mar-20210331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_______________________________________

FORM 10-Q

_______________________________________


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2021


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File No. 1-13881

_________________________________________________

MARRIOTT INTERNATIONAL, INC.

(Exact name of registrant as specified in its charter)

_______________________________________

Delaware

52-2055918

(State or other jurisdiction of
incorporation or organization)

(IRS Employer
Identification No.)

10400 Fernwood Road

Bethesda

Maryland

20817

(Address of principal executive offices)

(Zip Code)

(301) 380-3000

(Registrant’s telephone number, including area code)

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

Title of Each Class

Trading Symbol(s)

Name of Each Exchange on Which Registered

Class A Common Stock, $0.01 par value

MAR

Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ý No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ý No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

☐

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. ¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: 325,638,540 shares of Class A Common Stock, par value $0.01 per share, outstanding at April 30, 2021.

Table of Contents

MARRIOTT INTERNATIONAL, INC.

FORM 10-Q TABLE OF CONTENTS


		Page No.

Part I.	Financial Information (Unaudited):

Item 1.	Financial Statements

	Condensed Consolidated Statements of (Loss) Income	3

	Condensed Consolidated Statements of Comprehensive Loss	4

	Condensed Consolidated Balance Sheets	5

	Condensed Consolidated Statements of Cash Flows	6

	Notes to Condensed Consolidated Financial Statements	7

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	17

	Cautionary Statement	17

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	27

Item 4.	Controls and Procedures	27

Part II.	Other Information:

Item 1.	Legal Proceedings	28

Item 1A.	Risk Factors	28

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	41





Item 6.	Exhibits	42

	Signature	43

Table of Contents

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

MARRIOTT INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF (LOSS) INCOME

($ in millions, except per share amounts)

(Unaudited)


	Three Months Ended
	March 31, 2021		March 31, 2020
REVENUES
Base management fees	$	106	$	214
Franchise fees	306		415
Incentive management fees	33		—
Gross fee revenues	445		629
Contract investment amortization	(17)		(25)
Net fee revenues	428		604
Owned, leased, and other revenue	108		280
Cost reimbursement revenue	1,780		3,797
	2,316		4,681
OPERATING COSTS AND EXPENSES
Owned, leased, and other-direct	135		272
Depreciation, amortization, and other	52		150
General, administrative, and other	211		270
Restructuring and merger-related charges (recoveries)	1		(2)
Reimbursed expenses	1,833		3,877
	2,232		4,567
OPERATING INCOME	84		114
Gains (losses) and other income, net	1		(4)
Interest expense	(107)		(93)
Interest income	7		6
Equity in losses	(12)		(4)
(LOSS) INCOME BEFORE INCOME TAXES	(27)		19
Benefit for income taxes	16		12
NET (LOSS) INCOME	$	(11)	$	31
(LOSS) EARNINGS PER SHARE
(Loss) earnings per share - basic	$	(0.03)	$	0.10
(Loss) earnings per share - diluted	$	(0.03)	$	0.09

See Notes to Condensed Consolidated Financial Statements.

Table of Contents

MARRIOTT INTERNATIONAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

($ in millions)

(Unaudited)


	Three Months Ended
	March 31, 2021		March 31, 2020
Net (loss) income	$	(11)	$	31
Other comprehensive loss:
Foreign currency translation adjustments	(155)		(383)
Derivative instrument adjustments and other, net of tax	—		5



Total other comprehensive loss, net of tax	(155)		(378)
Comprehensive loss	$	(166)	$	(347)

See Notes to Condensed Consolidated Financial Statements.

Table of Contents

MARRIOTT INTERNATIONAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

($ in millions)


	(Unaudited)
	March 31, 2021		December 31, 2020
ASSETS
Current assets
Cash and equivalents	$	628	$	877
Accounts and notes receivable, net	1,857		1,768
Prepaid expenses and oth

SEC Form 10-Q filed by Marriott International