(1) This press release includes Adjusted EBITDA, Adjusted diluted EPS, Adjusted free cash flow, Gross VOI sales and Adjusted net income, which are measures that are not calculated in accordance with Generally Accepted Accounting Principles in the U.S. ("GAAP"). See "Presentation of Financial Information" and the tables for the definitions and reconciliations of these non-GAAP measures. Forward-looking non-GAAP measures are presented in this press release only on a non-GAAP basis because not all of the information necessary for a quantitative reconciliation is available without unreasonable effort.

$ in millions

Q1 2025

Q1 2024

% change

Revenue

$755

$725

4 %

Adjusted EBITDA

$159

$135

18 %

$ in millions

Q1 2025

Q1 2024

% change

Revenue

$180

$193

(7) %

Adjusted EBITDA

$68

$75

(9) %

Table 1

Travel + Leisure Co.

Condensed Consolidated Statements of Income (Unaudited)

(in millions, except per share amounts)

Three Months Ended

March 31,

2025

2024

Net Revenues

Service and membership fees

$

417

$

419

Net VOI sales

384

369

Consumer financing

112

110

Other

21

18

Net revenues

934

916

Expenses

Operating

445

438

Marketing

124

121

General and administrative

122

112

Consumer financing interest

34

33

Depreciation and amortization

30

28

Cost of vacation ownership interests

23

34

Total expenses

778

766

Operating income

156

150

Interest expense

57

64

Other (income), net

(1

)

(2

)

Interest (income)

(1

)

(4

)

Income before income taxes

101

92

Provision for income taxes

28

26

Net income attributable to Travel + Leisure Co. shareholders

$

73

$

66

Earnings per share

Basic

$

1.09

$

0.93

Diluted

$

1.07

$

0.92

Weighted average shares outstanding

Basic

67.1

71.5

Diluted

68.2

72.0

Table 2

Travel + Leisure Co.

Condensed Consolidated Balance Sheets (Unaudited)

(in millions, except share data)

March 31,
2025

December 31,
2024

Assets

Cash and cash equivalents

$

188

$

167

Restricted cash

179

162

Trade receivables, net

171

155

Vacation ownership contract receivables, net

2,580

2,619

Inventory

1,221

1,227

Prepaid expenses

253

214

Property and equipment, net

587

591

Goodwill

968

966

Other intangibles, net

209

209

Other assets

408

425

Total assets

$

6,764

$

6,735

Liabilities and (deficit)

Accounts payable

$

67

$

67

Accrued expenses and other liabilities

712

778

Deferred income

486

457

Non-recourse vacation ownership debt

2,174

2,123

Debt

3,484

3,468

Deferred income taxes

744

722

Total liabilities

7,667

7,615

Stockholders' (deficit):

Preferred stock, $0.01 par value, authorized 6,000,000 shares, none issued and outstanding

—

—

Common stock, $0.01 par value, 600,000,000 shares authorized, 225,208,290 issued as of 2025 and 224,599,556 as of 2024

3

2

Treasury stock, at cost – 158,815,812 shares as of 2025 and 157,476,502 shares as of 2024

(7,504

)

(7,433

)

Additional paid-in capital

4,331

4,328

Retained earnings

2,367

2,334

Accumulated other comprehensive loss

(100

)

(112

)

Total stockholders’ (deficit)

(903

)

(881

)

Noncontrolling interest

—

1

Total (deficit)

(903

)

(880

)

Total liabilities and (deficit)

$

6,764

$

6,735

 Table 3

Travel + Leisure Co.

Condensed Consolidated Statements of Cash Flows (Unaudited)

(in millions)

Three Months Ended

March 31,

2025

2024

Operating activities

Net income

$

73

$

66

Adjustments to reconcile net income to net cash provided by operating activities:

Provision for loan losses

91

78

Depreciation and amortization

30

28

Deferred income taxes

22

22

Stock-based compensation

14

9

Non-cash interest

6

7

Non-cash lease expense

4

4

Other, net

2

1

Net change in assets and liabilities, excluding the impact of acquisitions and dispositions:

Trade receivables

(14

)

(3

)

Vacation ownership contract receivables

(52

)

(93

)

Inventory

6

(2

)

Prepaid expenses

(37

)

(40

)

Other assets

20

(8

)

Accounts payable, accrued expenses, and other liabilities

(70

)

(30

)

Deferred income

26

8

Net cash provided by operating activities

121

47

Investing activities

Property and equipment additions

(21

)

(17

)

Acquisitions, net of cash acquired

(1

)

(40

)

Net cash used in investing activities

(22

)

(57

)

Financing activities

Proceeds from non-recourse vacation ownership debt

502

431

Principal payments on non-recourse vacation ownership debt

(450

)

(439

)

Proceeds from debt

632

506

Principal payments on debt

(616

)

(216

)

Repayment of notes and term loans

(2

)

(2

)

Repurchase of common stock

(70

)

(25

)

Dividends paid to shareholders

(41

)

(38

)

Net share settlement of incentive equity awards

(13

)

(9

)

Debt issuance/modification costs

(5

)

(5

)

Proceeds from issuance of common stock

2

—

Other, net

(2

)

—

Net cash (used in)/provided by financing activities

(63

)

203

Effect of changes in exchange rates on cash, cash equivalents and restricted cash

2

(4

)

Net change in cash, cash equivalents and restricted cash

38

189

Cash, cash equivalents and restricted cash, beginning of period

329

458

Cash, cash equivalents and restricted cash, end of period

367

647

Less: Restricted cash

179

168

Cash and cash equivalents

$

188

$

479

Table 4

Travel + Leisure Co.

Summary Data Sheet

(in millions, except per share amounts, unless otherwise indicated)

Three Months Ended March 31,

2025

2024

Change

Consolidated Results

Net income attributable to TNL shareholders

$

73

$

66

11

%

Diluted earnings per share

$

1.07

$

0.92

16

%

Net income margin

7.8

%

7.2

%

Adjusted Earnings

Adjusted EBITDA

$

202

$

191

6

%

Adjusted net income

$

76

$

69

10

%

Adjusted diluted earnings per share

$

1.11

$

0.97

14

%

Segment Results

Net Revenues

Vacation Ownership

$

755

$

725

4

%

Travel and Membership

180

193

(7

)%

Corporate and other

(1

)

(2

)

Total

$

934

$

916

2

%

Adjusted EBITDA

Vacation Ownership

$

159

$

135

18

%

Travel and Membership

68

75

(9

)%

Segment Adjusted EBITDA

227

210

Corporate and other

(25

)

(19

)

Total Adjusted EBITDA

$

202

$

191

6

%

Adjusted EBITDA margin

21.6

%

20.9

%

Note: Amounts may not calculate due to rounding. See "Presentation of Financial Information" and Table 7 for Non-GAAP definitions. For a full reconciliation of non-GAAP financial measures to the most directly comparable GAAP financial measures, refer to Table 5.

 Table 4

(continued)

Travel + Leisure Co.

Summary Data Sheet

(in millions, unless otherwise indicated)

Three Months Ended March 31,

2025

2024

Change

Vacation Ownership

Net VOI sales

$

384

$

369

4

%

Loan loss provision

91

78

17

%

Gross VOI sales, net of Fee-for-Service sales

475

447

6

%

Fee-for-Service sales

37

43

(14

)%

Gross VOI sales

$

512

$

490

4

%

Tours (in thousands)

153

155

(1

)%

VPG (in dollars)

$

3,212

$

3,035

6

%

Tour generated VOI sales

$

492

$

469

5

%

Telesales and other

20

21

(5

)%

Gross VOI sales

$

512

$

490

4

%

Net VOI sales

$

384

$

369

4

%

Property management revenue

223

211

6

%

Consumer financing

112

110

2

%

Other ^(a)

36

35

3

%

Total Vacation Ownership revenue

$

755

$

725

4

%

Travel and Membership

Avg. number of exchange members (in thousands)

3,362

3,493

(4

)%

Transactions (in thousands)

240

275

(13

)%

Revenue per transaction (in dollars)

$

353

$

350

1

%

Exchange transaction revenue

$

85

$

96

(12

)%

Transactions (in thousands)

175

170

3

%

Revenue per transaction (in dollars)

$

257

$

256

—

%

Travel Club transaction revenue

$

45

$

44

3

%

Transactions (in thousands)

415

445

(7

)%

Revenue per transaction (in dollars)

$

312

$

315

(1

)%

Travel and Membership transaction revenue

$

130

$

140

(7

)%

Transaction revenue

$

130

$

140

(7

)%

Subscription revenue

43

45

(4

)%

Other ^(b)

7

8

(13

)%

Total Travel and Membership revenue

$

180

$

193

(7

)%

Note:

Amounts may not compute due to rounding.

(a)

Includes Fee-for-Service commission revenues and other ancillary revenues.

(b)

Primarily related to cancellation fees, commissions, and other ancillary revenue.

 Table 5

Travel + Leisure Co.

Non-GAAP Measure: Reconciliation of Net Income to

Adjusted Net Income to Adjusted EBITDA

(in millions, except diluted per share amounts)

Three Months Ended March 31,

2025

EPS

Margin %

2024

EPS

Margin %

Net income attributable to TNL shareholders

$

73

$

1.07

7.8

%

$

66

$

0.92

7.2

%

Amortization of acquired intangibles ^(a)

2

2

Legacy items

1

—

Acquisition-related deal costs

—

2

Taxes ^(b)

(1

)

(1

)

Adjusted net income

$

76

$

1.11

8.1

%

$

69

$

0.97

7.5

%

Income taxes on adjusted net income

29

27

Stock-based compensation expense ^(c)

14

9

Depreciation

28

26

Interest expense

57

64

Interest income

(1

)

(4

)

Adjusted EBITDA

$

202

21.6

%

$

191

20.9

%

Diluted Shares Outstanding

68.2

72.0

(a)

Amortization of acquisition-related intangible assets is excluded from Adjusted net income and Adjusted EBITDA.

(b)

Represents the tax effects on the adjustments. We determine the tax effects of the non-GAAP adjustments based on the nature of the underlying adjustment and the relevant tax jurisdictions. The tax effect of the non-GAAP adjustments was calculated based on an evaluation of the statutory tax treatment and the applicable statutory tax rate in the relevant jurisdictions.

(c)

All stock-based compensation is excluded from Adjusted EBITDA.

 Table 6

Travel + Leisure Co.

Non-GAAP Measure: Reconciliation of Net Cash Provided by Operating Activities to Adjusted Free Cash Flow

(in millions)

Three Months Ended March 31,

2025

2024

Net cash provided by operating activities

$

121

$

47

Property and equipment additions

(21

)

(17

)

Sum of proceeds and principal payments of non-recourse vacation ownership debt

52

(8

)

Free cash flow / Adjusted free cash flow ^(a)

$

152

$

22

(a)

The Company had $22 million and $57 million of net cash used in investing activities during the three months ended March 31, 2025 and 2024. The Company had $63 million of net cash used in financing activities for the three months ended March 31, 2025 and $203 million of net cash provided by financing activities for the three months ended March 31, 2024.

 Table 7

Definitions

Adjusted Diluted Earnings per Share: A non-GAAP measure, defined by the Company as Adjusted net income divided by the diluted weighted average number of common shares. Adjusted Diluted Earnings per Share is useful to assist our investors in evaluating our ongoing operating performance for the current reporting period and, where provided, over different reporting periods.

Adjusted EBITDA: A non-GAAP measure, defined by the Company as net income from continuing operations before depreciation and amortization, interest expense (excluding consumer financing interest), early extinguishment of debt, interest income (excluding consumer financing revenues) and income taxes, each of which is presented on the Condensed Consolidated Statements of Income. Adjusted EBITDA also excludes stock-based compensation costs, separation and restructuring costs, legacy items, transaction and integration costs associated with mergers, acquisitions, and divestitures, asset impairments/recoveries, gains and losses on sale/disposition of business, and items that meet the conditions of unusual and/or infrequent. Legacy items include the resolution of and adjustments to certain contingent assets and liabilities related to acquisitions of continuing businesses and dispositions, including the separation of Wyndham Hotels & Resorts, Inc. and Avis Budget Group, Inc. (ABG), and the sale of the vacation rentals businesses. Integration costs represent certain non-recurring costs directly incurred to integrate mergers and/or acquisitions into the existing business. We believe that when considered with GAAP measures, Adjusted EBITDA is useful to assist our investors in evaluating our ongoing operating performance for the current reporting period and, where provided, over different reporting periods. We also internally use these measures to assess our operating performance, both absolutely and in comparison to other companies, and in evaluating or making selected compensation decisions. Adjusted EBITDA should not be considered in isolation or as a substitute for net income/(loss) or other income statement data prepared in accordance with GAAP and our presentation of Adjusted EBITDA may not be comparable to similarly-titled measures used by other companies.

Adjusted EBITDA Margin: A non-GAAP measure, represents Adjusted EBITDA as a percentage of revenue. Adjusted EBITDA Margin is useful to assist our investors in evaluating our ongoing operating performance for the current reporting period and, where provided, over different reporting periods.

Adjusted Free Cash Flow: A non-GAAP measure, defined by the Company as net cash provided by operating activities from continuing operations less property and equipment additions (capital expenditures) plus the sum of proceeds and principal payments of non-recourse vacation ownership debt, while also adding back cash paid for transaction costs for acquisitions and divestitures, separation adjustments associated with the spin-off of Wyndham Hotels, and certain adjustments related to COVID-19. TNL believes adjusted FCF to be a useful operating performance measure to evaluate the ability of its operations to generate cash for uses other than capital expenditures and, after debt service and other obligations, its ability to grow its business through acquisitions and equity investments, as well as its ability to return cash to shareholders through dividends and share repurchases. A limitation of using Adjusted free cash flow versus the GAAP measure of net cash provided by operating activities as a means for evaluating TNL is that Adjusted free cash flow does not represent the total cash movement for the period as detailed in the consolidated statement of cash flows.

Adjusted Free Cash Flow Conversion: A non-GAAP measure, defined by the Company as Adjusted free cash flow as a percentage of Adjusted EBITDA. We use this non-GAAP performance measure to assist in evaluating our operating performance and the quality of our earnings as represented by adjusted EBITDA, and to evaluate the performance of our current and prospective operating and strategic initiatives in generating cash flows from our earnings performance. This measure also assists investors in evaluating our operating performance, management of our assets, and ability to generate cash flows from our earnings, as well as facilitating period-to-period comparisons.

Adjusted Net Income: A non-GAAP measure, defined by the Company as net income from continuing operations adjusted to exclude separation and restructuring costs, legacy items, transaction and integration costs associated with mergers, acquisitions, and divestitures, amortization of acquisition-related assets, debt modification costs, impairments, gains and losses on sale/disposition of business, and items that meet the conditions of unusual and/or infrequent and the tax effect of such adjustments. Legacy items include the resolution of and adjustments to certain contingent assets and liabilities related to acquisitions of continuing businesses and dispositions, including the separation of Wyndham Hotels and ABG, and the sale of the vacation rentals businesses. Adjusted Net Income is useful to assist our investors in evaluating our ongoing operating performance for the current reporting period and, where provided, over different reporting periods.

Average Number of Exchange Members: Represents the average number of paid members in our vacation exchange programs who are considered to be in good standing, during a given reporting period.

Free Cash Flow (FCF): A non-GAAP measure, defined by TNL as net cash provided by operating activities from continuing operations less property and equipment additions (capital expenditures) plus the sum of proceeds and principal payments of non-recourse vacation ownership debt. TNL believes FCF to be a useful operating performance measure to evaluate the ability of its operations to generate cash for uses other than capital expenditures and, after debt service and other obligations, its ability to grow its business through acquisitions and equity investments, as well as its ability to return cash to shareholders through dividends and share repurchases. A limitation of using FCF versus the GAAP measure of net cash provided by operating activities as a means for evaluating TNL is that FCF does not represent the total cash movement for the period as detailed in the consolidated statement of cash flows.

Gross Vacation Ownership Interest Sales: A non-GAAP measure, represents sales of vacation ownership interests (VOIs), including sales under the fee-for-service program before the effect of loan loss provisions. We believe that Gross VOI sales provide an enhanced understanding of the performance of our vacation ownership business because it directly measures the sales volume of this business during a given reporting period.

Leverage Ratio: The Company calculates leverage ratio as net debt divided by Adjusted EBITDA as defined in the credit agreement.

Net Debt: Net debt equals total debt outstanding, less non-recourse vacation ownership debt and cash and cash equivalents.

Tours: Represents the number of tours taken by guests in our efforts to sell VOIs.

Travel and Membership Revenue per Transaction: Represents transaction revenue divided by transactions, provided in two categories; Exchange, which is primarily RCI, and Travel Club.

Travel and Membership Transactions: Represents the number of exchanges and travel bookings recognized as revenue during the period, net of cancellations. This measure is provided in two categories; Exchange, which is primarily RCI, and Travel Club.

Volume Per Guest (VPG): Represents Gross VOI sales (excluding telesales and virtual sales) divided by the number of tours. The Company has excluded non-tour sales in the calculation of VPG because non-tour sales are generated by a different marketing channel. We believe that VPG provides an enhanced understanding of the performance of our Vacation Ownership business because it directly measures the efficiency of its tour selling efforts during a given reporting period.