Travel & Leisure Co.
For the period ended Mar 31, 2025. Filed Apr 23, 2025.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Mar 31, 2025 · Filed Apr 23, 2025
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Item 2. RESULTS OF OPERATIONS
We have two reportable segments: Vacation Ownership and Travel and Membership. The reportable segments presented below are those for which discrete financial information is available and which are utilized on a regular basis by the chief operating decision maker to assess performance and to allocate resources. In identifying our reportable segments, we also consider the nature of services provided by the operating segments. Management uses Adjusted EBITDA to assess the performance of the reportable segments. We define Adjusted EBITDA as net income from continuing operations before depreciation and amortization, interest expense (excluding consumer financing interest), early extinguishment of debt, interest income (excluding consumer financing revenues) and income taxes. Adjusted EBITDA also excludes stock-based compensation costs, separation and restructuring costs, legacy items, transaction and integration costs associated with mergers, acquisitions, and divestitures, asset impairments/recoveries, gains and losses on sale/disposition of business, and items that meet the conditions of unusual and/or infrequent. Legacy items include the resolution of and adjustments to certain contingent assets and liabilities related to acquisitions of continuing businesses and dispositions, including the separation of Wyndham Hotels & Resorts, Inc. (“Wyndham Hotels”) and Avis Budget Group, Inc. (“ABG”), formerly Cendant Corporation, and the sale of the vacation rentals businesses. Integration costs represent certain non-recurring costs directly incurred to integrate mergers and/or acquisitions into the existing business. We exclude these costs as they do not reflect recurring operating expenses. We believe that Adjusted EBITDA is a useful measure of performance for our segments which, when considered with generally accepted accounting principles in the United States (“GAAP”) measures, we believe gives a more complete understanding of our operating performance. Our presentation of Adjusted EBITDA may not be comparable to similarly-titled measures used by other companies.
OPERATING STATISTICS
The table below presents our operating statistics for the three months ended March 31, 2025 and 2024. These operating statistics are the drivers of our revenues and therefore provide an enhanced understanding of our businesses. Refer to the Three Months Ended March 31, 2025 vs. Three Months Ended March 31, 2024 section for a discussion on how these operating statistics affected our business for the periods presented.
| Three Months Ended March 31, | |||
|---|---|---|---|
| 2025 | 2024 | % Change (h) | |
| Vacation Ownership (a) | |||
| Gross VOI sales (in millions) (b) (i) | $512 | $490 | 4.5 |
| Tours (in 000s) (c) | 153 | 155 | (0.8) |
| Volume per guest (d) | $3,212 | $3,035 | 5.8 |
| Travel and Membership | |||
| Transactions (in 000s) (e) | |||
| Exchange | 240 | 275 | (12.6) |
| Travel Club | 175 | 170 | 2.9 |
| Total transactions | 415 | 445 | (6.7) |
| Revenue per transaction(f) | |||
| Exchange | $353 | $350 | 0.7 |
| Travel Club | $257 | $256 | 0.1 |
| Total revenue per transaction | $312 | $315 | (0.7) |
| Average number of exchange members (in 000s) (g) | 3,362 | 3,493 | (3.8) |
(a)Includes the impact of acquisitions from the acquisition dates forward.
(b)Represents total sales of VOIs, including sales under the Fee-for-Service program before the effect of loan loss provisions. We believe that Gross VOI sales provides an enhanced understanding of the performance of our Vacation Ownership business because it directly measures the sales volume of this business during a given reporting period.
(c)Represents the number of tours taken by guests in our efforts to sell VOIs.
(d)VPG is calculated by dividing Gross VOI sales (excluding telesales and virtual sales) by the number of tours. We have excluded non-tour sales in the calculation of VPG because they are generated by a different marketing channel. We believe that VPG provides an enhanced understanding of the performance of our Vacation Ownership business because it directly measures the efficiency of this business’ efforts in generating sales from tours during a given reporting period.
(e)Represents the number of exchanges and travel bookings recognized as revenue during the period, net of cancellations.
(f)Represents transaction revenue divided by transactions.
(g)Represents paid members in our vacation exchange programs who are considered to be in good standing.
(h)Percentage change may not calculate due to rounding.
(i)The following table provides a reconciliation of Vacation ownership interest sales, net to Gross VOI sales for the three months ended March 31, 2025 and 2024 (in millions):
| 2025 | 2024 | |
|---|---|---|
| Vacation ownership interest sales, net | $384 | $369 |
| Loan loss provision | 91 | 78 |
| Gross VOI sales, net of Fee-for-Service sales | 475 | 447 |
| Fee-for-Service sales (1) | 37 | 43 |
| Gross VOI sales | $512 | $490 |
(1)Represents total sales of VOIs through our Fee-for-Service programs where inventory is sold through our sales and marketing channels for a commission. The Fee-for-Service commission revenues were $16 million and $18 million for the three months ended March 31, 2025 and 2024. These commissions are reported within Service and membership fees on the Condensed Consolidated Statements of Income.
THREE MONTHS ENDED MARCH 31, 2025 VS. THREE MONTHS ENDED MARCH 31, 2024
Our consolidated results are as follows (in millions):
| Three Months Ended March 31, | |||
|---|---|---|---|
| 2025 | 2024 | Favorable/(Unfavorable) | |
| Net revenues | $934 | $916 | $18 |
| Expenses | 778 | 766 | (12) |
| Operating income | 156 | 150 | 6 |
| Interest expense | 57 | 64 | 7 |
| Other (income), net | (1) | (2) | (1) |
| Interest (income) | (1) | (4) | (3) |
| Income before income taxes | 101 | 92 | 9 |
| Provision for income taxes | 28 | 26 | (2) |
| Net income attributable to Travel + Leisure Co. shareholders | $73 | $66 | $7 |
Net revenues increased $18 million for the three months ended March 31, 2025, compared with the same period last year. This increase was unfavorably impacted by foreign currency of $4 million. Excluding the impacts of foreign currency, the increase in net revenues was primarily the result of:
$32 million of increased revenues at our Vacation Ownership segment primarily due to an increase in net VOI sales resulting from an increase in VPG due to a higher owner upgrade transaction mix which generally produce higher VPGs, partially offset by a decrease in tours; and higher property management fees. This increase was partially offset by:
$11 million of decreased revenues at our Travel and Membership segment primarily due to a decrease in transaction revenue as a result of lower transactions.
Expenses increased $12 million for the three months ended March 31, 2025, compared with the same period last year. This increase in expenses was favorably impacted by foreign currency of $3 million. Excluding the foreign currency impacts, the increase in expenses was primarily the result of:
$11 million increase in property management expenses due to higher resort operating costs and expenses; and a
$10 million increase in general and administrative expenses driven by $5 million increase in stock-based compensation expense and $2 million of higher advertising expenses.
These increases were partially offset by a $10 million decrease in cost of VOIs sold primarily due to variations in inventory sourcing, partially offset by increased sales volume.
Interest expense decreased $7 million for the three months ended March 31, 2025 compared with the same period last year primarily due to a decreased average outstanding debt balance and lower interest rates on variable corporate borrowings.
Our effective tax rates were 28.0% and 28.5% during the three months ended March 31, 2025 and 2024. The effective tax rate for the three months ended March 31, 2025, was primarily impacted by Pillar Two taxes offset by a decrease in state taxes. The effective tax rate for the three months ended March 31, 2024, was primarily impacted by the portion of stock-based compensation expense that is not deductible for tax purposes.
As a result of these items, Net income attributable to Travel + Leisure Co. shareholders increased $7 million for the three months ended March 31, 2025 as compared to the same period last year.
Our segment results are as follows (in millions):
| Three Months Ended | ||
|---|---|---|
| March 31, | ||
| Net revenues | 2025 | 2024 |
| Vacation Ownership | $755 | $725 |
| Travel and Membership | 180 | 193 |
| Total reportable segments | 935 | 918 |
| Corporate and other (a) | (1) | (2) |
| Total Company | $934 | $916 |
| Three Months Ended | ||
| March 31, | ||
| Reconciliation of Net income to Adjusted EBITDA | 2025 | 2024 |
| Net income attributable to Travel + Leisure Co. shareholders | $73 | $66 |
| Interest expense | 57 | 64 |
| Interest (income) | (1) | (4) |
| Provision for income taxes | 28 | 26 |
| Depreciation and amortization | 30 | 28 |
| Stock-based compensation | 14 | 9 |
| Legacy items | 1 | — |
| Acquisition and divestiture related costs | — | 2 |
| Adjusted EBITDA | $202 | $191 |
| Three Months Ended | ||
|---|---|---|
| March 31, | ||
| Adjusted EBITDA | 2025 | 2024 |
| Vacation Ownership | $159 | $135 |
| Travel and Membership | 68 | 75 |
| Total reportable segments | 227 | 210 |
| Corporate and other (a) | (25) | (19) |
| Total Company | $202 | $191 |
(a)Includes the elimination of transactions between segments.
Vacation Ownership
Net revenues increased $30 million and Adjusted EBITDA increased $24 million for the three months ended March 31, 2025, compared with the same period of 2024. The net revenue increase was unfavorably impacted by foreign currency of $2 million. Adjusted EBITDA was not materially impacted by foreign currency.
The net revenue increase, excluding immaterial foreign currency impacts, was primarily driven by:
$30 million increase in Gross VOI sales, net of Fee-for-Service sales, due to a 5.8% increase in VPG due to a higher owner upgrade transaction mix (68% in the current period compared to 64% in the same period of 2024) which generally produce higher VPGs, partially offset by a 0.8% decrease in tours;
$12 million increase in property management revenues primarily due to higher management fees; and a
$4 million increase in other revenues due to higher VOI travel package and incentive revenues.
These increases were partially offset by a $13 million increase in our provision for loan losses primarily due to a higher provision rate associated with increased defaults and increased Gross VOI sales, net of Fee-for-Service sales.
In addition to the net revenue change explained above, Adjusted EBITDA was further impacted by a:
$11 million increase in property management expenses due to higher resort operating costs and expenses;
$6 million increase in sales and commission expenses due to higher Gross VOI sales, net of Fee-for-Service sales; and
$4 million increase in marketing costs in support of increased sales volume.
These increases were partially offset by:
$10 million decrease in cost of VOIs sold primarily due to variations in inventory sourcing, partially offset by increased sales volume; and
$3 million decrease in sales and commission expense for VOI Fee-for-Service sales due to lower volume.
Travel and Membership
Net revenues decreased $13 million and Adjusted EBITDA decreased $7 million during the three months ended March 31, 2025, compared with the same period of 2024. The net revenues decrease was unfavorably impacted by foreign currency of $2 million and Adjusted EBITDA was not materially impacted by foreign currency.
The decrease in net revenues, excluding foreign currency impacts, was primarily driven by a $9 million decrease in transaction revenue due to lower transactions; and a $2 million decrease in subscription revenues. Transactions were impacted by an increasing mix of exchange members with a club affiliation who have a lower transaction propensity.
In addition to the net revenue decrease explained above, Adjusted EBITDA was further impacted by $5 million of employee related cost savings mostly due to the strategic restructuring of this segment; which focused on enhancing organizational efficiency and rationalizing operations including $3 million of other operating expenses, $1 million of marketing, and $1 million of general and administrative expenses.
Corporate and other
For the three months ended March 31, 2025 compared to the same period of 2024, Corporate and other net revenue increased $1 million and Adjusted EBITDA decreased $6 million. The adjusted EBITDA decrease was due to a $6 million increase in general and administrative expenses driven by higher legal fees and advertising expenses.
RESTRUCTURING PLANS
2024 Restructuring Plan
During the second half of 2024, we incurred $15 million of restructuring charges associated with the 2024 restructuring plan. These actions were primarily focused on enhancing organizational efficiency and rationalizing operations. These charges included personnel-related costs resulting from a reduction of approximately 300 employees and other expenses. The 2024 restructuring plan charges consisted of (i) $10 million of personnel-related costs at the Travel and Membership segment, (ii) $3 million of personnel-related costs at our corporate operations, and (iii) $2 million of personnel-related costs at the Vacation Ownership segment. As of December 31, 2024, this restructuring liability was $8 million. The 2024 restructuring liability was reduced by $5 million of cash payments during the three months ended March 31, 2025. The remaining 2024 restructuring liability of $3 million is expected to be paid by the end of 2026.
Prior Restructuring Plans
We also have plans that were implemented prior to 2024, for which we made $1 million of cash payments during the three months ended March 31, 2025. See Note 19—Restructuringto the Condensed Consolidated Financial Statements for additional details of our restructuring activities.
FINANCIAL CONDITION
| (In millions) | March 31,2025 | December 31,2024 | Change |
|---|---|---|---|
| Total assets | $6,764 | $6,735 | $29 |
| Total liabilities | $7,667 | $7,615 | $52 |
| Total (deficit) | $(903) | $(880) | $(23) |
Total assets increased by $29 million from December 31, 2024 to March 31, 2025, primarily due to:
$39 million increase in Prepaid expenses driven by a $34 million increase in prepaid maintenance due to timing of contract renewals;
$21 million increase in Cash and cash equivalents driven by $121 million of net cash provided by operating activities, and $52 million of net proceeds on non-recourse debt, partially offset by $70 million of share repurchases, $41 million of dividend payments, and $21 million of property and equipment additions; and a
$16 million increase in Trade receivables, net, driven by increases of $14 million in developer and other receivables, and $5 million related to interest receivables.
These increases were partially offset by a $39 million decrease in Vacation ownership contract receivables, net driven by $292 million of principal collections and net provision for loan losses of $91 million, partially offset by $344 million of VOI originations.
Total liabilities increased by $52 million from December 31, 2024 to March 31, 2025, primarily due to:
$51 million increase in Non-recourse vacation ownership debt, primarily due to net proceeds;
$29 million increase in Deferred income driven by an increase of $18 million related to co-branded credit card programs and a $5 million increase in deferred subscription revenues; and
$22 million increase in Deferred income taxes primarily driven by installment sales.
These increases were partially offset by a $66 million decrease in Accrued expenses and other liabilities due to a $52 million decrease in payroll related liabilities driven by the payment of prior year incentives and accrued salaries, and $6 million of restructuring liability payments.
Total deficit increased $23 million from December 31, 2024 to March 31, 2025, primarily due to $70 million of share repurchases and $40 million of dividends, partially offset by $73 million of Net income attributable to Travel + Leisure Co. shareholders and $12 million of favorable currency translation adjustments driven by fluctuations in exchange rates, primarily the British pound sterling, the Euro, and the Australian dollar.
LIQUIDITY AND CAPITAL RESOURCES
We believe that we have sufficient sources of liquidity to meet our expected ongoing short-term and long-term cash needs, including capital expenditures, operational and/or strategic opportunities, and expenditures for human capital, intellectual property, contractual obligations, off-balance sheet arrangements, and other such requirements. Our net cash from operations and cash and cash equivalents are key sources of liquidity along with our revolving credit facility, bank conduit facilities, and continued access to debt markets. We believe these anticipated sources of liquidity are sufficient to meet our expected ongoing short-term and long-term cash needs, including the repayment of our $350 million notes due in October 2025. Our discussion below highlights these sources of liquidity and how they have been utilized to support our cash needs.
Cash and Cash Equivalents
As of March 31, 2025, we had $188 million of Cash and cash equivalents, which includes highly-liquid investments with an original maturity of three months or less.
$1.0 Billion Revolving Credit Facility
We generally utilize our revolving credit facility to finance our short-term to medium-term business operations, as needed. The facility expires in October 2026 and had $785 million of available capacity as of March 31, 2025.
The revolving credit facility and term loan B facility are subject to covenants including the maintenance of specific financial ratios as defined in the credit agreement. The financial ratio covenants consist of a minimum interest coverage ratio of no less than 2.50 to 1.0 as of the measurement date and a maximum first lien leverage ratio not to exceed 4.25 to 1.0 as of the measurement date. The interest coverage ratio is calculated by dividing consolidated EBITDA (as defined in the credit agreement) by consolidated interest expense (as defined in the credit agreement), both as measured on a trailing 12-month basis preceding the measurement date. The first lien leverage ratio is calculated by dividing consolidated first lien debt (as defined in the credit agreement) as of the measurement date by consolidated EBITDA (as defined in the credit agreement) as measured on a trailing 12-month basis preceding the measurement date. Our first lien leverage ratio determines the interest rate spread on revolver borrowings and fees associated with letters of credit, which subjects them to fluctuation.
As of March 31, 2025, our interest coverage ratio was 4.48 to 1.0 and our first lien leverage ratio was 3.31 to 1.0. These ratios do not include interest expense or indebtedness related to any qualified securitization financing (as defined in the credit agreement). As of March 31, 2025, we were in compliance with the financial covenants described above.
Secured Notes and Term Loan B facility
We generally utilize borrowing via secured note issuances to meet our long-term financing needs. During 2024 we amended the credit agreement governing our revolving credit facility and term loan B facilities (“Sixth Amendment”). The Sixth Amendment repriced and replaced the $593 million outstanding balance on the 2023 Incremental Term Loan B facility and refinanced the $282 million outstanding balance on the 2018 Term Loan B facility which was due May 2025. This amendment accomplished the dual benefit of extending the maturity of our 2018 Term Loan B facility and providing future interest savings. The resulting new $875 million 2024 Term Loan B facility matures on December 14, 2029. This transaction reinforces our expectation that we will maintain adequate liquidity for the next year and beyond. As of March 31, 2025, we had $3.25 billion of outstanding borrowings under our secured notes and term loan B facility with maturities ranging from 2025 to 2030.
Non-recourse Vacation Ownership Debt
Our Vacation Ownership business finances certain of its VOCRs through (i) asset-backed conduit facilities and (ii) term asset-backed securitizations, all of which are non-recourse to us with respect to principal and interest. For the securitizations, we pool qualifying VOCRs and sell them to bankruptcy-remote entities, all of which are consolidated into the accompanying Condensed Consolidated Balance Sheets. We plan to continue using these sources to finance certain VOCRs. On December 20, 2024, we renewed our AUD/NZD bank conduit facility, extending its term through December 2026. Subsequent to the end of the first quarter of 2025 we renewed our USD bank conduit facility, extending its term through August 2027. We believe that our USD bank conduit facility and our AUD/NZD bank conduit facility, amounting to a combined capacity of $739 million ($444 million available as of March 31, 2025), along with our ability to issue term asset-backed securities, provide sufficient liquidity to finance the sale of VOIs beyond the next year.
We closed on securitization financings of $350 million during the first quarter of 2025. During the full year of 2024, we closed on $1.05 billion of securitization financings. These transactions positively impacted our liquidity and reinforce our expectation that we will maintain adequate liquidity for the next year and beyond.
Our liquidity position may be negatively affected by unfavorable conditions in the capital markets in which we operate or if our VOCR portfolios do not meet specified portfolio credit parameters. Our liquidity, as it relates to our VOCR securitization program, could be adversely affected if we were to fail to renew or replace our conduit facilities on their expiration dates, or if a particular receivables pool were to fail to meet certain ratios, which could occur in certain instances if the default rates or other credit metrics of the underlying VOCRs deteriorate. Our ability to sell securities backed by our VOCRs depends on the continued ability and willingness of capital market participants to invest in such securities.
Each of our non-recourse securitized term notes and the bank conduit facilities contain various triggers relating to the performance of the applicable loan pools. If the VOCR pool that collateralizes one of our securitization notes fails to perform within the parameters established by the contractual triggers (such as higher default or delinquency rates), there are provisions pursuant to which the cash flows for that pool will be maintained in the securitization as extra collateral for the note holders or applied to accelerate the repayment of outstanding principal to the note holders. As of March 31, 2025, all of our securitized loan pools were in compliance with applicable contractual triggers.
We may, from time to time, depending on market conditions and other factors, repurchase our outstanding indebtedness, whether or not such indebtedness trades above or below its face amount, for cash and/or in exchange for other securities or other consideration, in each case in open market purchases and/or privately negotiated transactions.
For additional details regarding our credit facilities, term loan B facility, and non-recourse debt see Note 9—Debt to the Condensed Consolidated Financial Statements.
Material Cash Requirements
The following table summarizes material future contractual obligations of our continuing operations as of March 31, 2025 (in millions). We plan to fund these obligations, along with our other cash requirements, with net cash from operations, cash and cash equivalents, and through the use of our revolving credit facilities, bank conduit facilities, and continued access to debt markets.
| 4/1/25 - 3/31/26 | 4/1/26 - 3/31/27 | 4/1/27 - 3/31/28 | 4/1/28 - 3/31/29 | 4/1/29 - 3/31/30 | Thereafter | Total | |
|---|---|---|---|---|---|---|---|
| Debt (a) | $368 | $879 | $412 | $10 | $1,824 | $— | $3,493 |
| Non-recourse debt (b) | 264 | 376 | 215 | 219 | 223 | 903 | 2,200 |
| Interest on debt (c) | 323 | 251 | 189 | 176 | 135 | 26 | 1,100 |
| Purchase commitments (d) | 257 | 328 | 167 | 76 | 10 | 94 | 932 |
| Operating leases | 25 | 19 | 17 | 15 | 10 | 13 | 99 |
| Total (e) | $1,237 | $1,853 | $1,000 | $496 | $2,202 | $1,036 | $7,824 |
(a)Represents required principal payments on notes, term loans, and finance leases.
(b)Represents required principal payments on debt that is securitized through bankruptcy-remote special purpose entities; the creditors of which have no recourse to us for principal and interest.
(c)Includes interest on debt and non-recourse debt; estimated using the stated interest rates.
(d)Includes $499 million for marketing related activities, $260 million related to the development of vacation ownership properties, and $129 million for information technology activities.
(e)Excludes a $31 million liability for unrecognized tax benefits as it is not reasonably estimable to determine the periods in which such liability would be settled with the respective tax authorities.
In addition to the amounts shown in the table above and in connection with our separation from our former parent, ABG, formerly Cendant Corporation, we entered into certain guarantee commitments with ABG (pursuant to our assumption of certain liabilities and our obligation to indemnify ABG, Anywhere Real Estate Inc. (formerly Realogy), and Travelport for such liabilities) and guarantee commitments related to deferred compensation arrangements with ABG and Anywhere Real Estate Inc. We also entered into certain guarantee commitments and indemnifications related to the sale of our vacation rentals businesses. For information on matters related to our former parent and subsidiaries see Note 20—Transactions with Former Parent and Former Subsidiaries to the Condensed Consolidated Financial Statements.
In addition to the key contractual obligation and separation related commitments described above, we also utilize surety bonds in our Vacation Ownership business for sales and development transactions in order to meet regulatory requirements of certain states. In the ordinary course of our business, we have assembled commitments from 13 surety providers in the amount of $2.38 billion, of which we had $538 million outstanding as of March 31, 2025. The availability, terms and conditions and pricing of bonding capacity are dependent on, among other things, continued financial strength and stability of the insurance company affiliates providing the bonding capacity, general availability of such capacity, and our corporate credit rating. If the bonding capacity is unavailable or, alternatively, the terms and conditions and pricing of the bonding capacity are unacceptable to us, our Vacation Ownership business could be negatively impacted.
As of March 31, 2025, our secured debt is rated Ba3 with a “stable outlook” by Moody’s Investors Service, Inc., BB- with a “stable outlook” by Standard & Poor’s Rating Services, and BB+ with a “stable outlook” by Fitch Rating Agency. A security rating is not a recommendation to buy, sell or hold securities and is subject to revision or withdrawal by the assigning rating organization. Reference in this report to any such credit rating is intended for the limited purpose of discussing or referring to aspects of our liquidity and of our costs of funds. Any reference to a credit rating is not intended to be any guarantee or assurance of, nor should there be any undue reliance upon, any credit rating or change in credit rating, nor is any such reference intended as any inference concerning future performance, future liquidity, or any future credit rating.
CASH FLOW
The following table summarizes the changes in cash, cash equivalents, and restricted cash (in millions):
| Three Months Ended March 31, | |||
|---|---|---|---|
| Cash provided by/(used in) | 2025 | 2024 | Change |
| Operating activities: | $121 | $47 | $74 |
| Investing activities: | (22) | (57) | 35 |
| Financing activities: | (63) | 203 | (266) |
| Effects of changes in exchange rates on cash and cash equivalents | 2 | (4) | 6 |
| Net change in cash, cash equivalents and restricted cash | $38 | $189 | $(151) |
Operating Activities
Net cash provided by operating activities increased $74 million for the three months ended March 31, 2025 compared to the prior year. This increase was primarily attributable to a $7 million increase in Net income attributable to Travel + Leisure Co.; a $20 million increase in non-cash addbacks; and a $47 million decrease in cash utilized for working capital driven by $51 million of higher collections on VOCRs and an $18 million increase in deferred income driven by our co-branded credit card programs; partially offset by $34 million of higher employee incentive payments.
Investing Activities
Net cash used in investing activities from continuing operations decreased $35 million during the three months ended March 31, 2025 compared to the prior year. This decrease is primarily due to $40 million paid for the acquisition of Accor Vacation Club during 2024.
Financing Activities
Net cash used in financing activities was $63 million during the three months ended March 31, 2025 compared to Net cash provided by financing activities of $203 million in the prior year. This variance was primarily due to a $274 million decrease in net proceeds from corporate debt and a $45 million increase in share repurchases, partially offset by a $60 million increase in net proceeds from non-recourse debt.
Capital Deployment
We focus on deploying capital for the highest possible returns. Ultimately, our business objective is to grow our business while optimizing cash flow and Adjusted EBITDA. We intend to continue to invest in select capital and technological improvements across our business. We also regularly consider a wide array of potential acquisitions and other strategic transactions, including acquisitions of businesses and real property, joint ventures, business combinations, strategic investments, and dispositions. Any of these transactions could be material to our business. As part of this strategy, we have made, and expect to continue to make, proposals and enter into non-binding letters of intent, allowing us to conduct due diligence on a confidential basis. A potential transaction contemplated by a letter of intent may never reach the point where we enter into a definitive agreement, nor can we predict the timing of such a potential transaction. Finally, we intend to continue to return value to shareholders through the repurchase of common stock and payment of dividends. All future declarations of quarterly cash dividends and increases to the capacity of our share repurchase program are subject to review and approval by the Board of Directors (“Board”).
During the three months ended March 31, 2025, we spent $22 million on vacation ownership development projects (inventory). We believe that our Vacation Ownership business currently has adequate finished inventory to support vacation ownership sales for several years. As such, we expect to remain below historical levels of spending for vacation ownership development projects in 2025 with anticipated full year spending between $150 million and $180 million. After factoring in the anticipated additional annual spending, we expect to have adequate inventory to support vacation ownership sales through at least the next four to five years.
During the three months ended March 31, 2025, we spent $21 million on capital expenditures, primarily for information technology and sales center improvement projects. During 2025, we anticipate spending between $120 million and $130 million on capital expenditures, primarily for continuation of information technology digital and new club initiatives, sales center facility and related system enhancements, resort improvements, and a new corporate office.
In connection with our focus on optimizing cash flow, we are continuing our asset-light efforts in vacation ownership by seeking opportunities with financial partners whereby they make strategic investments to develop assets on our behalf. We refer to this as Just-in-Time. The partner may invest in new ground-up development projects or purchase from us, for cash, existing in-process inventory which currently resides on our Condensed Consolidated Balance Sheets. The partner will complete the development of the project and we may purchase finished inventory at a future date as needed or as obligated under the agreement.
We expect that the majority of the expenditures that will be required to pursue our capital spending programs, strategic investments, and vacation ownership development projects will be financed with cash flow generated through operations and cash and cash equivalents. We expect that additional expenditures will be financed with general secured corporate borrowings, including through the use of available capacity under our revolving credit facility.
Share Repurchase Program
On August 20, 2007, our Board authorized a share repurchase program that enables us to purchase our common stock. As of March 31, 2025, the Board has increased the capacity of the program 10 times, most recently in May 2024 by $500 million, bringing the total authorization under the current program to $7.0 billion. Proceeds received from stock option exercises have increased the repurchase capacity by $89 million since the inception of this program. We had $373 million of remaining availability in our program as of March 31, 2025.
Under our current share repurchase program, we repurchased 1.3 million shares at an average price of $52.27 for a cost of $70 million during the three months ended March 31, 2025. The amount and timing of specific repurchases are subject to market conditions, applicable legal requirements and other factors, including capital allocation priorities. Repurchases may be conducted in the open market or in privately negotiated transactions.
Dividends
We paid cash dividends of $0.56 per share during the first quarter of 2025 and $0.50 per share during the first quarter of 2024. The aggregate dividends paid to shareholders were $41 million and $38 million during the three months ended March 31, 2025 and 2024. Our long-term plan is to grow our dividend at the rate of growth of our earnings at a minimum. The declaration and payment of future dividends to holders of our common stock are at the discretion of our Board and depend upon many factors, including our financial condition, earnings, capital requirements of our business, covenants associated with certain debt obligations, legal requirements, regulatory constraints, industry practice, and other factors that our Board deems relevant. There is no assurance that a payment of a dividend or a dividend at current levels will occur in the future.
SEASONALITY
We experience seasonal fluctuations in our net revenues and net income from sales of VOIs and vacation exchange fees. Revenues from sales of VOIs are generally higher in the third quarter than in other quarters due to increased leisure travel. Revenues from vacation exchange fees are generally highest in the first quarter, which is typically when members of our vacation exchange business book their vacations for the year.
The seasonality of our business may cause fluctuations in our quarterly operating results. As we expand into new markets and geographical locations, we may experience increased or different seasonality dynamics that create fluctuations in operating results different from the fluctuations we have experienced in the past.
COMMITMENTS AND CONTINGENCIES
From time to time, we are involved in claims, legal and regulatory proceedings, and governmental inquiries related to our business, none of which, in the opinion of management, is expected to have a material effect on our results of operations or financial condition. See Note 15—Commitments and Contingencies to the Condensed Consolidated Financial Statements for a description of claims and legal actions arising in the ordinary course of our business along with our guarantees and indemnifications and Note 20—Transactions with Former Parent and Former Subsidiaries to the Condensed Consolidated Financial Statements for a description of our obligations regarding ABG contingent litigation, matters related to Wyndham Hotels & Resorts, Inc., and matters related to the vacation rentals businesses.
CRITICAL ACCOUNTING ESTIMATES
In presenting our Condensed Consolidated Financial Statements in conformity with generally accepted accounting principles, we are required to make estimates and assumptions that affect the amounts reported therein. Several of the estimates and assumptions we are required to make relate to matters that are inherently uncertain as they pertain to future events. However, events that are outside of our control cannot be predicted and, as such, they cannot be contemplated in evaluating such estimates and assumptions. If there is a significant unfavorable change to current conditions, it could result in a material impact to our consolidated results of operations, financial position, and liquidity. We believe that the estimates and assumptions we used when preparing our Condensed Consolidated Financial Statements were the most appropriate at that time. These Condensed Consolidated Financial Statements should be read in conjunction with our “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and the audited Consolidated Financial Statements included in the Annual Report on Form 10-K filed with the SEC on February 19, 2025, which includes a description of our critical accounting estimates that involve subjective and complex judgments that could potentially affect reported results. There have been no material changes to these critical accounting estimates since the filing of the Annual Report on Form 10-K for the year ended December 31, 2024.
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