HGV Announces Pricing of Secondary Public Offering of Common Stock and Concurrent Share Repurchase

Yahoo

5 days ago

ORLANDO, Fla., August 13, 2025--(BUSINESS WIRE)--Hilton Grand Vacations Inc. (NYSE:HGV) ("HGV" or the "Company") today announced the pricing of the previously announced secondary public offering of 7,000,000 shares of the Company's common stock held by certain entities managed by affiliates of Apollo Global Management, Inc. (the "Selling Stockholders"). The offering is expected to close on August 14, 2025, subject to satisfaction of customary closing conditions. The underwriters will have a 30-day option to purchase up to an additional 1,050,000 shares of common stock from the Selling Stockholders. The Company is not selling any shares and will not receive any proceeds from the offering.
In addition, HGV has authorized the concurrent purchase from the underwriters of up to $40 million of shares of common stock as part of the public offering at a price per share equal to the price per share to be paid by the underwriters to the Selling Stockholders (the "Share Repurchase"), subject to the completion of the offering. The Share Repurchase is made pursuant to the Company's existing repurchase plans. The underwriters will not receive any underwriting fees for the shares being repurchased by the Company.
Wells Fargo Securities is acting as lead book-running manager and Deutsche Bank Securities and Barclays are also acting as book-running managers for the proposed offering.
A shelf registration statement (including a prospectus) relating to these securities has been filed with the Securities and Exchange Commission (the "Commission") and is effective. A preliminary prospectus supplement relating to the offering has also been filed with the Commission. Before investing, interested parties should read the shelf registration statement, preliminary prospectus supplement and other documents filed with the Commission for information about HGV and the offering. You may get these documents for free by visiting EDGAR on the Commission's website at sec.gov. Alternatively, a copy may be obtained from: Wells Fargo Securities LLC, 90 South 7th Street, 5th Floor, Minneapolis, MN 55402, at 800-645-3751 (option #5) or email a request to [e-mail].
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Important Notice
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements convey management's expectations as to the future of HGV and are based on management's beliefs, expectations, assumptions and such plans, estimates, projections and other information available to management at the time HGV makes such statements. Forward-looking statements include all statements that are not historical facts, and may be identified by terminology such as the words "outlook," "believe," "expect," "potential," "goal," "continues," "may," "will," "should," "could," "would," "seeks," "approximately," "projects," "predicts," "intends," "plans," "estimates," "anticipates," "future," "guidance," "target," or the negative version of these words or other comparable words, although not all forward-looking statements may contain such words. The forward-looking statements contained in this press release include statements regarding the proposed public offering, the Share Repurchase and other anticipated future events and expectations that are not historical facts. HGV cautions you that our forward-looking statements involve known and unknown risks, uncertainties and other factors, including those that are beyond HGV's control, which may cause the actual results, performance or achievements to be materially different from the future results. Any one or more of these risks or uncertainties could adversely impact HGV's operations, revenue, operating profits and margins, key business operational metrics, financial condition or credit rating. For a more detailed discussion of these factors, see the information under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in HGV's most recent Annual Report on Form 10-K, which may be supplemented and updated by the risk factors in HGV's quarterly reports, current reports and other filings HGV makes with the SEC, including HGV's most recent Quarterly Report on Form 10-Q. HGV's forward-looking statements speak only as of the date of this communication or as of the date they are made. HGV disclaims any intent or obligation to update any "forward-looking statement" made in this communication to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time.
About Hilton Grand Vacations Inc.
Hilton Grand Vacations Inc. (NYSE:HGV) is recognized as a leading global timeshare company and is the exclusive vacation ownership partner of Hilton. With headquarters in Orlando, Florida, Hilton Grand Vacations develops, markets, and operates a system of brand-name, high-quality vacation ownership resorts in select vacation destinations. Hilton Grand Vacations has a reputation for delivering a consistently exceptional standard of service, and unforgettable vacation experiences for guests and nearly 725,000 Club Members. Membership with the Company provides best-in-class programs, exclusive services and maximum flexibility for our Members around the world.
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