HILTON GRAND VACATIONS INC. : Entry into a Material Definitive Agreement, Financial Statements and Exhibits (form 8-K)
04/07/2022 | 05:19pm EDT
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Item 1.01. Entry into a Material Definitive Agreement.
On April 4, 2022, Hilton Grand Vacations Inc., a Delaware corporation ("HGV"), and Hilton Worldwide Holdings Inc. ("Hilton"), entered into an amendment (the "Amendment") to the Amended and Restated License Agreement, dated March 10, 2021 (the "A&R License Agreement"), that the parties had entered into in connection with HGV's acquisition of Dakota Holdings, Inc., a Delaware corporation, and Diamond Resorts International, Inc., a Delaware corporation (collectively, "Diamond"), and the related integration of Diamond's properties, assets and business into HGV.
The Amendment covers, among other items:
• a rebranding plan of the majority of the Diamond properties, rooms, and
sales facilities into HGV-branded properties, rooms, and sales facilities
over a five-year period ending on December 31, 2026, setting forth annual
and cumulative target room conversions;
• escalated royalty fee if the applicable target room conversion is not
achieved, which is subject to reverting back to the original royalty fee
if HGV catches up to subsequent years' targets; and
• certain parameters and conditions related to the offer and sale by HGV of
its new "HGV Max" branded product that provides access across legacy HGV
and both converted and unconverted Diamond properties.
The Amendment also addresses certain other matters, such as property safety standards that have to be met before the Diamond properties may be converted, disclosure to be made to consumers who gain access to Diamond properties, and Hilton's right to review HGV's sales, reservations, and marketing materials and activities related to the HGV Max branded product.
The foregoing summary does not purport to be complete and is qualified in its entirety by reference to the full text of the Amendment filed herewith as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 1.01.
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Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
No. Description
10.1 First Amendment to Amended and Restated License Agreement, dated as
of April 4, 2022, between Hilton Grand Vacations Inc. and Hilton
Worldwide Holdings Inc.
101 Interactive Data File - XBRL tags are embedded within the Inline XBRL
document.
104 Cover Page Interactive Data File (embedded within the Inline XBRL
document).
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