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DEBT AND EQUITY SECURITIES
12 Months Ended
Dec. 31, 2024
Investments, Debt and Equity Securities [Abstract]  
DEBT AND EQUITY SECURITIES DEBT AND EQUITY SECURITIES
We invest in debt and equity securities that we believe are strategically and operationally important to our business. These investments take the form of (i) investments in variable interest entities, (ii) equity method investments where we have the ability to significantly influence the operations of the entity, (iii) marketable securities held to fund operating programs and for investment purposes, and (iv) other types of investments.
Variable Interest Entities
Bahia Principe—During the year ended December 31, 2024, we entered into a shareholders' agreement with an unrelated third-party and acquired 50% of the outstanding shares of Management Hotelero Piñero, S.L. The joint venture, which is a VIE, owns the Bahia Principe brand and manages Bahia Principe Hotels & Resorts-branded properties (see Note 7). Through our variable interest, we have the power to direct the activities that most significantly affect the economic performance of the VIE and have the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE and therefore, we are the primary beneficiary. We consolidate the operating results and financial position of this VIE in our consolidated financial statements within our management and franchising segment.
The following table summarizes the VIE's assets and liabilities, including the effect of foreign currency translation, recorded on our consolidated balance sheet at December 31, 2024. The assets may only be used to settle obligations of the consolidated VIE, if any. In addition, there is no recourse to us for the consolidated VIE's liabilities.
Cash and cash equivalents$2 
Receivables15 
Total current assets17 
Operating lease right-of-use assets1 
Goodwill147 
Intangibles, net515 
Other assets50 
Total assets$730 
Accounts payable$15 
Accrued expenses and other current liabilities1 
Total current liabilities16 
Long-term operating lease liabilities1 
Other long-term liabilities161 
Total liabilities$178 
The joint venture increases our all-inclusive portfolio giving guests and loyalty program members more opportunities to experience all-inclusive travel. In conjunction with the transaction, we entered into various agreements with the joint venture and its related parties to provide certain commercial and management support services to the joint venture and to support the growth of the Bahia Principe brand and the operation of the Bahia Principe Hotels & Resorts-branded properties.
UVC Transaction—During the year ended December 31, 2024, we completed the UVC Transaction and accounted for the sale of our controlling financial interest in the entity as a business disposition. We received $41 million of proceeds, net of $39 million of cash disposed; recorded a $20 million equity method investment representing the fair value of our retained investment in the entity; and recorded $86 million of guarantee liabilities as described below. The transaction resulted in a $231 million pre-tax gain, which was recognized in gains (losses) on sales of real estate and other on our consolidated statements of income during the year ended December 31, 2024. We continue to manage the Unlimited Vacation Club business under a long-term management agreement and license and royalty agreement. The operating results of the Unlimited Vacation Club business prior to the UVC Transaction are reported within our distribution segment.
The fair value of our retained investment in the entity was determined using a Black-Scholes-Merton option-pricing model of our common shares in the entity. The valuation methodology includes assumptions and judgments regarding volatility and discount rates, which are primarily Level Three assumptions.
In conjunction with the transaction, we agreed to guarantee up to $70 million of our hospitality venture partner's investment upon the occurrence of certain events, and we recorded a $25 million guarantee liability at fair value in other long-term liabilities on our consolidated balance sheet. The fair value was estimated using the with and without method, which includes projected cash flows based on contract terms. The valuation methodology includes assumptions and judgments regarding discount rates and length of time, which are primarily Level Three assumptions.
Additionally, we agreed to indemnify the unconsolidated hospitality venture, the primary obligor to the foreign taxing authorities, for obligations the entity may incur as a result of pre-existing uncertain tax positions as of the date of the transaction. Following the transaction, we accounted for the indemnification as a guarantee. We derecognized the long-term
income taxes payable related to the uncertain tax positions and recorded a $61 million guarantee liability at fair value in other long-term liabilities on our consolidated balance sheet. The fair value of the indemnification was estimated using a probability-based weighting approach to determine the likelihood of payment of the tax liability, penalties, and interest related to the 2013 through 2018 tax years. The valuation methodology includes assumptions and judgments regarding probability weighting, discount rates, and expected timing of cash flows, which are primarily Level Three assumptions. At December 31, 2024, the indemnification for open tax years had a maximum exposure of $72 million.
The entity that owns the Unlimited Vacation Club business is a VIE in which we hold a variable interest but are not the primary beneficiary, and we account for our common ownership interest as an equity method investment. At December 31, 2024, we had $68 million recorded in other long-term liabilities (see Note 13) on our consolidated balance sheet related to our guaranteed obligations of this unconsolidated VIE. At December 31, 2024, our maximum exposure to loss was $142 million, which includes the maximum exposure under the aforementioned guarantee and indemnification (see Note 15).
Equity Method Investments
The carrying values and ownership interests of our investments in unconsolidated hospitality ventures accounted for under the equity method were as follows:
InvesteeOwnership interestCarrying value
December 31, 2024December 31, 2023
Juniper Hotels Limited38.8 %$76 $28 
HP Boston Partners, LLC50.0 %20 22 
Hotel am Belvedere Holding GmbH & Co KG50.0 %15 13 
HRM HoldCo, LLC50.0 %15 13 
HC Lenox JV Holdings LLC50.0 %15 9 
Atona Impact Fund LP49.8 %12 — 
Hotel Hoyo Uno, S. de R.L. de C.V.40.0 %7 7 
Denver Downtown Hotel Partners LLC50.0 %5 5 
H.E. Philadelphia HC Hotel, L.L.C.40.0 %5 7 
Hyatt of Baja, S. de. R.L. de C.V.— %— 74 
Other19 33 
Total equity method investments$189 $211 
During the year ended December 31, 2024, we recognized $15 million of impairment charges, primarily related to two of our unconsolidated hospitality ventures in equity earnings (losses) from unconsolidated hospitality ventures on our consolidated statements of income as the estimated fair values were less than the carrying values, and the impairments were deemed other than temporary. We estimated the fair values of our investments, which are classified as Level Three in the hierarchy, using an internally-developed cash flow model, which included assumptions and judgments regarding projected future cash flows, discount rate, and capitalization rate.
Juniper Hotels Limited—During the year ended December 31, 2023, we acquired 50% of the outstanding shares of a third-party entity that owns three of our managed properties in India in exchange for the non-cash redemption of a HTM debt security. Upon completion, Juniper Hotels Limited acquired 100% of the outstanding shares of the entity, and we recorded a $32 million equity method investment.
On September 28, 2023, our unconsolidated hospitality venture publicly filed a draft red herring prospectus with the Securities and Exchange Board of India in conjunction with a proposed initial public offering ("IPO") of equity shares, subject to market conditions and regulatory approvals. On February 28, 2024, Juniper Hotels Limited completed its IPO on the BSE Limited and National Stock Exchange of India Limited stock exchanges and issued 50,000,000 equity shares. Both prior and subsequent to the IPO, we hold 86,251,192 equity shares in the entity. At December 31, 2024, the aggregate value of our equity shares was $354 million based on the price per share of the principal market.
As a result of the IPO, our ownership interest in the unconsolidated hospitality venture was diluted from 50.0% to 38.8%. As we maintain the ability to significantly influence the operations of the entity, we recorded an increase to our equity method investment and recognized a $79 million non-cash pre-tax dilution gain in equity earnings (losses) from unconsolidated hospitality ventures on our consolidated statements of income during the year ended December 31, 2024.
Hyatt of Baja, S. de. R.L. de C.V.—During the year ended December 31, 2024, we received $21 million of proceeds related to the sale of our ownership interest in an equity method investment and recognized an $8 million pre-tax gain in equity earnings (losses) from unconsolidated hospitality ventures on our consolidated statements of income, net of a $2 million reclassification from accumulated other comprehensive loss (see Note 16). At the time of sale, we had $28 million of outstanding financing receivables related to the unconsolidated hospitality venture, which were repaid in conjunction with the sale. Additionally, we retained long-term management and licensing agreements for the related hotel and residential units, respectively, upon sale.
We provided $10 million of seller financing with a maturity date of two years. Upon sale, we estimated the fair value of the seller financing to be approximately $8 million and recorded an unsecured financing receivable on our consolidated balance sheet. The fair value was estimated using a discounted future cash flow model and includes assumptions and judgments regarding the discount rate, which is primarily a Level Three assumption.
As part of total consideration, we may earn up to $13 million of contingent consideration. The contingent consideration will be earned upon the achievement of certain performance-based metrics subsequent to hotel opening. Upon sale, we recorded a $5 million contingent consideration receivable at fair value in other assets on our consolidated balance sheet. The fair value of the contingent consideration receivable was estimated using a Monte Carlo simulation to model the likelihood of achieving the performance-based metrics. The valuation methodology includes assumptions and judgments regarding discount rates and operating results, which are primarily Level Three assumptions.
Other—During the year ended December 31, 2024, we received $16 million of proceeds related to the sale of our ownership interest in an equity method investment and recognized a $12 million pre-tax gain in equity earnings (losses) from unconsolidated hospitality ventures on our consolidated statements of income. Following the sale, we continue to manage the related property under a long-term management agreement.
During the year ended December 31, 2023, we did not have any other activity.
During the year ended December 31, 2022, we received $23 million of proceeds related to the sale of our ownership interest in an equity method investment and recognized a $4 million pre-tax gain in equity earnings (losses) from unconsolidated hospitality ventures on our consolidated statements of income, net of a $5 million reclassification from accumulated other comprehensive loss. Following the sale, we continue to manage the related property under a long-term management agreement. Additionally, during the year ended December 31, 2022, an equity method investment, in which we hold an ownership interest, sold the underlying hotel to a third party, and we received $16 million of proceeds. We recognized a $15 million net gain in equity earnings (losses) from unconsolidated hospitality ventures on our consolidated statements of income. Upon sale, we entered into a long-term franchise agreement for the property.
Marketable Securities
We hold marketable securities with readily determinable fair values to fund certain operating programs and for investment purposes. We periodically transfer available cash and cash equivalents to purchase marketable securities for investment purposes.
Marketable Securities Held to Fund Operating Programs—Marketable securities held to fund operating programs, which are recorded at fair value on our consolidated balance sheets, were as follows:
December 31, 2024December 31, 2023
Loyalty program (Note 10)
$642 $807 
Deferred compensation plans held in rabbi trusts (Note 10 and Note 13)
548 489 
Captive insurance company (Note 10)
86 94 
Total marketable securities held to fund operating programs$1,276 $1,390 
Less: current portion of marketable securities held to fund operating programs included in cash and cash equivalents and short-term investments(55)(320)
Marketable securities held to fund operating programs included in other assets$1,221 $1,070 
At December 31, 2024 and December 31, 2023, marketable securities held to fund operating programs included:
•$473 million and $330 million, respectively, of AFS debt securities with contractual maturity dates ranging from 2025 through 2069. The amortized cost of our AFS debt securities approximates fair value;
•$25 million, in both periods, of time deposits classified as HTM debt securities with a contractual maturity date in 2025. The amortized cost of our time deposits approximates fair value;
•$17 million and $15 million, respectively, of equity securities with a readily determinable fair value.
Net unrealized and realized gains (losses) from marketable securities held to fund operating programs recognized on our consolidated financial statements were as follows:
Year Ended December 31,
202420232022
Unrealized gains (losses), net
Net gains (losses) and interest income from marketable securities held to fund rabbi trusts (1)$6 $42 $(89)
Revenues for reimbursed costs (2)2 21 (42)
Other income (loss), net (Note 21)
4 10 (37)
Other comprehensive income (loss) (Note 16)
(5)10 (14)
Realized gains (losses), net
Net gains (losses) and interest income from marketable securities held to fund rabbi trusts (1)$43 $13 $14 
Revenues for reimbursed costs (2)21 6 7 
Other income (loss), net (Note 21)
1 (2)— 
(1) Unrealized and realized gains and losses recognized in net gains (losses) and interest income from marketable securities held to fund rabbi trusts are offset by amounts recognized in general and administrative expenses and owned and leased expenses with no impact on net income.
(2) Unrealized and realized gains and losses recognized in revenues for reimbursed costs related to investments held to fund rabbi trusts are offset by amounts recognized in reimbursed costs with no impact on net income.
Marketable Securities Held for Investment Purposes—Marketable securities held for investment purposes, which are recorded at cost or fair value, depending on the nature of the investment, on our consolidated balance sheets, were as follows:
December 31, 2024December 31, 2023
Interest-bearing money market funds$600 $284 
Common shares in Playa N.V. (Note 10)
154 105 
Time deposits (1)379 11 
Total marketable securities held for investment purposes$1,133 $400 
Less: current portion of marketable securities held for investment purposes included in cash and cash equivalents and short-term investments(975)(294)
Marketable securities held for investment purposes included in other assets$158 $106 
(1) Time deposits have contractual maturities on various dates through 2027. The amortized cost of our time deposits approximates fair value.
We hold common shares in Playa Hotels & Resorts N.V. ("Playa N.V."), which are accounted for as an equity security with a readily determinable fair value as we do not have the ability to significantly influence the operations of the entity. We did not sell any of these common shares during the years ended December 31, 2024 or December 31, 2023. Net unrealized gains (losses) recognized on our consolidated statements of income were as follows:
Year Ended December 31,
202420232022
Other income (loss), net (Note 21)
$49 $26 $(18)
Fair Value—We measure marketable securities at fair value on a recurring basis:
December 31, 2024Cash and cash equivalentsShort-term investmentsOther assets
Level One—Quoted Prices in Active Markets for Identical Assets
Interest-bearing money market funds$638 $638 $— $— 
Mutual funds and exchange-traded funds555 — — 555 
Common shares164 — — 164 
Level Two—Significant Other Observable Inputs
Time deposits404 20 355 29 
U.S. government obligations307 — 5 302 
U.S. government agencies21 — — 21 
Corporate debt securities249 — 12 237 
Mortgage-backed securities29 — — 29 
Asset-backed securities38 — — 38 
Municipal and provincial notes and bonds4 — — 4 
Total $2,409 $658 $372 $1,379 
December 31, 2023Cash and cash equivalentsShort-term investmentsOther assets
Level One—Quoted Prices in Active Markets for Identical Assets
Interest-bearing money market funds$599 $599 $— $— 
Mutual funds and exchange-traded funds495 — — 495 
Common shares114 — — 114 
Level Two—Significant Other Observable Inputs
Time deposits36 — 10 26 
U.S. government obligations250 — — 250 
U.S. government agencies37 — — 37 
Corporate debt securities212 — 5 207 
Mortgage-backed securities19 — — 19 
Asset-backed securities24 — — 24 
Municipal and provincial notes and bonds4 — — 4 
Total$1,790 $599 $15 $1,176 
During the years ended December 31, 2024 and December 31, 2023, there were no transfers between levels of the fair value hierarchy.
Other Investments
HTM Debt Securities—We hold investments in third-party entities associated with certain of our hotels. The investments are redeemable on various dates through 2062 and recorded as HTM debt securities within other assets on our consolidated balance sheets:
December 31, 2024December 31, 2023
HTM debt securities (1)$276 $53 
Less: allowance for credit losses(9)(13)
Total HTM debt securities, net of allowances$267 $40 
(1) At December 31, 2024, HTM debt securities included a $194 million preferred equity investment, net of a $35 million unamortized discount based on an imputed interest rate of approximately 8.9% and a probability-weighted fair value adjustment related to our investment in the third-party entity that owns Hyatt Regency Orlando (see Note 7).
The following table summarizes the activity in our HTM debt securities allowance for credit losses:
20242023
Allowance at January 1$13 $31 
Provisions (reversals), net (1)(2)(15)
Write-offs (2)(3)
Allowance at December 31$9 $13 
(1) Provisions for credit losses were partially or fully offset by interest income recognized in the same periods (see Note 21).
We estimated the fair value of these HTM debt securities to be approximately $270 million and $41 million at December 31, 2024 and December 31, 2023, respectively. The fair values of our preferred equity investments, which are classified as Level Three in the fair value hierarchy, are estimated using probability-based discounted future cash flow models based on current market inputs for similar types of arrangements. The primary sensitivity in these models is the selection of appropriate discount rates and probability weighting. Fluctuations in these assumptions could result in different estimates of fair value. The remaining HTM debt securities are classified as Level Two in the fair value hierarchy due to the use and weighting of multiple market inputs being considered in the final price of the security.
Convertible Debt Security—During the year ended December 31, 2023, we invested in a $30 million convertible debt security associated with a franchised property, which is classified as AFS and recorded in other assets on our consolidated balance sheets. The investment has a contractual maturity date in 2029. The convertible debt investment is remeasured at fair value on a recurring basis and is classified as Level Three in the fair value hierarchy. We estimated the fair value of this investment to be $42 million and $39 million at December 31, 2024 and December 31, 2023, respectively. The fair value is estimated using a discounted future cash flow model, and the primary sensitivity in the model is the selection of an appropriate discount rate. Fluctuations in our assumptions could result in different estimates of fair value. Net unrealized gains recognized on our consolidated financial statements were as follows:
Year Ended December 31,
202420232022
Other comprehensive income (loss) (Note 16)
$3 $9 $— 
Equity Securities Without a Readily Determinable Fair Value—At December 31, 2024 and December 31, 2023, we held $12 million and $16 million, respectively, of investments in equity securities without a readily determinable fair value, which are recorded within other assets on our consolidated balance sheets and represent investments in entities where we do not have the ability to significantly influence the operations of the entity.
Due to ongoing operating cash flow shortfalls in the business underlying an equity security during the year ended December 31, 2024, we recognized a $5 million impairment charge of our full investment balance in other income (loss), net on our consolidated statements of income (see Note 21) as the carrying value was in excess of the fair value.