Item 1.01. Entry into a Materials Definitive Settlement.
On November 15, 2021, Travel + Leisure Co. (the “Corporation”) entered into a
obtain settlement (the “Purchase Arrangement”) with J.P. Morgan Securities LLC,
as representative of the numerous first purchasers named in Schedule II thereto
(collectively, the “First Purchasers”), in relationship with the present and sale
of $650 million combination principal amount of the Company’s 4.50% senior secured
notes owing 2029 (the “Notes”) in a private featuring (the “Giving”) to persons
fairly thought to be “experienced institutional consumers” in the United States,
as outlined in Rule 144A less than the Securities Act of 1933, as amended (the
“Securities Act”), and to selected non-U.S. people exterior the United States in
offshore transactions pursuant to Regulation S underneath the Securities Act.
The Invest in Settlement has customary representations, warranties and
covenants by the Enterprise, with each other with customary closing conditions. Beneath the
terms of the Obtain Settlement, the Corporation has agreed to indemnify the Initial
Purchasers versus specified liabilities. The Offering is envisioned to near on
November 18, 2021, in accordance with the conditions of the Order Settlement.
The Business intends to use the web proceeds of the Giving, jointly with money
on hand, to redeem all of the Company’s fantastic 4.25% secured notes owing
March 2022 and to fork out the relevant expenses and bills.
This Recent Report on Variety 8-K shall not represent an present to provide, a
solicitation to get or an give to invest in or promote any securities. No offer,
solicitation, acquire or sale will be manufactured in any jurisdiction in which such
offer you, solicitation or sale would be unlawful. Any present, or solicitation to
obtain, if at all, will be produced only by indicates of a private presenting
memorandum. This Recent Report on Kind 8-K does not represent a discover of
redemption of the Firm’s 4.25% secured notes due March 2022.
Merchandise 7.01. Regulation FD Disclosure. On November 15, 2021, the Enterprise posted new written investor presentation elements on its investor relations web-site at http://investor.travelandleisureco.com. The Corporation intends to use these elements from time to time in conferences with the expense local community and for typical advertising and marketing uses.
The data established forth less than Things 7.01 of this Existing Report on Kind 8-K
shall not be considered to be “filed” for functions of Part 18 of the Securities
Exchange Act of 1934 (the “Trade Act”), or otherwise matter to the
liabilities of that section, nor shall it be considered included by reference in
any filing produced by the Company less than the Securities Act of 1933, as amended, or
the Exchange Act, apart from as shall be expressly established forth by unique reference
in these kinds of a filing.
Item 8.01. Other Events.
On November 15, 2021, the Corporation issued a press release to announce the launch
of the Giving. A copy of the press launch is filed hereto as Exhibit 99.1 and
is included by reference herein.
On November 15, 2021, the Business issued a push launch to announce the pricing
of the Notes. A duplicate of the press release is filed hereto as Show 99.2 and is
included by reference herein.
Item 9.01. Economic Statements and Reveals.
d) Displays. The pursuing displays 99.1 and 99.2 are submitted, and exhibit 104 is
furnished with this report:
Exhibit No. Description 99.1 Push Launch of Vacation + Leisure Co. to Announce the Giving Start, dated November 15, 2021. 99.2 Push Release of Travel + Leisure Co. to Announce the Giving Pricing, dated November 15, 2021. 104 Go over Web page Interactive Info File (address page XBRL tags are embedded in the Inline XBRL doc)
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