What was the total goodwill for Caption By Hyatt at the beginning of 2023?
Caption_By_Hyatt Franchise · 2025 FDDAnswer from 2025 FDD Document
ordingly, these estimates, along with any related tax impacts, are subject to change during the measurement period, which is up to one year from the date of acquisition.
The following table summarizes the preliminary fair value of the identifiable net assets acquired at the acquisition date:
| Cash and cash equivalents | $ 2 |
|---|---|
| Receivables (1) | 15 |
| Operating lease right-of-use assets | 1 |
| Goodwill (2) | 336 |
| Indefinite-lived intangibles (3) | 84 |
| Management and hotel services agreement intangibles (4) | 433 |
| Other assets (5) | 50 |
| Total assets acquired | $ 921 |
| Accounts payable (1) | $ 15 |
| Accrued expenses and other current liabilities | 1 |
| Long-term operating lease liabilities | 1 |
| Other long-term liabilities (5) | 162 |
| Total liabilities assumed | 179 |
| Noncontrolling interest | 277 |
| Total net assets acquired attributable to Hyatt Hotels Corporation | $ 465 |
- (1) Relates to value added taxes. We recorded an offsetting payable as amounts to be received are due to a third-party.
- (2) The goodwill is attributable to the growth opportunities we expect to realize by expanding our all-inclusive resort offerings and destination management services as well as synergies we expect to realize in the future through our management of and licensing of the Bahia Principe brand to the Unlimited Vacation Club business. Goodwill is not tax deductible. At December 31, 2024, we have not completed the assignment of goodwill to reporting units due to the close proximity of the closing date and our year end (see Note 9).
- (3) Relates to the Bahia Principe brand name.
- (4) Amortized over useful lives of approximately 25 to 31 years, with a weighted-average useful life of approximately 28 years.
- (5) Includes $50 million of prior year tax liabilities relating to certain foreign filing positions, including interest. We recorded an offsetting indemnification asset in other assets that we expect to collect under contractual agreements (see Note 10 and Note 14).
During the year ended December 31, 2024, we recognized $11 million of transaction costs, primarily related to regulatory, financial advisory, and legal fees, in transaction and integration costs on our consolidated statements of income.
Alua Portfolio—During the year ended December 31, 2024, we completed an asset acquisition of Alua Atlántico Golf Resort, Alua Tenerife, and AluaSoul Orotava Valley through a locked box structure. The enterprise value of €117 million was subject to customary adjustments related to indebtedness and net working capital as of the locked box date, as well as a value accrual representing the economic value of the locked box date through the acquisition date. At closing, we paid €61 million of cash (approximately $65 million), including $4 million of cash acquired. Assets acquired primarily include $123 million of property and equipment, and liabilities assumed primarily include $53 million of long-term debt (see Note 11). All assets acquired and liabilities assumed are recorded within our owned and leased segment on our consolidated balance sheet.
Standard International—During the year ended December 31, 2024, we acquired 100% of the issued and outstanding equity interests of certain entities collectively doing business as Standard International for $150 million of base consideration, subject to customary adjustments related to working capital, cash, and indebtedness, and up to an additional $185 million of contingent consideration to be paid upon the achievement of certain milestones related to the development of additional hotels and/or potential new hotels identified by the sellers through 2028.
We closed on the transaction on October 1, 2024 and paid $151 million of cash. Upon acquisition, we recorded a $108 million contingent consideration liability at fair value in other long-term liabilities on our consolidated balance sheet. The fair value was estimated using a Monte Carlo simulation to model the likelihood of achieving the agreed-upon milestones based on available information as of the acquisition date. The valuation methodology includes assumptions and judgments regarding the discount rate, estimated probability of achieving the milestones, and expected timing of payments, which are primarily Level Three assumptions.
Source: Item 21 — Financial Statements (FDD pages 84–85)
What This Means (2025 FDD)
According to the 2025 FDD, Caption By Hyatt's financial statements include figures for goodwill. One table shows goodwill of $336 million, while another shows $86 million, another shows $38 million, and another shows $62 million. It is not clear which of these figures represents the total goodwill for Caption By Hyatt at the beginning of 2023.
Without additional context, it is difficult to determine the precise goodwill figure applicable to Caption By Hyatt at the beginning of 2023. The different goodwill amounts listed in the tables may relate to different segments, acquisitions, or reporting units within Hyatt Hotels Corporation.
A prospective Caption By Hyatt franchisee should seek clarification from the franchisor regarding these different goodwill figures. Specifically, they should ask for a breakdown of how goodwill is allocated across different business segments and which figure is most relevant to the Caption By Hyatt brand. Understanding the basis for goodwill and its potential impact on the financial statements is crucial for making an informed investment decision.