Wyndham Hotels & Resorts Announces Upsizing And Pricing Of Senior Notes Offering

8/10/20

Wyndham Hotels & Resorts, Inc. (NYSE: WH) announced today the pricing of its offering of $500 million aggregate principal amount of 4.375% Senior Notes due 2028, which represents a $150 million increase from the previously announced size of the offering. The offering is expected to close on August 13, 2020, subject to customary closing and market conditions, and the Company intends to use the net proceeds of the offering, together with cash on hand, to repay $500 million of the borrowings outstanding under its revolving credit facility and to pay related fees and expenses. The Notes will be guaranteed by certain of the Company's domestic restricted subsidiaries that guarantee its outstanding credit facilities and its existing notes.

In addition, the Company entered into a second amendment to its credit agreement related to its revolving credit facility to remove the permanent 0.50% LIBOR floor at the end of the relief period, which was imposed as part of the first amendment. At the end of the relief period, the LIBOR floor will now be reset to 0.00%, consistent with the original credit agreement.

The Notes and the related guarantees have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), any state securities laws or the securities laws of any other jurisdiction. The Notes and the related guarantees may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. The Notes and the related guarantees will be offered, by the initial purchasers, only to persons reasonably believed to be "qualified institutional buyers" in reliance on the exemption from registration provided by Rule 144A under the Securities Act and to certain non-U.S. persons in offshore transactions in accordance with Regulation S under the Securities Act.

This press release is neither an offer to sell nor a solicitation of an offer to buy any securities and shall not constitute an offer to sell or a solicitation of an offer to buy, or a sale of, the Notes or the related guarantees or any other securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

PJT Partners served as financial advisor to the Company on the transactions.

About Wyndham Hotels & Resorts

Wyndham Hotels & Resorts (NYSE: WH) is the world's largest hotel franchising company by the number of properties, with over 9,000 hotels across approximately 90 countries on six continents. Through its network of 813,000 rooms appealing to the everyday traveler, Wyndham commands a leading presence in the economy and midscale segments of the lodging industry. The Company operates a portfolio of 20 hotel brands, including Super 8®, Days Inn®, Ramada®, Microtel®, La Quinta®, Baymont®, Wingate®, AmericInn®, Hawthorn Suites®, Trademark Collection® and Wyndham®. Wyndham Hotels & Resorts is also a leading provider of hotel management services. The Company's award-winning Wyndham Rewards loyalty program offers 84 million enrolled members the opportunity to redeem points at thousands of hotels, vacation club resorts and vacation rentals globally.