VARIABLE INTEREST ENTITIES

12 Months Ended

Dec. 31, 2024

Organization, Consolidation and Presentation of Financial Statements [Abstract]

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 the VIEs related to our vacation ownership notes receivable securitizations, and consolidated liabilities included on our Balance Sheet at December 31, 2024:


($ in millions)	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Consolidated Assets
Vacation ownership notes receivable, net of reserves	$	1,788	$	129	$	1,917
Interest receivable	15		1		16
Restricted cash	77		5		82
Total	$	1,880	$	135	$	2,015
Consolidated Liabilities
Interest payable	$	3	$	1	$	4
Securitized debt	2,039		124		2,163
Total	$	2,042	$	125	$	2,167

The following table shows the interest income and expense recognized as a result of our involvement with these VIEs during 2024:


($ in millions)	Vacation Ownership Notes Receivable Securitizations		Warehouse Credit Facility		Total
Interest income	$	272	$	16	$	288
Interest expense	$	95	$	9	$	104
Debt issuance cost amortization	$	10	$	1	$	11
Administrative expenses	$	1	$	—	$	1

The following table shows cash flows between us and the vacation ownership notes receivable securitization VIEs:


($ in millions)	2024		2023
Cash Inflows
Net proceeds from vacation ownership notes receivable securitizations	$	866	$	841
Principal receipts	565		510
Interest receipts	266		240
Reserve release	245		49
Total	1,942		1,640
Cash Outflows
Principal payments	(553)		(508)
Voluntary repurchases of defaulted vacation ownership notes receivable	(161)		(118)
Voluntary clean-up call	(92)		(51)
Interest payments	(95)		(70)
Funding of restricted cash	(243)		(48)
Total	(1,144)		(795)
Net Cash Flows	$	798	$	845

The following table shows cash flows between us and the Warehouse Credit Facility VIE:


($ in millions)	2024		2023
Cash Inflows
Proceeds from vacation ownership notes receivable securitizations	$	449	$	642
Principal receipts	25		54
Interest receipts	16		31
Reserve release	11		11
Total	501		738
Cash Outflows
Principal payments	(18)		(39)
Voluntary repurchases of defaulted vacation ownership notes receivable	(3)		(5)
Repayment of Warehouse Credit Facility	(455)		(610)
Interest payments	(9)		(14)
Funding of restricted cash	(9)		(21)
Total	(494)		(689)
Net Cash Flows	$	7	$	49

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 of $164 million during 2024, $123 million during 2023 and $94 million during 2022. We also made voluntary repurchases of $615 million, $774 million and $338 million of other non-defaulted vacation ownership notes receivable during 2024, 2023 and 2022, 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 because we cannot prevent the variable interest entity from selling the property at a higher price. Accordingly, we have not consolidated the VIE. We expect to acquire the property over time and as of

December 31, 2024, we expect to make payments for the property as follows: $82 million in 2025, and $41 million in 2026. As of December 31, 2024, our Balance Sheet reflected $1 million in Accounts and contracts receivable, net, including a note receivable of less than $1 million, $12 million in Property and equipment, net, and $1 million in the Other line within liabilities on our Balance Sheet. We believe that our maximum exposure to loss as a result of our involvement with this VIE is approximately $15 million as of December 31, 2024. Refer to Footnote 3 “Acquisitions and Dispositions” for information about purchases pursuant to this commitment that occurred during 2024.