WYNDHAM WORLDWIDE CORPORATION

Financial Obligations
Our indebtedness consisted of:
December 31,
2010
December 31,
2009
Securitized vacation ownership debt: (a)
Term notes $ 1,498 $ 1,112
Bank conduit facility (b)
152 395
Total securitized vacation ownership debt
Long-term debt:
$ 1,650 $ 1,507
6.00% senior unsecured notes (due December 2016) (c)
$ 798 $ 797
Term loan (d)
— 300
Revolving credit facility (due October 2013) (e)
154 —
9.875% senior unsecured notes (due May 2014) (f)
241 238
3.50% convertible notes (due May 2012) (g)
266 367
7.375% senior unsecured notes (due March 2020) (h)
247 —
5.75% senior unsecured notes (due February 2018) (i)
247 —
Vacation ownership bank borrowings (j)
— 153
Vacation rentals capital leases (k)
115 133
Other 26 27
Total long-term debt $ 2,094 $ 2,015
(a)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
(j)
(k)
Represents debt that is securitized through bankruptcy-remote special purpose entities (“SPEs”), the creditors of which have no recourse to us for
principal and interest.
Represents a 364-day, $600 million, non-recourse vacation ownership bank conduit facility, with a term through September 2011, whose capacity is
subject to our ability to provide additional assets to collateralize the facility. As of December 31, 2010, the total available capacity of the facility was
$448 million.
The balance as of December 31, 2010 represents $800 million aggregate principal less $2 million of unamortized discount.
The term loan facility was fully repaid during March 2010.
The revolving credit facility has a total capacity of $970 million, which includes availability for letters of credit. As of December 31, 2010, we had
$28 million of letters of credit outstanding and, as such, the total available capacity of the revolving credit facility was $788 million.
Represents senior unsecured notes we issued during May 2009. The balance as of December 31, 2010 represents $250 million aggregate principal
less $9 million of unamortized discount.
Represents convertible notes issued by us during May 2009, which includes debt principal, less unamortized discount, and a liability related to a
bifurcated conversion feature. During the third and fourth quarters of 2010, we repurchased a portion of our 3.50% convertible notes (see Note 13 —
Long-term Debt and Borrowing Arrangements for further details). The following table details the components of the convertible notes:
December 31,
2010
December 31,
2009
Debt principal $ 116 $ 230
Unamortized discount (12) (39)
Debt less discount 104 191
Fair value of bifurcated conversion feature (*)
162 176
Convertible notes $ 266 $ 367
(*)
We also have an asset with a fair value equal to the bifurcated conversion feature, which represents cash-settled call options that we purchased
concurrent with the issuance of the convertible notes.
Represents senior unsecured notes we issued during February 2010. The balance as of December 31, 2010 represents $250 million aggregate principal
less $3 million of unamortized discount.
Represents senior unsecured notes we issued during September 2010. The balance as of December 31, 2010 represents $250 million aggregate principal
less $3 million of unamortized discount.
Represents a 364-day, AUD 213 million, secured, revolving foreign credit facility, which was paid down and terminated during March 2010.
Represents capital lease obligations with corresponding assets classified within property and equipment on our Consolidated Balance Sheets.
2010 Debt Issuances
During 2010, we issued senior unsecured notes, closed four term securitizations and a new revolving credit
facility, repurchased a portion of our 3.50% convertible notes and renewed our securitized vacation ownership bank
conduit facility. For further detailed information about such debt, see Note 13 — Long-Term Debt and Borrowing
Arrangements.
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