x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Delaware
|
|
20-1480589
|
(State or Other Jurisdiction of
Incorporation or Organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
|
|
71 South Wacker Drive
12th Floor, Chicago, Illinois
|
|
60606
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Large accelerated filer
|
x
|
|
Accelerated filer
|
¨
|
|
Non-accelerated filer
|
¨
|
|
Smaller reporting company
|
¨
|
|
|
|
|
Emerging growth company
|
¨
|
|
|
|
|
|
PART I – FINANCIAL INFORMATION
|
|
Item 1.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
|
|
|
|
PART II – OTHER INFORMATION
|
|
Item 1.
|
||
Item 1A.
|
||
Item 2.
|
||
Item 3.
|
||
Item 4.
|
||
Item 5.
|
||
Item 6.
|
||
|
|
|
|
Three Months Ended
|
||||||
|
March 31, 2017
|
|
March 31, 2016
|
||||
REVENUES:
|
|
|
|
||||
Owned and leased hotels
|
$
|
572
|
|
|
$
|
516
|
|
Management and franchise fees
|
122
|
|
|
107
|
|
||
Other revenues
|
22
|
|
|
9
|
|
||
Other revenues from managed properties
|
471
|
|
|
457
|
|
||
Total revenues
|
1,187
|
|
|
1,089
|
|
||
DIRECT AND SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES:
|
|
|
|
||||
Owned and leased hotels
|
427
|
|
|
389
|
|
||
Depreciation and amortization
|
91
|
|
|
81
|
|
||
Other direct costs
|
19
|
|
|
6
|
|
||
Selling, general, and administrative
|
99
|
|
|
88
|
|
||
Other costs from managed properties
|
471
|
|
|
457
|
|
||
Direct and selling, general, and administrative expenses
|
1,107
|
|
|
1,021
|
|
||
Net gains and interest income from marketable securities held to fund operating programs
|
15
|
|
|
1
|
|
||
Equity earnings (losses) from unconsolidated hospitality ventures
|
(3
|
)
|
|
2
|
|
||
Interest expense
|
(21
|
)
|
|
(17
|
)
|
||
Other income (loss), net
|
40
|
|
|
(4
|
)
|
||
INCOME BEFORE INCOME TAXES
|
111
|
|
|
50
|
|
||
PROVISION FOR INCOME TAXES
|
(41
|
)
|
|
(16
|
)
|
||
NET INCOME
|
70
|
|
|
34
|
|
||
NET INCOME AND ACCRETION ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
||
NET INCOME ATTRIBUTABLE TO HYATT HOTELS CORPORATION
|
$
|
70
|
|
|
$
|
34
|
|
EARNINGS PER SHARE
—
Basic
|
|
|
|
||||
Net income
|
$
|
0.54
|
|
|
$
|
0.25
|
|
Net income attributable to Hyatt Hotels Corporation
|
$
|
0.54
|
|
|
$
|
0.25
|
|
EARNINGS PER SHARE
—
Diluted
|
|
|
|
||||
Net income
|
$
|
0.54
|
|
|
$
|
0.25
|
|
Net income attributable to Hyatt Hotels Corporation
|
$
|
0.54
|
|
|
$
|
0.25
|
|
|
Three Months Ended
|
||||||
|
March 31, 2017
|
|
March 31, 2016
|
||||
Net income
|
$
|
70
|
|
|
$
|
34
|
|
Other comprehensive income (loss), net of taxes:
|
|
|
|
||||
Foreign currency translation adjustments, net of tax expense of $- for the three months ended March 31, 2017 and March 31, 2016
|
41
|
|
|
24
|
|
||
Unrealized gains (losses) on available-for-sale securities, net of tax expense (benefit) of $21 and $(3) for the three months ended March 31, 2017 and March 31, 2016, respectively
|
34
|
|
|
(4
|
)
|
||
Other comprehensive income
|
75
|
|
|
20
|
|
||
COMPREHENSIVE INCOME
|
145
|
|
|
54
|
|
||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
||
COMPREHENSIVE INCOME ATTRIBUTABLE TO HYATT HOTELS CORPORATION
|
$
|
145
|
|
|
$
|
54
|
|
|
Three Months Ended
|
||||||
|
March 31, 2017
|
|
March 31, 2016
|
||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
||||
Net income
|
$
|
70
|
|
|
$
|
34
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Depreciation and amortization
|
91
|
|
|
81
|
|
||
Deferred income taxes
|
(16
|
)
|
|
(1
|
)
|
||
Realized losses from marketable securities
|
40
|
|
|
—
|
|
||
Working capital changes and other
|
(35
|
)
|
|
(63
|
)
|
||
Net cash provided by operating activities
|
150
|
|
|
51
|
|
||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
||||
Purchases of marketable securities and short-term investments
|
(111
|
)
|
|
(85
|
)
|
||
Proceeds from marketable securities and short-term investments
|
119
|
|
|
83
|
|
||
Contributions to investments
|
(8
|
)
|
|
(15
|
)
|
||
Return of investments
|
200
|
|
|
23
|
|
||
Acquisitions, net of cash acquired
|
(245
|
)
|
|
—
|
|
||
Capital expenditures
|
(50
|
)
|
|
(38
|
)
|
||
Sales proceeds transferred from escrow to cash and cash equivalents
|
—
|
|
|
29
|
|
||
Other investing activities
|
1
|
|
|
(9
|
)
|
||
Net cash used in investing activities
|
(94
|
)
|
|
(12
|
)
|
||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
||||
Proceeds from long-term debt, net of issuance costs of $- and $4, respectively
|
180
|
|
|
426
|
|
||
Repayments of long-term debt
|
(3
|
)
|
|
(95
|
)
|
||
Repurchase of common stock
|
(348
|
)
|
|
(63
|
)
|
||
Proceeds from redeemable noncontrolling interest in preferred shares of a subsidiary
|
9
|
|
|
—
|
|
||
Other financing activities
|
(3
|
)
|
|
(4
|
)
|
||
Net cash (used in) provided by financing activities
|
(165
|
)
|
|
264
|
|
||
EFFECT OF EXCHANGE RATE CHANGES ON CASH
|
1
|
|
|
11
|
|
||
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS
|
(108
|
)
|
|
314
|
|
||
CASH AND CASH EQUIVALENTS—BEGINNING OF YEAR
|
482
|
|
|
457
|
|
||
CASH AND CASH EQUIVALENTS—END OF PERIOD
|
$
|
374
|
|
|
$
|
771
|
|
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:
|
|
|
|
||||
Cash paid during the period for interest
|
$
|
37
|
|
|
$
|
33
|
|
Cash paid during the period for income taxes
|
$
|
10
|
|
|
$
|
16
|
|
Non-cash investing and financing activities are as follows:
|
|
|
|
||||
Change in accrued capital expenditures
|
$
|
17
|
|
|
$
|
4
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Equity method investments
|
$
|
163
|
|
|
$
|
180
|
|
Cost method investments
|
6
|
|
|
6
|
|
||
Total investments
|
$
|
169
|
|
|
$
|
186
|
|
|
Three Months Ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Total revenues
|
$
|
274
|
|
|
$
|
284
|
|
Gross operating profit
|
78
|
|
|
70
|
|
||
Income (loss) from continuing operations
|
(18
|
)
|
|
20
|
|
||
Net income (loss)
|
(18
|
)
|
|
20
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Marketable securities held to fund our loyalty program
|
$
|
397
|
|
|
$
|
394
|
|
Marketable securities held to fund deferred compensation plans held in rabbi trusts (Note 9)
|
364
|
|
|
352
|
|
||
Marketable securities held to fund our captive insurance companies
|
72
|
|
|
65
|
|
||
Total marketable securities held to fund operating programs
|
$
|
833
|
|
|
$
|
811
|
|
Less current portion of marketable securities held to fund operating programs included in cash and cash equivalents, short-term investments, and prepaids and other assets
|
(123
|
)
|
|
(109
|
)
|
||
Marketable securities held to fund operating programs included in other assets
|
$
|
710
|
|
|
$
|
702
|
|
|
Three Months Ended March 31,
|
||||||
2017
|
|
2016
|
|||||
Loyalty program
|
$
|
—
|
|
|
$
|
1
|
|
Deferred compensation plans held in rabbi trusts
|
15
|
|
|
—
|
|
||
Total net gains and interest income from marketable securities held to fund operating programs
|
$
|
15
|
|
|
$
|
1
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Interest bearing money market funds
|
$
|
56
|
|
|
$
|
106
|
|
Time deposits
|
45
|
|
|
45
|
|
||
Preferred shares
|
—
|
|
|
290
|
|
||
Common shares
|
126
|
|
|
—
|
|
||
Total marketable securities held for investment purposes
|
$
|
227
|
|
|
$
|
441
|
|
Less current portion of marketable securities held for investment purposes included in cash and cash equivalents and short-term investments
|
(101
|
)
|
|
(151
|
)
|
||
Marketable securities held for investment purposes included in other assets
|
$
|
126
|
|
|
$
|
290
|
|
|
March 31, 2017
|
|
Cash and cash equivalents
|
|
Short-term investments
|
|
Prepaids and other assets
|
|
Other assets
|
||||||||||
Level One - Quoted Prices in Active Markets for Identical Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest bearing money market funds
|
$
|
72
|
|
|
$
|
72
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Mutual funds
|
364
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
364
|
|
|||||
Common shares
|
126
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
126
|
|
|||||
Level Two - Significant Other Observable Inputs
|
|
|
|
|
|
|
|
|
|
||||||||||
Time deposits
|
58
|
|
|
—
|
|
|
46
|
|
|
—
|
|
|
12
|
|
|||||
U.S. government obligations
|
148
|
|
|
—
|
|
|
—
|
|
|
38
|
|
|
110
|
|
|||||
U.S. government agencies
|
48
|
|
|
—
|
|
|
4
|
|
|
8
|
|
|
36
|
|
|||||
Corporate debt securities
|
182
|
|
|
—
|
|
|
2
|
|
|
38
|
|
|
142
|
|
|||||
Mortgage-backed securities
|
19
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
14
|
|
|||||
Asset-backed securities
|
40
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
30
|
|
|||||
Municipal and provincial notes and bonds
|
3
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
2
|
|
|||||
Total
|
$
|
1,060
|
|
|
$
|
72
|
|
|
$
|
52
|
|
|
$
|
100
|
|
|
$
|
836
|
|
|
December 31, 2016
|
|
Cash and cash equivalents
|
|
Short-term investments
|
|
Prepaids and other assets
|
|
Other assets
|
||||||||||
Level One - Quoted Prices in Active Markets for Identical Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest bearing money market funds
|
$
|
114
|
|
|
$
|
114
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Mutual funds
|
352
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
352
|
|
|||||
Level Two - Significant Other Observable Inputs
|
|
|
|
|
|
|
|
|
|
||||||||||
Time deposits
|
59
|
|
|
—
|
|
|
46
|
|
|
—
|
|
|
13
|
|
|||||
U.S. government obligations
|
142
|
|
|
—
|
|
|
—
|
|
|
33
|
|
|
109
|
|
|||||
U.S. government agencies
|
53
|
|
|
—
|
|
|
9
|
|
|
8
|
|
|
36
|
|
|||||
Corporate debt securities
|
181
|
|
|
—
|
|
|
1
|
|
|
35
|
|
|
145
|
|
|||||
Mortgage-backed securities
|
22
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
17
|
|
|||||
Asset-backed securities
|
34
|
|
|
—
|
|
|
—
|
|
|
8
|
|
|
26
|
|
|||||
Municipal and provincial notes and bonds
|
5
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
4
|
|
|||||
Level Three - Significant Unobservable Inputs
|
|
|
|
|
|
|
|
|
|
||||||||||
Preferred shares
|
290
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
290
|
|
|||||
Total
|
$
|
1,252
|
|
|
$
|
114
|
|
|
$
|
56
|
|
|
$
|
90
|
|
|
$
|
992
|
|
|
2017
|
|
2016
|
||||
Fair value at January 1
|
$
|
290
|
|
|
$
|
335
|
|
Gross unrealized losses
|
(54
|
)
|
|
(7
|
)
|
||
Realized losses
|
(40
|
)
|
|
—
|
|
||
Interest income
|
94
|
|
|
—
|
|
||
Cash redemption
|
(290
|
)
|
|
—
|
|
||
Fair value at March 31
|
$
|
—
|
|
|
$
|
328
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Unsecured financing to hotel owners
|
$
|
122
|
|
|
$
|
119
|
|
Less allowance for losses
|
(103
|
)
|
|
(100
|
)
|
||
Total long-term financing receivables, net
|
$
|
19
|
|
|
$
|
19
|
|
|
2017
|
|
2016
|
||||
Allowance at January 1
|
$
|
100
|
|
|
$
|
98
|
|
Provisions
|
2
|
|
|
1
|
|
||
Other Adjustments
|
1
|
|
|
1
|
|
||
Allowance at March 31
|
$
|
103
|
|
|
$
|
100
|
|
|
March 31, 2017
|
||||||||||||||
|
Gross Loan Balance (Principal and Interest)
|
|
Related Allowance
|
|
Net Financing Receivables
|
|
Gross Receivables on Non-Accrual Status
|
||||||||
Loans
|
$
|
13
|
|
|
$
|
—
|
|
|
$
|
13
|
|
|
$
|
—
|
|
Impaired loans (1)
|
58
|
|
|
(58
|
)
|
|
—
|
|
|
58
|
|
||||
Total loans
|
71
|
|
|
(58
|
)
|
|
13
|
|
|
58
|
|
||||
Other financing arrangements
|
51
|
|
|
(45
|
)
|
|
6
|
|
|
45
|
|
||||
Total unsecured financing receivables
|
$
|
122
|
|
|
$
|
(103
|
)
|
|
$
|
19
|
|
|
$
|
103
|
|
|
December 31, 2016
|
||||||||||||||
|
Gross Loan Balance (Principal and Interest)
|
|
Related Allowance
|
|
Net Financing Receivables
|
|
Gross Receivables on Non-Accrual Status
|
||||||||
Loans
|
$
|
13
|
|
|
$
|
—
|
|
|
$
|
13
|
|
|
$
|
—
|
|
Impaired loans (2)
|
56
|
|
|
(56
|
)
|
|
—
|
|
|
56
|
|
||||
Total loans
|
69
|
|
|
(56
|
)
|
|
13
|
|
|
56
|
|
||||
Other financing arrangements
|
50
|
|
|
(44
|
)
|
|
6
|
|
|
44
|
|
||||
Total unsecured financing receivables
|
$
|
119
|
|
|
$
|
(100
|
)
|
|
$
|
19
|
|
|
$
|
100
|
|
|
|
||
Current assets, net of cash acquired
|
$
|
4
|
|
Property and equipment
|
173
|
|
|
Indefinite-lived intangibles (1)
|
37
|
|
|
Management agreement intangibles (2)
|
14
|
|
|
Goodwill (3)
|
20
|
|
|
Other definite-lived intangibles (4)
|
7
|
|
|
Total assets
|
$
|
255
|
|
|
|
||
Current liabilities
|
$
|
11
|
|
Deferred income tax liability
|
6
|
|
|
Total liabilities
|
17
|
|
|
Total net assets acquired attributable to Hyatt Hotels Corporation
|
238
|
|
|
Total net assets acquired attributable to noncontrolling interests
|
1
|
|
|
Total net assets acquired
|
$
|
239
|
|
|
|
|
March 31, 2017
|
|
Weighted-
Average Useful
Lives in Years
|
|
December 31, 2016
|
|||||
Management and franchise agreement intangibles
|
$
|
611
|
|
|
25
|
|
|
$
|
589
|
|
Lease related intangibles
|
117
|
|
|
111
|
|
|
115
|
|
||
Brand and other indefinite-lived intangibles
|
53
|
|
|
—
|
|
|
16
|
|
||
Advanced bookings intangibles
|
12
|
|
|
6
|
|
|
11
|
|
||
Other definite-lived intangibles
|
12
|
|
|
11
|
|
|
6
|
|
||
|
805
|
|
|
|
|
737
|
|
|||
Accumulated amortization
|
(147
|
)
|
|
|
|
(138
|
)
|
|||
Intangibles, net
|
$
|
658
|
|
|
|
|
$
|
599
|
|
|
Three Months Ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Amortization expense
|
$
|
7
|
|
|
$
|
7
|
|
|
March 31, 2017
|
||||||||||||||||||
|
Carrying Value
|
|
Fair Value
|
|
Quoted Prices in Active Markets for Identical Assets (Level One)
|
|
Significant Other Observable Inputs (Level Two)
|
|
Significant Unobservable Inputs (Level Three)
|
||||||||||
Debt (1)
|
$
|
1,745
|
|
|
$
|
1,834
|
|
|
$
|
—
|
|
|
$
|
1,462
|
|
|
$
|
372
|
|
|
December 31, 2016
|
||||||||||||||||||
|
Carrying Value
|
|
Fair Value
|
|
Quoted Prices in Active Markets for Identical Assets (Level One)
|
|
Significant Other Observable Inputs (Level Two)
|
|
Significant Unobservable Inputs (Level Three)
|
||||||||||
Debt (2)
|
$
|
1,565
|
|
|
$
|
1,642
|
|
|
$
|
—
|
|
|
$
|
1,450
|
|
|
$
|
192
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Deferred compensation plans
|
$
|
364
|
|
|
$
|
352
|
|
Deferred gains on sales of hotel properties
|
357
|
|
|
363
|
|
||
Loyalty program liability
|
288
|
|
|
296
|
|
||
Guarantee liabilities (Note 11)
|
118
|
|
|
124
|
|
||
Other
|
353
|
|
|
337
|
|
||
Total other long-term liabilities
|
$
|
1,480
|
|
|
$
|
1,472
|
|
|
|
The Four Managed Hotels in France
|
|
Other Performance Guarantees
|
|
All Performance Guarantees
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||||||
Beginning balance, January 1
|
|
$
|
66
|
|
|
$
|
93
|
|
|
$
|
13
|
|
|
$
|
4
|
|
|
$
|
79
|
|
|
$
|
97
|
|
Amortization of initial guarantee obligation liability into income
|
|
(3
|
)
|
|
(8
|
)
|
|
(1
|
)
|
|
—
|
|
|
(4
|
)
|
|
(8
|
)
|
||||||
Performance guarantee expense, net
|
|
26
|
|
|
19
|
|
|
—
|
|
|
—
|
|
|
26
|
|
|
19
|
|
||||||
Net payments during the period
|
|
(22
|
)
|
|
(14
|
)
|
|
(4
|
)
|
|
(1
|
)
|
|
(26
|
)
|
|
(15
|
)
|
||||||
Foreign currency exchange, net
|
|
2
|
|
|
4
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|
4
|
|
||||||
Ending balance, March 31
|
|
$
|
69
|
|
|
$
|
94
|
|
|
$
|
8
|
|
|
$
|
3
|
|
|
$
|
77
|
|
|
$
|
97
|
|
Property Description
|
|
Maximum Potential Future Payments
|
|
Maximum Exposure Net of Recoverability from Third Parties
|
|
Other Long-term Liabilities recorded at March 31, 2017
|
|
Other Long-term Liabilities recorded at December 31, 2016
|
|
Year of Guarantee Expiration
|
||||||||
Hotel property in Washington State
(1), (3), (4), (5)
|
|
$
|
215
|
|
|
$
|
—
|
|
|
$
|
33
|
|
|
$
|
35
|
|
|
2020
|
Hotel properties in India (2), (3)
|
|
185
|
|
|
185
|
|
|
21
|
|
|
21
|
|
|
2020
|
||||
Hotel property in Brazil (1)
|
|
80
|
|
|
40
|
|
|
3
|
|
|
3
|
|
|
2020
|
||||
Hotel property in Minnesota
|
|
25
|
|
|
25
|
|
|
2
|
|
|
2
|
|
|
2021
|
||||
Hotel property in Arizona (1), (4)
|
|
25
|
|
|
—
|
|
|
2
|
|
|
2
|
|
|
2019
|
||||
Hotel properties in California (1)
|
|
21
|
|
|
8
|
|
|
5
|
|
|
6
|
|
|
2020
|
||||
Other (1)
|
|
24
|
|
|
8
|
|
|
—
|
|
|
—
|
|
|
2017
|
||||
Total
|
|
$
|
575
|
|
|
$
|
266
|
|
|
$
|
66
|
|
|
$
|
69
|
|
|
|
|
Stockholders’
equity
|
|
Noncontrolling interests
in consolidated
subsidiaries
|
|
Total equity
|
||||||
Balance at January 1, 2017
|
$
|
3,903
|
|
|
$
|
5
|
|
|
$
|
3,908
|
|
Net income
|
70
|
|
|
—
|
|
|
70
|
|
|||
Other comprehensive income
|
75
|
|
|
—
|
|
|
75
|
|
|||
Contributions from noncontrolling interests
|
—
|
|
|
1
|
|
|
1
|
|
|||
Repurchase of common stock
|
(348
|
)
|
|
—
|
|
|
(348
|
)
|
|||
Employee stock plan issuance
|
1
|
|
|
—
|
|
|
1
|
|
|||
Share-based payment activity
|
13
|
|
|
—
|
|
|
13
|
|
|||
Balance at March 31, 2017
|
$
|
3,714
|
|
|
$
|
6
|
|
|
$
|
3,720
|
|
|
|
|
|
|
|
||||||
|
Stockholders’
equity |
|
Noncontrolling interests
in consolidated subsidiaries |
|
Total equity
|
||||||
Balance at January 1, 2016
|
$
|
3,991
|
|
|
$
|
4
|
|
|
$
|
3,995
|
|
Net income
|
34
|
|
|
—
|
|
|
34
|
|
|||
Other comprehensive income
|
20
|
|
|
—
|
|
|
20
|
|
|||
Repurchase of common stock
|
(63
|
)
|
|
—
|
|
|
(63
|
)
|
|||
Employee stock plan issuance
|
1
|
|
|
—
|
|
|
1
|
|
|||
Share-based payment activity
|
13
|
|
|
—
|
|
|
13
|
|
|||
Balance at March 31, 2016
|
$
|
3,996
|
|
|
$
|
4
|
|
|
$
|
4,000
|
|
|
Balance at
January 1, 2017 |
|
Current period other comprehensive income before reclassification
|
|
Amount reclassified from accumulated other comprehensive loss
|
|
Balance at March 31, 2017
|
||||||||
Foreign currency translation adjustments
|
$
|
(299
|
)
|
|
$
|
41
|
|
|
$
|
—
|
|
|
$
|
(258
|
)
|
Unrealized gains on AFS securities
|
33
|
|
|
34
|
|
|
—
|
|
|
67
|
|
||||
Unrecognized pension cost
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
||||
Unrealized losses on derivative instruments
|
(4
|
)
|
|
—
|
|
|
—
|
|
|
(4
|
)
|
||||
Accumulated other comprehensive income (loss)
|
$
|
(277
|
)
|
|
$
|
75
|
|
|
$
|
—
|
|
|
$
|
(202
|
)
|
|
|
|
|
|
|
|
|
||||||||
|
Balance at
January 1, 2016 |
|
Current period other comprehensive income (loss) before reclassification
|
|
Amount reclassified from accumulated other comprehensive loss
|
|
Balance at
March 31, 2016
|
||||||||
Foreign currency translation adjustments
|
$
|
(257
|
)
|
|
$
|
24
|
|
|
$
|
—
|
|
|
$
|
(233
|
)
|
Unrealized gains (losses) on AFS securities
|
39
|
|
|
(4
|
)
|
|
—
|
|
|
35
|
|
||||
Unrecognized pension cost
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
||||
Unrealized losses on derivative instruments
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
||||
Accumulated other comprehensive income (loss)
|
$
|
(230
|
)
|
|
$
|
20
|
|
|
$
|
—
|
|
|
$
|
(210
|
)
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
SARs
|
$
|
8
|
|
|
$
|
7
|
|
RSUs
|
8
|
|
|
8
|
|
||
PSUs and PSs
|
—
|
|
|
1
|
|
||
Total stock-based compensation recorded within selling, general, and administrative expenses
|
$
|
16
|
|
|
$
|
16
|
|
•
|
Owned and leased hotels
—This segment derives its earnings from owned and leased hotel properties located predominantly in the United States but also in certain international locations and for purposes of segment Adjusted EBITDA, includes our pro rata share of the Adjusted EBITDA of our unconsolidated hospitality ventures, based on our ownership percentage of each venture. Adjusted EBITDA includes intercompany expenses related to management fees paid to the Company's management and franchising segments, which are eliminated in consolidation. Intersegment revenues relate to promotional award redemptions at our owned and leased hotels related to our co-branded credit card, which are eliminated in consolidation.
|
•
|
Americas management and franchising
—This segment derives its earnings primarily from a combination of hotel management and licensing of our portfolio of brands to franchisees located in the United States, Latin America, Canada and the Caribbean. This segment’s revenues also include the reimbursement of costs incurred on behalf of managed hotel property owners and franchisees with no added margin. These costs relate primarily to payroll costs at managed properties where the Company is the employer. These revenues and costs are recorded within other revenues from managed properties and other costs from managed properties, respectively. The intersegment revenues relate to management fees earned from the Company’s owned hotels, which are eliminated in consolidation.
|
•
|
ASPAC management and franchising
—This segment derives its earnings primarily from a combination of hotel management and licensing of our portfolio of brands to franchisees located in Southeast Asia, as well as Greater China, Australia, South Korea, Japan and Micronesia. This segment’s revenues also include the reimbursement of costs incurred on behalf of managed hotel property owners and franchisees with no added margin. These costs relate primarily to reservations, marketing and technology costs. These revenues and costs are recorded within other revenues from managed properties and other costs from managed properties, respectively. The intersegment revenues relate to management fees earned from the Company’s owned hotels, which are eliminated in consolidation.
|
•
|
EAME/SW Asia management and franchising
—This segment derives its earnings primarily from a combination of hotel management and licensing of our portfolio of brands to franchisees located in Europe, Africa, the Middle East, India, Central Asia and Nepal. This segment’s revenues also include the reimbursement of costs incurred on behalf of managed hotel property owners and franchisees with no added margin. These costs relate primarily to reservations, marketing and technology costs. These revenues and costs are recorded within other revenues from managed properties and other costs from managed properties, respectively. The intersegment revenues relate to management fees earned from the Company’s owned hotels, which are eliminated in consolidation.
|
|
Three Months Ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Owned and leased hotels
|
|
|
|
||||
Owned and leased hotels revenues
|
$
|
558
|
|
|
$
|
516
|
|
Other revenues
|
13
|
|
|
—
|
|
||
Intersegment revenues (a)
|
2
|
|
|
—
|
|
||
Adjusted EBITDA
|
143
|
|
|
131
|
|
||
Depreciation and amortization
|
74
|
|
|
68
|
|
||
Americas management and franchising
|
|
|
|
||||
Management and franchise fees revenues
|
104
|
|
|
91
|
|
||
Other revenues from managed properties
|
428
|
|
|
421
|
|
||
Intersegment revenues (a)
|
22
|
|
|
20
|
|
||
Adjusted EBITDA
|
90
|
|
|
76
|
|
||
Depreciation and amortization
|
5
|
|
|
5
|
|
||
ASPAC management and franchising
|
|
|
|
||||
Management and franchise fees revenues
|
25
|
|
|
22
|
|
||
Other revenues from managed properties
|
26
|
|
|
21
|
|
||
Intersegment revenues (a)
|
—
|
|
|
—
|
|
||
Adjusted EBITDA
|
15
|
|
|
12
|
|
||
Depreciation and amortization
|
—
|
|
|
—
|
|
||
EAME/SW Asia management and franchising
|
|
|
|
||||
Management and franchise fees revenues
|
16
|
|
|
16
|
|
||
Other revenues from managed properties
|
17
|
|
|
15
|
|
||
Intersegment revenues (a)
|
2
|
|
|
2
|
|
||
Adjusted EBITDA
|
8
|
|
|
8
|
|
||
Depreciation and amortization
|
1
|
|
|
1
|
|
||
Corporate and other
|
|
|
|
||||
Revenues
|
26
|
|
|
9
|
|
||
Adjusted EBITDA
|
(29
|
)
|
|
(33
|
)
|
||
Depreciation and amortization
|
11
|
|
|
7
|
|
||
Eliminations
|
|
|
|
||||
Revenues (a)
|
(26
|
)
|
|
(22
|
)
|
||
Adjusted EBITDA (b)
|
1
|
|
|
—
|
|
||
Depreciation and amortization
|
—
|
|
|
—
|
|
||
TOTAL
|
|
|
|
||||
Revenues
|
$
|
1,187
|
|
|
$
|
1,089
|
|
Adjusted EBITDA
|
228
|
|
|
194
|
|
||
Depreciation and amortization
|
91
|
|
|
81
|
|
(a)
|
Intersegment revenues are included in the management and franchise fees revenues and owned and leased hotels revenues and are eliminated in Eliminations.
|
(b)
|
Adjusted EBITDA elimination includes expenses recorded by our owned and leased hotels related to billings for depreciation on technology-related capital assets.
|
|
Three Months Ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Net income attributable to Hyatt Hotels Corporation
|
$
|
70
|
|
|
$
|
34
|
|
Interest expense
|
21
|
|
|
17
|
|
||
Provision for income taxes
|
41
|
|
|
16
|
|
||
Depreciation and amortization
|
91
|
|
|
81
|
|
||
EBITDA
|
223
|
|
|
148
|
|
||
Equity (earnings) losses from unconsolidated hospitality ventures
|
3
|
|
|
(2
|
)
|
||
Stock-based compensation expense (see Note 13)
|
16
|
|
|
16
|
|
||
Other (income) loss, net (see Note 17)
|
(40
|
)
|
|
4
|
|
||
Pro rata share of unconsolidated hospitality ventures Adjusted EBITDA
|
26
|
|
|
28
|
|
||
Adjusted EBITDA
|
$
|
228
|
|
|
$
|
194
|
|
|
Three Months Ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Numerator:
|
|
|
|
||||
Net income
|
$
|
70
|
|
|
$
|
34
|
|
Net income and accretion attributable to noncontrolling interests
|
—
|
|
|
—
|
|
||
Net income attributable to Hyatt Hotels Corporation
|
$
|
70
|
|
|
$
|
34
|
|
Denominator:
|
|
|
|
||||
Basic weighted average shares outstanding
|
129,746,644
|
|
|
135,128,860
|
|
||
Share-based compensation
|
1,250,891
|
|
|
796,029
|
|
||
Diluted weighted average shares outstanding
|
130,997,535
|
|
|
135,924,889
|
|
||
Basic Earnings Per Share:
|
|
|
|
||||
Net income
|
$
|
0.54
|
|
|
$
|
0.25
|
|
Net income and accretion attributable to noncontrolling interests
|
—
|
|
|
—
|
|
||
Net income attributable to Hyatt Hotels Corporation
|
$
|
0.54
|
|
|
$
|
0.25
|
|
Diluted Earnings Per Share:
|
|
|
|
||||
Net income
|
$
|
0.54
|
|
|
$
|
0.25
|
|
Net income and accretion attributable to noncontrolling interests
|
—
|
|
|
—
|
|
||
Net income attributable to Hyatt Hotels Corporation
|
$
|
0.54
|
|
|
$
|
0.25
|
|
|
Three Months Ended March 31,
|
||||
|
2017
|
|
2016
|
||
SARs
|
39,200
|
|
|
—
|
|
RSUs
|
—
|
|
|
12,000
|
|
Equity-classified forward contract under the 2017 ASR
|
26,800
|
|
|
—
|
|
|
Three Months Ended March 31,
|
||||||
|
2017
|
|
2016
|
||||
Interest income (Note 4)
|
$
|
95
|
|
|
$
|
1
|
|
Depreciation recovery
|
6
|
|
|
5
|
|
||
Performance guarantee liability amortization (Note 11)
|
4
|
|
|
8
|
|
||
Performance guarantee expense, net (Note 11)
|
(26
|
)
|
|
(19
|
)
|
||
Realized losses (Note 4)
|
(40
|
)
|
|
—
|
|
||
Other
|
1
|
|
|
1
|
|
||
Other income (loss), net
|
$
|
40
|
|
|
$
|
(4
|
)
|
•
|
282
managed properties (
92,399
rooms), all of which we operate under management agreements with third-party property owners;
|
•
|
310
franchised properties (
51,041
rooms), all of which are owned by third parties that have franchise agreements with us and are operated by third parties;
|
•
|
35
owned properties (
18,008
rooms) (including
1
consolidated hospitality venture),
1
capital leased property (
171
rooms), and
7
operating leased properties (
2,411
rooms), all of which we manage; and
|
•
|
23
managed properties and
6
franchised properties owned or leased by unconsolidated hospitality ventures (
8,231
rooms).
|
•
|
3
destination wellness resorts (
386
rooms), all of which we own and operate (including
1
consolidated hospitality venture);
|
•
|
6
all inclusive resorts (
2,401
rooms), all of which are owned by a third party in which we hold a common share investment and which operates the resorts under franchise agreements with us;
|
•
|
16
vacation ownership properties (
1,038
units), all of which are licensed by Interval Leisure Group ("ILG") under the Hyatt Residence Club brand and operated by third parties, including ILG and its affiliates; and
|
•
|
19
residential properties (
2,546
units), which consist of branded residences and serviced apartments. We manage all of the serviced apartments and those branded residential units that participate in a rental program with an adjacent Hyatt-branded hotel.
|
•
|
Owned and leased hotels, which consists of our owned and leased full service and select service hotels and, for purposes of segment Adjusted EBITDA, our pro rata share of the Adjusted EBITDA of our unconsolidated hospitality ventures, based on our ownership percentage of each venture;
|
•
|
Americas management and franchising, which consists of our management and franchising of properties located in the United States, Latin America, Canada and the Caribbean;
|
•
|
ASPAC management and franchising, which consists of our management and franchising of properties located in Southeast Asia, as well as Greater China, Australia, South Korea, Japan and Micronesia; and
|
•
|
EAME/SW Asia management and franchising, which consists of our management and franchising of properties located in Europe, Africa, the Middle East, India, Central Asia and Nepal.
|
•
|
acquired Miraval, the renowned provider of wellness and mindfulness experiences, for
$239 million
, subject to working capital adjustments. The acquisition of Miraval extends the Hyatt brand beyond traditional hotel stays and forms a distinct new wellness category within the Hyatt portfolio of brands;
|
•
|
launched World of Hyatt, our new global loyalty platform which replaced our Gold Passport loyalty program; and
|
•
|
2017 ASR to repurchase $300 million of our Class A common stock to return capital to our shareholders.
|
|
|
|
|
RevPAR
|
||||||||||||
|
|
|
|
Three Months Ended March 31,
|
||||||||||||
(Comparable Locations)
|
|
Number of Comparable Hotels (1)
|
|
2017
|
|
2016
|
|
Change
|
|
Change (in constant $)
|
||||||
Systemwide hotels
|
|
595
|
|
$
|
130
|
|
|
$
|
125
|
|
|
4.4
|
%
|
|
4.7
|
%
|
Owned and leased hotels
|
|
39
|
|
$
|
171
|
|
|
$
|
168
|
|
|
1.9
|
%
|
|
2.7
|
%
|
Americas full service hotels
|
|
153
|
|
$
|
149
|
|
|
$
|
142
|
|
|
5.0
|
%
|
|
5.1
|
%
|
Americas select service hotels
|
|
298
|
|
$
|
101
|
|
|
$
|
97
|
|
|
3.8
|
%
|
|
3.9
|
%
|
ASPAC full service hotels
|
|
70
|
|
$
|
139
|
|
|
$
|
133
|
|
|
5.0
|
%
|
|
5.2
|
%
|
EAME/SW Asia full service hotels
|
|
63
|
|
$
|
114
|
|
|
$
|
113
|
|
|
1.0
|
%
|
|
3.1
|
%
|
EAME/SW Asia select service hotels
|
|
10
|
|
$
|
70
|
|
|
$
|
65
|
|
|
7.8
|
%
|
|
8.6
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|
Currency Impact
|
|||||||||||
Comparable owned and leased hotels revenues
|
$
|
511
|
|
|
$
|
503
|
|
|
$
|
8
|
|
|
1.5
|
%
|
|
$
|
(4
|
)
|
Non-comparable owned and leased hotels revenues
|
61
|
|
|
13
|
|
|
48
|
|
|
383.0
|
%
|
|
—
|
|
||||
Total owned and leased hotels revenues
|
$
|
572
|
|
|
$
|
516
|
|
|
$
|
56
|
|
|
10.9
|
%
|
|
$
|
(4
|
)
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Base management fees
|
$
|
47
|
|
|
$
|
45
|
|
|
$
|
2
|
|
|
4.7
|
%
|
Incentive management fees
|
35
|
|
|
30
|
|
|
5
|
|
|
17.0
|
%
|
|||
Franchise fees
|
27
|
|
|
23
|
|
|
4
|
|
|
16.2
|
%
|
|||
Other fee revenues
|
13
|
|
|
9
|
|
|
4
|
|
|
47.2
|
%
|
|||
Total management and franchise fees
|
$
|
122
|
|
|
$
|
107
|
|
|
$
|
15
|
|
|
14.2
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Other revenues from managed properties excluding rabbi trust impact
|
$
|
464
|
|
|
$
|
457
|
|
|
$
|
7
|
|
|
1.3
|
%
|
Rabbi trust impact
|
7
|
|
|
—
|
|
|
7
|
|
|
NM
|
|
|||
Other revenues from managed properties
|
$
|
471
|
|
|
$
|
457
|
|
|
$
|
14
|
|
|
2.8
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Comparable owned and leased hotels expense
|
$
|
379
|
|
|
$
|
376
|
|
|
$
|
(3
|
)
|
|
(1.0
|
)%
|
Non-comparable owned and leased hotels expense
|
45
|
|
|
13
|
|
|
(32
|
)
|
|
(243.6
|
)%
|
|||
Rabbi trust impact
|
3
|
|
|
—
|
|
|
(3
|
)
|
|
NM
|
|
|||
Total owned and leased hotels expense
|
$
|
427
|
|
|
$
|
389
|
|
|
$
|
(38
|
)
|
|
(10.0
|
)%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Change
|
|||||||||
Selling, general, and administrative expenses
|
$
|
99
|
|
|
$
|
88
|
|
|
$
|
11
|
|
|
11.7
|
%
|
Less: rabbi trust impact
|
(12
|
)
|
|
—
|
|
|
(12
|
)
|
|
NM
|
|
|||
Less: stock-based compensation expense
|
(16
|
)
|
|
(16
|
)
|
|
—
|
|
|
(2.0
|
)%
|
|||
Adjusted selling, general, and administrative expenses
|
$
|
71
|
|
|
$
|
72
|
|
|
$
|
(1
|
)
|
|
(2.3
|
)%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Rabbi trust impact allocated to selling, general, and administrative expenses
|
$
|
12
|
|
|
$
|
—
|
|
|
$
|
12
|
|
|
NM
|
|
Rabbi trust impact allocated to owned and leased hotels expense
|
3
|
|
|
—
|
|
|
3
|
|
|
NM
|
|
|||
Net gains and interest income from marketable securities held to fund our loyalty program allocated to owned and leased hotels revenues
|
—
|
|
|
1
|
|
|
(1
|
)
|
|
(69.9
|
)%
|
|||
Net gains and interest income from marketable securities held to fund operating programs
|
$
|
15
|
|
|
$
|
1
|
|
|
$
|
14
|
|
|
NM
|
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Equity earnings (losses) from unconsolidated hospitality ventures
|
$
|
(3
|
)
|
|
$
|
2
|
|
|
$
|
(5
|
)
|
|
(222.1
|
)%
|
|
•
|
$7 million decrease due to equity earnings in 2016 related to a forfeited deposit on a sale of hotels by an unconsolidated hospitality venture that did not close; and
|
•
|
$2 million increase driven by the gain on sale of a hotel by an unconsolidated hospitality venture in 2017.
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Income before income taxes
|
$
|
111
|
|
|
$
|
50
|
|
|
$
|
61
|
|
|
122.7
|
%
|
Provision for income taxes
|
(41
|
)
|
|
(16
|
)
|
|
(25
|
)
|
|
(158.7
|
)%
|
|||
Effective tax rate
|
36.8
|
%
|
|
31.7
|
%
|
|
|
|
|
(5.1
|
)%
|
|
|
Three Months Ended March 31,
|
|||||||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|
Currency Impact
|
|||||||||||
Comparable owned and leased hotels revenues
|
$
|
513
|
|
|
$
|
503
|
|
|
$
|
10
|
|
|
1.9
|
%
|
|
$
|
(4
|
)
|
Non-comparable owned and leased hotels revenues
|
45
|
|
|
13
|
|
|
32
|
|
|
259.8
|
%
|
|
—
|
|
||||
Total owned and leased hotels revenues
|
558
|
|
|
516
|
|
|
42
|
|
|
8.3
|
%
|
|
(4
|
)
|
||||
Other revenues
|
13
|
|
|
—
|
|
|
13
|
|
|
NM
|
|
|
—
|
|
||||
Total segment revenues
|
$
|
571
|
|
|
$
|
516
|
|
|
$
|
55
|
|
|
10.8
|
%
|
|
$
|
(4
|
)
|
|
•
|
the acquisition of our partners' interest in Andaz Maui at Wailea Resort and villas in 2016;
|
•
|
the acquisitions of The Confidante Miami Beach and Royal Palms Resort and Spa in 2016; and
|
•
|
the opening of Grand Hyatt Rio de Janeiro in 2016.
|
•
|
the dispositions of Andaz 5th Avenue and Hyatt Regency Birmingham (U.K.) in 2016.
|
|
Three Months Ended March 31,
|
|||||||||||||||||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
ADR
|
|||||||||||||||||||||||||||||||
|
2017
|
|
2016
|
|
Better /
(Worse) |
|
Better / (Worse) Constant $
|
|
2017
|
|
2016
|
|
Change in
Occ % pts |
|
2017
|
|
2016
|
|
Better /
(Worse) |
|
Better / (Worse) Constant $
|
|||||||||||||||
Comparable owned and leased hotels
|
$
|
171
|
|
|
$
|
168
|
|
|
1.9
|
%
|
|
2.7
|
%
|
|
75.0
|
%
|
|
74.2
|
%
|
|
0.8
|
%
|
|
$
|
228
|
|
|
$
|
226
|
|
|
0.8
|
%
|
|
1.6
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Owned and leased hotels Adjusted EBITDA
|
$
|
117
|
|
|
$
|
103
|
|
|
$
|
14
|
|
|
13.6
|
%
|
Pro rata share of unconsolidated hospitality ventures Adjusted EBITDA
|
26
|
|
|
28
|
|
|
(2
|
)
|
|
(8.6
|
)%
|
|||
Segment Adjusted EBITDA
|
$
|
143
|
|
|
$
|
131
|
|
|
$
|
12
|
|
|
8.8
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Segment revenues
|
|
|
|
|
|
|
|
|||||||
Management, franchise and other fees
|
$
|
104
|
|
|
$
|
91
|
|
|
$
|
13
|
|
|
14.1
|
%
|
Other revenues from managed properties
|
428
|
|
|
421
|
|
|
7
|
|
|
1.7
|
%
|
|||
Total segment revenues
|
$
|
532
|
|
|
$
|
512
|
|
|
$
|
20
|
|
|
3.9
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||||||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
ADR
|
|||||||||||||||||||||||||||||||
(Comparable Systemwide Hotels)
|
2017
|
|
2016
|
|
Better /
(Worse) |
|
Better / (Worse) Constant $
|
|
2017
|
|
2016
|
|
Change in
Occ % pts |
|
2017
|
|
2016
|
|
Better /
(Worse) |
|
Better / (Worse) Constant $
|
|||||||||||||||
Americas Full Service
|
$
|
149
|
|
|
$
|
142
|
|
|
5.0
|
%
|
|
5.1
|
%
|
|
72.2
|
%
|
|
71.2
|
%
|
|
1.0
|
%
|
|
$
|
207
|
|
|
$
|
199
|
|
|
3.7
|
%
|
|
3.7
|
%
|
Americas Select Service
|
$
|
101
|
|
|
$
|
97
|
|
|
3.8
|
%
|
|
3.9
|
%
|
|
74.1
|
%
|
|
73.3
|
%
|
|
0.8
|
%
|
|
$
|
136
|
|
|
$
|
132
|
|
|
2.7
|
%
|
|
2.7
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Segment Adjusted EBITDA
|
$
|
90
|
|
|
$
|
76
|
|
|
$
|
14
|
|
|
18.1
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Segment revenues
|
|
|
|
|
|
|
|
|||||||
Management, franchise and other fees
|
$
|
25
|
|
|
$
|
22
|
|
|
$
|
3
|
|
|
16.1
|
%
|
Other revenues from managed properties
|
26
|
|
|
21
|
|
|
5
|
|
|
19.8
|
%
|
|||
Total segment revenues
|
$
|
51
|
|
|
$
|
43
|
|
|
$
|
8
|
|
|
18.0
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||||||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
ADR
|
|||||||||||||||||||||||||||||||
(Comparable Systemwide Hotels)
|
2017
|
|
2016
|
|
Better /
(Worse) |
|
Better / (Worse) Constant $
|
|
2017
|
|
2016
|
|
Change in
Occ % pts |
|
2017
|
|
2016
|
|
Better /
(Worse) |
|
Better (Worse) Constant $
|
|||||||||||||||
ASPAC Full Service
|
$
|
139
|
|
|
$
|
133
|
|
|
5.0
|
%
|
|
5.2
|
%
|
|
68.7
|
%
|
|
63.5
|
%
|
|
5.2
|
%
|
|
$
|
203
|
|
|
$
|
209
|
|
|
(3.0
|
)%
|
|
(2.8
|
)%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Segment Adjusted EBITDA
|
$
|
15
|
|
|
$
|
12
|
|
|
$
|
3
|
|
|
27.6
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Segment revenues
|
|
|
|
|
|
|
|
|||||||
Management, franchise and other fees
|
$
|
16
|
|
|
$
|
16
|
|
|
$
|
—
|
|
|
2.2
|
%
|
Other revenues from managed properties
|
17
|
|
|
15
|
|
|
2
|
|
|
10.4
|
%
|
|||
Total segment revenues
|
$
|
33
|
|
|
$
|
31
|
|
|
$
|
2
|
|
|
6.1
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||||||||||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
ADR
|
|||||||||||||||||||||||||||||||
(Comparable Systemwide Hotels)
|
2017
|
|
2016
|
|
Better /
(Worse) |
|
Better / (Worse) Constant $
|
|
2017
|
|
2016
|
|
Change in
Occ % pts |
|
2017
|
|
2016
|
|
Better /
(Worse) |
|
Better / (Worse) Constant $
|
|||||||||||||||
EAME/SW Asia Full Service
|
$
|
114
|
|
|
$
|
113
|
|
|
1.0
|
%
|
|
3.1
|
%
|
|
66.1
|
%
|
|
62.5
|
%
|
|
3.6
|
%
|
|
$
|
173
|
|
|
$
|
181
|
|
|
(4.5
|
)%
|
|
(2.5
|
)%
|
EAME/SW Asia Select Service
|
$
|
70
|
|
|
$
|
65
|
|
|
7.8
|
%
|
|
8.6
|
%
|
|
69.5
|
%
|
|
63.0
|
%
|
|
6.5
|
%
|
|
$
|
100
|
|
|
$
|
103
|
|
|
(2.3
|
)%
|
|
(1.6
|
)%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Segment Adjusted EBITDA
|
$
|
8
|
|
|
$
|
8
|
|
|
$
|
—
|
|
|
3.7
|
%
|
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2017
|
|
2016
|
|
Better / (Worse)
|
|||||||||
Corporate and other revenues
|
$
|
26
|
|
|
$
|
9
|
|
|
$
|
17
|
|
|
174.6
|
%
|
Corporate and other Adjusted EBITDA
|
$
|
(29
|
)
|
|
$
|
(33
|
)
|
|
$
|
4
|
|
|
14.2
|
%
|
|
•
|
interest expense;
|
•
|
provision for income taxes;
|
•
|
depreciation and amortization;
|
•
|
equity earnings (losses) from unconsolidated hospitality ventures;
|
•
|
stock-based compensation expense; and
|
•
|
other income (loss), net
.
|
|
Three Months Ended March 31,
|
|||||||||||||
2017
|
|
2016
|
|
Change
|
||||||||||
Net income attributable to Hyatt Hotels Corporation
|
$
|
70
|
|
|
$
|
34
|
|
|
$
|
36
|
|
|
104.8
|
%
|
Interest expense
|
21
|
|
|
17
|
|
|
4
|
|
|
22.0
|
%
|
|||
Provision for income taxes
|
41
|
|
|
16
|
|
|
25
|
|
|
158.7
|
%
|
|||
Depreciation and amortization
|
91
|
|
|
81
|
|
|
10
|
|
|
12.7
|
%
|
|||
EBITDA
|
223
|
|
|
148
|
|
|
75
|
|
|
50.8
|
%
|
|||
Equity (earnings) losses from unconsolidated hospitality ventures
|
3
|
|
|
(2
|
)
|
|
5
|
|
|
222.1
|
%
|
|||
Stock-based compensation expense
|
16
|
|
|
16
|
|
|
—
|
|
|
(2.0
|
)%
|
|||
Other (income) loss, net
|
(40
|
)
|
|
4
|
|
|
(44
|
)
|
|
NM
|
|
|||
Pro rata share of unconsolidated hospitality ventures Adjusted EBITDA
|
26
|
|
|
28
|
|
|
(2
|
)
|
|
(8.6
|
)%
|
|||
Adjusted EBITDA
|
$
|
228
|
|
|
$
|
194
|
|
|
$
|
34
|
|
|
17.8
|
%
|
|
|
|
Three Months Ended March 31,
|
||||||
2017
|
|
2016
|
|||||
Cash provided by (used in):
|
|
|
|
||||
Operating activities
|
$
|
150
|
|
|
$
|
51
|
|
Investing activities
|
(94
|
)
|
|
(12
|
)
|
||
Financing activities
|
(165
|
)
|
|
264
|
|
||
Effect of exchange rate changes on cash
|
1
|
|
|
11
|
|
||
Net (decrease) increase in cash and cash equivalents
|
$
|
(108
|
)
|
|
$
|
314
|
|
•
|
We acquired Miraval for approximately
$239 million
, subject to working capital adjustments.
|
•
|
Capital expenditures were
$50 million
(see "—Capital Expenditures").
|
•
|
We invested
$8 million
in unconsolidated hospitality ventures.
|
•
|
We received distributions of $196 million related to the redemption of our Playa preferred shares.
|
•
|
Capital expenditures were
$38 million
(see "—Capital Expenditures").
|
•
|
We invested $15 million in unconsolidated hospitality ventures.
|
•
|
We funded $12 million into escrow related to our acquisition of Thompson Miami Beach.
|
•
|
We released $29 million from restricted cash related to the finalization from the Canada Revenue Agency in connection with the 2014 disposition of Park Hyatt Toronto.
|
•
|
We received distributions of $23 million from unconsolidated hospitality ventures.
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
Consolidated debt (1)
|
$
|
1,744
|
|
|
$
|
1,564
|
|
Stockholders’ equity
|
3,714
|
|
|
3,903
|
|
||
Total capital
|
5,458
|
|
|
5,467
|
|
||
Total debt to total capital
|
32.0
|
%
|
|
28.6
|
%
|
||
Consolidated debt (1)
|
1,744
|
|
|
1,564
|
|
||
Less: Cash and cash equivalents and short-term investments
|
426
|
|
|
538
|
|
||
Net consolidated debt
|
$
|
1,318
|
|
|
$
|
1,026
|
|
Net debt to total capital
|
24.1
|
%
|
|
18.8
|
%
|
(1)
|
Excludes approximately
$557 million
and
$745 million
of our share of unconsolidated hospitality venture indebtedness at
March 31, 2017
and
December 31, 2016
, respectively, substantially all of which is non-recourse to us and a portion of which we guarantee pursuant to separate agreements. The decrease from
December 31, 2016
is primarily attributable to Playa, which is no longer an unconsolidated hospitality venture as discussed in Part I, Item 1 "Financial Statements—Note
4
to the Condensed Consolidated Financial Statements."
|
|
March 31, 2017
|
|
March 31, 2016
|
||||
Maintenance
|
$
|
13
|
|
|
$
|
11
|
|
Enhancements to existing properties
|
22
|
|
|
11
|
|
||
Investment in new properties under development or recently opened
|
15
|
|
|
16
|
|
||
Total capital expenditures
|
$
|
50
|
|
|
$
|
38
|
|
Description
|
Principal Amount
|
||
2019 Notes
|
$
|
196
|
|
2021 Notes
|
250
|
|
|
2023 Notes
|
350
|
|
|
2026 Notes
|
400
|
|
|
Total
|
$
|
1,196
|
|
|
Maturities by Period
|
|
|
|
|
||||||||||||||||||||||||||
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total Carrying Amount
(1)
|
|
Total Fair Value
|
||||||||||||||||
Fixed-rate debt
|
$
|
4
|
|
|
$
|
4
|
|
|
$
|
200
|
|
|
$
|
5
|
|
|
$
|
255
|
|
|
$
|
918
|
|
|
$
|
1,386
|
|
|
$
|
1,462
|
|
Average interest rate (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
4.89
|
%
|
|
|
|||||||||||||||
Floating-rate debt (3)
|
$
|
289
|
|
|
$
|
14
|
|
|
$
|
14
|
|
|
$
|
14
|
|
|
$
|
14
|
|
|
$
|
14
|
|
|
$
|
359
|
|
|
$
|
372
|
|
Average interest rate (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
3.53
|
%
|
|
|
|
|
Total Number
of Shares
Purchased (1)
|
|
Weighted Average
Price Paid
per Share
|
|
Total Number of
Shares Purchased
as Part of Publicly
Announced Plans
|
|
Maximum Number (or
Approximate Dollar
Value) of Shares that
May Yet Be Purchased
under the
Program
|
||||||
January 1 to January 31, 2017
|
|
267,532
|
|
|
$
|
55.12
|
|
|
267,532
|
|
|
$
|
341,969,508
|
|
February 1 to February 28, 2017
|
|
350,423
|
|
|
$
|
54.41
|
|
|
350,423
|
|
|
$
|
322,903,370
|
|
March 1 to March 31, 2017
|
|
4,862,681
|
|
|
$
|
52.19
|
|
|
4,862,681
|
|
|
$
|
9,119,281
|
|
Total
|
|
5,480,636
|
|
|
$
|
52.48
|
|
|
5,480,636
|
|
|
|
(1)
|
On each of February 18, 2016 and December 13, 2016, we announced approvals of expansions of our share repurchase program pursuant to which we are authorized to purchase up to an additional $250 million of Class A and Class B common stock in the open market, in privately negotiated transactions, or otherwise, including pursuant to a Rule 10b5-1 plan. The repurchase program does not have an expiration date. At
March 31, 2017
, we had approximately
$9
million remaining under our current share repurchase authorization. During the period, we entered into the 2017 ASR to repurchase $300 million of our Class A common stock. At March 31, 2017, there are $60 million of shares that have not yet settled. On May 3, 2017, our board of directors authorized the repurchase of up to an additional $500 million of the Company's Class A and Class B common stock. At May 4, 2017, we had approximately $509 million remaining under our current share repurchase authorization. See Note
18
for further details regarding the 2017 share repurchase plan.
|
Exhibit Number
|
Exhibit Description
|
|
|
3.1
|
Amended and Restated Certificate of Incorporation of Hyatt Hotels Corporation
|
|
|
3.2
|
Amended and Restated Bylaws of Hyatt Hotels Corporation (incorporated by reference to Exhibit 3.2 to the Company's Current Report on Form 8-K (File No. 001-34521) filed with the Securities and Exchange Commission on September 11, 2014)
|
|
|
10.1
|
Hyatt Hotels Corporation Executive Officer Severance and Change in Control Plan and Summary Plan Description (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K (File No. 001-34521) filed with the Securities and Exchange Commission on March 22, 2017)
|
|
|
31.1
|
Certification of the Chief Executive Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
31.2
|
Certification of the Chief Financial Officer pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
|
32.1
|
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
32.2
|
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
|
|
|
101.INS
|
XBRL Instance Document
|
|
|
101.SCH
|
XBRL Taxonomy Extension Schema Document
|
|
|
101.CAL
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
|
|
101.DEF
|
XBRL Taxonomy Extension Definition Linkbase Document
|
|
|
101.LAB
|
XBRL Taxonomy Extension Label Linkbase Document
|
|
|
101.PRE
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
|
|
|
|
Hyatt Hotels Corporation
|
|
|
|
|
|
Date:
|
May 4, 2017
|
By:
|
/s/ Mark S. Hoplamazian
|
|
|
|
Mark S. Hoplamazian
|
|
|
|
President and Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
Hyatt Hotels Corporation
|
|
|
|
|
|
Date:
|
May 4, 2017
|
By:
|
/s/ Patrick J. Grismer
|
|
|
|
Patrick J. Grismer
|
|
|
|
Executive Vice President, Chief Financial Officer
|
|
|
|
(Principal Financial Officer)
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Harmit J. Singh
|
|
|
|
Harmit J. Singh
|
|
|
|
Chief Financial Officer
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Susan T. Smith
|
|
|
|
Susan T. Smith
|
|
|
|
General Counsel, Senior Vice President and Secretary
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Harmit J. Singh
|
|
|
|
Harmit J. Singh
|
|
|
|
Executive Vice President, Chief Financial Officer
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Rena Hozore Reiss
|
|
|
|
Rena Hozore Reiss
|
|
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Rena Hozore Reiss
|
|
|
|
Rena Hozore Reiss
|
|
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Rena Hozore Reiss
|
|
|
|
Rena Hozore Reiss
|
|
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Rena Hozore Reiss
|
|
|
|
Rena Hozore Reiss
|
|
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Rena Hozore Reiss
|
|
|
|
Rena Hozore Reiss
|
|
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Rena Hozore Reiss
|
|
|
|
Rena Hozore Reiss
|
|
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Rena Hozore Reiss
|
|
|
|
Rena Hozore Reiss
|
|
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
|
|
|
|
HYATT HOTELS CORPORATION
|
|
|
|
|
|
|
|
By:
|
/s/ Rena Hozore Reiss
|
|
|
|
Rena Hozore Reiss
|
|
|
|
Executive Vice President, General Counsel and Secretary
|
|
|
|
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: May 4, 2017
|
/s/ Mark S. Hoplamazian
|
|
Mark S. Hoplamazian
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: May 4, 2017
|
/s/ Patrick J. Grismer
|
|
Patrick J. Grismer
|
|
Executive Vice President, Chief Financial Officer
|
|
(Principal Financial Officer)
|
Date: May 4, 2017
|
/s/ Mark S. Hoplamazian
|
|
Mark S. Hoplamazian
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
|
Date: May 4, 2017
|
/s/ Patrick J. Grismer
|
|
Patrick J. Grismer
|
|
Executive Vice President, Chief Financial Officer
|
|
(Principal Financial Officer)
|