Travel & Leisure Co. 8-K

What Happened
Travel + Leisure Co. (the “Company”) announced on May 11, 2026 that it entered into a purchase agreement for a private offering of $900 million aggregate principal of 6.250% senior secured notes due 2031. The offering is to qualified institutional buyers (Rule 144A) and certain non-U.S. investors (Reg S) and is expected to close on May 20, 2026. Concurrently, the Company issued a conditional redemption notice to redeem up to all $650 million of its outstanding 6.625% secured notes due July 2026, with a planned redemption date of May 22, 2026, conditioned on the closing of the offering.

Key Details

• Offering size: $900 million of 6.250% senior secured notes, maturity 2031.
• Intended use of proceeds: redeem outstanding 6.625% secured notes due July 2026 (the “2026 Notes”), pay down borrowings under the secured revolving credit facility due June 2030, and any remaining amounts for general corporate purposes.
• Conditional redemption: Notice issued May 11, 2026 to redeem up to $650 million of 2026 Notes on May 22, 2026; redemption is contingent on the Offering closing.
• Placement agent/lead: Deutsche Bank Securities Inc. as representative of the initial purchasers; purchase agreement includes customary representations, covenants and indemnities.

Why It Matters
This transaction, if completed, would replace near-term secured debt maturing in 2026 with longer-term secured notes maturing in 2031 at a lower coupon (6.250% vs. 6.625%), potentially reducing near-term refinancing pressure and lowering interest cost on the refinanced portion of debt. The redemption of the 2026 Notes is conditional — if the new offering does not close, the redemption will not occur — so investors should watch for the expected May 20, 2026 closing and May 22, 2026 redemption date for confirmation. The filing is a private offering notice and not an offer to the general public.