 38 
Total debt, gross4,781 4,672 
Less: unamortized deferred financing costs and discounts(2)(3)(4)
(62)(71)
Total debt, net$4,719 $4,601 
(1)As of September 30, 2025 and December 31, 2024, weighted-average interest rates were 5.980% and 6.140%, respectively.
(2)Amount includes unamortized deferred financing costs related to our term loans and senior notes of $35 million and $21 million, respectively, as of September 30, 2025 and $39 million and $25 million, respectively, as of December 31, 2024. This amount also includes unamortized original issuance discounts of $4 million and $5 million as of September 30, 2025 and December 31, 2024, respectively.
(3)Amount does not include unamortized deferred financing costs of $4 million and $3 million as of September 30, 2025 and December 31, 2024, respectively, related to our revolving facility which are included in Other assets in our condensed consolidated balance sheets.
(4)Amount also includes unamortized discount of $2 million related to the Bluegreen debt recognized at the Bluegreen Acquisition Date as of September 30, 2025 and December 31, 2024.
Senior secured credit facility
On January 31, 2025, we amended our Revolver Credit Facility (“Revolver”) and both our Term Loan B due 2028 and Term Loan B due 2031. The terms of the Revolver were amended to reduce pricing spreads, expand covenants, reset certain incurrence baskets and extend maturity to January 2030. The Term Loan B due 2028 was repriced to SOFR plus 2.00%, down from SOFR plus 2.50%. The Term Loan B due 2031 was repriced to SOFR plus 2.00%, down from SOFR plus 2.25%. Additionally, the Term Loan A, due January 2028, was repriced to SOFR plus 1.65%, down from SOFR plus 1.75%.
As of September 30, 2025, we had $68 million of letters of credit outstanding under the revolving credit facility and $1 million outstanding backed by cash collateral. We were in compliance with all applicable maintenance and financial covenants and ratios as of September 30, 2025. As of September 30, 2025, we have $632 million remaining borrowing capacity under the revolver facility.
We primarily use interest rate swaps as part of our interest rate risk management strategy for our variable-rate debt. These interest rate swaps are associated with the SOFR-based senior secured credit facility. As of September 30, 2025, these interest rate swaps convert the SOFR-based variable rate on our Term Loan B due 2028 to average fixed rates of 1.55% per annum with maturities between 2026 and 2028, for the balance on this borrowing up to the notional values of our interest rate swaps. As of September 30, 2025, the aggregate notional values of the interest rate swaps under our Term Loan B due 2028 was $550 million. Our interest rate swaps have been designated and qualify as cash flow hedges of interest rate risk and are recorded at their estimated fair value as an asset in Other assets in our condensed consolidated balance sheets. As of September 30, 2025 and December 31, 2024, the estimated fair values of our cash flow hedges were $21 million and $37 million, respectively. We characterize payments we make in connection with these derivative instruments as interest expense and a reclassification of accumulated other comprehensive income for presentation purposes. We classify cash inflows and outflows from derivatives that hedge interest rate risk within operating activities in the unaudited condensed consolidated statements of cash flows.
The following table reflects the activity, net of tax, in Accumulated other comprehensive loss related to our derivative instruments during the nine months ended September 30, 2025:
Net unrealized gain on derivative instruments
Balance as of December 31, 2024
$28 
Other comprehensive loss before reclassifications, net
(3)
Reclassifications to net income
(9)
Balance as of September 30, 2025
$16 
Senior Notes due 2032
The Senior Notes due 2032 are guaranteed on a senior secured basis by certain of our subsidiaries. We were in compliance with all applicable financial covenants as of September 30, 2025.
Senior Notes due 2029 and 2031
The Senior Unsecured Notes are guaranteed on a senior unsecured basis by certain of our subsidiaries. We are in compliance with all applicable financial covenants as of September 30, 2025.
Non-recourse Debt
The following table details our outstanding non-recourse debt balance and associated interest rates:
($ in millions)
Weighted Average Interest Rate
September 30,
2025
December 31, 2024
Non-recourse debt(1)
Timeshare Facility due 2027(2)
5.552 %$550 $428 
Securitized Debt due 2032 - 2044(3)
4.957 %1,931 1,883 
Quorum Purchase Facility due 2034
5.024 %
NBA Receivables Facility due 2031(6)
6.067 %20 33 
Total non-recourse debt, gross2,505 2,350 
Less: unamortized deferred financing costs and discount(4)(5)(7)
(33)(32)
Total non-recourse debt, net$2,472 $2,318 
(1)As of September 30, 2025 and December 31, 2024, weighted-average interest rates were 5.096% and 5.235%, respectively.
(2)The revolving commitment period of the Timeshare Facility terminates in November 2026; however, the repayment maturity date extends 12 months beyond the commitment termination date to November 2027.
(3)Interest rates as of September 30, 2025 range from 1.410% to 6.419%.
(4)Amount relates to securitized debt only and does not include unamortized deferred financing costs of $1 million and $2 million as of September 30, 2025 and December 31, 2024, respectively, relating to our Timeshare Facility included in Other Assets in our condensed consolidated balance sheets.
(5)Amount includes unamortized discounts of $6 million and $11 million as of September 30, 2025 and December 31, 2024, respectively, related to the Grand Islander securitized debt and Bluegreen securitized and non-recourse debt recognized at the respective acquisition dates.
(6)Recourse on the NBA Receivables Facility is generally limited to the greater of 15% of the outstanding borrowings and $5 million, subject to certain exceptions.
(7)Amount includes unamortized deferred financing costs of $27 million and $21 million as of September 30, 2025 and December 31, 2024, respectively, related to HGV securitized debt.
In June 2025, we completed a securitization of approximately $300 million of gross timeshare financing receivables and issued approximately $166 million of 4.88% notes, $87 million of 5.18% notes, and $47 million of 5.52% notes due May 2042. The issued notes are backed by pledged assets, consisting of a pool of HGV, Diamond Resorts, and Bluegreen Vacations collateral combined, secured by first mortgages, first deeds of trust, membership interests or timeshare interests (other than a fee simple interest in real estate) and a letter of credit. The notes are a non-recourse obligation and are payable solely from the timeshare financing receivables pledged as collateral for the notes. The proceeds of the notes were used to pay down in part some of our existing debt and for other general corporate purposes. Additionally, in connection with the securitization, we incurred $6 million in debt issuance costs.
In July 2025, we completed a securitization of approximately ¥9.5 billion, or $65 million, of gross timeshare financing receivables and issued notes with an average coupon rate of 1.41% due January 2039. The issued note is backed by pledged assets, consisting of a pool of HGV loans domiciled in Japan, secured by first mortgages. The note is a non-recourse obligation and is payable solely from the timeshare financing receivables pledged as collateral for the note. The proceeds of the note were used for general corporate purposes. Additionally, in connection with the securitization, we incurred $3 million in debt issuance costs.
In August 2025, we completed a securitization of approximately $400 million of gross timeshare financing receivables and issued approximately $210 million of 4.54% notes, $125 million of 4.73% notes, and $65 million of 5.12% notes due May 2044. The issued notes are backed by pledged assets, consisting of a pool of HGV, Diamond Resorts, and Bluegreen Vacations collateral combined, secured by first mortgages, first deeds of trust, membership interests or timeshare interests (other than a fee simple interest in real estate) and a letter of credit. The notes are a non-recourse obligation and are payable solely from the timeshare financing receivables pledged as collateral for the notes. The proceeds of the notes were used to pay down in part some of our existing debt and for other general corporate purposes. Additionally, in connection with the securitization, we incurred $6 million in debt issuance costs.
The Timeshare Facility is a non-recourse obligation payable solely from the pool of timeshare financing receivables pledged as collateral and related assets. As of September 30, 2025, our Timeshare Facility has a remaining borrowing capacity of $300 million.
During the nine months ended September 30, 2025, we repaid $1,868 million on the Timeshare Facility and $730 million on Securitized Debt.
We are required to deposit payments received from customers on the timeshare financing receivables securing the Timeshare Facility and Securitized Debt into depository accounts maintained by third parties. On a monthly basis, the depository accounts are utilized to make required principal, interest and other payments due under the respective loan
agreements. The balances in the depository accounts were $97 million and $193 million as of September 30, 2025 and December 31, 2024, respectively, and were included in Restricted cash in our condensed consolidated balance sheets.
Debt Maturities
The contractual maturities of our debt and non-recourse debt as of September 30, 2025 were as follows:
($ in millions)DebtNon-recourse DebtTotal
Year
2025 (remaining three months)$$150 $156 
202624 496 520 
202723 934 957 
20281,257 291 1,548 
2029870 220 1,090 
Thereafter2,601 414 3,015 
Total$4,781 $2,505 $7,286