Interval Leisure Group Reports Fourth Quarter and Full Year 2012 Results

  Interval Leisure Group Reports Fourth Quarter and Full Year 2012 Results

Business Wire

MIAMI -- February 27, 2013

Interval Leisure Group (Nasdaq: IILG) ("ILG") today announced results for the
three months and full year ended December 31, 2012.

FOURTH QUARTER AND FULL YEAR 2012 HIGHLIGHTS

  *ILG consolidated fourth quarter revenue increased by 11.2% from the same
    period last year, while full year revenue increased by 10.4%.
  *The Company generated fourth quarter diluted earnings per share of $0.27,
    up 68.8% from the prior year period. Full year adjusted diluted earnings
    per share were $0.91, an increase of 28.2% year-over-year.
  *Interval Network member count increased 2.4% over last year. Full year
    total transaction revenue was higher by 3.2% year-over-year.
  *Fourth quarter Management and Rental segment revenue increased by 47.8%.
    Full year Management and Rental revenue increased by 45.7%. Segment
    adjusted EBITDA rose by 87.6% year-over-year.
  *ILG declared its first regular quarterly dividend in March 2012. During
    2012, ILG paid $28.4 million, or fifty cents per share in dividends,
    including the acceleration of first quarter 2013.
  *Free cash flow was $65.4 million for 2012.

"Interval Leisure Group has made significant progress in expanding its role in
the shared ownership market. We are pleased with the more than 10% growth in
consolidated revenue, as this is more than twice the top line growth we saw in
2011. Additionally, adjusted EBITDA increased by 4.1% for the full year," said
Craig M. Nash, Chairman, President and Chief Executive Officer of Interval
Leisure Group. "We remain focused on deploying capital through strategic
transactions as we continue to execute on our long-term strategy.”

Financial Summary & Operating Metrics (USD in millions except per share
amounts)

                                           Quarter                     Year
                      Three Months Ended               Year Ended
                                         Over                      Over
                      December 31,                     December 31,    Year
                                           Quarter
Metrics              2012       2011               2012   2011   Change
                                           Change
Revenue               110.7      99.5     11.2%       473.3  428.8   10.4%
Membership and        81.0        79.4     2.0%        357.7   349.4   2.4%
Exchange revenue
Management and        29.7        20.1     47.8%       115.6   79.4    45.7%
Rental revenue
Gross profit          70.3        65.7     7.0%        305.1   287.4   6.2%
Net income
attributable to       15.3        9.0      69.8%       40.7    41.1    (1.0)%
common stockholders
Adjusted net          15.3        9.0      69.8%       52.0    41.1    26.3%
income*
Diluted EPS           $0.27       $0.16    68.8%       $0.71   $0.71   0.0%
Adjusted diluted      $0.27       $0.16    68.8%       $0.91   $0.71   28.2%
EPS*
Adjusted EBITDA*      34.0        33.4     1.7%        157.2   151.0   4.1%
                                                           
Balance sheet data   December 31, 2012   December 31, 2011        
Cash and cash         101.2                195.5
equivalents
Debt                  260.0                340.1
                                                           
                      Year Ended           Year Over

                      December 31,         Year

Cash flow data       2012       2011    Change                 
Net cash provided
by operating          80.4        95.9     (16.1)%
activities
Free cash flow*      65.4       82.9    (21.1)%                

* “Adjusted net income”, “Adjusted diluted EPS”, “Adjusted EBITDA” and “Free
cash flow” are non-GAAP measures as defined by the Securities and Exchange
Commission (the “SEC”). Please see “Presentation of Financial Information,”
“Glossary of Terms” and “Reconciliations of Non-GAAP Measures” below for an
explanation of non-GAAP measures used throughout this release.

DISCUSSION OF RESULTS

Fourth Quarter 2012 Consolidated Operating Results

Consolidated revenue for the quarter ended December 31, 2012 was $110.7
million, an increase of 11.2% compared to the fourth quarter of 2011.

Net income attributable to common stockholders for the three months ended
December 31, 2012 was $15.3 million, an increase of $6.3 million from $9.0
million for the same period of 2011. Net income growth for the 2012 period
reflects higher pre-tax income of $11.6 million primarily resulting from an
improvement in gross profit of $4.6 million and lower interest expense of $7.0
million due to the early extinguishment and refinancing of our indebtedness in
September 2012. Diluted earnings per share (EPS) were $0.27 compared to
diluted EPS of $0.16 for the same period of 2011.

Adjusted EBITDA for the quarter ended December 31, 2012 of $34.0 million
includes the results of Vacation Resorts International (VRI) acquired in
February 2012 and compares to $33.4 million for the same period of 2011.

Full Year 2012 Consolidated Operating Results

Consolidated revenue for the year ended December 31, 2012 was $473.3 million,
an increase of 10.4% from $428.8 million for 2011. The increase was largely
driven by incremental revenue contribution from our Management and Rental
segment, primarily resulting from the inclusion of VRI.

Net income attributable to common stockholders for the year ended December 31,
2012 was $40.7 million or $0.71 of diluted EPS, compared to $41.1 million or
$0.71 for the same period of 2011. Net income for full year 2012 reflects an
$18.5 million non-cash, pre-tax loss associated with the early extinguishment
of our indebtedness. Excluding the impact of this non-cash loss, adjusted net
income for 2012 was $52.0 million, an increase of 26.3% year-over-year, and
adjusted diluted EPS were $0.91 for full year 2012 compared to diluted EPS of
$0.71 in 2011.

The year-over-year increase in adjusted net income was driven by higher
pre-tax income of $17.4 million, which excludes the $18.5 million non-cash
loss on extinguishment of debt, primarily resulting from a rise in gross
profit of $17.7 million, or 6.2%, and lower amortization of intangibles and
interest expense, partly offset by unfavorable non-operating foreign currency
fluctuations of $4.0 million primarily as a result of our foreign subsidiaries
holding U.S dollar denominated cash balances.

Adjusted EBITDA was $157.2 million for the year ended December 31, 2012,
compared to $151.0 million in 2011.

Business Segment Results

Membership and Exchange

Membership and Exchange segment revenue for the three months and year ended
December 31, 2012, was $81.0 million and $357.7 million, respectively. For the
full year 2012, Interval Network membership fee and transaction revenue were
$130.8 million and $198.4 million, respectively, representing increases of
1.0% and 3.2%, respectively, over the prior year. Year-over-year, average
revenue per member decreased to $41.30, or 1.8%, in the fourth quarter and was
flat for the full year, primarily reflecting a shift in membership mix to
include a greater percentage of corporate members.

At December 31, 2012, the Membership and Exchange segment had approximately
two million members enrolled in its various membership programs. The Interval
Network had approximately 1.82 million active members, an increase of 2.4%
from December 31, 2011.

Membership and Exchange adjusted EBITDA was $30.7 million and $142.6 million
in the fourth quarter and full year 2012, respectively, representing decreases
of 1.8% and 0.4% from the segment's adjusted EBITDA of $31.3 million and
$143.2 million in the fourth quarter and full year 2011, respectively.

Throughout 2012, Interval renewed strategic agreements with key clients and
affiliated 81 vacation ownership resorts in domestic and international
markets. In 2012, over 73% of all new affiliations were located in non-US
locations. Membership mix as of December 31, 2012 included 62% traditional and
38% corporate members, compared to 68% and 32%, respectively, as of December
31, 2011.

Management and Rental

Management and Rental segment revenue for the three months and year ended
December 31, 2012, was $29.7 million and $115.6 million, respectively,
including $13.8 million and $54.9 million of management fee and rental revenue
(defined below).

Year-over-year, management fee and rental revenue grew by 67.8% for the fourth
quarter and 69.4% for the year ended December 31, 2012. The improvement was
primarily driven by the incremental revenue contribution from VRI for the ten
months of 2012 subsequent to our acquisition and higher revenue per available
room ("RevPAR") at Aston. Aston RevPAR for the quarter ended December 31, 2012
was $125.58 compared to $111.82 for the same period in 2011, and for the year
ended December 31, 2012 was $130.28 compared to $111.43 in 2011, resulting
from both a higher average daily rate and improved occupancy rates.

Management and Rental segment adjusted EBITDA was $3.3 million in the fourth
quarter of 2012, an increase of 53.3% from the prior year period. Management
and Rental segment adjusted EBITDA for the full year 2012 was $14.6 million,
an increase of 87.6% from adjusted EBITDA of $7.8 million for the same period
in 2011.

CAPITAL RESOURCES AND LIQUIDITY

As of December 31, 2012, ILG's cash and cash equivalents totaled $101.2
million, compared to $195.5 million as of December 31, 2011. As of December
31, 2012, the Company's total debt outstanding was $260 million, compared to
$340.1 million as of December 31, 2011.

For the year ended December 31, 2012, ILG’s net cash provided by operating
activities was $80.4 million and free cash flow was $65.4 million, a decrease
from the prior year period largely resulting from the timing of income tax
payments and certain other payments made in connection with commercial
agreements.

Net cash used in investing activities was $47.3 million, primarily related to
our acquisition of VRI, additional investments in loans receivable and capital
expenditures totaling $15.0 million, or 3.2% of revenue, primarily related to
IT initiatives. These cash outflows were partly offset by the repayments of
certain existing loans receivable.

Net cash used in financing activities was $131.8 million for the year ended
December 31, 2012 and mainly related to the extinguishment and refinancing of
our indebtedness and our quarterly dividend payments.

Dividend

ILG declared its first regular quarterly dividend in March 2012. For the full
year 2012, ILG paid $28.4 million, or fifty cents per share in dividends,
including an accelerated dividend payment of $0.10 per share that otherwise
would have been paid in the first quarter of 2013.

PRESENTATION OF FINANCIAL INFORMATION

ILG management believes that the presentation of non-generally accepted
accounting principles (non-GAAP) financial measures, including, among others,
EBITDA, adjusted EBITDA, adjusted net income, adjusted basic and diluted EPS
and free cash flow, serves to enhance the understanding of ILG's performance.
These non-GAAP financial measures should be considered in addition to and not
as substitutes for, or superior to, measures of financial performance prepared
in accordance with U.S. generally accepted accounting principles (GAAP). In
addition, adjusted EBITDA (with certain additional add-backs) is used to
calculate compliance with certain financial covenants in ILG's credit
agreement. Management believes that these non-GAAP measures improve the
transparency of our disclosures, provide meaningful presentations of our
results from our business operations excluding the impact of certain items not
related to our core business operations and improve the period to period
comparability of results from business operations. These measures may also be
useful in comparing our results to those of other companies; however, our
calculations may differ from the calculations of these measures used by other
companies. More information about the non-GAAP financial measures, including
reconciliations of GAAP results to the non-GAAP measures, is available in the
financial tables that accompany this press release.

CONFERENCE CALL

ILG will host a conference call today at 4:30 p.m. Eastern Daylight Time to
discuss its results for the fourth quarter and full year 2012, with access via
the Internet and telephone. Investors and analysts may participate in the live
conference call by dialing (888) 396-2298 (toll-free domestic) or (617)
847-8708 (international); participant pass code: 64691967. Please register at
least 10 minutes before the conference call begins. A replay of the call will
be available for fourteen days via telephone starting approximately two hours
after the call ends. The replay can be accessed at (888) 286-8010 (toll-free
domestic) or (617) 801-6888 (international); pass code: 10687913. The webcast
will be archived on Interval Leisure Group’s website for 90 days after the
call. A transcript of the call will also be available on the website.

ABOUT INTERVAL LEISURE GROUP

Interval Leisure Group (ILG) is a leading global provider of membership and
leisure services to the vacation industry. Headquartered in Miami, Florida,
ILG has approximately 3,800 employees worldwide.

The company’s primary operating segment is Membership and Exchange, which
offers travel and leisure related products and services to about 2 million
member families who are enrolled in various programs. Interval International,
the segment’s principal business, has been a leader in vacation ownership
exchange since 1976. With offices in 16 countries, it operates the Interval
Network of nearly 2,800 resorts in more than 75 nations. ILG delivers
additional opportunities for vacation ownership exchange through its Trading
Places International (TPI) and Preferred Residences networks.

ILG also has a Management and Rental operating segment that includes Aston
Hotels & Resorts, Vacation Resorts International (VRI), and TPI. These
businesses provide hotel, condominium resort, timeshare resort, and
homeowners’ association management, as well as rental services, to travelers
and owners at more than 200 vacation properties, resorts and club locations
throughout North America. More information about the Company is available at
www.iilg.com.

FORWARD-LOOKING STATEMENTS

This press release contains "forward-looking statements" within the meaning of
Section 21E of the Securities Exchange Act of 1934, as amended, relating to:
our future financial performance, our business prospects and strategy,
anticipated financial position, liquidity and capital needs and other similar
matters. These forward-looking statements are based on management's current
expectations and assumptions about future events, which are inherently subject
to uncertainties, risks and changes in circumstances that are difficult to
predict.

Actual results could differ materially from those contained in the
forward-looking statements included herein for a variety of reasons,
including, among others: adverse trends in economic conditions generally or in
the vacation ownership, vacation rental and travel industries; adverse changes
to, or interruptions in, relationships with third parties; lack of available
financing for, or insolvency of developers; consolidation of developers;
decreased demand from prospective purchasers of vacation interests; travel
related health concerns; changes in our senior management; regulatory changes;
our ability to compete effectively and successfully add new products and
services; our ability to successfully manage and integrate acquisitions;
impairment of assets; the restrictive covenants in our revolving credit
facility; adverse events or trends in key vacation destinations; business
interruptions in connection with the rearchitecture of our technology systems;
ability of managed homeowners associations to collect sufficient maintenance
fees; third parties not repaying advances or extensions of credit; and our
ability to expand successfully in international markets and manage risks
specific to international operations. Certain of these and other risks and
uncertainties are discussed in our filings with the SEC. Other unknown or
unpredictable factors that could also adversely affect our business, financial
condition and results of operations may arise from time to time. In light of
these risks and uncertainties, the forward-looking statements discussed in
this release may not prove to be accurate. Accordingly, you should not place
undue reliance on these forward-looking statements, which only reflect the
views of our management as of the date of this press release. Except as
required by applicable law, ILG does not undertake to update these
forward-looking statements.

INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)


                  Three Months Ended               Year Ended
                   December 31,                      December 31,
                   2012             2011            2012         2011
                                                                   
Revenue            $  110,737        $  99,544       $ 473,339     $ 428,794
Cost of sales        40,466          33,856       168,259     141,420 
Gross profit          70,271            65,688         305,080       287,374
Selling and
marketing             12,236            12,289         53,559        53,504
expense
General and
administrative        26,238            22,777         105,270       94,508
expense
Amortization
expense of            2,040             6,853          23,041        27,301
intangibles
Depreciation         3,590           3,271        13,429      13,277  
expense
Operating             26,167            20,498         109,781       98,784
income
Other income
(expense):
Interest income       254               443            1,792         1,263
Interest              (1,755   )        (8,707  )      (25,629 )     (35,575 )
expense
Other income          (48      )        822            (2,456  )     1,580
(expense), net
Loss on
extinguishment       -               -            (18,527 )    -       
of debt
Total other          (1,549   )       (7,442  )     (44,820 )    (32,732 )
expense, net
Earnings before
income taxes
and                   24,618            13,056         64,961        66,052
noncontrolling
interest
Income tax           (9,341   )       (4,062  )     (24,252 )    (24,926 )
provision
Net income            15,277            8,994          40,709        41,126
Net loss
(income)
attributable to      (1       )       1            (7      )    -       
noncontrolling
interest
Net income
attributable to    $  15,276        $  8,995       $ 40,702     $ 41,126  
common
stockholders
                                                                   
Earnings per
share
attributable to
common
stockholders:
Basic              $  0.27           $  0.16         $ 0.72        $ 0.72
Diluted            $  0.27           $  0.16         $ 0.71        $ 0.71
Weighted
average number
of common stock
outstanding:
Basic                 56,854            56,019         56,549        56,981
Diluted               57,632            56,844         57,248        57,775
Dividends
declared per       $  0.20           $  -            $ 0.50        $ -
share of common
stock
                                                           
                                                                   
Adjusted net       $  15,276         $  8,995        $ 51,959      $ 41,126
income^1
Adjusted
earnings per
share^1:
Basic              $  0.27           $  0.16         $ 0.92        $ 0.72
Diluted            $  0.27           $  0.16         $ 0.91        $ 0.71
                                                                   
                                                                   
^1 "Adjusted net income" and "adjusted earnings per share" are non-GAAP
measures as defined by the SEC. Please see "Reconciliations of Non-GAAP
Measures" for a reconciliation to the comparable GAAP measure.

INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands)

                                      As of
                                    
                                      December 31,
                                      2012         2011
                                                      
ASSETS
Cash and cash equivalents             $ 101,162       $ 195,517
Deferred membership costs               12,349          12,461
Prepaid income taxes                    12,973          2,245
Other current assets                   83,011         75,416
Total current assets                    209,495         285,639
Goodwill and intangible assets, net     604,452         586,796
Deferred membership costs               11,058          13,331
Other non-current assets               81,915         90,556
TOTAL ASSETS                          $ 906,920       $ 976,322
                                                      
                                                      
LIABILITIES AND EQUITY
LIABILITIES:
Accounts payable, trade               $ 11,086        $ 11,905
Deferred revenue                        93,367          91,214
Other current liabilities              70,950         74,891
Total current liabilities               175,403         178,010
Long-term debt                          260,000         340,113
Deferred revenue                        111,273         119,772
Other long-term liabilities             87,752          89,323
Redeemable noncontrolling interest      426             419
TOTAL STOCKHOLDERS' EQUITY             272,066        248,685
TOTAL LIABILITIES AND EQUITY          $ 906,920       $ 976,322


INTERVAL LEISURE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)

                                                   Year Ended December 31,
                                                    2012          2011
                                                                   
Cash flows from operating activities:
Net income                                          $ 40,709       $ 41,126
Adjustments to reconcile net income to net cash
provided by operating activities:
Amortization expense of intangibles                   23,041         27,301
Amortization of debt issuance costs                   1,376          1,806
Depreciation expense                                  13,429         13,277
Accretion of original issue discount                  1,840          2,538
Non-cash compensation expense                         10,931         11,636
Non-cash interest expense                             433            464
Non-cash interest income                              (850     )     -
Deferred income taxes                                 6,507          1,015
Excess tax benefits from stock-based awards           (3,017   )     (1,271  )
Gain on disposal of property and equipment            (256     )     -
Loss on extinguishment of debt                        18,527         -
Change in fair value of contingent consideration      (544     )     1,159
Changes in assets and liabilities                    (31,688  )    (3,144  )
Net cash provided by operating activities            80,438       95,907  
Cash flows from investing activities:
Acquisition, net of cash acquired                     (39,963  )     -
Capital expenditures                                  (15,040  )     (13,038 )
Investment in financing receivables                   (9,480   )     (16,536 )
Payments received on financing receivables            16,989         -
Proceeds from disposal of property and equipment      230            -
Acquisition of assets                                -            (5,600  )
Net cash used in investing activities                (47,264  )    (35,174 )
Cash flows from financing activities:
Principal payments on term loan                       (56,000  )     (20,000 )
Redemption of senior notes                            (300,000 )     -
Borrowings on revolving credit facility               290,000        -
Payments on revolving credit facility                 (30,000  )     -
Payments of debt issuance costs                       (3,912   )     -
Treasury stock purchases                              -              (20,913 )
Dividend payments                                     (28,366  )     -
Other, net                                           (3,563   )    (2,642  )
Net cash used in financing activities                (131,841 )    (43,555 )
Effect of exchange rate changes on cash and cash     4,312        (2,163  )
equivalents
Net increase (decrease) in cash and cash              (94,355  )     15,015
equivalents
Cash and cash equivalents at beginning of period     195,517      180,502 
Cash and cash equivalents at end of period          $ 101,162     $ 195,517 
                                                                   
                                                                   
Supplemental disclosures of cash flow
information:
Interest, net of amounts capitalized                $ 31,363       $ 30,603
Income taxes, net of refunds                        $ 25,693       $ 17,068


OPERATING STATISTICS
                                                                        
               Three Months Ended December 31,          Year Ended December 31,
               2012         % Change   2011             2012          % Change   2011
Membership
and Exchange
Total active
members at
end of           1,824      2.4  %       1,780            1,824       2.4  %       1,780
period
(000's)
Average
revenue per    $ 41.30      (1.8 )%    $ 42.05          $ 182.39      (0.2 )%    $ 182.71
member
                                                                                 
Management
and Rental
Available
room nights      371        (2.3 )%      380              1,497       (2.6 )%      1,537
(000's)
RevPAR         $ 125.58     12.3 %     $ 111.82         $ 130.28      16.9 %     $ 111.43
                                                                                 
                                                                                 
                                                                                 
ADDITIONAL DATA
                                                                                 
               Three Months Ended December 31,          Year Ended December 31,
               2012         % Change   2011             2012          % Change   2011
               (Dollars in thousands)                   (Dollars in thousands)
Membership
and Exchange
Transaction    $ 41,612     0.4  %     $ 41,432         $ 198,434     3.2  %     $ 192,297
revenue
Membership       33,133     3.0  %       32,169           130,784     1.0  %       129,477
fee revenue
Ancillary
member          1,434     (2.6 )%     1,472          6,976      (5.4 )%     7,371   
revenue
Total member     76,179     1.5  %       75,073           336,194     2.1  %       329,145
revenue
Other           4,828     10.9 %      4,353          21,538     6.2  %      20,282  
revenue
Total          $ 81,007    2.0  %     $ 79,426        $ 357,732    2.4  %     $ 349,427 
revenue
                                                                                 
Management
and Rental
Management
fee and        $ 13,781     67.8 %     $ 8,211          $ 54,946      69.4 %     $ 32,441
rental
revenue
Pass-through    15,949    33.9 %      11,907         60,661     29.3 %      46,926  
revenue
Total          $ 29,730    47.8 %     $ 20,118        $ 115,607    45.7 %     $ 79,367  
revenue
Management
and Rental       29.4   %   17.3 %       25.1   %         30.5    %   22.4 %       24.9    %
gross margin
Management
and Rental
gross margin     63.5   %   3.3  %       61.5   %         64.1    %   5.2  %       60.9    %
without
Pass-through
Revenue


RECONCILIATIONS OF NON-GAAP MEASURES

                    Year Ended December 31,                        
                     2012               % Change      2011
                     (Dollars in thousands)
Net cash provided
by operating         $  80,438            (16.1)%    $  95,907
activities
Less: Capital          (15,040  )       15.4%        (13,038  )
expenditures
Free cash flow       $  65,398          (21.1)%    $  82,869   
                                                                       
                                                                       
                     Year Ended December 31,
                     2012              2011
                     (Dollars in thousands)
Net income
attributable to      $  40,702         $  41,126
common
stockholders
Loss on
extinguishment of       18,527            -
debt
Income tax
benefit of             (7,270   )       -
adjusting item^1
Adjusted net         $  51,959        $  41,126
income
                                                                       
                                                                       
                     Year Ended December 31,
                     2012                            2011
                     Basic             Diluted       Basic             Diluted
Earnings per         $  0.72           $  0.71       $  0.72           $  0.71
share
Loss on
extinguishment of       0.33              0.33          -                 -
debt
Income tax
benefit of             (0.13    )       (0.13  )     -               -
adjusting item^1
Adjusted earnings    $  0.92          $  0.91      $  0.72          $  0.71
per share

^1 Tax rate utilized is the applicable effective tax rate respective to the
period to the extent amounts are deductible.


                                                                                     
                 Three Months Ended December 31,
                 2012                                            2011
                 Membership     Management                       Membership     Management

                 and            and           Consolidated       and            and           Consolidated

                 Exchange       Rental                           Exchange       Rental
                 (Dollars in thousands)

Adjusted         $ 30,726       $ 3,269       $  33,995          $ 31,285       $ 2,133          33,418
EBITDA
Non-cash
compensation       (1,949  )      (249   )       (2,198  )         (2,562  )      (234   )       (2,796  )
expense
Other
non-operating     (44     )     (4     )      (48     )        823          (1     )      822     
income
(expense), net
EBITDA             28,733         3,016          31,749            29,546         1,898          31,444
Amortization
expense of         (339    )      (1,701 )       (2,040  )         (5,420  )      (1,433 )       (6,853  )
intangibles
Depreciation       (3,269  )      (321   )       (3,590  )         (3,045  )      (226   )       (3,271  )
expense
Less: Other
non-operating     44           4            48              (823    )     1            (822    )
income
(expense), net
Operating        $ 25,169      $ 998           26,167          $ 20,258      $ 240           20,498
income
Interest                                         254                                             443
income
Interest                                         (1,755  )                                       (8,707  )
expense
Other
non-operating                                    (48     )                                       822
income
(expense), net
Income tax                                      (9,341  )                                      (4,062  )
provision
Net income                                       15,277                                          8,994
Net loss
(income)
attributable                                    (1      )                                      1       
to
noncontrolling
interest
Net income
attributable                                  $  15,276                                      $  8,995   
to common
stockholders
                                                                                              
                                                                                              
                                                                                              
                 Year Ended December 31,
                 2012                                            2011
                 Membership     Management                       Membership     Management

                 and            and           Consolidated       and            and           Consolidated

                 Exchange       Rental                           Exchange       Rental
                 (Dollars in thousands)

Adjusted         $ 142,590      $ 14,592      $  157,182         $ 143,220      $ 7,778       $  150,998
EBITDA
Non-cash
compensation       (9,904  )      (1,027 )       (10,931 )         (10,638 )      (998   )       (11,636 )
expense
Other
non-operating      (2,303  )      (153   )       (2,456  )         1,705          (125   )       1,580
income
(expense), net
Loss on
extinguishment    (18,527 )     -            (18,527 )        -            -            -       
of debt
EBITDA             111,856        13,412         125,268           134,287        6,655          140,942
Amortization
expense of         (16,147 )      (6,894 )       (23,041 )         (21,689 )      (5,612 )       (27,301 )
intangibles
Depreciation       (12,294 )      (1,135 )       (13,429 )         (12,331 )      (946   )       (13,277 )
expense
Less: Other
non-operating      2,303          153            2,456             (1,705  )      125            (1,580  )
income
(expense), net
Less: Loss on
extinguishment    18,527       -            18,527          -            -            -       
of debt
Operating        $ 104,245     $ 5,536         109,781         $ 98,562      $ 222           98,784
income
Interest                                         1,792                                           1,263
income
Interest                                         (25,629 )                                       (35,575 )
expense
Other
non-operating                                    (2,456  )                                       1,580
income
(expense), net
Loss on
extinguishment                                   (18,527 )                                       -
of debt
Income tax                                      (24,252 )                                      (24,926 )
provision
Net income                                       40,709                                          41,126
Net income
attributable
to                                              (7      )                                      -       
noncontrolling
interest
Net income
attributable                                  $  40,702                                      $  41,126  
to common
stockholders


GLOSSARY OF TERMS

Adjusted Diluted EPS - Adjusted Net Income divided by the weighted average
number of shares of common stock and dilutive securities outstanding during
the period.

Adjusted EBITDA - EBITDA, excluding, if applicable: (1) non-cash compensation
expense, (2) goodwill and asset impairments and (3) other non-operating income
and expense (including loss on extinguishment of debt). The Company's
presentation of Adjusted EBITDA may not be comparable to similarly-titled
measures used by other companies.

Adjusted Net Income - Net income attributable to common stockholders excluding
the non-cash loss on extinguishment of our indebtedness, net of tax.

Ancillary Member Revenue - Other Interval Network member related revenue
including insurance and travel related services.

Available Room Nights - Number of nights available for rental by Aston at
managed vacation properties during the period, which excludes all rooms under
renovation.

Average Revenue per Member - Membership fee revenue, transaction revenue and
ancillary member revenue for the Interval Network for the applicable period,
divided by the monthly weighted average number of Interval Network active
members during the applicable period.

EBITDA - Net income excluding, if applicable: (1) interest income and interest
expense, (2)income taxes, (3)depreciation expense, and (4)amortization
expense of intangibles.

Free Cash Flow - Cash provided by operating activities less capital
expenditures.

Gross Lodging Revenue - Total room revenue collected from all Aston-managed
occupied rooms during the period.

Management Fee and Rental Revenue – Represents revenue earned by our
Management and Rental segment exclusive of pass-through revenue.

Pass-through Revenue - Represents the compensation and other employee-related
costs directly associated with management of the properties and homeowner
associations that are included in both revenue and cost of sales and that are
passed on to the property owners and homeowner associations without mark-up.
Management believes presenting gross margin without these expenses provides
management and investors a relevant period-over-period comparison.

RevPAR - Gross Lodging Revenue divided by Available Room Nights during the
period for Aston.

Total Active Members - Active members of the Interval Network as of the end of
the period. Active members are members in good standing that have paid
membership fees and any other applicable charges in full as of the end of the
period or are within the allowed grace period.

Transaction Revenue – Interval Network transactional and service fees paid
primarily for exchanges, Getaways, and reservation servicing.

Contact:

Interval Leisure Group
Investor Contact:
Jennifer Klein, 305-925-7302
Investor Relations
Jennifer.Klein@iilg.com
Or
Media Contact:
Christine Boesch, 305-925-7267
Corporate Communications
Chris.Boesch@intervalintl.com
 
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