Hilton Grand Vacations Inc. (NYSE:HGV) Files An 8-K Entry into a Material Definitive Agreement
Item1.01. Entry into a Material Definitive Agreement.
On June14, 2017, Hilton Grand Vacations Inc. (the Company) and
six selling stockholders (HLT Holdco III LLC, HLT BREP VI.TE.2
Holdco LLC, HLT A23 Holdco LLC, HLT BREH VI Holdco LLC, HLT BREH
Intl II Holdco LLC and HLT A23 BREH VI Holdco LLC) affiliated
with The Blackstone Group L.P. (collectively, the Selling
Stockholders) entered into an Underwriting Agreement (the
Underwriting Agreement) with J.P. Morgan Securities LLC, as
underwriter (the Underwriter), to which the Underwriter agreed to
purchase from the Selling Stockholders 9,650,000 shares of common
stock, $0.01 par value per share (the Common Stock), of the
Company at a price of $35.40 per share. The Company will not
receive any proceeds from the sale of Common Stock by the Selling
Stockholders.
The Company made certain customary representations, warranties
and covenants in the Underwriting Agreement and also agreed to
indemnify the Underwriter against certain liabilities, including
liabilities arising from breaches of the representations and
warranties contained in the Underwriting Agreement and
liabilities under the Securities Act of 1933, as amended, and
agreed to contribute to payments that the Underwriter may be
required to make for these liabilities.
The foregoing summary of the Underwriting Agreement is not
complete and is qualified in its entirety by reference to the
full text of the Agreement, a copy of which is attached as
Exhibit10.1 to this Current Report on Form8-K and incorporated
herein by reference.
The Underwriter and its affiliates are full service financial
institutions engaged in various activities, which may include
securities trading, commercial and investment banking, financial
advisory, investment management, investment research, principal
investment, hedging, financing and brokerage activities. The
Underwriter and its affiliates have, from time to time,
performed, and may in the future perform, various financial
advisory and investment banking services for us, for which they
may receive customary fees and expenses, and may currently be, or
may in the future be, lenders to us under facilities that we have
entered into or may in the future enter into from time to time.
Item9.01. Financial Statements and Exhibits.
(d)Exhibits.
|
Exhibit No. |
Description |
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| Exhibit10.1 |
Underwriting Agreement, dated as of June14, 2017, by and among Hilton Grand Vacations Inc., the Selling Stockholders named therein and J.P. Morgan Securities LLC. |
About Hilton Grand Vacations Inc. (NYSE:HGV)
Hilton Grand Vacations Inc. is a timeshare company that markets and sells vacation ownership intervals (VOIs), manages resorts in leisure and urban destinations, and operates a points-based vacation club. The Company operates its business across two segments: Real Estate Sales and Financing, and Resort Operations and Club Management. As of September 30, 2016, the Company had 46 resorts, representing 7,592 units, and approximately 265,000 Hilton Grand Vacations Club (the Club) members. Club members can exchange their Club points for stays at any resort or any property in the Hilton system of various brands across over 4,700 properties, as well as various vacation options, such as cruises and guided tours. VOI product allows customers to purchase a lifetime of vacations. The Company offers amenities, such as full kitchens, in-unit washers and dryers, spas and kids’ clubs along with beach-front locations.
