Hyatt Hotels Completes Asset Acquisition

TL;DR

Hyatt just bought something new, details TBD.

AI Summary

On December 30, 2025, Hyatt Hotels Corporation (Hyatt) completed the acquisition of an unspecified asset. The filing indicates this transaction falls under the 'Completion of Acquisition or Disposition of Assets' item. Further details regarding the nature of the asset, the seller, and the financial terms of the acquisition are not provided in this initial 8-K filing.

Why It Matters

This filing signals a strategic move by Hyatt to expand its portfolio through acquisition, which could impact its market position and future growth trajectory.

Risk Assessment

Risk Level: low — The filing is a standard disclosure of an asset acquisition without immediate financial details or significant operational changes mentioned.

Key Players & Entities

• Hyatt Hotels Corporation (company) — Registrant
• December 30, 2025 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.01 — ch registered Class A common stock, $0.01 par value H New York Stock Exchange
• $2.0 b — hange for an all-cash purchase price of $2.0 billion, subject to customary adjustments
• $1,977.5 billion — losed for an all-cash purchase price of $1,977.5 billion. Buyer financed the acquisition with eq
• $200 million — nancing from third party sources, and a $200 million preferred equity investment provided by
• $143 million — , Hyatt can achieve up to an additional $143 million earnout if certain operating thresholds
• $22.5 million — -party buyer on September 18, 2025, for $22.5 million. Between the completion of this earlier
• $2.0 billion — ya real estate portfolio for a total of $2.0 billion. Concurrent with the closing of the Ass
• $10 million — BITDA outlook for Playa is decreased by $10 million at the mid-point of the outlook range.
• $1,090 million — is expected to be at the low end of the $1,090 million to $1,110 million outlook range provide
• $1,110 million — at the low end of the $1,090 million to $1,110 million outlook range provided in the Company's
• $9 million — (b) Gross fees are adjusted to remove $9 million of intercompany franchise fee revenues

Filing Documents

• tm2534420d1_8k.htm (8-K) — 51KB
• tm2534420d1_ex99-1.htm (EX-99.1) — 20KB
• tm2534420d1_ex99-1img01.jpg (GRAPHIC) — 2KB
• 0001104659-25-125229.txt ( ) — 246KB
• h-20251230.xsd (EX-101.SCH) — 3KB
• h-20251230_lab.xml (EX-101.LAB) — 33KB
• h-20251230_pre.xml (EX-101.PRE) — 22KB
• tm2534420d1_8k_htm.xml (XML) — 3KB

01. Completion of

Item 2.01. Completion of Acquisition or Disposition of Assets. As previously disclosed by Hyatt Hotels Corporation (" Hyatt " or the " Company "), on June 29, 2025, HI Holdings Playa B.V., a private limited liability company ( besloten vennootschap met beperkte aansprakelijkheid ) organized under the laws of the Netherlands and an indirect wholly owned subsidiary of Hyatt (" HI Holdings "), and Hyatt Corporation entered into a Share Purchase Agreement (the " Share Purchase Agreement ") with Turquoise Topco Limited (" Original Buyer "), a joint venture between an affiliate of KSL Capital Partners, LLC and Rodina, which provides for the sale of Playa Resorts Holding B.V. which, following certain internal restructurings, would indirectly hold all of the subsidiaries of Playa that own hotels and real property in exchange for an all-cash purchase price of $2.0 billion, subject to customary adjustments (the " Asset Sale Transaction "). Original Buyer subsequently assigned the Share Purchase Agreement and its rights thereunder to TRQ TORTUGA B.V., a Dutch private limited liability company (" Buyer "). On December 30, 2025, the Asset Sale Transaction closed for an all-cash purchase price of $1,977.5 billion. Buyer financed the acquisition with equity financing from an affiliate of KSL Capital Partners, LLC and Rodina, committed debt financing from third party sources, and a $200 million preferred equity investment provided by Hyatt. In addition, Hyatt can achieve up to an additional $143 million earnout if certain operating thresholds are achieved. The Asset Sale Transaction originally involved 15 all-inclusive properties located across Mexico, the Dominican Republic and Jamaica. As previously disclosed, Hyatt sold one property to a separate third-party buyer on September 18, 2025, for $22.5 million. Between the completion of this earlier sale and the Asset Sale Transaction, Hyatt has sold the entire Playa real estate portfolio for a total of $2.0 billion. Concurrent wi

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On December 30, 2025, Hyatt issued a press release announcing the closing the Asset Sale Transaction, a copy of which is filed as Exhibit 99.1 hereto and incorporated herein by reference. 2025 Full Year Outlook Update due to Hurricane Melissa As a result of the damage related to Hurricane Melissa, which struck the island of Jamaica in October 2025, the Company is updating 2025 full year outlook for Playa and Hyatt Hotels Corporation as originally communicated in the Company's Current Report on Form 8-K filed on November 6, 2025. As a result of the hurricane, the full year 2025 Adjusted EBITDA outlook for Playa is decreased by $10 million at the mid-point of the outlook range. Excluding Playa, full year 2025 Adjusted EBITDA for Hyatt Hotels Corporation is expected to be at the low end of the $1,090 million to $1,110 million outlook range provided in the Company's Current Report on Form 8-K filed on November 6, 2025, due primarily to weaker Distribution segment performance from cancellations in Jamaica. For a reconciliation of consolidated net income attributable to Hyatt Hotels Corporation to Adjusted EBITDA, please refer to the Company's Current Report on Form 8-K filed on November 6, 2025. (in millions) Year Ended December 31, 2025 Outlook Range (a) Playa Low High REVENUES: Gross fees (b) $ (5 ) $ (5 ) Owned and leased $ 355 $ 370 Distribution $ — $ — EXPENSES: Adjusted G&A Expenses $ 6 $ 7 Owned and leased (c) $ 278 $ 287 Distribution $ 1 $ 1 (a) Reflects period of ownership of acquired Playa properties from June 17, 2025 through December 30, 2025. (b) Gross fees are adjusted to remove $9 million of intercompany franchise fee revenues earned for acquired Playa properties which are eliminated in consolidation. (c) Excludes stock-based compensation expense as amounts are not included in Adjusted EBITDA. The Company's 2025 outlook is based on a number of assumptions that are subject t

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (b) Pro forma financial information The Company's unaudited pro forma condensed combined income statement for the nine months ended September 30, 2025 and the year ended December 31, 2024 and the unaudited pro forma condensed combined balance sheet as of September 30, 2025, each with related notes thereto, are attached as Exhibit 99.2 hereto and incorporated by reference herein. (d) Exhibits Exhibit Number Description 99.1 Hyatt Hotels Corporation Press Release, dated December 30, 2025 99.2 Unaudited pro forma condensed combined income statement for the nine months ended September 30, 2025 and the year ended December 31, 2024 of the Company and unaudited pro forma condensed combined balance sheet as of September 30, 2025 of the Company (incorporated by reference to Exhibit 99.1 to the Company's Current Report on Form 8-K (File No. 001-34521) filed with the Securities and Exchange Commission on November 17, 2025) 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

Forward-Looking Statements

Forward-Looking Statements This Form 8-K contains certain "forward-looking statements," which statements are not historical facts, relating to the Company, Playaand the proposed Asset Sale Transaction. These statements include, but are not limited to, expected outcomes of the Asset Sale Transaction, and updates to 2025 full year outlook expectations, and involve known and unknown risks that are difficult to predict. Words such as "anticipate," "believe," "estimate," "expect," "seek," "likely," "forecast," "estimate," "continue," "intend," "may," "could," "plan," "project," "predict," "should," "would," "will" and variations of these terms and similar expressions, or the negative of these terms or similar expressions, are intended to identify such forward-looking statements. Such forward-looking statements are necessarily based upon estimates and assumptions available to us as of the date the statements are made, which are inherently uncertain. Our actual results, performance or achievements may differ materially from those expressed or implied by these forward-looking statements due to various known and unknown risks and uncertainties. Factors that may cause actual results, performance or achievements to differ materially from current expectations include, but are not limited to, risks discussed in our filings with the SEC, including our most recently filed annual report on Form 10-K and subsequent quarterly reports filed on Form 10-Q, which filings are incorporated herein by reference and available from the SEC's website at www.sec.gov, and in other documents that we may file with or furnish to the SEC. All forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the cautionary statements set forth above. We caution you not to place undue reliance on any forward-looking statements, which are made only as of the date of this Form 8-K. We do not undertake or assume any obligation to update publicly a

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Hyatt Hotels Corporation Date: December 30, 2025 By: /s/ Joan Bottarini Name: Joan Bottarini Title: Executive Vice President, Chief Financial Officer

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View this 8-K filing on SEC EDGAR