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.)
|
|
|
|
150 North Riverside Plaza 8th Floor, Chicago, Illinois
|
|
60606
|
(Address of Principal Executive Offices)
|
|
(Zip Code)
|
Title of each class
|
Trading Symbol
|
Name of each exchange on which registered
|
|||
Class A common stock
|
H
|
New York Stock Exchange
|
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, 2019
|
|
March 31, 2018
|
||||
REVENUES:
|
|
|
|
||||
Owned and leased hotels
|
$
|
470
|
|
|
$
|
515
|
|
Management, franchise, and other fees
|
141
|
|
|
132
|
|
||
Amortization of management and franchise agreement assets constituting payments to customers
|
(5
|
)
|
|
(5
|
)
|
||
Net management, franchise, and other fees
|
136
|
|
|
127
|
|
||
Other revenues
|
45
|
|
|
11
|
|
||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
590
|
|
|
456
|
|
||
Total revenues
|
1,241
|
|
|
1,109
|
|
||
DIRECT AND SELLING, GENERAL, AND ADMINISTRATIVE EXPENSES:
|
|
|
|
||||
Owned and leased hotels
|
357
|
|
|
384
|
|
||
Depreciation and amortization
|
80
|
|
|
83
|
|
||
Other direct costs
|
45
|
|
|
8
|
|
||
Selling, general, and administrative
|
128
|
|
|
95
|
|
||
Costs incurred on behalf of managed and franchised properties
|
605
|
|
|
460
|
|
||
Direct and selling, general, and administrative expenses
|
1,215
|
|
|
1,030
|
|
||
Net gains and interest income from marketable securities held to fund rabbi trusts
|
30
|
|
|
3
|
|
||
Equity losses from unconsolidated hospitality ventures
|
(3
|
)
|
|
(13
|
)
|
||
Interest expense
|
(19
|
)
|
|
(19
|
)
|
||
Gains on sales of real estate
|
1
|
|
|
529
|
|
||
Asset impairments
|
(3
|
)
|
|
—
|
|
||
Other income (loss), net
|
51
|
|
|
(18
|
)
|
||
INCOME BEFORE INCOME TAXES
|
83
|
|
|
561
|
|
||
PROVISION FOR INCOME TAXES
|
(20
|
)
|
|
(150
|
)
|
||
NET INCOME
|
63
|
|
|
411
|
|
||
NET INCOME AND ACCRETION ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
||
NET INCOME ATTRIBUTABLE TO HYATT HOTELS CORPORATION
|
$
|
63
|
|
|
$
|
411
|
|
EARNINGS PER SHARE
—
Basic
|
|
|
|
||||
Net income
|
$
|
0.60
|
|
|
$
|
3.47
|
|
Net income attributable to Hyatt Hotels Corporation
|
$
|
0.60
|
|
|
$
|
3.47
|
|
EARNINGS PER SHARE
—
Diluted
|
|
|
|
||||
Net income
|
$
|
0.59
|
|
|
$
|
3.40
|
|
Net income attributable to Hyatt Hotels Corporation
|
$
|
0.59
|
|
|
$
|
3.40
|
|
|
Three Months Ended
|
||||||
|
March 31, 2019
|
|
March 31, 2018
|
||||
Net income
|
$
|
63
|
|
|
$
|
411
|
|
Other comprehensive income (loss), net of taxes:
|
|
|
|
||||
Foreign currency translation adjustments, net of tax expense of $- for the three months ended March 31, 2019 and March 31, 2018
|
(6
|
)
|
|
23
|
|
||
Unrealized losses on derivative activity, net of tax benefit of $(1) and $- for the three months ended March 31, 2019 and March 31, 2018, respectively
|
(4
|
)
|
|
—
|
|
||
Other comprehensive income (loss)
|
(10
|
)
|
|
23
|
|
||
COMPREHENSIVE INCOME
|
53
|
|
|
434
|
|
||
COMPREHENSIVE INCOME ATTRIBUTABLE TO NONCONTROLLING INTERESTS
|
—
|
|
|
—
|
|
||
COMPREHENSIVE INCOME ATTRIBUTABLE TO HYATT HOTELS CORPORATION
|
$
|
53
|
|
|
$
|
434
|
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
ASSETS
|
|
|
|
||||
CURRENT ASSETS:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
547
|
|
|
$
|
570
|
|
Restricted cash
|
24
|
|
|
33
|
|
||
Short-term investments
|
54
|
|
|
116
|
|
||
Receivables, net of allowances of $30 and $26 at March 31, 2019 and December 31, 2018, respectively
|
472
|
|
|
427
|
|
||
Inventories
|
14
|
|
|
14
|
|
||
Prepaids and other assets
|
156
|
|
|
149
|
|
||
Prepaid income taxes
|
35
|
|
|
36
|
|
||
Total current assets
|
1,302
|
|
|
1,345
|
|
||
Equity method investments
|
230
|
|
|
233
|
|
||
Property and equipment, net
|
3,605
|
|
|
3,608
|
|
||
Financing receivables, net of allowances
|
17
|
|
|
13
|
|
||
Operating lease right-of-use assets
|
507
|
|
|
—
|
|
||
Goodwill
|
320
|
|
|
283
|
|
||
Intangibles, net
|
481
|
|
|
628
|
|
||
Deferred tax assets
|
173
|
|
|
180
|
|
||
Other assets
|
1,400
|
|
|
1,353
|
|
||
TOTAL ASSETS
|
$
|
8,035
|
|
|
$
|
7,643
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
CURRENT LIABILITIES:
|
|
|
|
||||
Current maturities of long-term debt
|
$
|
131
|
|
|
$
|
11
|
|
Accounts payable
|
174
|
|
|
151
|
|
||
Accrued expenses and other current liabilities
|
263
|
|
|
361
|
|
||
Current contract liabilities
|
395
|
|
|
388
|
|
||
Accrued compensation and benefits
|
108
|
|
|
150
|
|
||
Current operating lease liabilities
|
34
|
|
|
—
|
|
||
Total current liabilities
|
1,105
|
|
|
1,061
|
|
||
Long-term debt
|
1,621
|
|
|
1,623
|
|
||
Long-term contract liabilities
|
454
|
|
|
442
|
|
||
Long-term operating lease liabilities
|
405
|
|
|
—
|
|
||
Other long-term liabilities
|
822
|
|
|
840
|
|
||
Total liabilities
|
4,407
|
|
|
3,966
|
|
||
Commitments and contingencies (see Note 13)
|
|
|
|
|
|
||
EQUITY:
|
|
|
|
||||
Preferred stock, $0.01 par value per share, 10,000,000 shares authorized and none outstanding at March 31, 2019 and December 31, 2018
|
—
|
|
|
—
|
|
||
Class A common stock, $0.01 par value per share, 1,000,000,000 shares authorized, 38,401,176 issued and outstanding at March 31, 2019, and Class B common stock, $0.01 par value per share, 399,110,240 shares authorized, 67,115,828 shares issued and outstanding at March 31, 2019. Class A common stock, $0.01 par value per share, 1,000,000,000 shares authorized, 39,507,817 issued and outstanding at December 31, 2018, and Class B common stock, $0.01 par value per share, 399,110,240 shares authorized, 67,115,828 shares issued and outstanding at December 31, 2018
|
1
|
|
|
1
|
|
||
Additional paid-in capital
|
—
|
|
|
50
|
|
||
Retained earnings
|
3,831
|
|
|
3,819
|
|
||
Accumulated other comprehensive loss
|
(210
|
)
|
|
(200
|
)
|
||
Total stockholders' equity
|
3,622
|
|
|
3,670
|
|
||
Noncontrolling interests in consolidated subsidiaries
|
6
|
|
|
7
|
|
||
Total equity
|
3,628
|
|
|
3,677
|
|
||
TOTAL LIABILITIES AND EQUITY
|
$
|
8,035
|
|
|
$
|
7,643
|
|
|
Three Months Ended
|
||||||
|
March 31, 2019
|
|
March 31, 2018
|
||||
CASH FLOWS FROM OPERATING ACTIVITIES:
|
|
|
|
||||
Net income
|
$
|
63
|
|
|
$
|
411
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
||||
Gains on sales of real estate
|
(1
|
)
|
|
(529
|
)
|
||
Depreciation and amortization
|
80
|
|
|
83
|
|
||
Release of contingent consideration liability
|
(25
|
)
|
|
—
|
|
||
Amortization of share awards
|
21
|
|
|
18
|
|
||
Deferred income taxes
|
1
|
|
|
(10
|
)
|
||
Equity losses from unconsolidated hospitality ventures
|
3
|
|
|
13
|
|
||
Amortization of management and franchise agreement assets constituting payments to customers
|
5
|
|
|
5
|
|
||
Working capital changes and other
|
(134
|
)
|
|
63
|
|
||
Net cash provided by operating activities
|
13
|
|
|
54
|
|
||
CASH FLOWS FROM INVESTING ACTIVITIES:
|
|
|
|
||||
Purchases of marketable securities and short-term investments
|
(67
|
)
|
|
(97
|
)
|
||
Proceeds from marketable securities and short-term investments
|
123
|
|
|
104
|
|
||
Contributions to equity method and other investments
|
(7
|
)
|
|
(10
|
)
|
||
Return of equity method and other investments
|
—
|
|
|
12
|
|
||
Acquisitions, net of cash acquired
|
(15
|
)
|
|
—
|
|
||
Capital expenditures
|
(66
|
)
|
|
(60
|
)
|
||
Proceeds from sales of real estate, net of cash disposed
|
—
|
|
|
992
|
|
||
Other investing activities
|
(7
|
)
|
|
(6
|
)
|
||
Net cash provided by (used in) investing activities
|
(39
|
)
|
|
935
|
|
||
CASH FLOWS FROM FINANCING ACTIVITIES:
|
|
|
|
||||
Proceeds from debt
|
120
|
|
|
20
|
|
||
Repayments of debt
|
(1
|
)
|
|
(21
|
)
|
||
Repurchases of common stock
|
(102
|
)
|
|
(75
|
)
|
||
Repayments of redeemable noncontrolling interest in preferred shares in a subsidiary
|
—
|
|
|
(10
|
)
|
||
Dividends paid
|
(20
|
)
|
|
(18
|
)
|
||
Other financing activities
|
(2
|
)
|
|
(5
|
)
|
||
Net cash used in financing activities
|
(5
|
)
|
|
(109
|
)
|
||
EFFECT OF EXCHANGE RATE CHANGES ON CASH
|
—
|
|
|
(3
|
)
|
||
NET INCREASE (DECREASE) IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH
|
(31
|
)
|
|
877
|
|
||
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH—BEGINNING OF YEAR
|
622
|
|
|
752
|
|
||
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH—END OF PERIOD
|
$
|
591
|
|
|
$
|
1,629
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Cash paid during the period for interest
|
$
|
39
|
|
|
$
|
35
|
|
Cash paid during the period for income taxes
|
$
|
10
|
|
|
$
|
10
|
|
Cash paid for amounts included in the measurement of operating lease liabilities
|
$
|
13
|
|
|
$
|
—
|
|
Non-cash investing and financing activities are as follows:
|
|
|
|
|
|
||
Non-cash contributions to equity method investments
|
$
|
—
|
|
|
$
|
4
|
|
Non-cash issuance of financing receivables
|
$
|
1
|
|
|
$
|
—
|
|
Change in accrued capital expenditures
|
$
|
1
|
|
|
$
|
1
|
|
|
|
|
|
|
|
|
Total
|
|
Common Stock Amount
|
|
Additional Paid-in Capital
|
|
Retained Earnings
|
|
Accumulated Other Comprehensive Loss
|
|
Noncontrolling Interests in Consolidated Subsidiaries
|
||||||||||||
BALANCE—January 1, 2018
|
$
|
3,839
|
|
|
$
|
1
|
|
|
$
|
967
|
|
|
$
|
3,118
|
|
|
$
|
(253
|
)
|
|
$
|
6
|
|
Total comprehensive income
|
434
|
|
|
—
|
|
|
—
|
|
|
411
|
|
|
23
|
|
|
—
|
|
||||||
Repurchase of common stock
|
(75
|
)
|
|
—
|
|
|
(75
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Employee stock plan issuance
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Share-based payment activity
|
13
|
|
|
—
|
|
|
13
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Cash dividends of $0.15 per share (see Note 14)
|
(18
|
)
|
|
—
|
|
|
—
|
|
|
(18
|
)
|
|
—
|
|
|
—
|
|
||||||
BALANCE—March 31, 2018
|
$
|
4,194
|
|
|
$
|
1
|
|
|
$
|
906
|
|
|
$
|
3,511
|
|
|
$
|
(230
|
)
|
|
$
|
6
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
BALANCE—January 1, 2019
|
$
|
3,677
|
|
|
$
|
1
|
|
|
$
|
50
|
|
|
$
|
3,819
|
|
|
$
|
(200
|
)
|
|
$
|
7
|
|
Total comprehensive income
|
53
|
|
|
—
|
|
|
—
|
|
|
63
|
|
|
(10
|
)
|
|
—
|
|
||||||
Noncontrolling interests
|
(1
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
||||||
Repurchase of common stock
|
(102
|
)
|
|
—
|
|
|
(71
|
)
|
|
(31
|
)
|
|
—
|
|
|
—
|
|
||||||
Employee stock plan issuance
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Share-based payment activity
|
20
|
|
|
—
|
|
|
20
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
Cash dividends of $0.19 per share (see Note 14)
|
(20
|
)
|
|
—
|
|
|
—
|
|
|
(20
|
)
|
|
—
|
|
|
—
|
|
||||||
BALANCE—March 31, 2019
|
$
|
3,628
|
|
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
3,831
|
|
|
$
|
(210
|
)
|
|
$
|
6
|
|
|
December 31, 2018
|
|
January 1, 2019
|
||||||||
|
As reported |
|
Effect of the adoption of ASU 2016-02
|
|
As adjusted
|
||||||
ASSETS
|
|
|
|
|
|
||||||
Prepaids and other assets
|
$
|
149
|
|
|
$
|
(2
|
)
|
|
$
|
147
|
|
Intangibles, net
|
628
|
|
|
(103
|
)
|
|
525
|
|
|||
Other assets
|
1,353
|
|
|
(7
|
)
|
|
1,346
|
|
|||
Operating lease right-of-use assets
|
—
|
|
|
512
|
|
|
512
|
|
|||
TOTAL ASSETS
|
$
|
7,643
|
|
|
$
|
400
|
|
|
$
|
8,043
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
||||||
Accounts payable
|
$
|
151
|
|
|
$
|
(1
|
)
|
|
$
|
150
|
|
Accrued expenses and other current liabilities
|
361
|
|
|
(2
|
)
|
|
359
|
|
|||
Current operating lease liabilities
|
—
|
|
|
34
|
|
|
34
|
|
|||
Long-term operating lease liabilities
|
—
|
|
|
418
|
|
|
418
|
|
|||
Other long-term liabilities
|
840
|
|
|
(49
|
)
|
|
791
|
|
|||
Total liabilities
|
3,966
|
|
|
400
|
|
|
4,366
|
|
|||
Total equity
|
3,677
|
|
|
—
|
|
|
3,677
|
|
|||
TOTAL LIABILITIES AND EQUITY
|
$
|
7,643
|
|
|
$
|
400
|
|
|
$
|
8,043
|
|
|
Three Months Ended March 31, 2019
|
||||||||||||||||||||
|
Owned and leased hotels
|
Americas management and franchising
|
ASPAC management and franchising
|
EAME/SW Asia management and franchising
|
Corporate and other
|
Eliminations
|
Total
|
||||||||||||||
Rooms revenues
|
$
|
266
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
7
|
|
$
|
(7
|
)
|
$
|
266
|
|
Food and beverage
|
157
|
|
—
|
|
—
|
|
—
|
|
3
|
|
—
|
|
160
|
|
|||||||
Other
|
35
|
|
—
|
|
—
|
|
—
|
|
9
|
|
—
|
|
44
|
|
|||||||
Owned and leased hotels
|
458
|
|
—
|
|
—
|
|
—
|
|
19
|
|
(7
|
)
|
470
|
|
|||||||
|
|
|
|
|
|
|
|
||||||||||||||
Base management fees
|
—
|
|
57
|
|
12
|
|
8
|
|
—
|
|
(14
|
)
|
63
|
|
|||||||
Incentive management fees
|
—
|
|
14
|
|
17
|
|
8
|
|
—
|
|
(5
|
)
|
34
|
|
|||||||
Franchise fees
|
—
|
|
32
|
|
—
|
|
—
|
|
—
|
|
—
|
|
32
|
|
|||||||
Other fees
|
—
|
|
—
|
|
3
|
|
2
|
|
1
|
|
—
|
|
6
|
|
|||||||
License fees
|
—
|
|
—
|
|
—
|
|
—
|
|
6
|
|
—
|
|
6
|
|
|||||||
Management, franchise, and other fees
|
—
|
|
103
|
|
32
|
|
18
|
|
7
|
|
(19
|
)
|
141
|
|
|||||||
Amortization of management and franchise agreement assets constituting payments to customers
|
—
|
|
(4
|
)
|
—
|
|
(1
|
)
|
—
|
|
—
|
|
(5
|
)
|
|||||||
Net management, franchise, and other fees
|
—
|
|
99
|
|
32
|
|
17
|
|
7
|
|
(19
|
)
|
136
|
|
|||||||
|
|
|
|
|
|
|
|
||||||||||||||
Other revenues
|
—
|
|
36
|
|
—
|
|
—
|
|
9
|
|
—
|
|
45
|
|
|||||||
|
|
|
|
|
|
|
|
||||||||||||||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
—
|
|
548
|
|
24
|
|
17
|
|
1
|
|
—
|
|
590
|
|
|||||||
|
|
|
|
|
|
|
|
||||||||||||||
Total
|
$
|
458
|
|
$
|
683
|
|
$
|
56
|
|
$
|
34
|
|
$
|
36
|
|
$
|
(26
|
)
|
$
|
1,241
|
|
|
Three Months Ended March 31, 2018
|
||||||||||||||||||||
|
Owned and leased hotels
|
Americas management and franchising
|
ASPAC management and franchising
|
EAME/SW Asia management and franchising
|
Corporate and other
|
Eliminations
|
Total
|
||||||||||||||
Rooms revenues
|
$
|
297
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
7
|
|
$
|
(9
|
)
|
$
|
295
|
|
Food and beverage
|
172
|
|
—
|
|
—
|
|
—
|
|
2
|
|
—
|
|
174
|
|
|||||||
Other
|
38
|
|
—
|
|
—
|
|
—
|
|
8
|
|
—
|
|
46
|
|
|||||||
Owned and leased hotels
|
507
|
|
—
|
|
—
|
|
—
|
|
17
|
|
(9
|
)
|
515
|
|
|||||||
|
|
|
|
|
|
|
|
||||||||||||||
Base management fees
|
—
|
|
49
|
|
11
|
|
7
|
|
—
|
|
(14
|
)
|
53
|
|
|||||||
Incentive management fees
|
—
|
|
13
|
|
17
|
|
10
|
|
—
|
|
(6
|
)
|
34
|
|
|||||||
Franchise fees
|
—
|
|
28
|
|
—
|
|
—
|
|
—
|
|
—
|
|
28
|
|
|||||||
Other fees
|
—
|
|
8
|
|
2
|
|
1
|
|
1
|
|
—
|
|
12
|
|
|||||||
License fees
|
—
|
|
—
|
|
—
|
|
—
|
|
5
|
|
—
|
|
5
|
|
|||||||
Management, franchise, and other fees
|
—
|
|
98
|
|
30
|
|
18
|
|
6
|
|
(20
|
)
|
132
|
|
|||||||
Amortization of management and franchise agreement assets constituting payments to customers
|
—
|
|
(3
|
)
|
(1
|
)
|
(1
|
)
|
—
|
|
—
|
|
(5
|
)
|
|||||||
Net management, franchise, and other fees
|
—
|
|
95
|
|
29
|
|
17
|
|
6
|
|
(20
|
)
|
127
|
|
|||||||
|
|
|
|
|
|
|
|
||||||||||||||
Other revenues
|
—
|
|
—
|
|
—
|
|
—
|
|
9
|
|
2
|
|
11
|
|
|||||||
|
|
|
|
|
|
|
|
||||||||||||||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
—
|
|
420
|
|
20
|
|
16
|
|
—
|
|
—
|
|
456
|
|
|||||||
|
|
|
|
|
|
|
|
||||||||||||||
Total
|
$
|
507
|
|
$
|
515
|
|
$
|
49
|
|
$
|
33
|
|
$
|
32
|
|
$
|
(27
|
)
|
$
|
1,109
|
|
|
March 31, 2019
|
|
December 31, 2018
|
|
$ Change
|
|
% Change
|
|||||||
Current contract liabilities
|
$
|
395
|
|
|
$
|
388
|
|
|
$
|
7
|
|
|
1.6
|
%
|
Long-term contract liabilities
|
454
|
|
|
442
|
|
|
12
|
|
|
2.7
|
%
|
|||
Total contract liabilities
|
$
|
849
|
|
|
$
|
830
|
|
|
$
|
19
|
|
|
2.2
|
%
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Deferred revenue related to the loyalty program
|
$
|
621
|
|
|
$
|
596
|
|
Advanced deposits
|
73
|
|
|
81
|
|
||
Initial fees received from franchise owners
|
35
|
|
|
35
|
|
||
Deferred revenue related to system-wide services
|
8
|
|
|
7
|
|
||
Other deferred revenue
|
112
|
|
|
111
|
|
||
Total contract liabilities
|
$
|
849
|
|
|
$
|
830
|
|
•
|
Deferred revenue related to the loyalty program and revenue from base and incentive management fees as the revenue is allocated to a wholly unperformed performance obligation in a series;
|
•
|
Revenues related to royalty fees as they are considered sales-based royalty fees;
|
•
|
Revenues received for free nights granted through our co-branded credit cards as the awards are required to be redeemed within 12 months; and
|
•
|
Revenues related to advanced bookings at owned and leased hotels as each stay has a duration of 12 months or less.
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Total revenues
|
$
|
116
|
|
|
$
|
132
|
|
Gross operating profit
|
39
|
|
|
39
|
|
||
Loss from continuing operations
|
(10
|
)
|
|
(19
|
)
|
||
Net loss
|
(10
|
)
|
|
(19
|
)
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Loyalty program (Note 9)
|
$
|
422
|
|
|
$
|
397
|
|
Deferred compensation plans held in rabbi trusts (Note 9 and Note 11)
|
413
|
|
|
367
|
|
||
Captive insurance companies
|
152
|
|
|
133
|
|
||
Total marketable securities held to fund operating programs
|
$
|
987
|
|
|
$
|
897
|
|
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
|
(219
|
)
|
|
(174
|
)
|
||
Marketable securities held to fund operating programs included in other assets
|
$
|
768
|
|
|
$
|
723
|
|
|
Three Months Ended March 31,
|
||||||
2019
|
|
2018
|
|||||
Loyalty program (Note 19)
|
$
|
9
|
|
|
$
|
(4
|
)
|
|
Three Months Ended March 31,
|
||||||
2019
|
|
2018
|
|||||
Unrealized gains (losses)
|
$
|
28
|
|
|
$
|
(1
|
)
|
Realized gains
|
2
|
|
|
4
|
|
||
Net gains and interest income from marketable securities held to fund rabbi trusts
|
$
|
30
|
|
|
$
|
3
|
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Common shares of Playa N.V.
|
$
|
93
|
|
|
$
|
87
|
|
Interest-bearing money market funds
|
42
|
|
|
14
|
|
||
Time deposits
|
37
|
|
|
100
|
|
||
Total marketable securities held for investment purposes
|
$
|
172
|
|
|
$
|
201
|
|
Less: current portion of marketable securities held for investment purposes included in cash and cash equivalents and short-term investments
|
(79
|
)
|
|
(114
|
)
|
||
Marketable securities held for investment purposes included in other assets
|
$
|
93
|
|
|
$
|
87
|
|
|
March 31, 2019
|
|
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
|
$
|
149
|
|
|
$
|
149
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Mutual funds
|
413
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
413
|
|
|||||
Common shares
|
93
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
93
|
|
|||||
Level Two - Significant Other Observable Inputs
|
|
|
|
|
|
|
|
|
|
||||||||||
Time deposits
|
51
|
|
|
—
|
|
|
41
|
|
|
—
|
|
|
10
|
|
|||||
U.S. government obligations
|
177
|
|
|
—
|
|
|
—
|
|
|
42
|
|
|
135
|
|
|||||
U.S. government agencies
|
51
|
|
|
—
|
|
|
2
|
|
|
8
|
|
|
41
|
|
|||||
Corporate debt securities
|
154
|
|
|
—
|
|
|
11
|
|
|
28
|
|
|
115
|
|
|||||
Mortgage-backed securities
|
24
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
18
|
|
|||||
Asset-backed securities
|
45
|
|
|
—
|
|
|
—
|
|
|
11
|
|
|
34
|
|
|||||
Municipal and provincial notes and bonds
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|||||
Total
|
$
|
1,159
|
|
|
$
|
149
|
|
|
$
|
54
|
|
|
$
|
95
|
|
|
$
|
861
|
|
|
December 31, 2018
|
|
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
|
$
|
88
|
|
|
$
|
88
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Mutual funds
|
367
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
367
|
|
|||||
Common shares
|
87
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
87
|
|
|||||
Level Two - Significant Other Observable Inputs
|
|
|
|
|
|
|
|
|
|
||||||||||
Time deposits
|
113
|
|
|
—
|
|
|
104
|
|
|
—
|
|
|
9
|
|
|||||
U.S. government obligations
|
169
|
|
|
—
|
|
|
—
|
|
|
37
|
|
|
132
|
|
|||||
U.S. government agencies
|
52
|
|
|
—
|
|
|
2
|
|
|
7
|
|
|
43
|
|
|||||
Corporate debt securities
|
151
|
|
|
—
|
|
|
10
|
|
|
25
|
|
|
116
|
|
|||||
Mortgage-backed securities
|
23
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|
18
|
|
|||||
Asset-backed securities
|
46
|
|
|
—
|
|
|
—
|
|
|
10
|
|
|
36
|
|
|||||
Municipal and provincial notes and bonds
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
|||||
Total
|
$
|
1,098
|
|
|
$
|
88
|
|
|
$
|
116
|
|
|
$
|
84
|
|
|
$
|
810
|
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Unsecured financing to hotel owners
|
$
|
167
|
|
|
$
|
159
|
|
Less: current portion of financing receivables, included in receivables, net
|
(47
|
)
|
|
(45
|
)
|
||
Less: allowance for losses
|
(103
|
)
|
|
(101
|
)
|
||
Total long-term financing receivables, net of allowances
|
$
|
17
|
|
|
$
|
13
|
|
|
2019
|
|
2018
|
||||
Allowance at January 1
|
$
|
101
|
|
|
$
|
108
|
|
Provisions
|
2
|
|
|
2
|
|
||
Other adjustments
|
—
|
|
|
(1
|
)
|
||
Allowance at March 31
|
$
|
103
|
|
|
$
|
109
|
|
|
March 31, 2019
|
||||||||||||||
|
Gross loan balance (principal and interest)
|
|
Related allowance
|
|
Net financing receivables
|
|
Gross receivables on non-accrual status
|
||||||||
Loans
|
$
|
64
|
|
|
$
|
—
|
|
|
$
|
64
|
|
|
$
|
—
|
|
Impaired loans (1)
|
50
|
|
|
(50
|
)
|
|
—
|
|
|
50
|
|
||||
Total loans
|
114
|
|
|
(50
|
)
|
|
64
|
|
|
50
|
|
||||
Other financing arrangements
|
53
|
|
|
(53
|
)
|
|
—
|
|
|
53
|
|
||||
Total unsecured financing receivables
|
$
|
167
|
|
|
$
|
(103
|
)
|
|
$
|
64
|
|
|
$
|
103
|
|
|
December 31, 2018
|
||||||||||||||
|
Gross loan balance (principal and interest)
|
|
Related allowance
|
|
Net financing receivables
|
|
Gross receivables on non-accrual status
|
||||||||
Loans
|
$
|
58
|
|
|
$
|
—
|
|
|
$
|
58
|
|
|
$
|
—
|
|
Impaired loans (2)
|
50
|
|
|
(50
|
)
|
|
—
|
|
|
50
|
|
||||
Total loans
|
108
|
|
|
(50
|
)
|
|
58
|
|
|
50
|
|
||||
Other financing arrangements
|
51
|
|
|
(51
|
)
|
|
—
|
|
|
51
|
|
||||
Total unsecured financing receivables
|
$
|
159
|
|
|
$
|
(101
|
)
|
|
$
|
58
|
|
|
$
|
101
|
|
Cash paid, net of cash acquired
|
$
|
415
|
|
Cash acquired
|
37
|
|
|
Contingent consideration liability
|
57
|
|
|
Net assets acquired at December 31, 2018
|
$
|
509
|
|
Post-acquisition working capital adjustments
|
(2
|
)
|
|
Net assets acquired at March 31, 2019
|
$
|
507
|
|
•
|
The sellers completed the aforementioned specific actions with regards to certain management agreements. As a result, Hyatt owes
$23 million
of additional consideration to the sellers, which is primarily recorded in accounts payable on our condensed consolidated balance sheet at
March 31, 2019
.
|
•
|
For those management agreements where the specific actions were not completed, we released
$25 million
of the contingent liability to other income (loss), net on our condensed consolidated statements of income (see Note 19).
|
•
|
For certain other management agreements, we extended the terms beyond the initial
120
day period and retained
$9 million
of the contingent liability at
March 31, 2019
.
|
Cash
|
$
|
37
|
|
Receivables
|
20
|
|
|
Other current assets
|
2
|
|
|
Equity method investment
|
2
|
|
|
Property and equipment
|
2
|
|
|
Indefinite-lived intangibles (1)
|
97
|
|
|
Management agreement intangibles (2)
|
209
|
|
|
Goodwill (3)
|
191
|
|
|
Other assets (4)
|
26
|
|
|
Total assets
|
$
|
586
|
|
|
|
||
Advanced deposits
|
$
|
25
|
|
Other current liabilities
|
20
|
|
|
Other long-term liabilities (4)
|
34
|
|
|
Total liabilities
|
79
|
|
|
Total net assets acquired
|
$
|
507
|
|
|
Three Months Ended March 31,
|
||
|
2019
|
||
Minimum rentals
|
$
|
11
|
|
Contingent rentals
|
32
|
|
|
Total operating lease expense
|
$
|
43
|
|
|
Operating leases
|
|
Finance leases
|
||||
2019 (remaining)
|
$
|
40
|
|
|
$
|
2
|
|
2020
|
45
|
|
|
3
|
|
||
2021
|
43
|
|
|
2
|
|
||
2022
|
41
|
|
|
2
|
|
||
2023
|
38
|
|
|
2
|
|
||
Thereafter
|
444
|
|
|
5
|
|
||
Total minimum lease payments
|
$
|
651
|
|
|
$
|
16
|
|
Less: amount representing interest
|
(212
|
)
|
|
(4
|
)
|
||
Present value of minimum lease payments
|
$
|
439
|
|
|
$
|
12
|
|
Years ending December 31,
|
Operating leases
|
|
Capital leases
|
||||
2019
|
$
|
46
|
|
|
$
|
3
|
|
2020
|
42
|
|
|
3
|
|
||
2021
|
42
|
|
|
2
|
|
||
2022
|
38
|
|
|
2
|
|
||
2023
|
35
|
|
|
2
|
|
||
Thereafter
|
448
|
|
|
5
|
|
||
Total minimum lease payments
|
$
|
651
|
|
|
$
|
17
|
|
Less: amount representing interest
|
|
|
(5
|
)
|
|||
Present value of minimum lease payments
|
|
|
$
|
12
|
|
|
Three Months Ended March 31,
|
||||||
2019
|
|
2018
|
|||||
Rental income
|
$
|
7
|
|
|
$
|
7
|
|
|
|
||
2019 (remaining)
|
$
|
18
|
|
2020
|
18
|
|
|
2021
|
16
|
|
|
2022
|
15
|
|
|
2023
|
11
|
|
|
Thereafter
|
48
|
|
|
Total minimum lease receipts
|
$
|
126
|
|
Years ending December 31,
|
|
||
2019
|
$
|
22
|
|
2020
|
18
|
|
|
2021
|
16
|
|
|
2022
|
15
|
|
|
2023
|
11
|
|
|
Thereafter
|
48
|
|
|
Total minimum lease receipts
|
$
|
130
|
|
|
March 31, 2019
|
|
Weighted-
average useful
lives in years
|
|
December 31, 2018
|
|||||
Management and franchise agreement intangibles
|
$
|
384
|
|
|
18
|
|
|
$
|
390
|
|
Lease related intangibles
|
—
|
|
|
—
|
|
|
121
|
|
||
Brand and other indefinite-lived intangibles
|
150
|
|
|
—
|
|
|
180
|
|
||
Advanced booking intangibles
|
14
|
|
|
6
|
|
|
14
|
|
||
Other definite-lived intangibles
|
8
|
|
|
6
|
|
|
8
|
|
||
Intangibles
|
556
|
|
|
|
|
713
|
|
|||
Less: accumulated amortization
|
(75
|
)
|
|
|
|
(85
|
)
|
|||
Intangibles, net
|
$
|
481
|
|
|
|
|
$
|
628
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Amortization expense
|
$
|
3
|
|
|
$
|
3
|
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Marketable securities held to fund rabbi trusts (Note 4)
|
$
|
413
|
|
|
$
|
367
|
|
Management and franchise agreement assets constituting payments to customers (1)
|
391
|
|
|
396
|
|
||
Marketable securities held to fund the loyalty program (Note 4)
|
302
|
|
|
303
|
|
||
Long-term investments
|
113
|
|
|
112
|
|
||
Common shares of Playa N.V. (Note 4)
|
93
|
|
|
87
|
|
||
Other
|
88
|
|
|
88
|
|
||
Total other assets
|
$
|
1,400
|
|
|
$
|
1,353
|
|
(1) Includes cash consideration as well as other forms of consideration provided, such as debt repayment or performance guarantees.
|
|
March 31, 2019
|
||||||||||||||||||
|
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)
|
$
|
1,756
|
|
|
$
|
1,813
|
|
|
$
|
—
|
|
|
$
|
1,628
|
|
|
$
|
185
|
|
|
December 31, 2018
|
||||||||||||||||||
|
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)
|
$
|
1,638
|
|
|
$
|
1,651
|
|
|
$
|
—
|
|
|
$
|
1,584
|
|
|
$
|
67
|
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Deferred compensation plans funded by rabbi trusts (Note 4)
|
$
|
413
|
|
|
$
|
367
|
|
Taxes payable
|
136
|
|
|
131
|
|
||
Self-insurance liabilities (Note 13)
|
78
|
|
|
78
|
|
||
Guarantee liabilities (Note 13)
|
53
|
|
|
76
|
|
||
Deferred income taxes
|
48
|
|
|
54
|
|
||
Other
|
94
|
|
|
134
|
|
||
Total other long-term liabilities
|
$
|
822
|
|
|
$
|
840
|
|
|
|
The four managed hotels in France
|
|
Other performance guarantees
|
|
All performance guarantees
|
||||||||||||||||||
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
|
2019
|
|
2018
|
||||||||||||
Beginning balance, January 1
|
|
$
|
36
|
|
|
$
|
58
|
|
|
$
|
11
|
|
|
$
|
13
|
|
|
$
|
47
|
|
|
$
|
71
|
|
Initial guarantee obligation liability
|
|
—
|
|
|
—
|
|
|
1
|
|
|
—
|
|
|
1
|
|
|
—
|
|
||||||
Amortization of initial guarantee obligation liability into income
|
|
(4
|
)
|
|
(4
|
)
|
|
—
|
|
|
(1
|
)
|
|
(4
|
)
|
|
(5
|
)
|
||||||
Performance guarantee expense, net
|
|
20
|
|
|
27
|
|
|
1
|
|
|
1
|
|
|
21
|
|
|
28
|
|
||||||
Net payments during the period
|
|
(16
|
)
|
|
(23
|
)
|
|
(3
|
)
|
|
(1
|
)
|
|
(19
|
)
|
|
(24
|
)
|
||||||
Foreign currency exchange, net
|
|
—
|
|
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2
|
|
||||||
Ending balance, March 31
|
|
$
|
36
|
|
|
$
|
60
|
|
|
$
|
10
|
|
|
$
|
12
|
|
|
$
|
46
|
|
|
$
|
72
|
|
Property description
|
|
Maximum potential future payments
|
|
Maximum exposure net of recoverability from third parties
|
|
Other long-term liabilities recorded at March 31, 2019
|
|
Other long-term liabilities recorded at December 31, 2018
|
|
Year of guarantee expiration
|
||||||||
Hotel properties in India (1)
|
|
$
|
174
|
|
|
$
|
174
|
|
|
$
|
9
|
|
|
$
|
10
|
|
|
2020
|
Hotel property in Massachusetts (2), (5)
|
|
95
|
|
|
16
|
|
|
8
|
|
|
8
|
|
|
various, through 2022
|
||||
Hotel and residential properties in Brazil (2), (3)
|
|
95
|
|
|
40
|
|
|
3
|
|
|
3
|
|
|
various, through 2023
|
||||
Hotel property in Oregon (2), (4)
|
|
50
|
|
|
6
|
|
|
3
|
|
|
4
|
|
|
various, through 2022
|
||||
Hotel properties in California (2)
|
|
31
|
|
|
13
|
|
|
4
|
|
|
4
|
|
|
various, through 2021
|
||||
Hotel property in Arizona (2), (3)
|
|
25
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
2019
|
||||
Other (2), (6)
|
|
22
|
|
|
11
|
|
|
5
|
|
|
21
|
|
|
various, through 2022
|
||||
Total
|
|
$
|
492
|
|
|
$
|
260
|
|
|
$
|
32
|
|
|
$
|
51
|
|
|
|
|
Balance at
January 1, 2019 |
|
Current period other comprehensive income (loss) before reclassification
|
|
Amount reclassified from accumulated other comprehensive loss
|
|
Balance at March 31, 2019
|
||||||||
Foreign currency translation adjustments
|
$
|
(191
|
)
|
|
$
|
(6
|
)
|
|
$
|
—
|
|
|
$
|
(197
|
)
|
Unrecognized pension cost
|
(5
|
)
|
|
—
|
|
|
—
|
|
|
(5
|
)
|
||||
Unrealized losses on derivative instruments
|
(4
|
)
|
|
(4
|
)
|
|
—
|
|
|
(8
|
)
|
||||
Accumulated other comprehensive loss
|
$
|
(200
|
)
|
|
$
|
(10
|
)
|
|
$
|
—
|
|
|
$
|
(210
|
)
|
|
|
|
|
|
|
|
|
||||||||
|
Balance at
January 1, 2018 |
|
Current period other comprehensive income (loss) before reclassification
|
|
Amount reclassified from accumulated other comprehensive loss
|
|
Balance at
March 31, 2018 |
||||||||
Foreign currency translation adjustments
|
$
|
(243
|
)
|
|
$
|
23
|
|
|
$
|
—
|
|
|
$
|
(220
|
)
|
Unrecognized pension cost
|
(7
|
)
|
|
—
|
|
|
—
|
|
|
(7
|
)
|
||||
Unrealized losses on derivative instruments
|
(3
|
)
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
||||
Accumulated other comprehensive income (loss)
|
$
|
(253
|
)
|
|
$
|
23
|
|
|
$
|
—
|
|
|
$
|
(230
|
)
|
Date declared
|
|
Dividend per share amount
for Class A and Class B
|
|
Date of record
|
|
Date paid
|
||
February 13, 2019
|
|
$
|
0.19
|
|
|
February 27, 2019
|
|
March 11, 2019
|
February 14, 2018
|
|
$
|
0.15
|
|
|
March 22, 2018
|
|
March 29, 2018
|
•
|
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 earned by our owned and leased hotels related to our co-branded credit cards and revenues earned under the loyalty program for stays at our owned and leased hotels and 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 and franchised properties. These costs relate primarily to payroll costs at managed properties where the Company is the employer, as well as costs associated with reservations, sales, marketing, technology, and the loyalty program operated on behalf of owners of managed and franchised properties. The intersegment revenues relate to management fees earned from the Company's owned and leased hotels and 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, Greater China, Australia, South Korea, Japan, and Micronesia. This segment's revenues also include the reimbursement of costs incurred on behalf of managed and franchised properties. These costs relate primarily to reservations, sales, marketing, technology, and the loyalty program operated on behalf of owners of managed and franchised properties. The intersegment revenues relate to management fees earned from the Company's owned hotel and 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 and franchised properties. These costs relate primarily to reservations, sales, marketing, technology, and the loyalty program operated on behalf of owners of managed and franchised properties. The intersegment revenues relate to management fees earned from the Company's owned and leased hotels and are eliminated in consolidation.
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Owned and leased hotels
|
|
|
|
||||
Owned and leased hotels revenues
|
$
|
458
|
|
|
$
|
507
|
|
Intersegment revenues (a)
|
7
|
|
|
9
|
|
||
Adjusted EBITDA
|
101
|
|
|
113
|
|
||
Depreciation and amortization
|
60
|
|
|
68
|
|
||
Americas management and franchising
|
|
|
|
||||
Management, franchise, and other fees revenues
|
103
|
|
|
98
|
|
||
Contra revenue
|
(4
|
)
|
|
(3
|
)
|
||
Other revenues
|
36
|
|
|
—
|
|
||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
548
|
|
|
420
|
|
||
Intersegment revenues (a)
|
17
|
|
|
18
|
|
||
Adjusted EBITDA
|
92
|
|
|
87
|
|
||
Depreciation and amortization
|
6
|
|
|
4
|
|
||
ASPAC management and franchising
|
|
|
|
||||
Management, franchise, and other fees revenues
|
32
|
|
|
30
|
|
||
Contra revenue
|
—
|
|
|
(1
|
)
|
||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
24
|
|
|
20
|
|
||
Intersegment revenues (a)
|
—
|
|
|
—
|
|
||
Adjusted EBITDA
|
20
|
|
|
18
|
|
||
Depreciation and amortization
|
1
|
|
|
—
|
|
||
EAME/SW Asia management and franchising
|
|
|
|
||||
Management, franchise, and other fees revenues
|
18
|
|
|
18
|
|
||
Contra revenue
|
(1
|
)
|
|
(1
|
)
|
||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
17
|
|
|
16
|
|
||
Intersegment revenues (a)
|
2
|
|
|
2
|
|
||
Adjusted EBITDA
|
10
|
|
|
10
|
|
||
Depreciation and amortization
|
—
|
|
|
—
|
|
||
Corporate and other
|
|
|
|
||||
Revenues
|
35
|
|
|
32
|
|
||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
1
|
|
|
—
|
|
||
Intersegment revenues (a)
|
—
|
|
|
(2
|
)
|
||
Adjusted EBITDA
|
(37
|
)
|
|
(29
|
)
|
||
Depreciation and amortization
|
13
|
|
|
11
|
|
||
Eliminations
|
|
|
|
||||
Revenues (a)
|
(26
|
)
|
|
(27
|
)
|
||
Adjusted EBITDA
|
1
|
|
|
3
|
|
||
TOTAL
|
|
|
|
||||
Revenues
|
$
|
1,241
|
|
|
$
|
1,109
|
|
Adjusted EBITDA
|
187
|
|
|
202
|
|
||
Depreciation and amortization
|
80
|
|
|
83
|
|
(a)
|
Intersegment revenues are included in management, franchise, and other fees revenues, owned and leased hotels revenues, and other revenues and eliminated in Eliminations.
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Net income attributable to Hyatt Hotels Corporation
|
$
|
63
|
|
|
$
|
411
|
|
Interest expense
|
19
|
|
|
19
|
|
||
Provision for income taxes
|
20
|
|
|
150
|
|
||
Depreciation and amortization
|
80
|
|
|
83
|
|
||
EBITDA
|
182
|
|
|
663
|
|
||
Contra revenue
|
5
|
|
|
5
|
|
||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
(590
|
)
|
|
(456
|
)
|
||
Costs incurred on behalf of managed and franchised properties
|
605
|
|
|
460
|
|
||
Equity losses from unconsolidated hospitality ventures
|
3
|
|
|
13
|
|
||
Stock-based compensation expense (Note 15)
|
20
|
|
|
18
|
|
||
Gains on sales of real estate (Note 6)
|
(1
|
)
|
|
(529
|
)
|
||
Asset impairments
|
3
|
|
|
—
|
|
||
Other (income) loss, net (Note 19)
|
(51
|
)
|
|
18
|
|
||
Pro rata share of unconsolidated hospitality ventures Adjusted EBITDA
|
11
|
|
|
10
|
|
||
Adjusted EBITDA
|
$
|
187
|
|
|
$
|
202
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Numerator:
|
|
|
|
||||
Net income
|
$
|
63
|
|
|
$
|
411
|
|
Net income and accretion attributable to noncontrolling interests
|
—
|
|
|
—
|
|
||
Net income attributable to Hyatt Hotels Corporation
|
$
|
63
|
|
|
$
|
411
|
|
Denominator:
|
|
|
|
||||
Basic weighted-average shares outstanding
|
105,976,163
|
|
|
118,652,054
|
|
||
Share-based compensation
|
1,543,020
|
|
|
2,126,296
|
|
||
Diluted weighted-average shares outstanding
|
107,519,183
|
|
|
120,778,350
|
|
||
Basic Earnings Per Share:
|
|
|
|
||||
Net income
|
$
|
0.60
|
|
|
$
|
3.47
|
|
Net income and accretion attributable to noncontrolling interests
|
—
|
|
|
—
|
|
||
Net income attributable to Hyatt Hotels Corporation
|
$
|
0.60
|
|
|
$
|
3.47
|
|
Diluted Earnings Per Share:
|
|
|
|
||||
Net income
|
$
|
0.59
|
|
|
$
|
3.40
|
|
Net income and accretion attributable to noncontrolling interests
|
—
|
|
|
—
|
|
||
Net income attributable to Hyatt Hotels Corporation
|
$
|
0.59
|
|
|
$
|
3.40
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Release of contingent consideration liability (Note 6)
|
$
|
25
|
|
|
$
|
—
|
|
Release and amortization of debt repayment guarantee liability (Note 13)
|
17
|
|
|
3
|
|
||
Unrealized gains (losses) (Note 4)
|
12
|
|
|
(12
|
)
|
||
Interest income (Note 4)
|
6
|
|
|
5
|
|
||
Depreciation recovery
|
6
|
|
|
5
|
|
||
Performance guarantee liability amortization (Note 13)
|
4
|
|
|
5
|
|
||
Performance guarantee expense, net (Note 13)
|
(21
|
)
|
|
(28
|
)
|
||
Other, net
|
2
|
|
|
4
|
|
||
Other income (loss), net
|
$
|
51
|
|
|
$
|
(18
|
)
|
•
|
392
managed properties (
118,609
rooms), all of which we operate under management and hotel services agreements with third-party property owners;
|
•
|
404
franchised properties (
67,391
rooms), all of which are owned by third parties that have franchise agreements with us and are operated by third parties;
|
•
|
30
owned properties (
14,997
rooms) (including
1
consolidated hospitality venture),
1
finance leased property (
171
rooms), and
6
operating leased properties (
2,069
rooms), all of which we manage; and
|
•
|
20
managed properties and
3
franchised properties owned or leased by unconsolidated hospitality ventures (
7,222
rooms).
|
•
|
3
destination wellness resorts (
410
rooms), all of which we own and operate (including
1
consolidated hospitality venture);
|
•
|
6
all-inclusive resorts (
2,402
rooms), all of which are owned by a third party in which we hold common shares and which operates the resorts under franchise agreements with us;
|
•
|
16
vacation ownership properties under the Hyatt Residence Club brand and operated by third parties;
|
•
|
22
residential properties, 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; and
|
•
|
10
condominium ownership properties for which we provide services for the rental programs or homeowners associations.
|
•
|
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 ("Americas"), which consists of our management and franchising of properties located in the United States, Latin America, Canada, and the Caribbean;
|
•
|
ASPAC management and franchising ("ASPAC"), which consists of our management and franchising of properties located in Southeast Asia, Greater China, Australia, South Korea, Japan, and Micronesia; and
|
•
|
EAME/SW Asia management and franchising ("EAME/SW Asia"), which consists of our management and franchising of properties located in Europe, Africa, the Middle East, India, Central Asia, and Nepal.
|
|
|
|
|
RevPAR
|
|||||
|
|
|
|
Three Months Ended March 31,
|
|||||
(Comparable locations)
|
|
Number of comparable hotels (1)
|
|
2019
|
|
vs. 2018 (in constant $)
|
|||
System-wide hotels
|
|
707
|
|
$
|
132
|
|
|
1.8
|
%
|
Owned and leased hotels
|
|
33
|
|
$
|
174
|
|
|
2.7
|
%
|
Americas full service hotels
|
|
165
|
|
$
|
156
|
|
|
3.1
|
%
|
Americas select service hotels
|
|
356
|
|
$
|
100
|
|
|
(1.5
|
)%
|
ASPAC full service hotels
|
|
82
|
|
$
|
148
|
|
|
1.2
|
%
|
ASPAC select service hotels
|
|
14
|
|
$
|
56
|
|
|
14.2
|
%
|
EAME/SW Asia full service hotels
|
|
74
|
|
$
|
119
|
|
|
3.0
|
%
|
EAME/SW Asia select service hotels
|
|
16
|
|
$
|
60
|
|
|
8.1
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|
Currency impact
|
|||||||||||
Comparable owned and leased hotels revenues
|
$
|
434
|
|
|
$
|
430
|
|
|
$
|
4
|
|
|
0.8
|
%
|
|
$
|
(5
|
)
|
Non-comparable owned and leased hotels revenues
|
36
|
|
|
85
|
|
|
(49
|
)
|
|
(57.8
|
)%
|
|
(1
|
)
|
||||
Total owned and leased hotels revenues
|
$
|
470
|
|
|
$
|
515
|
|
|
$
|
(45
|
)
|
|
(8.9
|
)%
|
|
$
|
(6
|
)
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Base management fees
|
$
|
63
|
|
|
$
|
53
|
|
|
$
|
10
|
|
|
18.2
|
%
|
Incentive management fees
|
34
|
|
|
34
|
|
|
—
|
|
|
0.3
|
%
|
|||
Franchise fees
|
32
|
|
|
28
|
|
|
4
|
|
|
13.9
|
%
|
|||
Management and franchise fees
|
129
|
|
|
115
|
|
|
14
|
|
|
11.8
|
%
|
|||
Other fee revenues
|
12
|
|
|
17
|
|
|
(5
|
)
|
|
(26.3
|
)%
|
|||
Management, franchise, and other fees
|
$
|
141
|
|
|
$
|
132
|
|
|
$
|
9
|
|
|
6.9
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Management, franchise, and other fees
|
$
|
141
|
|
|
$
|
132
|
|
|
$
|
9
|
|
|
6.9
|
%
|
Contra revenue
|
(5
|
)
|
|
(5
|
)
|
|
—
|
|
|
(4.8
|
)%
|
|||
Net management, franchise, and other fees
|
$
|
136
|
|
|
$
|
127
|
|
|
$
|
9
|
|
|
7.0
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Change
|
|||||||||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
$
|
590
|
|
|
$
|
456
|
|
|
$
|
134
|
|
|
29.2
|
%
|
Less: rabbi trust impact
|
(13
|
)
|
|
(2
|
)
|
|
(11
|
)
|
|
(665.4
|
)%
|
|||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties excluding rabbi trust impact
|
$
|
577
|
|
|
$
|
454
|
|
|
$
|
123
|
|
|
26.8
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Comparable owned and leased hotels expense
|
$
|
327
|
|
|
$
|
330
|
|
|
$
|
3
|
|
|
0.7
|
%
|
Non-comparable owned and leased hotels expense
|
26
|
|
|
54
|
|
|
28
|
|
|
51.6
|
%
|
|||
Rabbi trust impact
|
4
|
|
|
—
|
|
|
(4
|
)
|
|
(591.4
|
)%
|
|||
Total owned and leased hotels expense
|
$
|
357
|
|
|
$
|
384
|
|
|
$
|
27
|
|
|
7.0
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Change
|
|||||||||
Selling, general, and administrative expenses
|
$
|
128
|
|
|
$
|
95
|
|
|
$
|
33
|
|
|
33.4
|
%
|
Less: rabbi trust impact
|
(26
|
)
|
|
(3
|
)
|
|
(23
|
)
|
|
(877.7
|
)%
|
|||
Less: stock-based compensation expense
|
(20
|
)
|
|
(18
|
)
|
|
(2
|
)
|
|
(6.4
|
)%
|
|||
Adjusted selling, general, and administrative expenses
|
$
|
82
|
|
|
$
|
74
|
|
|
$
|
8
|
|
|
9.9
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Change
|
|||||||||
Costs incurred on behalf of managed and franchised properties
|
$
|
605
|
|
|
$
|
460
|
|
|
$
|
145
|
|
|
31.6
|
%
|
Less: rabbi trust impact
|
(13
|
)
|
|
(2
|
)
|
|
(11
|
)
|
|
(665.4
|
)%
|
|||
Costs incurred on behalf of managed and franchised properties excluding rabbi trust impact
|
$
|
592
|
|
|
$
|
458
|
|
|
$
|
134
|
|
|
29.3
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Rabbi trust impact allocated to selling, general, and administrative expenses
|
$
|
26
|
|
|
$
|
3
|
|
|
$
|
23
|
|
|
877.7
|
%
|
Rabbi trust impact allocated to owned and leased hotels expense
|
4
|
|
|
—
|
|
|
4
|
|
|
591.4
|
%
|
|||
Net gains and interest income from marketable securities held to fund rabbi trusts
|
$
|
30
|
|
|
$
|
3
|
|
|
$
|
27
|
|
|
822.8
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Equity losses from unconsolidated hospitality ventures
|
$
|
(3
|
)
|
|
$
|
(13
|
)
|
|
$
|
10
|
|
|
78.1
|
%
|
•
|
$16 million impairment charge related to certain unconsolidated hospitality ventures in Brazil; we acquired our partner's interest in the unconsolidated hospitality ventures during the second quarter of 2018; and
|
•
|
$4 million of foreign currency losses at one of our unconsolidated hospitality ventures which holds loans denominated in a currency other than its functional currency.
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Income before income taxes
|
$
|
83
|
|
|
$
|
561
|
|
|
$
|
(478
|
)
|
|
(85.3
|
)%
|
Provision for income taxes
|
(20
|
)
|
|
(150
|
)
|
|
130
|
|
|
87.1
|
%
|
|||
Effective tax rate
|
23.5
|
%
|
|
26.7
|
%
|
|
|
|
|
3.2
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|
Currency impact
|
|||||||||||
Comparable owned and leased hotels revenues
|
$
|
425
|
|
|
$
|
424
|
|
|
$
|
1
|
|
|
0.3
|
%
|
|
$
|
(5
|
)
|
Non-comparable owned and leased hotels revenues
|
33
|
|
|
83
|
|
|
(50
|
)
|
|
(60.2
|
)%
|
|
(1
|
)
|
||||
Total segment revenues
|
$
|
458
|
|
|
$
|
507
|
|
|
$
|
(49
|
)
|
|
(9.6
|
)%
|
|
$
|
(6
|
)
|
|
Three Months Ended March 31,
|
|||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
ADR
|
|||||||||||||
|
2019
|
|
vs. 2018
(in constant $)
|
|
2019
|
|
vs. 2018
|
|
2019
|
|
vs. 2018
(in constant $)
|
|||||||
Comparable owned and leased hotels
|
$
|
174
|
|
|
2.7
|
%
|
|
74.0
|
%
|
|
(0.5)% pts
|
|
$
|
235
|
|
|
3.4
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Owned and leased hotels Adjusted EBITDA
|
$
|
90
|
|
|
$
|
103
|
|
|
$
|
(13
|
)
|
|
(11.8
|
)%
|
Pro rata share of unconsolidated hospitality ventures Adjusted EBITDA
|
11
|
|
|
10
|
|
|
1
|
|
|
8.3
|
%
|
|||
Segment Adjusted EBITDA
|
$
|
101
|
|
|
$
|
113
|
|
|
$
|
(12
|
)
|
|
(10.0
|
)%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Segment revenues
|
|
|
|
|
|
|
|
|||||||
Management, franchise, and other fees
|
$
|
103
|
|
|
$
|
98
|
|
|
$
|
5
|
|
|
4.1
|
%
|
Contra revenue
|
(4
|
)
|
|
(3
|
)
|
|
(1
|
)
|
|
(12.9
|
)%
|
|||
Other revenues
|
36
|
|
|
—
|
|
|
36
|
|
|
NM
|
|
|||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
548
|
|
|
420
|
|
|
128
|
|
|
30.5
|
%
|
|||
Total segment revenues
|
$
|
683
|
|
|
$
|
515
|
|
|
$
|
168
|
|
|
32.6
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
ADR
|
|||||||||||||
(Comparable System-wide Hotels)
|
2019
|
|
vs. 2018 (in constant $)
|
|
2019
|
|
vs. 2018
|
|
2019
|
|
vs. 2018 (in constant $)
|
|||||||
Americas Full Service
|
$
|
156
|
|
|
3.1
|
%
|
|
71.8
|
%
|
|
(0.3)% pts
|
|
$
|
217
|
|
|
3.4
|
%
|
Americas Select Service
|
$
|
100
|
|
|
(1.5
|
)%
|
|
71.9
|
%
|
|
(0.9)% pts
|
|
$
|
139
|
|
|
(0.2
|
)%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Segment Adjusted EBITDA
|
$
|
92
|
|
|
$
|
87
|
|
|
$
|
5
|
|
|
5.3
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Segment revenues
|
|
|
|
|
|
|
|
|||||||
Management, franchise, and other fees
|
$
|
32
|
|
|
$
|
30
|
|
|
$
|
2
|
|
|
6.2
|
%
|
Contra revenue
|
—
|
|
|
(1
|
)
|
|
1
|
|
|
7.8
|
%
|
|||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
24
|
|
|
20
|
|
|
4
|
|
|
19.6
|
%
|
|||
Total segment revenues
|
$
|
56
|
|
|
$
|
49
|
|
|
$
|
7
|
|
|
11.8
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
ADR
|
|||||||||||||
(Comparable System-wide Hotels)
|
2019
|
|
vs. 2018 (in constant $)
|
|
2019
|
|
vs. 2018
|
|
2019
|
|
vs. 2018 (in constant $)
|
|||||||
ASPAC Full Service
|
$
|
148
|
|
|
1.2
|
%
|
|
71.6
|
%
|
|
0.8% pts
|
|
$
|
207
|
|
|
—
|
%
|
ASPAC Select Service
|
$
|
56
|
|
|
14.2
|
%
|
|
63.6
|
%
|
|
11.6% pts
|
|
$
|
87
|
|
|
(6.7
|
)%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Segment Adjusted EBITDA
|
$
|
20
|
|
|
$
|
18
|
|
|
$
|
2
|
|
|
6.5
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Segment revenues
|
|
|
|
|
|
|
|
|||||||
Management, franchise, and other fees
|
$
|
18
|
|
|
$
|
18
|
|
|
$
|
—
|
|
|
(2.6
|
)%
|
Contra revenue
|
(1
|
)
|
|
(1
|
)
|
|
—
|
|
|
13.5
|
%
|
|||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
17
|
|
|
16
|
|
|
1
|
|
|
4.7
|
%
|
|||
Total segment revenues
|
$
|
34
|
|
|
$
|
33
|
|
|
$
|
1
|
|
|
1.3
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||||||
|
RevPAR
|
|
Occupancy
|
|
ADR
|
|||||||||||||
(Comparable System-wide Hotels)
|
2019
|
|
vs. 2018 (in constant $)
|
|
2019
|
|
vs. 2018
|
|
2019
|
|
vs. 2018 (in constant $)
|
|||||||
EAME/SW Asia Full Service
|
$
|
119
|
|
|
3.0
|
%
|
|
67.9
|
%
|
|
2.6% pts
|
|
$
|
176
|
|
|
(0.8
|
)%
|
EAME/SW Asia Select Service
|
$
|
60
|
|
|
8.1
|
%
|
|
65.8
|
%
|
|
9.2% pts
|
|
$
|
92
|
|
|
(7.1
|
)%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Segment Adjusted EBITDA
|
$
|
10
|
|
|
$
|
10
|
|
|
$
|
—
|
|
|
0.8
|
%
|
|
Three Months Ended March 31,
|
|||||||||||||
|
2019
|
|
2018
|
|
Better / (Worse)
|
|||||||||
Revenues
|
$
|
35
|
|
|
$
|
32
|
|
|
$
|
3
|
|
|
8.4
|
%
|
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
$
|
1
|
|
|
$
|
—
|
|
|
$
|
1
|
|
|
NM
|
|
Adjusted EBITDA
|
$
|
(37
|
)
|
|
$
|
(29
|
)
|
|
$
|
(8
|
)
|
|
(29.6
|
)%
|
•
|
interest expense;
|
•
|
provision for income taxes;
|
•
|
depreciation and amortization;
|
•
|
amortization of management and franchise agreement assets constituting payments to customers ("Contra revenue");
|
•
|
revenues for the reimbursement of costs incurred on behalf of managed and franchised properties;
|
•
|
costs incurred on behalf of managed and franchised properties;
|
•
|
equity earnings (losses) from unconsolidated hospitality ventures;
|
•
|
stock-based compensation expense;
|
•
|
gains (losses) on sales of real estate;
|
•
|
asset impairments; and
|
•
|
other income (loss), net
.
|
|
Three Months Ended March 31,
|
|||||||||||||
2019
|
|
2018
|
|
Change
|
||||||||||
Net income attributable to Hyatt Hotels Corporation
|
$
|
63
|
|
|
$
|
411
|
|
|
$
|
(348
|
)
|
|
(84.6
|
)%
|
Interest expense
|
19
|
|
|
19
|
|
|
—
|
|
|
1.1
|
%
|
|||
Provision for income taxes
|
20
|
|
|
150
|
|
|
(130
|
)
|
|
(87.1
|
)%
|
|||
Depreciation and amortization
|
80
|
|
|
83
|
|
|
(3
|
)
|
|
(3.4
|
)%
|
|||
EBITDA
|
182
|
|
|
663
|
|
|
(481
|
)
|
|
(72.6
|
)%
|
|||
Contra revenue
|
5
|
|
|
5
|
|
|
—
|
|
|
4.8
|
%
|
|||
Revenues for the reimbursement of costs incurred on behalf of managed and franchised properties
|
(590
|
)
|
|
(456
|
)
|
|
(134
|
)
|
|
(29.2
|
)%
|
|||
Costs incurred on behalf of managed and franchised properties
|
605
|
|
|
460
|
|
|
145
|
|
|
31.6
|
%
|
|||
Equity losses from unconsolidated hospitality ventures
|
3
|
|
|
13
|
|
|
(10
|
)
|
|
(78.1
|
)%
|
|||
Stock-based compensation expense
|
20
|
|
|
18
|
|
|
2
|
|
|
6.4
|
%
|
|||
Gains on sales of real estate
|
(1
|
)
|
|
(529
|
)
|
|
528
|
|
|
99.8
|
%
|
|||
Asset impairments
|
3
|
|
|
—
|
|
|
3
|
|
|
NM
|
|
|||
Other (income) loss, net
|
(51
|
)
|
|
18
|
|
|
(69
|
)
|
|
(381.1
|
)%
|
|||
Pro rata share of unconsolidated hospitality ventures Adjusted EBITDA
|
11
|
|
|
10
|
|
|
1
|
|
|
8.3
|
%
|
|||
Adjusted EBITDA
|
$
|
187
|
|
|
$
|
202
|
|
|
$
|
(15
|
)
|
|
(7.3
|
)%
|
|
Three Months Ended March 31,
|
||||||
2019
|
|
2018
|
|||||
Cash provided by (used in):
|
|
|
|
||||
Operating activities
|
$
|
13
|
|
|
$
|
54
|
|
Investing activities
|
(39
|
)
|
|
935
|
|
||
Financing activities
|
(5
|
)
|
|
(109
|
)
|
||
Effect of exchange rate changes on cash
|
—
|
|
|
(3
|
)
|
||
Net increase (decrease) in cash, cash equivalents, and restricted cash
|
$
|
(31
|
)
|
|
$
|
877
|
|
•
|
We invested
$66 million
in capital expenditures (see "—Capital Expenditures").
|
•
|
We acquired land for
$15 million
from an unrelated third party.
|
•
|
We received $56 million of net proceeds from the sale of marketable securities and short-term investments.
|
•
|
We sold Grand Hyatt San Francisco, Andaz Maui at Wailea Resort, and Hyatt Regency Coconut Point Resort and Spa to an unrelated third party as a portfolio for approximately
$992 million
, net of closing costs and proration adjustments. Proceeds from the sale of Hyatt Regency Coconut Point Resort and Spa of
$221 million
were held as restricted for use in a potential like-kind exchange, of which approximately $198 million were subsequently used for acquisitions and the remaining
$23 million
were released.
|
•
|
We received $9 million of proceeds from the sale of our ownership interest in an equity method investment.
|
•
|
We invested
$60 million
in capital expenditures (see "—Capital Expenditures").
|
•
|
We repurchased
1,452,858
shares of Class A common stock for an aggregate purchase price of
$102 million
.
|
•
|
We paid a
$20 million
quarterly cash dividend of $0.19 per share on Class A and Class B common stock.
|
•
|
We borrowed
$120 million
on our revolving credit facility.
|
•
|
We repurchased
1,209,987
shares of Class A common stock for an aggregate purchase price of
$75 million
, including 244,260 shares delivered in settlement of the November 2017 ASR in 2018, for which payment was made during 2017.
|
•
|
We borrowed $20 million and repaid $20 million on our revolving credit facility.
|
•
|
We paid an
$18 million
quarterly cash dividend of $0.15 per share on Class A and Class B common stock.
|
•
|
We redeemed the Miraval preferred shares for approximately
$10 million
.
|
|
March 31, 2019
|
|
December 31, 2018
|
||||
Consolidated debt (1)
|
$
|
1,752
|
|
|
$
|
1,634
|
|
Stockholders' equity
|
3,622
|
|
|
3,670
|
|
||
Total capital
|
5,374
|
|
|
5,304
|
|
||
Total debt to total capital
|
32.6
|
%
|
|
30.8
|
%
|
||
Consolidated debt (1)
|
1,752
|
|
|
1,634
|
|
||
Less: cash and cash equivalents and short-term investments
|
(601
|
)
|
|
(686
|
)
|
||
Net consolidated debt
|
$
|
1,151
|
|
|
$
|
948
|
|
Net debt to total capital
|
21.4
|
%
|
|
17.9
|
%
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Maintenance and technology
|
$
|
13
|
|
|
$
|
13
|
|
Enhancements to existing properties
|
31
|
|
|
37
|
|
||
Investment in new properties under development or recently opened
|
22
|
|
|
10
|
|
||
Total capital expenditures
|
$
|
66
|
|
|
$
|
60
|
|
Description
|
Principal amount
|
||
2021 Notes
|
$
|
250
|
|
2023 Notes
|
350
|
|
|
2026 Notes
|
400
|
|
|
2028 Notes
|
400
|
|
|
Total Senior Notes
|
$
|
1,400
|
|
|
Maturities by Period
|
|
|
|
|
||||||||||||||||||||||||||
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
|
Total carrying amount
(1)
|
|
Total fair value
|
||||||||||||||||
Fixed-rate debt
|
$
|
5
|
|
|
$
|
4
|
|
|
$
|
255
|
|
|
$
|
5
|
|
|
$
|
355
|
|
|
$
|
958
|
|
|
$
|
1,582
|
|
|
$
|
1,628
|
|
Average interest rate (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
4.51
|
%
|
|
|
|||||||||||||||
Floating-rate debt (3)
|
$
|
124
|
|
|
$
|
5
|
|
|
$
|
5
|
|
|
$
|
5
|
|
|
$
|
4
|
|
|
$
|
31
|
|
|
$
|
174
|
|
|
$
|
185
|
|
Average interest rate (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
4.90
|
%
|
|
|
|
|
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, 2019
|
|
656,619
|
|
|
$
|
67.34
|
|
|
656,619
|
|
|
$
|
623,867,073
|
|
February 1 to February 28, 2019
|
|
643,270
|
|
|
$
|
72.38
|
|
|
643,270
|
|
|
$
|
577,305,826
|
|
March 1 to March 31, 2019
|
|
152,969
|
|
|
$
|
73.52
|
|
|
152,969
|
|
|
$
|
566,059,768
|
|
Total
|
|
1,452,858
|
|
|
$
|
70.22
|
|
|
1,452,858
|
|
|
|
(1)
|
On October 30, 2018, we announced the approval of the expansion of our share repurchase program pursuant to which we are authorized to purchase up to an additional $750 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 or an accelerated share repurchase transaction. The repurchase program does not have an expiration date. At
March 31, 2019
, we had approximately
$566
million remaining under the share repurchase authorization.
|
Exhibit Number
|
Exhibit Description
|
|
|
3.1
|
|
|
|
3.2
|
|
|
|
+ 10.1
|
|
|
|
31.1
|
|
|
|
31.2
|
|
|
|
32.1
|
|
|
|
32.2
|
|
|
|
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
|
|
|
+
|
Management contract or compensatory plan or arrangement
|
|
|
Hyatt Hotels Corporation
|
|
|
|
|
|
Date:
|
May 2, 2019
|
By:
|
/s/ Mark S. Hoplamazian
|
|
|
|
Mark S. Hoplamazian
|
|
|
|
President and Chief Executive Officer
|
|
|
|
(Principal Executive Officer)
|
|
|
Hyatt Hotels Corporation
|
|
|
|
|
|
Date:
|
May 2, 2019
|
By:
|
/s/ Joan Bottarini
|
|
|
|
Joan Bottarini
|
|
|
|
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
|
|
|
|
|
•
|
RSUs with a grant value of $375,000
|
•
|
SARs with a grant value of $375,000
|
•
|
Medical and Dental insurance
|
•
|
Life Insurance
|
•
|
401(k) Retirement Savings Plan
|
•
|
Deferred Compensation Plan (DCP)
|
•
|
Disability Coverage
|
•
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Paid Time Off (PTO) Accrual
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•
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Executive Officer Severance and Change in Control Plan
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a)
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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;
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b)
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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;
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c)
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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
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d)
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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
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a)
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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
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b)
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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.
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May 2, 2019
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/s/ Mark S. Hoplamazian
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Mark S. Hoplamazian
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President and Chief Executive Officer
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(Principal Executive Officer)
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a)
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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
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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.
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May 2, 2019
|
/s/ Joan Bottarini
|
|
Joan Bottarini
|
|
Executive Vice President, Chief Financial Officer
|
|
(Principal Financial Officer)
|
May 2, 2019
|
/s/ Mark S. Hoplamazian
|
|
Mark S. Hoplamazian
|
|
President and Chief Executive Officer
|
|
(Principal Executive Officer)
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May 2, 2019
|
/s/ Joan Bottarini
|
|
Joan Bottarini
|
|
Executive Vice President, Chief Financial Officer
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|
(Principal Financial Officer)
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