Wyndham Worldwide Corporation Announces Expiration and Final Results of Tender Offer for 3.50% Convertible Notes Due 2012

PARSIPPANY, N.J., March 10, 2011 /PRNewswire/ -- Wyndham Worldwide Corporation (NYSE: WYN) (the "Company") announced today the expiration and final results of its previously announced cash tender offer (the "Tender Offer") to purchase any and all of its outstanding 3.50% Convertible Notes due 2012 (the "Convertible Notes").  The Tender Offer expired at 12:00 midnight, New York City time, at the end of Wednesday, March 9, 2011 (the "Expiration Time").  

As of the Expiration Time, $91,215,000 in aggregate principal amount of the Convertible Notes, representing approximately 78.8% of the aggregate principal amount outstanding of Convertible Notes, were validly tendered and not validly withdrawn.  The Company has accepted for purchase all Convertible Notes that were validly tendered and not validly withdrawn.

As previously announced by the Company, the final purchase price per $1,000 principal amount of Convertible Notes was $2,541.72. The Company expects to settle the Tender Offer today (March 10, 2011) and to pay an aggregate of approximately $233 million, including accrued and unpaid interest to, but excluding, the settlement date, to purchase all of the Convertible Notes that were validly tendered and not validly withdrawn.  Following the settlement of the Tender Offer, $24.6 million principal amount of Convertible Notes will remain outstanding.

Deutsche Bank Securities Inc. and Goldman, Sachs & Co. acted as the dealer managers for the Tender Offer. Global Bondholder Services Corporation acted as the depositary and as the information agent for the Tender Offer.

This press release shall not constitute an offer to purchase, a solicitation of an offer to purchase, or a solicitation of an offer to sell securities.

About Wyndham Worldwide Corporation

As one of the world's largest hospitality companies, Wyndham Worldwide offers individual consumers and business-to-business customers a broad suite of hospitality products and services across various accommodation alternatives and price ranges through its premier portfolio of world-renowned brands. Wyndham Hotel Group encompasses approximately 7,210 franchised hotels and approximately 612,700 hotel rooms worldwide. Wyndham Exchange & Rentals offers leisure travelers, including its 3.8 million members, access to approximately 97,000 vacation properties located in approximately 100 countries. Wyndham Vacation Ownership develops, markets and sells vacation ownership interests and provides consumer financing to owners through its network of over 160 vacation ownership resorts serving nearly 815,000 owners throughout North America, the Caribbean and the South Pacific. Wyndham Worldwide, headquartered in Parsippany, N.J., employs approximately 26,000 employees globally.

Forward-Looking Statements

This press release contains "forward-looking statements" conveying management's expectations as to the future based on plans, estimates and projections at the time the Company makes the statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. The forward-looking statements contained in this press release include statements related to the Company's debt repurchases.

You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Factors that could cause actual results to differ materially from those in the forward-looking statements include general economic conditions, the performance of the financial and credit markets, the economic environment for the hospitality industry, the impact of war, terrorist activity or political strife, operating risks associated with the hotel, vacation exchange and rentals and vacation ownership businesses, as well as those described in the Company's Annual Report on Form 10-K, filed with the Securities and Exchange Commission on February 22, 2011. Except for the Company's ongoing obligations to disclose material information under the federal securities laws, it undertakes no obligation to release publicly any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events.

SOURCE Wyndham Worldwide Corporation

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