v3.22.2.2
Diamond Acquisition (Tables)
 9 Months Ended
Sep. 30, 2022
Business Combination and Asset Acquisition [Abstract]  
Schedule of Fair Value of Consideration Transferred
The following table presents the fair value of each class of consideration transferred in relation to the Diamond Acquisition at the Acquisition Date:
($ in millions, except stock price amounts)
HGV common stock shares issued for outstanding Diamond shares33.93 
HGV common stock price as of Acquisition Date(1)
40.71 
Stock purchase price$1,381 
 
Repayment of Legacy-Diamond debt$2,029 
Total consideration transferred$3,410 
(1) Represents the average of the opening and closing price of HGV stock on August 2, 2021.
Schedule of Preliminary Fair Values of Assets Acquired and Liabilities Assumed September 30, 2022.
($ in millions)Amounts Recognized as of the Acquisition Date
Assets acquired
Cash and cash equivalents$310 
Restricted cash127 
Accounts receivable, net of allowance for doubtful accounts90 
Timeshare financing receivables, net825 
Inventory488 
Property and equipment, net273 
Operating lease right-of-use assets, net33 
Intangible assets, net1,429 
Other assets261 
Total assets acquired$3,836 
Liabilities assumed
Accounts payable, accrued expenses and other$520 
Non-recourse debt, net660 
Operating lease liabilities33 
Advanced deposits4 
Deferred revenues140 
Deferred income tax liabilities485 
Total liabilities assumed$1,842 
Net assets acquired$1,994 
Total consideration transferred$3,410 
Goodwill(1)
$1,416 
(1)Goodwill is calculated as total consideration transferred less net assets acquired and it primarily represents the value that we expect to obtain from synergies and growth opportunities from our combined Company post-acquisition. The majority of goodwill is not deductible for tax purposes.
Schedule of Financing Receivables
Acquired timeshare financing receivables with credit deterioration as of the Acquisition Date were as follows:
($ in millions)As of August 2, 2021
Purchase price$825 
Allowance for credit losses512 
Premium attributable to other factors(97)
Par value$1,240 
Schedule of Preliminary Estimates Of The Fair Value of Intangible Assets and Estimated Remaining Useful Lives
The following table presents our estimates of the fair values of the acquired Diamond’s identified intangible assets and their related estimated remaining useful lives:
Estimated Fair Value
($ in millions)		Estimated
Useful Life
(in years)
Trade name$18 1.5
Management contracts1,251 35.4
Club member relationships139 14.4
Computer software21 1.5
Total intangible assets$1,429 
Schedule of Goodwill
We have allocated the acquired goodwill to our segments, Real Estate Sales and Financing and Resort Operations and Club Management, as indicated in the table below.
Real Estate Sales and Financing SegmentResort Operations and Club Management SegmentTotal Consolidated
Goodwill$1,048 $368 $1,416 
Schedule of Acquisition Pro Forma Information
The following unaudited pro forma information presents the combined results of operations of HGV and Diamond as if we had completed the Diamond Acquisition on January 1, 2021, the first day of our prior fiscal year, but using our fair values of assets and liabilities as of the Acquisition Date. These unaudited pro forma results do not reflect any synergies from operating efficiencies. Accordingly, these unaudited pro forma results are presented for informational purposes only and are not necessarily indicative of what the actual results of operations of the combined company would have been if the Diamond Acquisition had occurred at the beginning of the period presented, nor are they indicative of future results of operations.
($ in millions, except per share data)Nine Months Ended
September 30, 2021
Revenue$2,226 
Net income58