Hilton Grand Vacations Inc. (NYSE:HGV) announces that HNA HLT Holdco I LLC (the “Selling Stockholder”), an affiliate of HNA Tourism Group Co., Ltd., has priced an underwritten secondary offering of 22,250,000 shares of HGV’s common stock at $46.25 per share. The offering is expected to close on March 19, 2018, subject to the satisfaction of all closing conditions.
HGV did not offer any shares of common stock in the offering and will not receive any proceeds from the sale of shares in the offering.
Concurrent with the offering, the Selling Stockholder is selling to HGV, in a privately negotiated transaction, 2,500,000 shares of its common stock (the “Share Repurchase”). The purchase price for the shares covered by the Share Repurchase is approximately $44.75 per share, which is the same price per share at which the underwriters will purchase shares of HGV’s common stock from the Selling Stockholder in the offering. HGV will retire any shares that it repurchases. The offering is not conditioned upon the completion of the Share Repurchase, but the Share Repurchase is conditioned upon completion of the offering.
BofA Merrill Lynch and J.P. Morgan are acting as joint book-running managers and representatives of the underwriters for the offering. UBS Investment Bank, Goldman Sachs & Co. LLC, Deutsche Bank Securities, Credit Suisse and SunTrust Robinson Humphrey are also acting as joint book-running managers and underwriters for the offering.
The offering of these securities is being made pursuant to an effective registration statement. This offering will be made only by means of a prospectus. A copy of the prospectus relating to these securities, when available, may be obtained from: BofA Merrill Lynch, 200 North College Street, 3rd floor, Charlotte, NC 28255-0001, Attn: Prospectus Department, Email: firstname.lastname@example.org; or J.P. Morgan Securities LLC, c/o: Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-866-803-9204. The final prospectus, when available, may also be accessed through the website of the Securities and Exchange Commission at www.sec.gov.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Special Note About Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements include, but are not limited to, statements related to HGV’s expectations regarding the performance of its business, financial results, liquidity and capital resources, the benefits resulting from its separation from Hilton, the benefits of joint ventures or other acquisitions of additional properties, the effects of competition, the effects of the recent tax reform legislation and future legislation or regulations, the impact of accounting pronouncements, and other non-historical statements. Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “outlook,” “believes,” “expects,” “potential,” “continues,” “may,” “will,” “should,” “could,” “seeks,” “projects,” “predicts,” “intends,” “plans,” “estimates,” “anticipates” or the negative version of these words or other comparable words.
Forward-looking statements involve risks, uncertainties and assumptions. Actual results may differ materially from those expressed in these forward-looking statements. You should not put undue reliance on any forward-looking statements and you are urged to carefully review HGV’s disclosures concerning risks and uncertainties in “Risk Factors” in HGV’s Annual Report on Form 10-K for the year ended Dec. 31, 2017, filed with the SEC, which are accessible on the SEC’s website at www.sec.gov. There may be other risks and uncertainties that HGV is unable to predict at this time or that HGV currently does not expect to have a material adverse effect on its business. HGV undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.
About Hilton Grand Vacations Inc.
Hilton Grand Vacations Inc. (NYSE:HGV) is recognized as a leading global timeshare company. With headquarters in Orlando, Fla., Hilton Grand Vacations develops, markets and operates a system of brand-name, high-quality vacation ownership resorts in select vacation destinations. The company also manages and operates two innovative club membership programs: Hilton Grand Vacations Club® and The Hilton Club®, providing exclusive exchange, leisure travel and reservation services for more than 285,000 Club Members.