Hyatt Hotels Corp false 0001468174 0001468174 2024-10-28 2024-10-28

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 28, 2024

 

 

HYATT HOTELS CORPORATION

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   001-34521   20-1480589

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

 

150 North Riverside Plaza

Chicago, IL

  60606
(Address of principal executive offices)   (Zip Code)

Registrant’s telephone number, including area code: (312) 750-1234

Former name or former address, if changed since last report: Not Applicable

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading
Symbol

 

Name of each exchange

on which registered

Class A common stock, $0.01 par value   H   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 


Item 7.01.

Regulation FD Disclosure.

On October 28, 2024, Hyatt Hotels Corporation (the “Company”) announced plans for affiliates of Hyatt and Grupo Piñero to enter into a long-term asset-light strategic joint venture, headquartered in Palma de Mallorca, Spain, which will manage Bahia Principe-branded Hotels & Resorts and own the Bahia Principe brand. The joint venture is expected to expand Hyatt’s all-inclusive room portfolio by approximately 30% and enhance Hyatt’s position as one of the leading providers of all-inclusive offerings across the world.

An affiliate of the Company is investing €359 million at closing for 50% of the joint venture, plus €60 million when certain conditions are met, and separately, there is additional consideration tied to, and contingent upon, the development and opening of additional hotels in the future developed by Grupo Piñero on land that they already own in the Dominican Republic, Mexico, and Jamaica. Upon closing, 23 resorts, totaling over 12,000 rooms, including 22 resorts under the Bahia Principe Hotels & Resorts brand located across the Dominican Republic, Mexico, Jamaica, and Spain, as well as the exclusive Cayo Levantado Resort in the Dominican Republic will be added to Hyatt’s Inclusive Collection. A majority of the proceeds from this transaction will be leveraged by Grupo Piñero to invest in renovations for existing Bahia Principe resorts.

After closing, financial results of the joint venture will be consolidated within the Company’s financial statements and base and incentive management fees from hotel management are anticipated to be between €55 to €60 million in 2028, with additional revenue and fees earned from Hyatt platforms.

The transaction is anticipated to close in the coming months subject to customary closing conditions. The full text of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

The information furnished under Item 7.01, including Exhibit 99.1, in this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section and shall not be deemed incorporated by reference in any filing made by the Company under the Securities Act or the Exchange Act, except as set forth by specific reference in such filing.

Forward-Looking Statements

Forward-Looking Statements in this Current Report on Form 8-K, which are not historical facts, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements related to the Company’s outlook, plans, objectives, goals, expectations, beliefs, business strategies, future events, business conditions, business trends and expectations, and involve known and unknown risks that are difficult to predict. As a result, our actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” “likely,” “will,” “would” and variations of these terms and similar expressions, or the negative of these terms or similar expressions. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by us and our management, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, among others, the risks discussed in the Company’s filings with the SEC, including our annual report on Form 10-K and subsequent reports, which filings are available from the SEC. We caution you not to place undue reliance on any forward-looking statements, which are made only as of the date of this Current Report on Form 8-K. We do not undertake or assume any obligation to update publicly any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

 

Item 9.01.

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit

No.

   Document Description
99.1    Hyatt Hotels Corporation Press Release, dated October 28, 2024
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)

 


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

    Hyatt Hotels Corporation
Date: October 28, 2024     By:  

/s/ Joan Bottarini

    Name:   Joan Bottarini
    Title:   Executive Vice President, Chief Financial Officer

Exhibit 99.1

 

LOGO

Hyatt and Grupo Piñero Announce Plans to Form Strategic Venture for Growth of Bahia Principe Hotels & Resorts Brand

Strategic joint venture will strengthen Hyatt’s position as a global leader in the all-inclusive space and boost the growth of Grupo Piñero’s hotel division and its ability to reach new clients in key markets

CHICAGO, IL / PALMA DE MALLORCA, SPAIN (October 28, 2024) – Hyatt Hotels Corporation (NYSE: H) today announced plans for affiliates of Hyatt and Grupo Piñero to enter into a long-term asset-light strategic joint venture, headquartered in Palma de Mallorca, Spain, which will manage Bahia Principe-branded hotels and resorts and own the Bahia Principe brand. The 50/50 joint venture is expected to expand Hyatt’s all-inclusive room portfolio by approximately 30% and enhance Hyatt’s position as one of the leading providers of all-inclusive offerings across the world.

For Grupo Piñero, this strategic venture will build on the company’s longstanding success in all-inclusive hospitality with a robust European customer base and is expected to provide expanded opportunities with travelers in the Americas and other important markets.

The transaction is anticipated to close in the coming months subject to customary closing conditions. Hyatt plans to appoint Bahia Principe’s current Chief Executive Officer Julio Pérez as Chief Executive Officer to lead the management company following close, with Grupo Piñero’s current Global Chief Executive Officer Encarna Piñero serving as Chairman of the Board and additional officers to be named at a later time.

Upon closing, 23 resorts, totaling over 12,000 rooms, including 22 resorts under the Bahia Principe Hotels & Resorts brand located across the Dominican Republic, Mexico, Jamaica, and Spain, as well as the exclusive Cayo Levantado Resort in the Dominican Republic will be added to Hyatt’s Inclusive Collection. A majority of the proceeds from this transaction will be leveraged by Grupo Piñero to enhance existing Bahia Principe resorts.

“The addition of Bahia Principe’s resorts to Hyatt’s Inclusive Collection will enhance Hyatt’s all-inclusive offering and strengthen our leadership position with one of the largest collections of all-inclusive resorts in the world,” said Mark Hoplamazian, President and Chief Executive Officer, Hyatt. “Grupo Piñero’s family business culture, shared values, and expertise in the four- to five-star all-inclusive category coupled with Hyatt’s leadership in luxury all-inclusive creates powerful opportunities across Hyatt’s business – for guests and World of Hyatt members seeking quality all-inclusive experiences across stay occasions, and for hotel owners who can benefit from the network effect of more travelers within the portfolio.”

“For Grupo Piñero, the asset-light long-term strategic joint venture with Hyatt will strengthen Bahia Principe’s legacy and represents a clear path to build on its success and growth strategy for the future,” said Encarna Piñero, Global CEO of Grupo Piñero. “Bahia Principe has experienced rapid growth since the opening of our first property in the Dominican Republic nearly 30 years ago. Throughout our journey, we have maintained our core beliefs as a family-owned business, always being faithful to our purpose of seeking to generate a positive social and economic impact for the local communities of the destinations in which we operate. We appreciate and recognize these values in Hyatt’s purpose of care and look forward to the next chapter in Bahia Principe’s bright future.”

With a history of almost 50 years, Grupo Piñero has established itself as a benchmark in the tourism industry internationally. Grupo Piñero’s company culture aligns closely with Hyatt’s values, purpose, and a shared commitment to responsible business.

Bahia Principe Hotels & Resorts is expected to join the World of Hyatt loyalty program at a later date.

The term “Hyatt” is used in this release for convenience to refer to Hyatt Hotels Corporation and/or one or more of its affiliates.


LOGO

 

About Hyatt Hotels Corporation

Hyatt Hotels Corporation, headquartered in Chicago, is a leading global hospitality company guided by its purpose – to care for people so they can be their best. As of June 30, 2024, the Company’s portfolio included more than 1,350 hotels and all-inclusive properties in 78 countries across six continents. The Company’s offering includes brands in the Timeless Collection, including Park Hyatt®, Grand Hyatt®, Hyatt Regency®, Hyatt®, Hyatt Vacation Club®, Hyatt Place®, Hyatt House®, Hyatt Studios, and UrCove; the Boundless Collection, including Miraval®, Alila®, Andaz®, Thompson Hotels®, Dream® Hotels, Hyatt Centric®, and Caption by Hyatt®; the Independent Collection, including The Unbound Collection by Hyatt®, Destination by Hyatt®, and JdV by Hyatt®; and the Inclusive Collection, including Impression by Secrets, Hyatt Ziva®, Hyatt Zilara®, Zoëtry® Wellness & Spa Resorts, Secrets® Resorts & Spas, Breathless Resorts & Spas®, Dreams® Resorts & Spas, Hyatt Vivid Hotels & Resorts, Alua Hotels & Resorts®, and Sunscape® Resorts & Spas. Subsidiaries of the Company operate the World of Hyatt® loyalty program, ALG Vacations®, Mr & Mrs Smith, Unlimited Vacation Club®, Amstar DMC destination management services, and Trisept Solutions® technology services. For more information, please visit www.hyatt.com.

About Grupo Piñero

Grupo Piñero is a Spanish tourism group founded in 1975 by Pablo Piñero. Currently chaired by Isabel García Lorca and led since 2017 by Encarna Piñero, as Global CEO, together with her sisters Isabel, Chief Sustainability Officer and Lydia, chair of the Investment Committee. With almost 50 years of history, the Group carries out responsible management with a strategic plan whose transversal axis is sustainability. The main objective of this vision is to care for people, the environment and the promotion of tourism that generates wealth while based on respect for the destinations where it operates.

Its activity includes four divisions: the Hotel business, which has resorts in the Dominican Republic (first hotel group with the largest number of owned establishments), Mexico, Jamaica and Spain; the Real Estate and Golf business, with residential complexes in the Dominican Republic and Mexico; the Tour Operator division, comprising Soltour, the leading independent tour operator in Spain and Portugal in the holiday segment, and the Mobility Incoming & Leisure division, which includes Coming2, the perfect destination host that complements the offer through land and maritime transport services, highlighting its commitment to sustainable mobility. Today, Grupo Piñero has more than 15,000 employees in Spain, Portugal, Dominican Republic, Mexico, Jamaica, Switzerland, USA, Argentina and Luxemburg.

For more information: www.grupo-pinero.com

Forward-Looking Statements

Forward-Looking Statements in this press release, which are not historical facts, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include statements about the Company’s proposed strategic joint venture transaction, the expected timeline for completing the transaction and leadership of the management company in connection with the transaction, the development pipeline related to the transaction, strategies, outlook, prospects or future events and involve known and unknown risks that are difficult to predict. As a result, our actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements. In some cases, you can identify forward-looking statements by the use of words such as “may,” “could,” “expect,” “intend,” “plan,” “seek,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “continue,” “likely,” “will,” “would” and variations of these terms and similar expressions, or the negative of these terms or similar expressions. Such forward-looking statements are necessarily based upon estimates and assumptions that, while considered reasonable by us and our management, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: general economic uncertainty in key global markets and a worsening of global economic conditions or low levels of economic growth; the rate and pace of economic recovery following economic downturns; global supply chain constraints and interruptions, rising costs of construction-related labor and materials, and increases in costs due to inflation or other factors that may not be fully offset by increases in revenues in our business; risks affecting the luxury,


LOGO

 

resort, and all-inclusive lodging segments; levels of spending in business, leisure, and group segments, as well as consumer confidence; declines in occupancy and average daily rate; limited visibility with respect to future bookings; loss of key personnel; domestic and international political and geopolitical conditions, including political or civil unrest or changes in trade policy; hostilities, or fear of hostilities, including future terrorist attacks, that affect travel; travel-related accidents; natural or man-made disasters, weather and climate-related events, such as earthquakes, tsunamis, tornadoes, hurricanes, droughts, floods, wildfires, oil spills, nuclear incidents, and global outbreaks of pandemics or contagious diseases, or fear of such outbreaks; our ability to successfully achieve certain levels of operating profits at hotels that have performance tests or guarantees in favor of our third-party owners; the impact of hotel renovations and redevelopments; risks associated with our capital allocation plans, share repurchase program, and dividend payments, including a reduction in, or elimination or suspension of, repurchase activity or dividend payments; the seasonal and cyclical nature of the real estate and hospitality businesses; changes in distribution arrangements, such as through internet travel intermediaries; changes in the tastes and preferences of our customers; relationships with colleagues and labor unions and changes in labor laws; the financial condition of, and our relationships with, third-party owners, franchisees, and hospitality venture partners; the possible inability of third-party owners, franchisees, or development partners to access the capital necessary to fund current operations or implement our plans for growth; risks associated with potential acquisitions and dispositions and our ability to successfully integrate completed acquisitions with existing operations; failure to successfully complete proposed transactions (including the failure to satisfy closing conditions or obtain required approvals); our ability to successfully execute our strategy to expand our management and hotels services and franchising business while at the same time reducing our real estate asset base within targeted timeframes and at expected values; our ability to maintain effective internal control over financial reporting and disclosure controls and procedures; declines in the value of our real estate assets; unforeseen terminations of our management and hotels services or franchise agreements; changes in federal, state, local, or foreign tax law; increases in interest rates, wages, and other operating costs; foreign exchange rate fluctuations or currency restructurings; risks associated with the introduction of new brand concepts, including lack of acceptance of new brands or innovation; general volatility of the capital markets and our ability to access such markets; changes in the competitive environment in our industry, industry consolidation, and the markets where we operate; our ability to successfully grow the World of Hyatt loyalty program and Unlimited Vacation Club paid membership program; cyber incidents and information technology failures; outcomes of legal or administrative proceedings; and violations of regulations or laws related to our franchising business and licensing businesses and our international operations; and other risks discussed in the Company’s filings with the SEC, including our annual reports on Form 10-K and quarterly reports on Form 10-Q, which filings are available from the SEC. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth above. We caution you not to place undue reliance on any forward-looking statements, which are made only as of the date of this press release. We do not undertake or assume any obligation to update publicly any of these forward-looking statements to reflect actual results, new information or future events, changes in assumptions or changes in other factors affecting forward-looking statements, except to the extent required by applicable law. If we update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.

MEDIA CONTACTS:

Hyatt

Robert Martinez

robert.martinez1@hyatt.com

Grupo Piñero

Patricia Reina

preina@grupo-pinero.com

Yndira Marin

yndira.marin@llyc.global


LOGO

 

INVESTOR CONTACTS:

Adam Rohman

adam.rohman@hyatt.com

Ryan Nuckols

ryan.nuckols@hyatt.com

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Oct. 28, 2024
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Entity Central Index Key 0001468174
Document Type 8-K
Document Period End Date Oct. 28, 2024
Entity Incorporation State Country Code DE
Entity File Number 001-34521
Entity Tax Identification Number 20-1480589
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Entity Address, City or Town Chicago
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Entity Address, Postal Zip Code 60606
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Trading Symbol H
Security Exchange Name NYSE
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