WYNDHAM WORLDWIDE CORPORATION

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TABLE OF CONTENTS PART I Item 1. Business 1 Item 1A. Risk Factors 25 Item 1B. Unresolved Staff Comments 30 Item 2. Properties 30 Item 3. Legal Proceedings 31 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 31 Item 6. Selected Financial Data 34 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 36 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 72 Item 8. Financial Statements and Supplementary Data 73 Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure 73 Item 9A. Controls and Procedures 73 Item 9B. Other Information 73 PART III Item 10. Directors, Executive Officers and Corporate Governance 74 Item 11. Executive Compensation 75 Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 75 Item 13. Certain Relationships and Related Transactions, and Director Independence 76 Item 14. Principal Accounting Fees and Services 76 PART IV Item 15. Exhibits and Financial Statement Schedules 76 Signatures 77 Page
PART I FORWARD LOOKING STATEMENTS This report includes “forward-looking” statements, as that term is defined by the Securities and Exchange Commission (“SEC”) in its rules, regulations and releases. Forward-looking statements are any statements other than statements of historical fact, including statements regarding our expectations, beliefs, hopes, intentions or strategies regarding the future. In some cases, forward-looking statements can be identified by the use of words such as “may,” “expects,” “should,” “believes,” “plans,” “anticipates,” “estimates,” “predicts,” “potential,” “continue,” or other words of similar meaning. Forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those discussed in, or implied by, the forward-looking statements. Factors that might cause such a difference include, but are not limited to, general economic conditions, our financial and business prospects, our capital requirements, our financing prospects, our relationships with associates, and those disclosed as risks under “Risk Factors” in Part I, Item 1A of this report. We caution readers that any such statements are based on currently available operational, financial and competitive information, and they should not place undue reliance on these forward-looking statements, which reflect management’s opinion only as of the date on which they were made. Except as required by law, we disclaim any obligation to review or update these forward-looking statements to reflect events or circumstances as they occur. WHERE YOU CAN FIND MORE INFORMATION We file annual, quarterly and current reports, proxy statements and other information with the SEC. Our SEC filings are available to the public over the Internet at the SEC’s website at http://www.sec.gov. Our SEC filings are also available on our website at http://www.WyndhamWorldwide.com as soon as reasonably practicable after they are filed with or furnished to the SEC. You may also read and copy any filed document at the SEC’s public reference room in Washington, D.C. at 100 F Street, N.E., Washington, D.C. 20549. Please call the SEC at 1-800-SEC-0330 for further information about public reference rooms. We maintain an Internet site at http://www.WyndhamWorldwide.com. Our website and the information contained on or connected to that site are not incorporated into this Annual Report. ITEM 1. BUSINESS OVERVIEW As one of the world’s largest hospitality companies, we offer individual consumers and business customers a broad array of hospitality services and products across various accommodation alternatives and price ranges through our portfolio of world-renowned brands. The hospitality industry is a major component of the travel industry, which is one of the largest retail industry segments of the global economy. Our operations are grouped into three segments of the hospitality industry: lodging, vacation exchange and rentals and vacation ownership. With more than 20 brands, which include Wyndham Hotels and Resorts, Ramada, Days Inn, Super 8, Howard Johnson, Wyndham Rewards, Wingate by Wyndham, Microtel, RCI, The Registry Collection, ResortQuest, Landal GreenParks, Novasol, Hoseasons, cottages4you, James Villa Holidays, Wyndham Vacation Resorts and WorldMark by Wyndham, we have built a significant presence in most major hospitality markets in the U.S. and throughout the rest of the world. Approximately 60% of our revenues come from fees that we receive in exchange for providing services. We refer to the businesses that generate these fees as our “fee-for-service” businesses. We receive fees: (i) in the form of royalties for use of our brand names; (ii) for providing hotel and resort management services; (iii) for providing property management services to vacation ownership resorts; (iv) for providing vacation exchange and rentals services; and (v) for providing services under our Wyndham Asset Affiliation Model (“WAAM”). The remainder of our revenues comes primarily from proceeds received from the sale of vacation ownership interests and related financing. k Our lodging business, Wyndham Hotel Group, is the world’s largest hotel company based on the number of properties, franchising in the upscale, midscale, economy and extended stay segments of the lodging industry and providing hotel management services globally for full-service hotels. This is predominantly a fee-for-service business that provides recurring revenue streams, requires low capital investment and produces strong cash flow. k Our vacation exchange and rentals business, Wyndham Exchange & Rentals, is the world’s largest member-based vacation exchange network based on the number of vacation exchange members and the world’s largest global marketer of serviced vacation rental properties based on the number of vacation rental properties marketed. Through this business, we provide vacation exchange services and products and access to distribution systems and networks to resort developers and owners of intervals of vacation ownership interests, and we market vacation rental properties primarily on behalf of independent 1
Page 1: UNITED STATES SECURITIES AND EXCHAN
Page 5 and 6: Our portfolio of well-known hospita
Page 7 and 8: The following table sets forth the
Page 9 and 10: free access to a gym facility and t
Page 11 and 12: as annual budget preparation, finan
Page 13 and 14: Our field services team, strategica
Page 15 and 16: Competition Competition is robust a
Page 17 and 18: we offer property owners marketing
Page 19 and 20: Internet Given the increasing inter
Page 21 and 22: According to information compiled b
Page 23 and 24: Owners who participate in Club Wynd
Page 25 and 26: Purchaser Financing Wyndham Vacatio
Page 27 and 28: EMPLOYEES As of December 31, 2010,
Page 29 and 30: that we will be able to achieve the
Page 31 and 32: Our inability to adequately protect
Page 33 and 34: 2014; Atlanta, Georgia expiring in
Page 35 and 36: Stock Performance Graph The Stock P
Page 37 and 38: (f) (g) (h) (i) (j) (k) (l) (m) (n)
Page 39 and 40: We enter into agreements to franchi
Page 41 and 42: eal estate inventory costs incurred
Page 43 and 44: Year Ended December 31, 2010 vs. Ye
Page 45 and 46: Arrangements), (ii) $16 million of
Page 47 and 48: at our U.K. and France destinations
Page 49 and 50: In addition, EBITDA was negatively
Page 51 and 52: OPERATING STATISTICS The following
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k $29 million of losses from foreig
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and $9 million of lower volume-rela
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k $25 million of increased costs re
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k a $49 million increase in franchi
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Operating Activities During 2010, n
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Capital Deployment We are focusing
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Capacity As of December 31, 2010, a
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We believe that our bank conduit fa
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on the matter. As a result of settl
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was approximately $373 million as o
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performance for a five-year period.
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cash flow model in determining the
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Cendant’s Vacation Network Group
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SIGNATURES Pursuant to the requirem
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REPORT OF INDEPENDENT REGISTERED PU
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WYNDHAM WORLDWIDE CORPORATION CONSO
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WYNDHAM WORLDWIDE CORPORATION CONSO
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The Company’s franchise agreement
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manages paid Wyndham Exchange & Ren
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expenses amounted to $48 million, $
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average exchange rates during the p
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integrated the operations of its ac
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(3) Adjusting the carrying value of
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7. Income Taxes The income tax prov
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The following table summarizes the
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Credit Quality for Financed Receiva
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10. Property and Equipment, net Pro
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measurement date and a maximum cons
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As of December 31, 2010, the Compan
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Vacation Rental Capital Leases. The
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The following table presents additi
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Consolidated Statement of Operation
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capacity and the Company’s corpor
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shareholders and further amended as
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comprehensive income on the Consoli
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Total restructuring costs by segmen
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and Avis Budget Group to satisfy th
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(a) (b) (c) (d) (e) (f) (g) (h) (i)
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10.4 Employment Agreement with Fran
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14.1 101.INS XBRL Instance document
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Name WYNDHAM WORLDWIDE CORPORATION
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Exhibit 23.1 CONSENT OF INDEPENDENT
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CERTIFICATION Exhibit 31.2 I, Thoma
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WYNDHAM WORLDWIDE CORPORATION

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