v3.25.2
DEBT AND NON-RECOURSE DEBT
 6 Months Ended
Jun. 30, 2025
Debt Disclosure [Abstract]  
DEBT AND NON-RECOURSE DEBT DEBT AND NON-RECOURSE DEBT
Debt
The following table details our outstanding debt balance and its associated interest rates:
($ in millions)June 30, 2025December 31, 2024
Debt(1)
Senior secured credit facility
Term loan A with a rate of 5.977%, due 2028
$400 $400 
Term loan B with a rate of 6.327%, due 2028
855 858 
Term loan B with a rate of 6.327%, due 2031
891 893 
Revolver with a rate of 5.974%, due 2030
160 233 
Senior notes with a rate of 5.000%, due 2029
850 850 
Senior notes with a rate of 4.875%, due 2031
500 500 
Senior notes with a rate of 6.625%, due 2032
900 900 
Other debt(4)
84 38 
Total debt, gross4,640 4,672 
Less: unamortized deferred financing costs and discounts(2)(3)(5)
(66)(71)
Total debt, net$4,574 $4,601 
(1)As of June 30, 2025 and December 31, 2024, weighted-average interest rates were 5.991% and 6.140%, respectively.
(2)Amount includes unamortized deferred financing costs related to our term loans and senior notes of $38 million and $22 million, respectively, as of June 30, 2025 and $39 million and $25 million, respectively, as of December 31, 2024. This amount also includes unamortized original issuance discounts of $4 million and $5 million as of June 30, 2025 and December 31, 2024, respectively.
(3)Amount does not include unamortized deferred financing costs of $5 million and $3 million as of June 30, 2025 and December 31, 2024, respectively, related to our revolving facility which are included in Other assets in our condensed consolidated balance sheets.
(4)This amount includes $5 million and $6 million related to the recourse portion on the NBA Receivables Facility as of June 30, 2025 and December 31, 2024, respectively, which is generally limited to the greater of 15% of the outstanding borrowings and $5 million, subject to certain exceptions.
(5)Amount also includes unamortized discount of $2 million related to the Bluegreen debt recognized at the Bluegreen Acquisition Date as of June 30, 2025 and December 31, 2024.
Senior secured credit facility
On January 31, 2025, we amended our Revolver Credit Facility (“Revolver”) and both our Term Loan B due 2028 and Term Loan B due 2031. The terms of the Revolver were amended to reduce pricing spreads, expand covenants, reset certain incurrence baskets and extend maturity to January 2030. The Term Loan B due 2028 was repriced to SOFR plus 2.00%, down from SOFR plus 2.50%. The Term Loan B due 2031 was repriced to SOFR plus 2.00%, down from SOFR plus 2.25%. Additionally, the Term Loan A, due January 2028, was repriced to SOFR plus 1.65%, down from SOFR plus 1.75%.
As of June 30, 2025, we had $46 million of letters of credit outstanding under the revolving credit facility and $1 million outstanding backed by cash collateral. We were in compliance with all applicable maintenance and financial covenants and ratios as of June 30, 2025. As of June 30, 2025, we have $794 million remaining borrowing capacity under the revolver facility.
We primarily use interest rate swaps as part of our interest rate risk management strategy for our variable-rate debt. These interest rate swaps are associated with the SOFR-based senior secured credit facility. As of June 30, 2025, these interest rate swaps convert the SOFR-based variable rate on our Term Loan B due 2028 to average fixed rates of 1.55% per annum with maturities between 2026 and 2028, for the balance on this borrowing up to the notional values of our interest rate swaps. As of June 30, 2025, the aggregate notional values of the interest rate swaps under our Term Loan B due 2028 was $550 million. Our interest rate swaps have been designated and qualify as cash flow hedges of interest rate risk and are recorded at their estimated fair value as an asset in Other assets in our condensed consolidated balance sheets. As of June 30, 2025 and December 31, 2024, the estimated fair values of our cash flow hedges were $24 million and $37 million, respectively. We characterize payments we make in connection with these derivative instruments as interest expense and a reclassification of accumulated other comprehensive income for presentation purposes. We classify cash inflows and outflows from derivatives that hedge interest rate risk within operating activities in the unaudited condensed consolidated statements of cash flows.
The following table reflects the activity, net of tax, in Accumulated other comprehensive loss related to our derivative instruments during the six months ended June 30, 2025:
Net unrealized gain on derivative instruments
Balance as of December 31, 2024
$28 
Other comprehensive loss before reclassifications, net
(4)
Reclassifications to net loss
(6)
Balance as of June 30, 2025
$18 
Senior Notes due 2032
The Senior Notes due 2032 are guaranteed on a senior secured basis by certain of our subsidiaries. We were in compliance with all applicable financial covenants as of June 30, 2025.
Senior Notes due 2029 and 2031
The Senior Unsecured Notes are guaranteed on a senior unsecured basis by certain of our subsidiaries. We are in compliance with all applicable financial covenants as of June 30, 2025.
Non-recourse Debt
The following table details our outstanding non-recourse debt balance and associated interest rates:
($ in millions)June 30,
2025		December 31, 2024
Non-recourse debt(1)
Timeshare Facility with an average rate of 5.624%, due 2027(2)
$730 $428 
HGV Securitized Debt 2018 with a weighted average rate of 3.602%, due 2032
— 41 
HGV Securitized Debt 2019 with a weighted average rate of 2.431%, due 2033
39 48 
HGV Securitized Debt 2022-1 with a weighted average rate of 4.304%, due 2034
61 78 
HGV Securitized Debt 2022-2 with a weighted average rate of 4.826%, due 2037
104 129 
HGV Securitized Debt 2023 with a weighted average rate of 5.937%, due 2038
133 172 
HGV Securitized Debt 2024-2 with a weighted average rate of 5.685%, due 2038
251 302 
HGV Securitized Debt 2024-1 with a weighted average rate of 6.419%, due 2039
125 175 
HGV Securitized Debt 2020 with a weighted average rate of 3.658%, due 2039
57 67 
HGV Securitized Debt 2024-3 with a weighted average rate of 5.182%, due 2040
390 482 
HGV Securitized Debt 2025-1 with a weighted average rate of 5.066%, due 2042
300 — 
Grand Islander Securitized Debt with a weighted average rate of 3.316%, due 2033
30 37 
Diamond Resorts Owner Trust 2021 with a weighted average rate of 2.160%, due 2033
50 61 
Bluegreen Securitized Debt 2018 with a weighted average rate of 4.019%, due 2034
14 17 
Bluegreen Securitized Debt 2020 with a weighted average rate of 2.597%, due 2036
32 40 
Bluegreen Securitized Debt 2022 with a weighted average rate of 4.599%, due 2037
70 87 
Bluegreen Securitized Debt 2023 with a weighted average rate of 6.321%, due 2038
114 147 
Quorum Purchase Facility with an average rate of 5.023%, due 2034
5 6 
NBA Receivables Facility with an average rate of 6.077%, due 2031(5)
24 33 
Total non-recourse debt, gross2,529 2,350 
Less: unamortized deferred financing costs and discount(3)(4)(6)
(30)(32)
Total non-recourse debt, net$2,499 $2,318 
(1)As of June 30, 2025 and December 31, 2024, weighted-average interest rates were 5.258% and 5.235%, respectively.
(2)The revolving commitment period of the Timeshare Facility terminates in November 2026; however, the repayment maturity date extends 12 months beyond the commitment termination date to November 2027.
(3)Amount relates to securitized debt only and does not include unamortized deferred financing costs of $1 million and $2 million as of June 30, 2025 and December 31, 2024, respectively, relating to our Timeshare Facility included in Other Assets in our condensed consolidated balance sheets.
(4)Amount includes unamortized discounts of $8 million and $11 million as of June 30, 2025 and December 31, 2024, respectively, related to the Grand Islander securitized debt and Bluegreen securitized and non-recourse debt recognized at the respective acquisition dates.
(5)Recourse on the NBA Receivables Facility is generally limited to the greater of 15% of the outstanding borrowings and $5 million, subject to certain exceptions.
(6)Amount includes unamortized deferred financing costs of $22 million and $21 million as of June 30, 2025 and December 31, 2024, respectively, related to HGV securitized debt.
In June 2025, we completed a securitization of approximately $300 million of gross timeshare financing receivables and issued approximately $166 million of 4.88% notes, $87 million of 5.18% notes, and $47 million of 5.52% notes due May 2042. The issued notes are backed by pledged assets, consisting of a pool of HGV, Diamond Resorts, and Bluegreen Vacations collateral combined, secured by first mortgages, first deeds of trust, membership interests or timeshare interests (other than a fee simple interest in real estate) and a Letter of Credit. The notes are a non-recourse obligation and are payable solely from the timeshare financing receivables pledged as collateral for the notes. The proceeds of the notes were used to pay down in part some of our existing debt and for other general corporate purposes. Additionally, in connection with the securitization, we incurred $6 million in debt issuance costs.
The Timeshare Facility is a non-recourse obligation payable solely from the pool of timeshare financing receivables pledged as collateral and related assets. As of June 30, 2025, our Timeshare Facility has a remaining borrowing capacity of $120 million.
During the six months ended June 30, 2025, we repaid $1,088 million on the Timeshare Facility and $423 million on Securitized Debt.
We are required to deposit payments received from customers on the timeshare financing receivables securing the Timeshare Facility and Securitized Debt into depository accounts maintained by third parties. On a monthly basis, the depository accounts are utilized to make required principal, interest and other payments due under the respective loan agreements. The balances in the depository accounts were $84 million and $193 million as of June 30, 2025 and December 31, 2024, respectively, and were included in Restricted cash in our condensed consolidated balance sheets.
Debt Maturities
The contractual maturities of our debt and non-recourse debt as of June 30, 2025 were as follows:
($ in millions)DebtNon-recourse DebtTotal
Year
2025 (remaining six months)$16 $239 $255 
202627 393 420 
202726 1,049 1,075 
20281,243 251 1,494 
2029870 200 1,070 
Thereafter2,458 397 2,855 
Total$4,640 $2,529 $7,169