Marriott Vacations Worldwide Corporation (NYSE:VAC) Files An 8-K Entry into a Material Definitive Agreement
Item1.01
| Entry into a Material Definitive Agreement. |
On December8, 2016, Marriott Vacations Worldwide Corporation (the
Company) and certain of its subsidiaries entered into a Third
Amendment (the Third Amendment) relating to the revolving credit
facility provided by the Second Amended and Restated Credit
Agreement, dated as of September10, 2014, as amended (as amended
by the Third Amendment, the Credit Agreement), among the Company,
its subsidiary Marriott Ownership Resorts, Inc. (the Borrower),
the several banks and other financial institutions or entities
from time to time parties thereto, JPMorgan Chase Bank, N.A., as
administrative agent (JPMorgan or the Administrative Agent), Bank
of America, N.A. and Deutsche Bank Securities Inc., as
co-syndication agents (the Syndication Agents), and Bank of
America, N.A. and Deutsche Bank Securities Inc., as
co-documentation agents (the Documentation Agents).
Among other things, the Third Amendment:
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amends the definition of Fiscal Year in a manner that will permit the Company to change its financial reporting year end as discussed below under Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year; |
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expands the types of Investments that the Company is permitted to make to include investments for the purpose of satisfying the obligations of the Company under the Marriott Vacations Worldwide Corporation Deferred Compensation Plan; and |
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increases to $75 million (from $5 million) the amount that the Company may invest in unspecified types of investment vehicles at any time. |
The other terms of the Credit Agreement are substantially similar
to those in effect prior to the execution of the Third Amendment.
The description of the Third Amendment is qualified in its
entirety by reference to the full text of the Third Amendment,
which is filed as an exhibit to this Current Report on Form 8-K
and is hereby incorporated by reference.
From time to time, the Administrative Agent, the Documentation
Agents, the Syndication Agents and the other financial
institutions party to the Credit Agreement or their affiliates
may have performed, and may in the future perform, various
commercial banking, investment banking and other financial
advisory services for the Company and its affiliates for which
they have or will receive customary fees and expenses. In
particular, some of these financial institutions or their
affiliates participate, or may in the future participate, in the
Companys vacation ownership notes receivable warehouse facility
and may also have participated, or may in the future participate,
in transactions involving the securitization of vacation
ownership notes receivable undertaken by the Companys
subsidiaries.
Item5.03 |
Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. |
The bylaws of the Company provide that the fiscal year of the
Company shall be fixed by resolution of the Board of Directors of
the Company (the Board). On December8, 2016, the Board approved a
resolution changing the Companys financial reporting year end to
a calendar year end beginning with its 2017 fiscal year. The
Companys 2017 fiscal year will begin on December31, 2016 (the day
after the end of the 2016 fiscal year) and will end on
December31, 2017. Subsequent fiscal years will begin on January1
and end on December31. The Companys financial quarters will be
the three-month periods ending March31,June30,September30, and
December31, except that the period ending March31, 2017 will also
include December31, 2016. The Company believes these changes will
allow the simplification of transaction and reporting processes
to support future growth. Historical results will not be
restated.
Historically (including for the 2016 fiscal year), the Companys
fiscal year was a 52 or 53 week fiscal year that ended on the
Friday nearest to December31, and quarterly results were for
twelve-week periods for the first, second, and third quarters and
for a sixteen-week period (or in some cases a seventeen-week
period) for the fourth quarter.
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Marriott Vacations Worldwides Form 10-K for the 2017 fiscal year
will include the period from December31, 2016 to December31,
2017, and its Form 10-Q for the quarterly period ending March31,
2017 will include the period from December31, 2016 to March31,
2017. A copy of Marriott Vacations Worldwides press release is
attached as Exhibit 99 and is incorporated by reference.
Item9.01 |
Financial Statements and Exhibits. |
(d) |
Exhibits. |
| Exhibit10.1 |
Third Amendment, dated as of December8, 2016, to the Second Amended and Restated Credit Agreement, among Marriott Vacations Worldwide Corporation, Marriott Ownership Resorts, Inc., the several banks and other financial institutions or entities from time to time parties thereto, JPMorgan Chase Bank, N.A., as administrative agent, Bank of America, N.A. and Deutsche Bank Securities Inc., as co-syndication agents, and Bank of America, N.A. and Deutsche Bank Securities Inc., as co-documentation agents. |
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| Exhibit99.1 | Press release dated December 9, 2016. |
2
About Marriott Vacations Worldwide Corporation (NYSE:VAC)
Marriott Vacations Worldwide Corporation is a developer, marketer, seller and manager of vacation ownership and related products under the Marriott Vacation Club and Grand Residences by Marriott brands. The Company is a developer, marketer and seller of vacation ownership and related products under The Ritz-Carlton Destination Club brand. The Company develops, markets and sells whole ownership residential products under The Ritz-Carlton Residences brand. The Company operates through three segments: North America, Europe and Asia Pacific. The Company’s portfolio consists of approximately 60 properties in the United States and over eight other countries and territories. The Company’s brands include The Marriott Vacation Club, Grand Residences by Marriott, The Ritz-Carlton Destination Club and The Ritz-Carlton Residences. The Company also offers purchase money financing for purchasers of its vacation ownership products. Marriott Vacations Worldwide Corporation (NYSE:VAC) Recent Trading Information
Marriott Vacations Worldwide Corporation (NYSE:VAC) closed its last trading session down -0.50 at 87.21 with 448,611 shares trading hands.