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) May 1, 2008
Wyndham Worldwide Corporation
(Exact Name of Registrant as Specified in Its Charter)
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| Delaware
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1-32876
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20-0052541 |
| (State or Other Jurisdiction
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(Commission File No.)
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(I.R.S. Employer |
| of Incorporation)
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Identification Number) |
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| Seven Sylvan Way
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07054 |
| Parsippany, NJ
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(Zip Code) |
| (Address of Principal |
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| Executive Office) |
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Registrant’s Telephone Number, Including Area Code: (973) 753-6000
None
(Former Name or Former Address if Changed Since Last Report)
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:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c)) |
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet
Arrangement of a Registrant.
New Timeshare Receivables Term Financing
On May 1, 2008, Wyndham Worldwide Corporation’s subsidiary Sierra Timeshare 2008-1
Receivables Funding, LLC (the “Issuer”) issued $200,000,000 aggregate principal amount of Vacation
Timeshare Loan Backed Notes with a blended coupon of 7.67% as of
May 1, 2008 under the Indenture and Servicing
Agreement, dated as of May 1, 2008, by and among the Issuer, Wyndham Consumer Finance, Inc., as
Servicer, Wells Fargo Bank, National Association, as Trustee, and U.S. Bank National Association,
as Collateral Agent (the “Indenture”). The notes are secured under the Indenture primarily by a
pool of pledged loans, each relating to the financing of one or more vacation ownership interests
by a consumer, and related pledged assets. A copy of the Indenture is
attached hereto as Exhibit 10.1 and is incorporated by reference
herein. Certain of the
initial purchasers of the Notes, the Trustee and the Collateral Agent, and their respective
affiliates, have performed and may in the future perform, various commercial banking, investment
banking and other financial advisory services for us and our subsidiaries for which they have
received, and will receive, customary fees and expenses. Certain of the initial purchasers are
affiliates of one or more entities who also serve as investors, or as administrators of investors,
with respect to asset-backed commercial paper conduits that hold certain Secured Variable Funding
Notes, issued by our Sierra Timeshare Conduit Receivables Funding Company, LLC subsidiary, which
were partially or fully repaid with the proceeds from the sale of the Notes.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits. The exhibit appearing on the page immediately following the signature page of this
report is furnished with this report.