Wyndham Worldwide Reports Strong Third Quarter 2015 Results

Increases 2015 Adjusted EPS Guidance

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Oct 27, 2015, 06:30 ET

PARSIPPANY, N.J., Oct. 27, 2015 /PRNewswire/ -- Wyndham Worldwide Corporation (NYSE:WYN) today announced results for the three months ended September 30, 2015.

THIRD QUARTER HIGHLIGHTS:

Adjusted diluted earnings per share (EPS) was $1.78, an increase of 7% from adjusted diluted EPS of $1.67 in the third quarter of 2014. Reported diluted EPS was $1.61, compared with $1.64 in the third quarter of 2014.
Revenues for the third quarter of 2015 increased 3% compared with the third quarter of 2014. On a currency neutral basis and excluding the impact of acquisitions and a divestiture, revenues increased 6% and adjusted EBITDA increased 7%.
Gross vacation ownership sales increased 12% on a constant currency basis.
Vacation rental transactions increased 6% excluding the impact of acquisitions and a divestiture.
The Company repurchased 2.1 million shares of its common stock for $170 million during the quarter.

"We delivered great results in the third quarter across all our businesses, with more guests, staying more often, and more engaged than ever," said Stephen P. Holmes, chairman and CEO. "This quarter was highlighted by a double digit increase in gross vacation ownership interest sales, strong growth in vacation rental transaction volume, and increased activity through our re-invigorated loyalty program. We are connecting the widest range of guests around the globe with the accommodation options they desire."

THIRD QUARTER 2015 OPERATING RESULTS
Third quarter revenues were $1.6 billion, an increase of 3% from the prior year period. Excluding acquisitions and a divestiture, constant currency revenues increased 6% reflecting growth in each of the Company's business segments.

Third quarter adjusted EBITDA was $412 million, compared with $418 million in the prior year period. Year-over-year adjusted EBITDA comparisons were adversely affected by foreign currency effects of $17 million in 2015, and the absence of results in 2015 from Canvas Holiday, a U.K.-based camping business, which contributed $18 million of EBITDA in the third quarter 2014 and was divested in the fourth quarter of 2014. Excluding these items and acquisitions, adjusted EBITDA increased 7%.

Adjusted net income was $210 million, or $1.78 per diluted share, compared with $210 million, or $1.67 per diluted share for the same period in 2014. Net income and earnings per share benefited from strong operations, but were negatively affected by the same factors that influenced adjusted EBITDA comparisons, noted above. EPS also benefited from the Company's share repurchase program, which decreased the weighted average diluted share count 6% year-over-year.

Reported net income for the third quarter of 2015 was $190 million, or $1.61 per diluted share, compared with $206 million, or $1.64 per diluted share, for the third quarter of 2014. Reported net income in both periods reflects several items excluded from adjusted net income. The net result of these items unfavorably impacted third quarter 2015 net income by $20 million and unfavorably impacted third quarter 2014 net income by $4 million. Full reconciliations of adjusted net income to GAAP results appear in Table 8 of this press release. Year-over-year reported net income third quarter comparisons were negatively impacted by the same factors that influenced adjusted EBITDA comparisons, noted above.

Free cash flow was $660 million for the nine months ended September 30, 2015, compared with $750 million for the same period in 2014. The decline in free cash flow reflects the timing of capital expenditures and working capital, including inventory spending. The Company expects inventory spending in the fourth quarter of 2015 to be significantly lower than in the fourth quarter of 2014. The Company defines free cash flow as net cash provided by operating activities less capital expenditures. For the nine months ended September 30, 2015, net cash provided by operating activities was $817 million, compared with $899 million in the prior year period.

BUSINESS UNIT RESULTS

Lodging (Wyndham Hotel Group)
Revenues were $357 million in the third quarter of 2015, a 13% increase compared with the third quarter 2014. Adjusted EBITDA was $108 million, flat compared with the same period in 2014.

In constant currency and excluding acquisitions, revenues increased 4% and adjusted EBITDA increased 3%, reflecting domestic RevPAR growth, which was partially offset by increased marketing expenditures and higher costs related to the implementation of new property management and central reservation systems.

Domestic RevPAR increased 5.2%. In constant currency, total system-wide RevPAR increased 3.3%.

As of September 30, 2015, the Company's hotel system consisted of approximately 7,760 properties and 672,000 rooms, a 2.5% room increase compared with the third quarter of 2014. The development pipeline included 910 hotels and over 122,800 rooms, of which 61% were international and 68% were new construction.

Vacation Exchange and Rentals (Wyndham Exchange & Rentals)
Revenues were $476 million in the third quarter of 2015, a 7% decline compared with the third quarter of 2014. In constant currency, and excluding acquisitions and the impact of the divestiture of Canvas Holidays in 2014, revenues increased 6%.

Exchange revenues were $157 million, down 3% compared with the third quarter of 2014. In constant currency, exchange revenues were up 1% compared with the prior year, as the average number of members increased 1.5% while exchange revenue per member was flat.

Vacation rental revenues were $296 million, an 11% decrease compared with the third quarter of 2014. In constant currency and excluding the impact of acquisitions and the divestiture, vacation rental revenues were up 8%, reflecting a 5.8% increase in transaction volume and a 1.7% increase in average net price per vacation rental.

Adjusted EBITDA for the third quarter of 2015 was $137 million, a 14% decrease compared with the third quarter of 2014. On a currency neutral basis and excluding the impact of acquisitions and the divestiture, adjusted EBITDA increased 5% compared with the prior year period.

Vacation Ownership (Wyndham Vacation Ownership)
Revenues were $750 million in the third quarter of 2015, a 7% increase over the third quarter of 2014. In constant currency, revenues increased 8%.

Gross VOI sales were $565 million in the third quarter of 2015, an increase of 10% compared with the third quarter of 2014. In constant currency, Gross VOI sales increased 12%. Volume per guest (VPG) for the quarter increased 10.6% in constant currency while tour flow increased 0.9%. VPG increases were driven primarily by a higher average transaction size.

Adjusted EBITDA for the third quarter of 2015 was $201 million, an increase of 7% compared with the third quarter of 2014. Results primarily reflect higher VPG. On a currency neutral basis adjusted EBITDA increased 9%.

OTHER ITEMS

The Company repurchased 2.1 million shares of common stock for $170 million during the third quarter of 2015. From October 1 through October 26, 2015, the Company repurchased an additional 0.9 million shares for $70 million. The Company's remaining share repurchase authorization totals $461 million as of October 26, 2015
Reported net interest expense in the third quarter of 2015 was $31 million, compared with $26 million in the third quarter of 2014

Balance Sheet Information as of September 30, 2015:

Cash and cash equivalents of $259 million, compared with $183 million at December 31, 2014
Vacation ownership contract receivables, net, of $2.7 billion, unchanged from December 31, 2014
Vacation ownership and other inventory of $1.3 billion, compared with $1.2 billion at December 31, 2014
Securitized vacation ownership debt of $2.1 billion, compared with $2.2 billion at December 31, 2014
Long-term debt of $3.1 billion, compared with $2.9 billion at December 31, 2014. The remaining borrowing capacity on the revolving credit facility, net of commercial paper borrowings, was $1.4 billion as of September 30, 2015, compared with $1.3 billion at December 31, 2014

A schedule of debt is included in Table 5 of this press release.

OUTLOOK

Note to Editors: The guidance excludes possible future share repurchases, while analysts' estimates often include share repurchases. This results in discrepancies between Company guidance and database consensus forecasts.

For the full year 2015, the Company provides the following guidance:

Revenues of approximately $5.450 - $5.550 billion
Adjusted EBITDA of approximately $1.285 - $1.315 billion. Guidance reflects a $46 million adverse earnings impact from foreign exchange compared with 2014 full year results
Adjusted EPS of approximately $5.06 to $5.09 based on a diluted share count of 119.4 million up from $4.88 to $5.03 based on a diluted share count of 120.2 million

"We were pleased with our performance across the Company in the third quarter, but we're even more excited by what lies ahead. We have the broadest range of lodging accommodations in the world – including hotels, timeshare and rentals – spanning luxury to budget. We are uniquely positioned to satisfy the burgeoning travel demand around the globe. In 2016, we expect organic adjusted EBITDA growth consistent with our long-term target range of 6 – 8%," said Mr. Holmes.

Conference Call Information
Wyndham Worldwide Corporation will hold a conference call with investors to discuss the Company's results, outlook and guidance on Tuesday, October 27, 2015 at 8:30 a.m. EDT. Listeners may access the webcast live through the Company's website at www.wyndhamworldwide.com/investors. An archive of this webcast will be available on the website for approximately 90 days beginning at noon EDT on October 27, 2015. The conference call may also be accessed by dialing 800-369-2125 and providing the passcode "WYNDHAM." Listeners are urged to call at least 10 minutes prior to the scheduled start time. A telephone replay will be available for approximately 90 days beginning at noon EDT on October 27, 2015, at 800-388-4923.

The Company will post guidance information on its website following the conference call.

Presentation of Financial Information
Financial information discussed in this press release includes non-GAAP measures, which include or exclude certain items. These non-GAAP measures differ from reported GAAP results and are intended to illustrate what management believes are relevant period-over-period comparisons and are helpful to investors as an additional tool for further understanding and assessing the Company's ongoing core operating performance. Exclusion of items in our non-GAAP presentation should not be considered an inference that these items are unusual, infrequent or non-recurring. A reconciliation of reported GAAP results to the comparable non-GAAP information appears in the financial tables section of the press release. It is not practicable to provide a reconciliation of forecasted adjusted EBITDA and adjusted EPS to the most directly comparable GAAP measures because certain items cannot be reasonably estimated or predicted at this time. Any such items could be significant to the Company's reported results.

About Wyndham Worldwide Corporation
One of the world's largest hospitality companies, Wyndham Worldwide (NYSE: WYN) provides a wide range of hospitality services and products through its global portfolio of world-renowned brands. The world's largest hotel company based on the number of properties, Wyndham Hotel Group is home to many of the world's best-known hotel brands, with approximately 7,760 franchised hotels and approximately 672,000 hotel rooms worldwide. Wyndham Exchange & Rentals is the worldwide leader in vacation exchange and the world's largest professionally managed vacation rentals business, providing more than 5 million leisure-bound families annually with access to over 110,000 vacation properties in over 100 countries through its prominent exchange and vacation rental brands. The industry and timeshare ownership market leader, Wyndham Vacation Ownership develops, markets, and sells vacation ownership interests and provides consumer financing to owners through its network of over 210 vacation ownership resorts serving approximately 900,000 owners throughout the United States, Canada, Mexico, the Caribbean, and the South Pacific. Based in Parsippany, NJ, Wyndham Worldwide employs over 34,000 associates globally. For more information, please visit www.wyndhamworldwide.com.

Forward-Looking Statements
This press release contains "forward-looking statements" within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, 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 revenues, earnings, cash flow and related financial and operating measures.

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 SEC on February 13, 2015. 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.

									Table 1
									(1 of 2)
Wyndham Worldwide Corporation
OPERATING RESULTS OF REPORTABLE SEGMENTS
(In millions)


In addition to other measures, management evaluates the operating results of each of its reportable segments based upon net revenues and "EBITDA", which is defined as net income before depreciation and amortization, interest expense (excluding consumer financing interest), early extinguishment of debt, interest income (excluding consumer financing revenues) and income taxes, each of which is presented on the Company's Consolidated Statements of Income. The Company believes that EBITDA is a useful measure of performance for the Company's segments which when considered with GAAP measures, gives a more complete understanding of its operating performance. The Company's presentation of EBITDA may not be comparable to similarly-titled measures used by other companies.






The following tables summarize net revenues and EBITDA for the Company's reportable segments, as well as reconcile EBITDA to Net income for the three months ended September 30, 2015 and 2014:

	Three Months Ended September 30,
	2015				2014
	Net Revenues		EBITDA		Net Revenues		EBITDA
Lodging	$	357	$	83	$	315	$	100
Vacation Exchange and Rentals		476		134		512		159
Vacation Ownership		750		200		704		188
Total Reportable Segments		1,583		417		1,531		447
Corporate and Other ^(a)		(19)		(35)		(17)		(36)
Total Company	$	1,564	$	382	$	1,514	$	411

Reconciliation of EBITDA to Net income

			Three Months Ended September 30,
			2015				2014
EBITDA			$	382			$	411
Depreciation and amortization				59				60
Interest expense				33				28
Interest income				(2)				(2)
Income before income taxes				292				325
Provision for income taxes				102				119
Net income			$	190			$	206

__________
^(a)Includes the elimination of transactions between segments.

The following tables summarize net revenues and adjusted EBITDA for the Company's reportable segments for the three months ended September 30, 2015 and 2014 (for a description of adjustments by segment, see Table 7):


	Three Months Ended September 30,
	2015				2014
	Net Revenues		Adjusted EBITDA		Net Revenues		Adjusted EBITDA
Lodging	$	357	$	108	$	315	$	107
Vacation Exchange and Rentals		476		137		512		159
Vacation Ownership		750		201		704		188
Total Reportable Segments		1,583		446		1,531		454
Corporate and Other		(19)		(34)		(17)		(36)
Total Company	$	1,564	$	412	$	1,514	$	418

									Table 1
									(2 of 2)
Wyndham Worldwide Corporation
OPERATING RESULTS OF REPORTABLE SEGMENTS
(In millions)


The following tables summarize net revenues and EBITDA for the Company's reportable segments, as well as reconcile EBITDA to Net income attributable to Wyndham shareholders for the nine months ended September 30, 2015 and 2014:

	Nine Months Ended September 30,
	2015				2014
	Net Revenues		EBITDA		Net Revenues		EBITDA
Lodging	$	983	$	255	$	835	$	250
Vacation Exchange and Rentals		1,228		323		1,293		333
Vacation Ownership		2,067		513		1,970		488
Total Reportable Segments		4,278		1,091		4,098		1,071
Corporate and Other ^(a)		(54)		(100)		(48)		(104)
Total Company	$	4,224	$	991	$	4,050	$	967

Reconciliation of EBITDA to Net income attributable to Wyndham shareholders

			Nine Months Ended September 30,
			2015				2014
EBITDA			$	991			$	967
Depreciation and amortization				173				175
Interest expense				89				84
Interest income				(7)				(6)
Income before income taxes				736				714
Provision for income taxes				265				265
Net income				471				449
Net income attributable to noncontrolling interest				-				(1)
Net income attributable to Wyndham shareholders			$	471			$	448

__________
^(a)Includes the elimination of transactions between segments.

The following tables summarize net revenues and adjusted EBITDA for the Company's reportable segments for the nine months ended September 30, 2015 and 2014 (for a description of adjustments by segment, see Table 7):


	Nine Months Ended September 30,
	2015				2014
	Net Revenues		Adjusted EBITDA		Net Revenues		Adjusted EBITDA
Lodging	$	983	$	284	$	835	$	261
Vacation Exchange and Rentals		1,228		326		1,293		341
Vacation Ownership		2,067		514		1,970		488
Total Reportable Segments		4,278		1,124		4,098		1,090
Corporate and Other		(54)		(101)		(48)		(103)
Total Company	$	4,224	$	1,023	$	4,050	$	987

									Table 2
Wyndham Worldwide Corporation
CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share data)


		Three Months Ended				Nine Months Ended
		September 30,				September 30,
		2015		2014		2015		2014
Net revenues
	Service and membership fees	$	734	$	717	$	1,957	$	1,922
	Vacation ownership interest sales		448		415		1,201		1,101
	Franchise fees		192		189		517		482
	Consumer financing		108		108		318		319
	Other		82		85		231		226
Net revenues			1,564		1,514		4,224		4,050

Expenses
	Operating		691		613		1,865		1,721
	Cost of vacation ownership interests		43		49		123		129
	Consumer financing interest		18		18		55		52
	Marketing and reservation		218		227		624		614
	General and administrative		200		188		562		564
	Asset impairment		7		8		7		8
	Restructuring		8		-		8		-
	Depreciation and amortization		59		60		173		175
Total expenses			1,244		1,163		3,417		3,263

Operating income			320		351		807		787
Other income, net			(3)		-		(11)		(5)
Interest expense			33		28		89		84
Interest income			(2)		(2)		(7)		(6)

Income before income taxes			292		325		736		714
Provision for income taxes			102		119		265		265
Net income			190		206		471		449
Net income attributable to noncontrolling interest			-		-		-		(1)
Net income attributable to Wyndham shareholders		$	190	$	206	$	471	$	448

Earnings per share
	Basic	$	1.62	$	1.65	$	3.96	$	3.55
	Diluted		1.61		1.64		3.93		3.51

Weighted average shares outstanding
	Basic		117		124		119		126
	Diluted		118		126		120		128
__________

Note: For a description of adjustments to Net Income, see Table 8.

													Table 3
													(1 of 2)
Wyndham Worldwide Corporation
OPERATING STATISTICS

The following operating statistics are the drivers of our revenues and therefore provide an enhanced understanding of our businesses:

			Year		Q1		Q2		Q3		Q4		Full Year
Lodging ^(a)
	Number of Rooms		2015		667,400		668,500		671,900		N/A		N/A
			2014		646,900		650,200		655,300		660,800		N/A
			2013		631,800		635,100		638,300		645,400		N/A
			2012		609,300		608,300		618,100		627,400		N/A

	RevPAR		2015	$	32.84	$	39.82	$	43.34		N/A		N/A
			2014	$	32.30	$	40.11	$	43.71	$	34.06	$	37.57
			2013	$	31.05	$	38.00	$	41.78	$	33.07	$	36.00
			2012	$	29.73	$	37.23	$	40.39	$	31.86	$	34.80

Vacation Exchange and Rentals
	Average Number of Members (in 000s)		2015		3,822		3,831		3,835		N/A		N/A
			2014		3,727		3,748		3,777		3,808		3,765
			2013		3,668		3,686		3,711		3,728		3,698
			2012		3,684		3,670		3,672		3,670		3,674

	Exchange Revenue Per Member		2015	$	194.06	$	167.81	$	163.38		N/A		N/A
			2014	$	200.78	$	179.17	$	171.77	$	157.24	$	177.12
			2013	$	210.96	$	182.42	$	169.95	$	161.21	$	181.02
			2012	$	204.56	$	177.07	$	171.14	$	165.86	$	179.68

	Vacation Rental Transactions (in 000s) ^{(a) (b)}		2015		459		390		462		N/A		N/A
			2014		429		376		455		293		1,552
			2013		423		355		433		273		1,483
			2012		418		325		390		259		1,392

	Average Net Price Per Vacation Rental^{(a) (b)}		2015	$	361.20	$	513.14	$	642.00		N/A		N/A
			2014	$	410.04	$	577.13	$	727.40	$	492.25	$	558.95
			2013	$	392.64	$	540.38	$	677.81	$	506.62	$	532.11
			2012	$	379.40	$	524.40	$	635.44	$	484.69	$	504.55

Vacation Ownership ^(a)
	Gross Vacation Ownership Interest (VOI) Sales (in 000s) ^(c)		2015	$	390,000	$	502,000	$	565,000		N/A		N/A
			2014	$	410,000	$	496,000	$	513,000	$	470,000	$	1,889,000
			2013	$	384,000	$	481,000	$	536,000	$	488,000	$	1,889,000
			2012	$	384,000	$	460,000	$	502,000	$	435,000	$	1,781,000

	Tours (in 000s) ^(d)		2015		168		206		227		N/A		N/A
			2014		170		208		225		191		794
			2013		163		206		225		195		789
			2012		148		186		207		183		724

	Volume Per Guest (VPG) ^(d)		2015	$	2,177	$	2,353	$	2,354		N/A		N/A
			2014	$	2,272	$	2,280	$	2,158	$	2,336	$	2,257
			2013	$	2,211	$	2,256	$	2,278	$	2,370	$	2,281
			2012	$	2,414	$	2,361	$	2,315	$	2,225	$	2,324

Note:	Full year amounts may not add across due to rounding.
^(a)	Includes the impact of acquisitions/dispositions from the acquisition/disposition dates forward. Therefore, the operating statistics are not presented on a comparable basis.
^(b)	The vacation exchange and rentals operating statistics excluding our U.K.-based camping business sold in Q4 2014 are as follows:

			Year		Q1		Q2		Q3		Q4		Full Year
	Vacation Rental Transactions (in 000s)		2014		429		367		431		292		1,518
	Average Net Price Per Vacation Rental		2014	$	410.02	$	578.02	$	700.56	$	492.64	$	548.93

^(c)	Includes Gross VOI sales under the Company's Wyndham Asset Affiliate Model (WAAM) Just-in-Time beginning in the second quarter of 2012 (see Table 9 for a reconciliation of Gross VOI sales to vacation ownership interest sales).
^(d)	Includes the impact of WAAM Just-in-Time related tours beginning in the second quarter of 2012.



		ADDITIONAL DATA

			Year		Q1		Q2		Q3		Q4		Full Year
Lodging
	Number of Properties		2015		7,670		7,700		7,760		N/A		N/A
			2014		7,500		7,540		7,590		7,650		N/A
			2013		7,380		7,410		7,440		7,490		N/A
			2012		7,150		7,170		7,260		7,340		N/A

Vacation Ownership
	Provision for Loan Losses (in 000s) ⁽^*⁾		2015	$	46,000	$	60,000	$	78,000		N/A		N/A
			2014	$	60,000	$	70,000	$	70,000	$	60,000	$	260,000
			2013	$	84,000	$	90,000	$	102,000	$	73,000	$	349,000
			2012	$	96,000	$	100,000	$	124,000	$	89,000	$	409,000

Note:	Full year amounts may not add across due to rounding.
⁽^*⁾	Represents provision for estimated losses on vacation ownership contract receivables originated during the period, which is recorded as a contra revenue to vacation ownership interest sales on the Consolidated Statements of Income.

Table 3
(2 of 2)

Wyndham Worldwide Corporation
OPERATING STATISTICS

GLOSSARY OF TERMS

Lodging

Number of Rooms: Represents the number of rooms at lodging properties at the end of the period which are either (i) under franchise and/or management agreements, or company owned and (ii) properties under affiliation agreements for which the Company receives a fee for reservation and/or other services provided.

Average Occupancy Rate: Represents the percentage of available rooms occupied during the period.

Average Daily Rate (ADR): Represents the average rate charged for renting a lodging room for one day.

RevPAR: Represents revenue per available room and is calculated by multiplying average occupancy rate by ADR. Comparable RevPAR represents RevPAR of hotels which are included in both periods.

Vacation Exchange and Rentals

Average Number of Members: Represents members in our vacation exchange programs who paid annual membership dues as of the end of the period or who are within the allowed grace period. For additional fees, such participants are entitled to exchange intervals for intervals at other properties affiliated with the Company's vacation exchange business. In addition, certain participants may exchange intervals for other leisure-related services and products.

Exchange Revenue Per Member: Represents total annualized revenues generated from fees associated with memberships, exchange transactions, member-related rentals and other servicing for the period divided by the average number of vacation exchange members during the period.

Vacation Rental Transactions: Represents the number of transactions that are generated during the period in connection with customers booking their vacation rental stays through the Company. One rental transaction is recorded for each standard one-week rental.

Average Net Price Per Vacation Rental: Represents the net rental price generated from renting vacation properties to customers and other related rental servicing fees during the period divided by the number of vacation rental transactions during the period.

Vacation Ownership

Gross Vacation Ownership Interest Sales: Represents sales of vacation ownership interest (VOIs), including WAAM sales, before the net effect of percentage-of-completion accounting and loan loss provisions. See Table 9 for a reconciliation of Gross VOI sales to vacation ownership interest sales.

Tours: Represents the number of tours taken by guests in our efforts to sell VOIs.

Volume per Guest (VPG): Represents Gross VOI sales (excluding tele-sales upgrades, which are non-tour upgrade sales) divided by the number of tours. The Company has excluded non-tour upgrade sales in the calculation of VPG because non-tour upgrade sales are generated by a different marketing channel. See Table 9 for a detail of tele-sales upgrades for 2012-2015.

General

Constant Currency: Represents a comparison eliminating the effects of foreign exchange rate fluctuations between periods (foreign currency translation).

Currency-Neutral: Represents a comparison eliminating the effects of foreign exchange rate fluctuations between periods (foreign currency translation) and the impact caused by any foreign exchange related activities (i.e., hedges, balance sheet remeasurements and/or adjustments).

																					Table 4

Wyndham Worldwide Corporation
REVENUE DETAIL BY REPORTABLE SEGMENT
(In millions)


		2015										2014
			Q1		Q2		Q3		Q4		Year		Q1		Q2		Q3		Q4		Year
Lodging
	Royalties and Franchise Fees	$	74	$	96	$	103		N/A		N/A	$	68	$	88	$	100	$	83	$	339
	Marketing, Reservation and Wyndham Rewards Revenues ^(a)		96		108		112		N/A		N/A		76		101		117		91		385
	Hotel Management Reimbursable Revenues ^(b)		61		71		73		N/A		N/A		37		39		39		39		154
	Intersegment Trademark Fees		12		15		16		N/A		N/A		9		11		11		10		41
	Owned Hotel Revenues		25		20		16		N/A		N/A		24		20		18		20		81
	Ancillary Revenues ^(c)		24		24		37		N/A		N/A		23		24		30		24		101
	Total Lodging		292		334		357		N/A		N/A		237		283		315		267		1,101

Vacation Exchange and Rentals
	Exchange Revenues		185		161		157		N/A		N/A		187		168		162		150		667
	Rental Revenues		166		200		296		N/A		N/A		176		217		331		144		868
	Ancillary Revenues ^(d)		18		22		23		N/A		N/A		16		17		19		17		69
	Total Vacation Exchange and Rentals		369		383		476		N/A		N/A		379		402		512		311		1,604

Vacation Ownership
	Vacation Ownership Interest Sales		336		417		448		N/A		N/A		303		382		415		385		1,485
	Consumer Financing		104		105		108		N/A		N/A		105		106		108		108		427
	Property Management Fees and Reimbursable Revenues		153		149		159		N/A		N/A		143		145		150		142		581
	WAAM Fee-for-Service Commissions		12		19		23		N/A		N/A		33		30		18		16		98
	Ancillary Revenues ^(e)		12		9		12		N/A		N/A		9		10		13		17		47
	Total Vacation Ownership		617		699		750		N/A		N/A		593		673		704		668		2,638
Total Reportable Segments		$	1,278	$	1,416	$	1,583		N/A		N/A	$	1,209	$	1,358	$	1,531	$	1,246	$	5,343


		2013										2012
			Q1		Q2		Q3		Q4		Year		Q1		Q2		Q3		Q4		Year
Lodging
	Royalties and Franchise Fees	$	64	$	79	$	91	$	75	$	309	$	62	$	80	$	88	$	71	$	301
	Marketing, Reservation and Wyndham Rewards Revenues ^(a)		73		92		118		83		365		68		99		98		80		345
	Hotel Management Reimbursable Revenues ^(b)		25		38		37		35		135		21		22		25		23		91
	Intersegment Trademark Fees		8		10		11		10		39		8		9		9		8		34
	Owned Hotel Revenues		26		20		18		19		84		8		8		7		18		41
	Ancillary Revenues ^(c)		26		23		22		23		95		18		15		22		23		78
	Total Lodging		222		262		297		245		1,027		185		233		249		223		890

Vacation Exchange and Rentals
	Exchange Revenues		193		168		158		150		669		188		162		157		153		660
	Rental Revenues		166		192		293		138		789		159		170		248		125		702
	Ancillary Revenues ^(d)		15		16		19		17		68		14		16		15		15		60
	Total Vacation Exchange and Rentals		374		376		470		305		1,526		361		348		420		293		1,422

Vacation Ownership
	Vacation Ownership Interest Sales		263		347		384		384		1,379		271		342		373		337		1,323
	Consumer Financing		105		106		107		108		426		103		102		106		110		421
	Property Management Fees		146		141		143		137		567		110		108		117		125		460
	WAAM Fee-for-Service Commissions		24		30		33		20		107		12		11		4		6		33
	Ancillary Revenues ^(e)		11		6		10		9		36		5		7		8		12		32
	Total Vacation Ownership		549		630		677		658		2,515		501		570		608		590		2,269
Total Reportable Segments		$	1,145	$	1,268	$	1,444	$	1,208	$	5,068	$	1,047	$	1,151	$	1,277	$	1,106	$	4,581

Note:	Full year amounts may not add across due to rounding.
^(a)	Marketing and reservation revenues represent fees the Company receives from franchised and managed hotels that are to be expended for marketing purposes or the operation of a centralized, brand-specific reservation system. These fees are typically based on a percentage of the gross room revenues of each hotel. Wyndham Rewards revenues represent fees the Company receives relating to its loyalty program.
^(b)	Primarily represents payroll costs in the hotel management business that the Company pays on behalf of property owners and for which it is reimbursed by the property owners. During 2014, reimbursable revenues of $2 million in each of Q1, Q2 and Q3 and $1 million in Q4 which were charged to the Company's vacation ownership business and were eliminated in consolidation. During 2013, such amounts include reimbursable revenues of $1 million, $3 million and $2 million, in Q2, Q3 and Q4 respectively, which were charged to the Company's vacation ownership business and were eliminated in consolidation.
^(c)	Primarily includes additional services provided to franchisees and managed properties and fees related to our co-branded credit card program.
^(d)	Primarily includes fees generated from programs with affiliated resorts and homeowners.
^(e)	Primarily includes revenues associated with bonus points/credits that are provided as purchase incentives on VOI sales and fees generated from other non-core operations.

											Table 5
Wyndham Worldwide Corporation
SCHEDULE OF DEBT
(In millions)


		September 30, 2015		June 30, 2015		March 31, 2015		December 31, 2014		September 30, 2014

Securitized vacation ownership debt ^(a)
Term notes		$	1,843	$	1,841	$	2,090	$	1,962	$	1,670
Bank conduit facility ^(b)			267		253		98		203		271
Total securitized vacation ownership debt ^(c)			2,110		2,094		2,188		2,165		1,941
Less: Current portion of securitized vacation ownership debt			210		211		217		214		192
Long-term securitized vacation ownership debt		$	1,900	$	1,883	$	1,971	$	1,951	$	1,749


Debt:
Revolving credit facility (due July 2020) ^(d)		$	20	$	23	$	14	$	25	$	18
Commercial paper ^(e)			87		476		346		189		237
$315 million 6.00% senior unsecured notes (due December 2016)			316		317		317		317		317
$300 million 2.95% senior unsecured notes (due March 2017)			299		299		299		299		299
$14 million 5.75% senior unsecured notes (due February 2018)			14		14		14		14		14
$450 million 2.50% senior unsecured notes (due March 2018)			448		448		448		448		448
$40 million 7.375% senior unsecured notes (due March 2020)			40		40		40		40		40
$250 million 5.625% senior unsecured notes (due March 2021)			247		247		247		247		247
$650 million 4.25% senior unsecured notes (due March 2022)			648		648		650		648		646
$400 million 3.90% senior unsecured notes (due March 2023)			409		409		418		410		401
$350 million 5.10% senior unsecured notes (due October 2025)			338		-		-		-		-
Capital leases			158		161		161		170		175
Other			49		70		70		81		80
Total long-term debt			3,073		3,152		3,024		2,888		2,922
Less: Current portion of long-term debt			44		52		53		47		49
Long-term debt		$	3,029	$	3,100	$	2,971	$	2,841	$	2,873
__________

^(a)	The Company's vacation ownership contract receivables are securitized through bankruptcy-remote special purpose entities ("SPEs") that are consolidated within our financial statements. These bankruptcy-remote SPEs are legally separate from the Company. The receivables held by the bankruptcy-remote SPEs are not available to the Company's creditors and legally are not the Company's assets. Additionally, the non-recourse debt that is securitized through the SPEs is legally not a liability of the Company and thus, the creditors of these SPEs have no recourse to the Company for principal and interest.
^(b)	Represents a non-recourse vacation ownership bank conduit facility with a term through August 2017 and borrowing capacity of $650 million. As of September 30, 2015, this facility had a remaining borrowing capacity of $383 million.
^(c)	This debt is collateralized by $2,582 million, $2,558 million, $2,609 million, $2,629 million, and $2,326 million of underlying vacation ownership contract receivables and related assets as of September 30, 2015, June 30, 2015, March 31, 2015, December 31, 2014 and September 30, 2014.
^(d)	Represents a $1.5 billion revolving credit facility that expires in July 2020. As of September 30, 2015, the Company had $1 million of outstanding letters of credit. After considering outstanding commercial paper borrowings of $87 million, the remaining borrowing capacity was $1.4 billion as of September 30, 2015.
^(e)	Represents commercial paper programs of $1.25 billion with a remaining borrowing capacity of $1.2 billion as of September 30, 2015.

						Table 6
						(1 of 2)
Wyndham Worldwide Corporation
BRAND SYSTEM DETAILS


		As of and For the Three Months Ended September 30, 2015
Brand		Number of Properties	Number of Rooms	Average Occupancy Rate	Average Daily Rate (ADR)	Average Revenue Per Available Room (RevPAR)

Lodging
Super 8		2,600	166,656	65.1%	$52.68	$34.29

Days Inn		1,785	142,613	58.1%	$71.39	$41.48

Ramada		838	117,044	59.0%	$76.94	$45.42

Wyndham Hotels and Resorts		210	45,537	65.5%	$108.30	$70.92

Howard Johnson		403	43,803	59.0%	$62.54	$36.88

Baymont		396	31,480	60.0%	$72.04	$43.20

Travelodge		414	30,692	59.8%	$74.56	$44.56

Microtel Inns & Suites by Wyndham		333	23,960	64.2%	$72.00	$46.20

Knights Inn		383	23,464	49.2%	$52.00	$25.58

TRYP by Wyndham		122	17,641	70.3%	$84.05	$59.05

Wingate by Wyndham		148	13,450	70.4%	$91.42	$64.39

Hawthorn Suites by Wyndham		101	10,053	70.1%	$81.67	$57.28

Dolce		24	5,530	58.8%	$160.45	$94.40

	Total Lodging	7,757	671,923	61.4%	$70.63	$43.34

Vacation Ownership
Wyndham Vacation Ownership resorts		211	24,095	N/A	N/A	N/A

	Total Wyndham Worldwide	7,968	696,018


		As of and For the Three Months Ended September 30, 2014
Brand		Number of Properties	Number of Rooms	Average Occupancy Rate	Average Daily Rate (ADR)	Average Revenue Per Available Room (RevPAR)

Lodging
Super 8		2,476	158,347	63.3%	$55.36	$35.05

Days Inn		1,791	144,405	57.7%	$70.77	$40.83

Ramada		829	114,918	58.5%	$82.00	$47.95

Howard Johnson		432	46,303	54.4%	$65.79	$35.77

Wyndham Hotels and Resorts		182	41,510	67.0%	$113.52	$76.06

Travelodge		424	31,117	60.5%	$75.65	$45.74

Baymont		359	29,293	59.0%	$69.16	$40.78

Knights Inn		394	24,326	50.2%	$49.53	$24.84

Microtel Inns & Suites by Wyndham		320	22,862	65.6%	$71.02	$46.59

TRYP by Wyndham		119	16,910	69.4%	$93.45	$64.85

Wingate by Wyndham		157	14,377	68.2%	$89.34	$60.89

Hawthorn Suites by Wyndham		97	9,685	69.5%	$77.13	$53.62

Dream		5	989	63.9%	$221.73	$141.74

Night		2	280	76.6%	$164.40	$125.90

	Total Lodging	7,587	655,322	60.4%	$72.34	$43.71

Vacation Ownership
Wyndham Vacation Ownership resorts		202	23,498	N/A	N/A	N/A

	Total Wyndham Worldwide	7,789	678,820
_______________
NOTE: A glossary of terms is included in Table 3 (2 of 2); RevPAR may not recalculate by multiplying average occupancy rate by ADR due to rounding.

						Table 6
						(2 of 2)
Wyndham Worldwide Corporation
BRAND SYSTEM DETAILS


		As of and For the Nine Months Ended September 30, 2015
Brand		Number of Properties	Number of Rooms	Average Occupancy Rate	Average Daily Rate (ADR)	Average Revenue Per Available Room (RevPAR)

Lodging
Super 8		2,600	166,656	59.2%	$51.01	$30.17

Days Inn		1,785	142,613	52.5%	$68.20	$35.83

Ramada		838	117,044	55.5%	$75.78	$42.08

Wyndham Hotels and Resorts		210	45,537	61.8%	$111.39	$68.87

Howard Johnson		403	43,803	51.1%	$62.91	$32.15

Baymont		396	31,480	54.5%	$69.23	$37.72

Travelodge		414	30,692	52.9%	$69.14	$36.55

Microtel Inns & Suites by Wyndham		333	23,960	59.8%	$69.81	$41.73

Knights Inn		383	23,464	46.9%	$48.56	$22.79

TRYP by Wyndham		122	17,641	62.4%	$80.87	$50.42

Wingate by Wyndham		148	13,450	65.4%	$89.70	$58.66

Hawthorn Suites by Wyndham		101	10,053	68.5%	$81.16	$55.62

Dolce		24	5,530	57.5%	$149.84	$86.20

	Total Lodging	7,757	671,923	56.1%	$68.97	$38.72

Vacation Ownership
Wyndham Vacation Ownership resorts		211	24,095	N/A	N/A	N/A

	Total Wyndham Worldwide	7,968	696,018


		As of and For the Nine Months Ended September 30, 2014
Brand		Number of Properties	Number of Rooms	Average Occupancy Rate	Average Daily Rate (ADR)	Average Revenue Per Available Room (RevPAR)

Lodging
Super 8		2,476	158,347	58.4%	$51.75	$30.21

Days Inn		1,791	144,405	52.7%	$66.20	$34.91

Ramada		829	114,918	55.3%	$80.22	$44.36

Howard Johnson		432	46,303	49.5%	$63.66	$31.49

Wyndham Hotels and Resorts		182	41,510	63.2%	$114.72	$72.47

Travelodge		424	31,117	53.1%	$68.87	$36.56

Baymont		359	29,293	54.4%	$66.09	$35.95

Knights Inn		394	24,326	45.9%	$47.01	$21.56

Microtel Inns & Suites by Wyndham		320	22,862	61.1%	$67.25	$41.08

TRYP by Wyndham		119	16,910	62.7%	$92.33	$57.89

Wingate by Wyndham		157	14,377	65.3%	$87.14	$56.93

Hawthorn Suites by Wyndham		97	9,685	66.4%	$76.90	$51.03

Dream		5	989	70.2%	$219.10	$153.79

Night		2	280	69.4%	$147.35	$102.20

	Total Lodging	7,587	655,322	55.8%	$69.45	$38.77

Vacation Ownership
Wyndham Vacation Ownership resorts		202	23,498	N/A	N/A	N/A

	Total Wyndham Worldwide	7,789	678,820
_______________
NOTE: A glossary of terms is included in Table 3 (2 of 2); RevPAR may not recalculate by multiplying average occupancy rate by ADR due to rounding.

																Table 7
																(1 of 2)
Wyndham Worldwide Corporation
NON-GAAP RECONCILIATION
(In millions)


Three months ended March 31, 2015	Net Revenues		Reported EBITDA		Legacy Adjustments ^(b)		Acquisition Costs ^(c)		Restructuring Costs ^(d)		Asset Impairment ^(e)		Contract Termination ^(f)		Adjusted EBITDA
Lodging	$	292	$	76	$	-	$	3	$	-	$	-	$	-	$	79
Vacation Exchange and Rentals		369		105		-		-		(1)		-		-		104
Vacation Ownership		617		130		-		-		-		-		-		130
Total Reportable Segments		1,278		311		-		3		(1)		-		-		313
Corporate and Other ^(a)		(16)		(34)		-		-		-		-		-		(34)
Total Company	$	1,262	$	277	$	-	$	3	$	(1)	$	-	$	-	$	279

Three months ended June 30, 2015
Lodging	$	334	$	96	$	-	$	1	$	-	$	-	$	-	$	97
Vacation Exchange and Rentals		383		84		-		-		-		-		-		84
Vacation Ownership		699		182		-		-		-		-		-		182
Total Reportable Segments		1,416		362		-		1		-		-		-		363
Corporate and Other ^(a)		(18)		(30)		(1)		-		-		-		-		(31)
Total Company	$	1,398	$	332	$	(1)	$	1	$	-	$	-	$	-	$	332

Three months ended September 30, 2015
Lodging	$	357	$	83	$	-	$	-	$	4	$	7	$	14	$	108
Vacation Exchange and Rentals		476		134		-		-		3		-		-		137
Vacation Ownership		750		200		-		-		1		-		-		201
Total Reportable Segments		1,583		417		-		-		8		7		14		446
Corporate and Other ^(a)		(19)		(35)		1		-		-		-		-		(34)
Total Company	$	1,564	$	382	$	1	$	-	$	8	$	7	$	14	$	412
________________

^(a)

Includes the elimination of transactions between segments.

^(b)

Relates to the net (benefit)/expense from the resolution of and adjustment to certain contingent liabilities and assets resulting from our separation from Cendant.

^(c)

Relates to costs incurred in connection with the acquisition of Dolce Hotels and Resorts (January 2015).

^(d)

Relates to costs incurred as a result of various organizational realignment initiatives and the reversal of a portion of the restructuring reserve established during the fourth quarter of 2014.

^(e)

Relates to a non-cash impairment charge related to the write-down of terminated in-process technology projects resulting from the Company's decision to outsource its reservation system to a third-party provider.

^(f)

Relates to the cost of the anticipated termination of a management contract.

																		Table 7
																		(2 of 2)
Wyndham Worldwide Corporation
NON-GAAP RECONCILIATION
(In millions)


Three months ended March 31, 2014	Net Revenues		Reported EBITDA		Executive Departure Costs		Venezuela Currency Devaluation ^(b)		VAT Adjustment ^(c)		Restructuring Costs ^(d)		Loss on Sale and Asset Impairments ^(e)		Legacy Adjustments ^(f)		Adjusted EBITDA
Lodging	$	237	$	64	$	4	$	-	$	-	$	-	$	-	$	-	$	68
Vacation Exchange and Rentals		379		85		-		10		-		-		-		-		95
Vacation Ownership		593		115		-		-		-		-		-		-		115
Total Reportable Segments		1,209		264		4		10		-		-		-		-		278
Corporate and Other ^(a)		(16)		(34)		-		-		-		-		-		-		(34)
Total Company	$	1,193	$	230	$	4	$	10	$	-	$	-	$	-	$	-	$	244

Three months ended June 30, 2014
Lodging	$	283	$	87	$	-	$	-	$	-	$	-	$	-	$	-	$	87
Vacation Exchange and Rentals		402		89		-		-		(2)		-		-		-		87
Vacation Ownership		673		185		-		-		-		-		-		-		185
Total Reportable Segments		1,358		361		-		-		(2)		-		-		-		359
Corporate and Other ^(a)		(15)		(35)		-		-		-		-		-		-		(35)
Total Company	$	1,343	$	326	$	-	$	-	$	(2)	$	-	$	-	$	-	$	324

Three months ended September 30, 2014
Lodging	$	315	$	100	$	-	$	-	$	-	$	(1)	$	8	$	-	$	107
Vacation Exchange and Rentals		512		159		-		-		-		-		-		-		159
Vacation Ownership		704		188		-		-		-		-		-		-		188
Total Reportable Segments		1,531		447		-		-		-		(1)		8		-		454
Corporate and Other ^(a)		(17)		(36)		-		-		-		-		-		-		(36)
Total Company	$	1,514	$	411	$	-	$	-	$	-	$	(1)	$	8	$	-	$	418

Three months ended December 31, 2014
Lodging	$	267	$	77	$	-	$	-	$	-	$	2	$	-	$	-	$	79
Vacation Exchange and Rentals		311		2		-		-		-		10		27		-		39
Vacation Ownership		668		172		-		-		-		-		-		-		172
Total Reportable Segments		1,246		251		-		-		-		12		27		-		290
Corporate and Other ^(a)		(15)		(36)		-		-		-		-		-		(2)		(38)
Total Company	$	1,231	$	215	$	-	$	-	$	-	$	12	$	27	$	(2)	$	252

Twelve months ended December 31, 2014
Lodging	$	1,101	$	327	$	4	$	-	$	-	$	1	$	8	$	-	$	340
Vacation Exchange and Rentals		1,604		335		-		10		(2)		10		27		-		380
Vacation Ownership		2,638		660		-		-		-		-		-		-		660
Total Reportable Segments		5,343		1,322		4		10		(2)		11		35		-		1,380
Corporate and Other ^(a)		(62)		(141)		-		-		-		-		-		(1)		(142)
Total Company	$	5,281	$	1,181	$	4	$	10	$	(2)	$	11	$	35	$	(1)	$	1,238
________________

Note:

The sum of the quarters may not agree to the twelve months ended December 31, 2014 due to rounding.

^(a)

Includes the elimination of transactions between segments.

^(b)

Represents the devaluation of the official exchange rate of Venezuela.

^(c)

Reversal of a reserve for value-added taxes.

^(d)

Relates to (i) the reversal of a portion of a restructuring reserve established during the fourth quarter of 2013 and (ii) costs incurred as a result of various organizational realignment initiatives by the Company.

^(e)

Relates to (i) a loss on the sale of a business and a write-down of an equity investment at the Company's vacation exchange and rentals business and (ii) a write-down of an investment in a joint venture at the Company's lodging business.

^(f)

Relates to the net benefit from the resolution of and adjustment to certain contingent liabilities and assets resulting from our separation from Cendant.

																Table 8
																(1 of 4)

Wyndham Worldwide Corporation
NON-GAAP FINANCIAL INFORMATION
(In millions, except per share data)

		Three Months Ended September 30, 2015

		As Reported		Legacy Adjustments ^(a)		Restructuring Costs ^(b)			Asset Impairment^(d)			Contract Termination ^(e)			As Adjusted non-GAAP
Net revenues
	Service and membership fees	$	734	$		$			$			$			$	734
	Vacation ownership interest sales		448													448
	Franchise fees		192													192
	Consumer financing		108													108
	Other		82													82
Net revenues			1,564		-		-			-			-			1,564

Expenses
	Operating		691										(14)			677
	Cost of vacation ownership interests		43													43
	Consumer financing interest		18													18
	Marketing and reservation		218													218
	General and administrative		200		(1)											199
	Asset impairment		7							(7)						-
	Restructuring		8				(8)									-
	Depreciation and amortization		59													59
Total expenses			1,244		(1)		(8)			(7)			(14)			1,214

Operating income			320		1		8			7			14			350
Other income, net			(3)													(3)
Interest expense			33													33
Interest income			(2)													(2)

Income before income taxes			292		1		8			7			14			322
Provision for income taxes			102		-		2	^(c)		2	^(c)		6	^(c)		112

Net income		$	190	$	1	$	6		$	5		$	8		$	210

Earnings per share
	Basic	$	1.62	$	0.01	$	0.05		$	0.04		$	0.07		$	1.79
	Diluted		1.61		0.01		0.05			0.04			0.07			1.78

Weighted average shares outstanding
	Basic		117		117		117			117			117			117
	Diluted		118		118		118			118			118			118
__________
The above table reconciles certain non-GAAP financial measures. The presentation of these adjustments is intended to permit the comparison of particular adjustments as they appear in the line items of the income statement in order to assist investors' understanding of the overall impact of such adjustments. This non-GAAP reconciliation table should not be considered a substitute for, nor superior to, financial results and measures determined or calculated in accordance with GAAP.

Note:

EPS amounts may not add due to rounding.

^(a)

Relates to the net expense from the resolution of and adjustment to certain contingent liabilities and assets resulting from our separation from Cendant.

^(b)

Relates to costs incurred as a result of various organizational realignment initiatives across the Company.

^(c)

Relates to the tax effect of the adjustment.

^(d)

Relates to a non-cash impairment charge at the Company's lodging business related to the write-down of terminated in-process technology projects resulting from the decision to outsource the reservation system to a third-party provider.

^(e)

Relates to the cost of the anticipated termination of a management contract within the Company's lodging business.

																	Table 8
																	(2 of 4)

Wyndham Worldwide Corporation
NON-GAAP FINANCIAL INFORMATION
(In millions, except per share data)

		Nine Months Ended September 30, 2015

		As Reported		Acquisition Costs ^(a)			Restructuring Costs ^(c)			Asset Impairment ^(e)			Contract Termination ^(f)			As Adjusted non-GAAP
Net revenues
	Service and membership fees	$	1,957	$			$			$			$			$	1,957
	Vacation ownership interest sales		1,201														1,201
	Franchise fees		517														517
	Consumer financing		318														318
	Other		231														231
Net revenues			4,224		-			-			-			-			4,224

Expenses
	Operating		1,865		(3)									(14)			1,848
	Cost of vacation ownership interests		123														123
	Consumer financing interest		55														55
	Marketing and reservation		624														624
	General and administrative		562														562
	Asset impairment		7								(7)						-
	Restructuring		8					(8)									-
	Depreciation and amortization		173														173
Total expenses			3,417		(3)			(8)			(7)			(14)			3,385

Operating income			807		3			8			7			14			839
Other income, net			(11)														(11)
Interest expense			89														89
Interest income			(7)														(7)

Income before income taxes			736		3			8			7			14			768
Provision for income taxes			265		(1)	^(b)		2	^(d)		2	^(d)		6	^(d)		274

Net income		$	471	$	4		$	6		$	5		$	8		$	494

Earnings per share
	Basic	$	3.96	$	0.04		$	0.05		$	0.04		$	0.07		$	4.15
	Diluted		3.93		0.04			0.05			0.04			0.07			4.12

Weighted average shares outstanding
	Basic		119		119			119			119			119			119
	Diluted		120		120			120			120			120			120
__________
The above table reconciles certain non-GAAP financial measures. The presentation of these adjustments is intended to permit the comparison of particular adjustments as they appear in the line items of the income statement in order to assist investors' understanding of the overall impact of such adjustments. This non-GAAP reconciliation table should not be considered a substitute for, nor superior to, financial results and measures determined or calculated in accordance with GAAP.


Note:	EPS amounts may not add due to rounding.
^(a)	Relates primarily to costs incurred in connection with the acquisition of Dolce Hotels and Resorts (January 2015) at the Company's lodging business.
^(b)	Relates to (i) the tax effect of the adjustment and (ii) a valuation allowance established in connection with the acquisition of Dolce Hotels and Resorts.
^(c)	Relates to costs incurred as a result of various organizational realignment initiatives across the Company and the reversal of a portion of the restructuring reserve established during the fourth quarter of 2014 at the Company's vacation exchange and rentals business.
^(d)	Relates to the tax effect of the adjustment.
^(e)	Relates to a non-cash impairment charge at the Company's lodging business related to the write-down of terminated in-process technology projects resulting from the decision to outsource the reservation system to a third-party provider.
^(f)	Relates to the cost of the anticipated termination of a management contract within the Company's lodging business.

										Table 8
										(3 of 4)

Wyndham Worldwide Corporation
NON-GAAP FINANCIAL INFORMATION
(In millions, except per share data)

		Three Months Ended September 30, 2014

		As Reported		Restructuring Reversal ^(a)		Asset Impairment ^(b)			As Adjusted non-GAAP
Net revenues
	Service fees and membership	$	717	$		$			$	717
	Vacation ownership interest sales		415							415
	Franchise fees		189							189
	Consumer financing		108							108
	Other		85							85
Net revenues			1,514		-		-			1,514

Expenses
	Operating		613							613
	Cost of vacation ownership interests		49							49
	Consumer financing interest		18							18
	Marketing and reservation		227							227
	General and administrative		188		1					189
	Asset impairment		8				(8)			-
	Depreciation and amortization		60							60
Total expenses			1,163		1		(8)			1,156

Operating income			351		(1)		8			358
Interest expense			28							28
Interest income			(2)							(2)

Income before income taxes			325		(1)		8			332
Provision for income taxes			119		-		3	^(c)		122

Net income		$	206	$	(1)	$	5		$	210

Earnings per share
	Basic	$	1.65	$	(0.01)	$	0.04		$	1.69
	Diluted		1.64		(0.01)		0.04			1.67

Weighted average shares outstanding
	Basic		124		124		124			124
	Diluted		126		126		126			126
__________
The above table reconciles certain non-GAAP financial measures. The presentation of these adjustments is intended to permit the comparison of particular adjustments as they appear in the line items of the income statement in order to assist investors' understanding of the overall impact of such adjustments. This non-GAAP reconciliation table should not be considered a substitute for, nor superior to, financial results and measures determined or calculated in accordance with GAAP.

Note:	EPS amounts may not add due to rounding.
^(a)	Relates to the reversal of a portion of a restructuring reserve established during the fourth quarter of 2013 at the Company's lodging business.
^(b)	Relates to a write-down of an investment in a joint venture at the Company's lodging business.
^(c)	Relates to the tax effect of the adjustment.

																						Table 8
																						(4 of 4)

Wyndham Worldwide Corporation
NON-GAAP FINANCIAL INFORMATION
(In millions, except per share data)

		Nine Months Ended September 30, 2014

		As Reported		Executive Departure Costs ^(a)			Venezuela Currency Devaluation ^(c)			Legacy Adjustments ^(d)			VAT Adjustment ^(f)			Restructuring Reversal ^(g)		Asset Impairment ^(h)			As Adjusted non-GAAP
Net revenues
	Service fees and membership	$	1,922	$			$			$			$			$		$			$	1,922
	Vacation ownership interest sales		1,101																			1,101
	Franchise fees		482																			482
	Consumer financing		319																			319
	Other		226																			226
Net revenues			4,050		-			-			-			-			-		-			4,050

Expenses
	Operating		1,721					(10)														1,711
	Cost of vacation ownership interests		129																			129
	Consumer financing interest		52																			52
	Marketing and reservation		614																			614
	General and administrative		564		(4)						(1)			2			1					562
	Asset impairment		8																(8)			-
	Depreciation and amortization		175																			175
Total expenses			3,263		(4)			(10)			(1)			2			1		(8)			3,243

Operating income			787		4			10			1			(2)			(1)		8			807
Other income, net			(5)																			(5)
Interest expense			84											2								86
Interest income			(6)																			(6)

Income before income taxes			714		4			10			1			(4)			(1)		8			732
Provision for income taxes			265		1	^(b)		1	^(b)		1	^(e)		(2)	^(b)		-		3	^(b)		269

Net income			449		3			9			-			(2)			(1)		5			463
Net income attributable to noncontrolling interest			(1)		-			-			-			-			-		-			(1)

Net income attributable to Wyndham shareholders		$	448	$	3		$	9		$	-		$	(2)		$	(1)	$	5		$	462

Earnings per share
	Basic	$	3.55	$	0.02		$	0.07		$	-		$	(0.02)		$	(0.01)	$	0.04		$	3.65
	Diluted		3.51		0.02			0.07			-			(0.02)			(0.01)		0.04			3.62

Weighted average shares outstanding
	Basic		126		126			126			126			126			126		126			126
	Diluted		128		128			128			128			128			128		128			128
__________
The above table reconciles certain non-GAAP financial measures. The presentation of these adjustments is intended to permit the comparison of particular adjustments as they appear in the line items of the income statement in order to assist investors' understanding of the overall impact of such adjustments. This non-GAAP reconciliation table should not be considered a substitute for, nor superior to, financial results and measures determined or calculated in accordance with GAAP.

Note:	EPS amounts may not add due to rounding.
^(a)	Related to costs associated with an executive's departure at the Company's lodging business.
^(b)	Relates to the tax effect of the adjustment.
^(c)	Represents the devaluation of the official exchange rate of Venezuela at the Company's vacation exchange and rentals business.
^(d)	Relates to the net expense from the resolution of and adjustment to certain contingent liabilities and assets resulting from our separation from Cendant.
^(e)	Relates to the reversal of a state tax accrual.
^(f)	Relates to the reversal of a reserve for value-added taxes at the Company's vacation exchange and rentals business.
^(g)	Relates to the reversal of a portion of a restructuring reserve established during the fourth quarter of 2013 at the Company's lodging business.
^(h)	Relates to a write-down of an investment in a joint venture at the Company's lodging business.

										Table 9
Wyndham Worldwide Corporation
NON-GAAP RECONCILIATIONS AND FINANCIAL INFORMATION
(In millions)

FREE CASH FLOW
We define free cash flow to be net cash provided by operating activities less property and equipment additions which we also refer to as capital expenditures.

We believe free cash flow to be a useful operating performance measure to evaluate the ability of our operations to generate cash for uses other than capital expenditures and, after debt service and other obligations, our ability to grow our business through acquisitions, development advances and equity investments, as well as our ability to return cash to shareholders through dividends and share repurchases. A limitation of using free cash flow versus the GAAP measure of net cash provided by operating activities, net cash used in investing activities and net cash used in financing activities as a means for evaluating Wyndham Worldwide is that free cash flow does not represent the total cash movement for the period as detailed in the consolidated statement of cash flows.

The following table provides more details on the GAAP financial measure that is most directly comparable to the non-GAAP financial measure and the related reconciliation between these financial measures:

	Nine Months Ended September 30,
	2015				2014

Net cash provided by operating activities	$	817			$	899
Less: Property and equipment additions		(157)				(149)
Free cash flow	$	660			$	750


GROSS VOI SALES

The following table provides a reconciliation of Gross VOI sales (see Table 3) to vacation ownership interest sales (see Table 4):

Year
2015	Q1		Q2		Q3		Q4		Full Year

Gross VOI sales ^(*)	$	390	$	502	$	565		N/A		N/A
Less: Sales under WAAM Fee-for-Service		(21)		(26)		(37)		N/A		N/A
Gross VOI sales, net of WAAM Fee-for-Service sales		369		477		528		N/A		N/A
Less: Loan loss provision		(46)		(60)		(78)		N/A		N/A
Plus: Impact of percentage-of-completion accounting		13		-		(2)		N/A		N/A
Vacation ownership interest sales ^(*)	$	336	$	417	$	448		N/A		N/A

2014

Gross VOI sales ^(*)	$	410	$	496	$	513	$	470	$	1,889
Less: Sales under WAAM Fee-for-Service		(44)		(40)		(27)		(21)		(132)
Gross VOI sales, net of WAAM Fee-for-Service sales		366		456		486		449		1,757
Less: Loan loss provision		(60)		(70)		(70)		(60)		(260)
Less: Impact of percentage-of-completion accounting		(3)		(4)		(1)		(4)		(12)
Vacation ownership interest sales ^(*)	$	303	$	382	$	415	$	385	$	1,485

2013

Gross VOI sales ^(*)	$	384	$	481	$	536	$	488	$	1,889
Less: Sales under WAAM Fee-for-Service		(36)		(44)		(51)		(29)		(160)
Gross VOI sales, net of WAAM Fee-for-Service sales		347		437		486		459		1,729
Less: Loan loss provision		(84)		(90)		(102)		(73)		(349)
Less: Impact of percentage-of-completion accounting		-		-		-		(1)		(1)
Vacation ownership interest sales ^(*)	$	263	$	347	$	384	$	384	$	1,379

2012

Gross VOI sales ^(*)	$	384	$	460	$	502	$	435	$	1,781
Less: Sales under WAAM Fee-for-Service		(17)		(18)		(5)		(10)		(49)
Gross VOI sales, net of WAAM Fee-for-Service sales		367		442		497		426		1,732
Less: Loan loss provision		(96)		(100)		(124)		(89)		(409)
Vacation ownership interest sales ^(*)	$	271	$	342	$	373	$	337	$	1,323
_____________
Note: Amounts may not add due to rounding.
^(*)Includes VOI sales under WAAM Just-in-Time beginning in the second quarter of 2012.



The following includes primarily tele-sales upgrades and other non-tour revenues, which are excluded from Gross VOI sales in the Company's VPG calculation (see Table 3):

	Q1		Q2		Q3		Q4		Full Year

2015	$	24	$	17	$	32		N/A		N/A
2014	$	25	$	21	$	27	$	24	$	97
2013	$	24	$	18	$	22	$	25	$	89
2012	$	27	$	20	$	22	$	28	$	97

SOURCE Wyndham Worldwide Corporation

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