Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2017 | May 01, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Intrawest Resorts Holdings, Inc. | |
Entity Central Index Key | 1,587,755 | |
Current Fiscal Year End Date | --06-30 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 39,822,611 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 192,200 | $ 107,066 |
Restricted cash | 15,589 | 12,475 |
Receivables, net of allowances of $698 and $831 | 26,444 | 36,660 |
Inventories | 23,983 | 23,620 |
Other current assets | 24,906 | 21,081 |
Total current assets | 283,122 | 200,902 |
Property, plant and equipment, net of accumulated depreciation of $468,928 and $438,991 | 507,121 | 511,486 |
Real estate held for development | 136,378 | 137,283 |
Intangible assets, net of accumulated amortization of $66,317 and $63,304 | 45,807 | 50,226 |
Goodwill | 105,714 | 105,981 |
Other long-term assets, net of accumulated amortization of $1,476 and $1,560 | 39,297 | 31,927 |
Total assets | 1,117,439 | 1,037,805 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 77,894 | 64,869 |
Deferred revenue and deposits | 47,348 | 67,937 |
Capital lease obligations due within one year | 3,413 | 3,345 |
Long-term debt due within one year | 3,673 | 497 |
Total current liabilities | 132,328 | 136,648 |
Long-term capital lease obligations | 32,813 | 35,061 |
Long-term debt | 536,174 | 537,295 |
Other long-term liabilities | 66,216 | 68,766 |
Total liabilities | 767,531 | 777,770 |
Commitments and contingencies (Note 9) | ||
Stockholders' equity: | ||
Preferred stock, $0.01 par value; 300,000 shares authorized; 0 and 0 shares issued and outstanding, respectively | 0 | 0 |
Common stock, $0.01 par value; 2,000,000 shares authorized; 39,823 and 39,736 shares issued and outstanding, respectively | 454 | 453 |
Treasury stock, at cost; 5,556 shares and 5,556 shares, respectively | (50,643) | (50,643) |
Additional paid-in capital | 2,902,479 | 2,900,696 |
Accumulated deficit | (2,632,898) | (2,726,074) |
Accumulated other comprehensive income | 126,645 | 131,920 |
Total Intrawest Resorts Holdings, Inc. stockholders' equity | 346,037 | 256,352 |
Noncontrolling interest | 3,871 | 3,683 |
Total stockholders' equity | 349,908 | 260,035 |
Total liabilities and stockholders' equity | $ 1,117,439 | $ 1,037,805 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Current assets: | ||
Receivables, allowance | $ 698 | $ 831 |
Property, plant and equipment, accumulated depreciation | 468,928 | 438,991 |
Intangible assets, accumulated amortization | 66,317 | 63,304 |
Other long term assets, accumulated amortization | $ 1,476 | $ 1,560 |
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 300,000 | 300,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 2,000,000 | 2,000,000 |
Common stock, shares issued (in shares) | 39,823 | 39,736 |
Common stock, shares outstanding (in shares) | 39,823 | 39,736 |
Treasury stock (in shares) | 5,556 | 5,556 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Statements of Operations | ||||
Revenue | $ 334,892 | $ 315,706 | $ 536,533 | $ 505,861 |
Operating expenses | 162,981 | 157,909 | 380,965 | 378,231 |
Depreciation and amortization | 14,450 | 15,264 | 43,840 | 44,802 |
Gain on sale of Intrawest Resort Club Group | 0 | (40,481) | 0 | (40,481) |
(Gain) loss on disposal of assets | (1,637) | 1,634 | (498) | (693) |
Income from operations | 159,098 | 181,380 | 112,226 | 124,002 |
Interest expense, net | (8,880) | (9,860) | (27,727) | (28,478) |
Earnings from equity method investments | 6,990 | 5,401 | 9,776 | 4,019 |
Loss on extinguishment of debt | 0 | 0 | (820) | 0 |
Other income (expense), net | 351 | (1,184) | 569 | 4,026 |
Income before income taxes | 157,559 | 175,737 | 94,024 | 103,569 |
Income tax expense | 240 | 261 | 556 | 1,529 |
Net income | 157,319 | 175,476 | 93,468 | 102,040 |
Income attributable to noncontrolling interest | 1,042 | 1,006 | 292 | 1,918 |
Net income attributable to Intrawest Resorts Holdings, Inc. | $ 156,277 | $ 174,470 | $ 93,176 | $ 100,122 |
Weighted average shares of common stock outstanding: | ||||
Basic (in shares) | 39,803 | 42,705 | 39,776 | 44,395 |
Diluted (in shares) | 41,101 | 42,735 | 40,714 | 44,423 |
Net income attributable to Intrawest Resorts Holdings, Inc. per share: | ||||
Basic (in dollars per share) | $ 3.93 | $ 4.09 | $ 2.34 | $ 2.26 |
Diluted (in dollars per share) | $ 3.80 | $ 4.08 | $ 2.29 | $ 2.25 |
Statements of Comprehensive Income (Loss) | ||||
Net income | $ 157,319 | $ 175,476 | $ 93,468 | $ 102,040 |
Income attributable to noncontrolling interest | 1,042 | 1,006 | 292 | 1,918 |
Net income attributable to Intrawest Resorts Holdings, Inc. | 156,277 | 174,470 | 93,176 | 100,122 |
Other comprehensive income (loss), net of tax of $0 | 1,919 | 20,428 | (5,379) | (9,943) |
Other comprehensive income (loss) attributable to noncontrolling interest | 14 | 205 | (104) | (10) |
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | 1,905 | 20,223 | (5,275) | (9,933) |
Comprehensive income, net of tax of $0 | 159,238 | 195,904 | 88,089 | 92,097 |
Comprehensive income attributable to noncontrolling interest | 1,056 | 1,211 | 188 | 1,908 |
Comprehensive income attributable to Intrawest Resorts Holdings, Inc., net of tax | $ 158,182 | $ 194,693 | $ 87,901 | $ 90,189 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Statements of Comprehensive Income (Loss) | ||||
Other comprehensive income (loss), tax | $ 0 | $ 0 | $ 0 | $ 0 |
Comprehensive income, tax | $ 0 | $ 0 | $ 0 | $ 0 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Operating activities: | ||
Net loss | $ 93,468 | $ 102,040 |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 43,840 | 44,802 |
Gain on sale of Intrawest Resort Club Group | 0 | (40,481) |
Funding of pension plans | (2,812) | (2,855) |
Dividend from equity method investments | 2,029 | 1,000 |
Loss on extinguishment of debt | 820 | 0 |
Other non-cash expense, net | (2,868) | 2,161 |
Changes in assets and liabilities | ||
Inventories | (724) | (3,577) |
Restricted cash | (3,157) | (3,584) |
Receivables | 9,712 | 4,901 |
Accounts payable and accrued liabilities | 13,975 | 18,830 |
Deferred revenue and deposits | (20,389) | (17,393) |
Other assets and liabilities, net | (2,809) | (1,882) |
Net cash provided by operating activities | 131,085 | 103,962 |
Investing activities: | ||
Capital expenditures | (41,582) | (40,876) |
Proceeds from sale of Intrawest Resort Club Group | 0 | 84,613 |
Other investing activities, net | 2,661 | 4,186 |
Net cash (used in) provided by investing activities | (38,921) | 47,923 |
Financing activities: | ||
Repayments of bank and other borrowings | (5,659) | (16,329) |
Purchase of stock for treasury | 0 | (50,325) |
Financing costs paid | (275) | 0 |
Net cash used in financing activities | (5,934) | (66,654) |
Effect of exchange rate changes on cash | (1,096) | 189 |
Increase in cash and cash equivalents | 85,134 | 85,420 |
Cash and cash equivalents, beginning of period | 107,066 | 90,580 |
Cash and cash equivalents, end of period | 192,200 | 176,000 |
Supplemental information: | ||
Cash paid for interest | 22,029 | 23,595 |
Cash paid for income tax | 382 | 1,936 |
Non-cash investing and financing activities: | ||
Property, plant and equipment received but not paid | 1,361 | 7,876 |
Addition in property, plant and equipment financed by capital lease obligations | $ 423 | $ 0 |
Formation and Business
Formation and Business | 9 Months Ended |
Mar. 31, 2017 | |
Formation and Business [Abstract] | |
Formation and Business | 1. Formation and Business Intrawest Resorts Holdings, Inc. (together with its subsidiaries, collectively referred to herein as the "Company") is a Delaware corporation that was formed on August 30, 2013 as a holding company that operates various subsidiaries primarily engaged in the operation of mountain resorts, adventure businesses, and real estate activities, throughout North America. The Company conducts business through three segments: Mountain, Adventure and Real Estate. The Mountain segment includes the Company's mountain resort and lodging operations at Steamboat Ski & Resort (“Steamboat”) and Winter Park Resort (“Winter Park”) in Colorado, Stratton Mountain Resort (“Stratton”) in Vermont, Snowshoe Mountain Resort (“Snowshoe”) in West Virginia, Mont Tremblant Resort (“Tremblant”) in Quebec, and Blue Mountain Ski Resort (“Blue Mountain”) in Ontario. The Mountain segment derives revenue mainly from sales of lift products, lodging, ski school services, retail and rental merchandise, food and beverage, and other ancillary services. The Adventure segment includes Canadian Mountain Holidays (“CMH”), which provides helicopter accessed skiing, mountaineering and hiking from eleven lodges in British Columbia, Canada. In support of CMH’s operations, the Company owns a fleet of Bell helicopters that are also used in the off-season for fire suppression activities and other commercial uses primarily in the United States and Canada. The Company's subsidiary, Alpine Aerotech L.P., provides helicopter maintenance, repair and overhaul services to the Company’s fleet of helicopters as well as to aircraft owned by unaffiliated third parties. The Real Estate segment is comprised of Intrawest Hospitality Management, Inc. (“IHM”), which principally manages condominium hotel properties including Honua Kai Resort and Spa in Maui, Hawaii and the Westin Monache Resort in Mammoth Lakes, California, Playground, a residential real estate sales and marketing business, the Company’s 50.0% interest in Mammoth Hospitality Management, L.L.C. ("MHM"), the Company's 57.1% economic interest in Chateau M.T. Inc. ("Chateau"), and formerly included Intrawest Resort Club Group ("IRCG"), a vacation club business, which was sold on January 29, 2016 (the "Disposition Date"). The Real Estate segment is also comprised of real estate development activities and includes costs associated with these activities, such as planning activities and land carrying costs. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2017 | |
Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation and Use of Estimates The accompanying condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, the financial statements do not include all of the information and notes required for complete financial statements prepared in accordance with GAAP. In management's opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. These results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Certain previously reported amounts have been reclassified to conform to the current period financial statement presentation. Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company, its majority-owned subsidiaries and a variable interest entity (“VIE”) for which the Company is the primary beneficiary. All significant intercompany transactions are eliminated in consolidation. Investments in which the Company does not have a controlling interest or is not the primary beneficiary, but over which the Company is able to exercise significant influence, are accounted for under the equity method. Under the equity method, the original cost of the investment is adjusted for the Company’s share of post-acquisition earnings or losses increased by contributions less distributions received. As of July 1, 2016, the Company reassessed all non-wholly owned subsidiaries in accordance with the new guidance issued in Accounting Standards Update (“ASU”) No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015-02”) and determined that no changes to consolidation methods were needed. The Company owns a 20.0% equity interest in Alpine Helicopters Inc. (“Alpine Helicopters”). Alpine Helicopters employs all the pilots that fly the helicopters supporting CMH's operations. Alpine Helicopters leases substantially all of its helicopters from Intrawest ULC, a consolidated subsidiary of the Company, creating economic dependence and therefore giving Intrawest ULC a variable interest in Alpine Helicopters. Alpine Helicopters is a VIE for which the Company is the primary beneficiary and is consolidated in the accompanying condensed consolidated financial statements. The remaining 80.0% equity interest in Alpine Helicopters is held by the employees of Alpine Helicopters and is reflected as a noncontrolling interest in the accompanying condensed consolidated financial statements. As of March 31, 2017 , Alpine Helicopters had total assets of $11.8 million and total liabilities of $5.2 million . On January 29, 2016, the Company sold substantially all of the assets used in the operations of IRCG and all of the equity interests in certain wholly-owned subsidiaries of IRCG to Diamond Resorts Corporation and Diamond Resorts International, Inc. (together with Diamond Resorts Corporation, “Diamond”), as described in Note 3, “Dispositions” (the "IRCG Transaction"). In accordance with applicable accounting guidance, the disposal did not qualify for discontinued operations presentation and, therefore, the accompanying condensed consolidated statements of operations and comprehensive income (loss) reflect the consolidation of the results of IRCG in the prior fiscal year. Prior to the Disposition Date, IRCG was a part of the Real Estate segment. Fair Value of Financial Instruments As of March 31, 2017 and June 30, 2016 , the fair value of cash and cash equivalents, restricted cash, net receivables and accounts payable approximated their carrying value based on the short-term nature of these instruments. Estimates of fair value may be affected by assumptions made and, accordingly, are not necessarily indicative of the amounts the Company could realize in a current market exchange. The fair value of the Senior Debt (as defined in Note 6, “Debt”) was estimated using quoted prices for the Company's instruments in markets that are not active and was considered a Level 2 measure. The fair value of other debt obligations was estimated based on Level 3 inputs using discounted cash flow analyses based on assumptions that management believes are consistent with market participant assumptions. March 31, 2017 June 30, 2016 Carrying Value Fair Value Carrying Value Fair Value Senior Debt $ 553,333 $ 557,483 $ 554,480 $ 555,173 Other debt obligations $ 897 $ 733 $ 1,172 $ 971 Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued ASU No.2017-01, Business Combinations (Topic 805) ("ASU 2017-01"). This update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets of businesses. ASU 2017-01 is effective for interim and annual periods beginning after December 15, 2017 on a prospective basis. The Company is currently evaluating the impact that this update will have on its consolidated financial statements and related disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash ("ASU 2016-18") . This update requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. This update is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in an interim period. The Company intends to adopt this guidance on July 1, 2018. The Company is currently evaluating the impact that this update will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). This update replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. This update is effective for interim and annual periods beginning after December 15, 2019, with a modified-retrospective approach. The Company is currently evaluating the impact that this update will have on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). This update is part of the FASB's simplification initiative and is intended to simplify accounting for stock-based compensation. The guidance requires that excess tax benefits or deficiencies be recognized in income tax expense or benefit in the income statement, rather than recognized in additional paid-in capital. The guidance allows the Company to elect whether to recognize forfeitures as they occur or use an estimated forfeiture assumption in estimating the number of awards that are expected to vest. ASU 2016-09 is effective for annual periods beginning after December 15, 2016, with early adoption permitted. The Company adopted this guidance prospectively for the year beginning on July 1, 2016. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02") . ASU 2016-02 supersedes existing guidance in Leases (Topic 840) . The revised standard requires lessees to recognize the assets and liabilities arising from leases with lease terms greater than twelve months on the balance sheet, including those currently classified as operating leases, and to disclose key information about leasing arrangements. Lessees will be required to recognize a lease liability and a right-of-use asset on their balance sheets, while lessor accounting will remain largely unchanged. The guidance is effective for annual periods beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact the adoption of ASU 2016-02 will have on its consolidated financial statements and related disclosures. The Company currently believes the most significant impact will relate to the accounting for operating leases and that the accounting for capital leases will remain substantially unchanged under the new standard. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement ("ASU 2015-05"). This update is intended to reduce diversity in practice by providing explicit guidance to customers about whether a cloud computing arrangement includes a software license. For public business entities, the guidance was effective for annual periods beginning after December 15, 2015, with early adoption permitted. The Company adopted ASU 2015-05 as of July 1, 2016 and will apply the guidance prospectively for all arrangements entered into or materially modified after July 1, 2016. There was no impact to the Company's condensed consolidated financial statements upon the adoption. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis . This update (i) amends the criteria for determining which entities are considered VIEs or voting interest entities, (ii) amends the criteria for evaluating fees paid to a decision maker or service provider as a variable interest, (iii) amends the effect of fee arrangements and related parties on the primary beneficiary determination, and (iv) ends the deferral previously granted to certain investment companies for application of the VIE consolidation model. The guidance is effective for public business entities for annual reporting periods beginning after December 15, 2015, with early adoption permitted. The Company adopted this guidance for the year beginning on July 1, 2016. With the adoption the Company reassessed all non-wholly owned subsidiaries and determined that no changes to consolidation methods were needed. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. In August 2015, the FASB issued an accounting standards update that defers the effective date of the new revenue recognition guidance for one year, to interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted for periods beginning after December 15, 2016. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606) - Identifying Performance Obligations and Licensing ("ASU 2016-10"), which clarifies the identification of performance obligations and the licensing implementation guidance in Topic 606. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606) - Narrow-Scope Improvements and Practical Expedients ("ASU 2016-12"), which clarifies the guidance in Topic 606 on assessing collectability, presentation of sales taxes, noncash consideration, and completed contracts and contract modifications at transition. In December 2016, the FASB issued ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers ("ASU 2016-20"), which provides technical corrections and improvements to clarify Topic 606 or to correct unintended application of Topic 606. In February 2017, the FASB issued ASU No. 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20) ("ASU 2017-05") which clarifies the scope of asset derecognition guidance and accounting for partial sales of nonfinancial assets and simplifies GAAP for derecognition of a business or nonprofit activity by eliminating several accounting differences between transactions involving assets and transactions involving businesses. These accounting standard updates have the same effective date as the original standard. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is planning to adopt the standard on July 1, 2018. The Company is currently in the assessment phase to evaluate the impact this standard will have on our financial results, systems, processes and internal controls and based on that assessment will then determine the transition approach to use and the full impact of adoption. |
Dispositions
Dispositions | 9 Months Ended |
Mar. 31, 2017 | |
Dispositions [Abstract] | |
Dispositions | 3. Dispositions On November 24, 2015, the Company, through its wholly owned indirect subsidiaries, Intrawest U.S. Holdings, Inc. and Intrawest ULC, entered into a definitive agreement to sell IRCG, its vacation club business, to Diamond for gross proceeds of $84.6 million , which included certain purchase price adjustments . The purchase price consisted of cash consideration and the assumption of certain liabilities, including certain lease obligations and certain other continuing contractual obligations. Upon closing the IRCG Transaction on January 29, 2016, Diamond acquired substantially all of the assets used in the operations of IRCG and all of the equity interests in certain wholly-owned subsidiaries of the Company. The IRCG Transaction resulted in a pre-tax gain of $40.4 million , which was included in the gain on sale of IRCG line item in the consolidated statement of operations accompanying the Company's Annual Report on Form 10-K for the year ended June 30, 2016 filed with the SEC on September 8, 2016 , as amended by our Amendment to the Annual Report on Form 10-K/A filed with the SEC on November 3, 2016 . Due to the Company's net operating losses for tax purposes in the United States and Canada, there were no cash taxes or any impact on the effective tax rate, due to the Company's valuation allowance, as a result of the IRCG Transaction. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 9 Months Ended |
Mar. 31, 2017 | |
Earnings (Loss) Per Share [Abstract] | |
Earnings (Loss) Per Share | 4. Earnings (Loss) Per Share Basic earnings (loss) per share ("EPS") is calculated by dividing net income (loss) attributable to the Company by the weighted average number of shares of common stock outstanding. Diluted EPS is calculated by dividing net income (loss) attributable to the Company by the weighted average number of shares of common stock outstanding, plus potentially dilutive securities. Potentially dilutive securities include unvested restricted common stock, restricted stock units, and stock options, the dilutive effect of which is calculated using the treasury stock method. For the three and nine months ended March 31, 2017 , there was no anti-dilutive impact from share based payment awards. For the three and nine months ended March 31, 2016 , the effect of 1.7 million and 1.4 million share based payment awards, respectively, was not included in the calculation of diluted EPS as the effect would be anti-dilutive. The calculation of basic and diluted EPS is presented below (in thousands, except per share data). Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Basic EPS Net income attributable to Intrawest Resorts Holdings, Inc. $ 156,277 $ 174,470 $ 93,176 $ 100,122 Weighted average common shares outstanding 39,803 42,705 39,776 44,395 Basic EPS $ 3.93 $ 4.09 $ 2.34 $ 2.26 Diluted EPS Net income attributable to Intrawest Resorts Holdings, Inc. $ 156,277 $ 174,470 $ 93,176 $ 100,122 Weighted average common shares outstanding 39,803 42,705 39,776 44,395 Dilutive effect of stock awards 1,298 30 938 28 Weighted average dilutive shares outstanding 41,101 42,735 40,714 44,423 Diluted EPS $ 3.80 $ 4.08 $ 2.29 $ 2.25 |
Supplementary Balance Sheet Inf
Supplementary Balance Sheet Information | 9 Months Ended |
Mar. 31, 2017 | |
Supplementary Balance Sheet Information [Abstract] | |
Supplementary Balance Sheet Information | 5. Supplementary Balance Sheet Information Current receivables, net Current receivables as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Trade receivables $ 27,129 $ 37,441 Loans, mortgages and notes receivable 13 50 Allowance for doubtful accounts (698 ) (831 ) Total current receivables, net $ 26,444 $ 36,660 Other current assets Other current assets as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Capital spares $ 14,102 $ 11,628 Prepaid insurance 4,527 4,813 Other prepaid expenses and current assets 6,277 4,640 Total other current assets $ 24,906 $ 21,081 Other long-term assets, net Other long-term assets, net as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Equity method investments $ 34,034 $ 26,398 Long-term receivables 1,465 1,541 Other long-term assets 3,798 3,988 Total other long-term assets, net $ 39,297 $ 31,927 Accounts payable and accrued liabilities Accounts payable and accrued liabilities as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Trade payables $ 68,884 $ 48,353 Accrued liabilities 9,010 16,516 Total accounts payable and accrued liabilities $ 77,894 $ 64,869 Current deferred revenue and deposits Current deferred revenue and deposits as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Season pass and other deferred revenue $ 23,286 $ 42,343 Lodging and tour deposits 24,017 25,548 Deposits on real estate sales 45 46 Total current deferred revenue and deposits $ 47,348 $ 67,937 Other long-term liabilities Other long-term liabilities as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Pension liability, net of funded assets $ 31,585 $ 33,550 Forgivable government grants 8,465 7,719 Deferred revenue and deposits 7,647 8,106 Other long-term liabilities 18,519 19,391 Total other long-term liabilities $ 66,216 $ 68,766 |
Debt
Debt | 9 Months Ended |
Mar. 31, 2017 | |
Debt [Abstract] | |
Debt | 6. Debt The Company's total borrowings as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): Maturity March 31, 2017 June 30, 2016 Senior Debt 2020 $ 553,333 $ 554,480 Other debt obligations 2017-2023 897 1,172 Less: unamortized original issue discount ("OID") and debt issuance costs (14,383 ) (17,860 ) Total 539,847 537,792 Less: Long-term debt due within one year 3,673 497 Total long-term debt $ 536,174 $ 537,295 Senior Debt The Company’s credit agreement, dated as of December 9, 2013 (as amended, the “Credit Agreement”), provides for a $540.0 million term loan facility (the “Term Loan"), a $25.0 million senior secured first-lien revolving loan facility (the “Revolver”), and a $55.0 million senior secured first-lien letters of credit facility (the “LC Facility” and, together with the Term Loan and Revolver, collectively referred to herein as the “Senior Debt”). Pursuant to an Incremental Amendment to the Credit Agreement, dated September 19, 2014 (the "Incremental Amendment"), the Company borrowed an incremental $60.0 million under the Term Loan, and continues to have the ability to increase the borrowings on the Term Loan under certain circumstances and subject to certain criteria; so long as, after giving effect to any additional amounts borrowed, the Company remains compliant with all covenants contained in the Credit Agreement. There were $39.8 million and $42.8 million of irrevocable standby letters of credit outstanding under the LC Facility at March 31, 2017 and June 30, 2016 , respectively. There were no outstanding borrowings under the Revolver or draws on our outstanding letters of credit under the LC facility as of March 31, 2017 and June 30, 2016 . On December 30, 2016, the Company executed the sixth amendment to the Credit Agreement, which primarily served to appoint Bank of America, N.A. as the Company's administrative agent. Other Debt Obligations Other debt obligations include various lending agreements, including a government loan agreement and a bank loan related to employee housing. The weighted average interest rate for other debt obligations was 5.0% for the nine months ended March 31, 2017 . Maturities Current maturities represent principal payments due in the next 12 months. As of March 31, 2017 , the long-term debt aggregate maturities for the 12 month periods ending March 31, for each of the following years are set forth below (in thousands): 2018 $ 3,673 2019 6,138 2020 6,145 2021 537,932 2022 158 Thereafter 184 $ 554,230 Interest Expense The Term Loan bears interest based upon the LIBOR-based rate subject to a LIBOR floor of 1.00%. On October 14, 2016, certain of the subsidiaries of the Company, that guarantee the Senior Debt, entered into the fifth amendment (the “Fifth Amendment”) to the Credit Agreement. The Fifth Amendment decreased the applicable margin for base rate loans and Eurodollar rate loans under the Term Loan from 3.00% to 2.50% and from 4.00% to 3.50%, respectively. Additionally, the Fifth Amendment decreased the applicable margin for base rate loans and Eurodollar rate loans under the Revolver. The applicable margin for base rate loans under the Revolver decreased from 2.75% to 2.50%, if the total secured debt leverage ratio is greater than or equal to 4.50:1.00, and from 2.50% to 2.25% if the total secured debt leverage ratio is less than 4.50:1.00. The applicable margin for Eurodollar rate loans under the Revolver decreased from 3.75% to 3.50%, if the total secured debt leverage ratio is greater than or equal to 4.50:1.00, and from 3.50% to 3.25% if the total secured debt leverage ratio is less than 4.50:1.00. As of March 31, 2017 , the applicable margin was 3.50% under the Term Loan, 3.25% under the Revolver and 4.50% under the LC Facility. The Company recorded interest expense of $9.0 million and $10.2 million in the accompanying condensed consolidated statements of operations for the three months ended March 31, 2017 and 2016 , respectively, of which $1.0 million and $0.9 million , respectively, was amortization of deferred financing costs and the OID. The Company recorded interest expense of $ 27.9 million and $ 30.6 million in the accompanying condensed consolidated statements of operations for the nine months ended March 31, 2017 and 2016 , respectively, of which $ 2.8 million and $ 2.6 million was amortization of deferred financing costs and the OID. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) and Other Comprehensive Income (Loss) | 9 Months Ended |
Mar. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) and Other Comprehensive Income (Loss) [Abstract] | |
Accumulated Other Comprehensive Income (Loss) and Other Comprehensive Income (Loss) | 7. Accumulated Other Comprehensive Income (Loss) and Other Comprehensive Income (Loss) Accumulated Other Comprehensive Income (Loss) The following table presents the changes in accumulated other comprehensive income (loss) ("AOCI"), by component, for the nine months ended March 31, 2017 and 2016 (in thousands): Realized portion on cash flow hedge Actuarial loss on pensions Foreign currency translation adjustments Total As of June 30, 2015 $ (1,918 ) $ (11,949 ) $ 159,246 $ 145,379 Amounts reclassified from AOCI 918 519 — 1,437 Foreign currency translation adjustments (8 ) 315 (11,677 ) (11,370 ) Net current period other comprehensive income (loss) 910 834 (11,677 ) (9,933 ) As of March 31, 2016 $ (1,008 ) $ (11,115 ) $ 147,569 $ 135,446 As of June 30, 2016 $ (733 ) $ (14,242 ) $ 146,895 $ 131,920 Amounts reclassified from AOCI 689 676 — 1,365 Foreign currency translation adjustments 44 201 (6,885 ) (6,640 ) Net current period other comprehensive income (loss) 733 877 (6,885 ) (5,275 ) As of March 31, 2017 $ — $ (13,365 ) $ 140,010 $ 126,645 Other Comprehensive Income (Loss) Other comprehensive income (loss) is derived from adjustments to reflect (i) foreign currency translation adjustments, (ii) realized portion of a cash flow hedge, and (iii) actuarial gain (loss) on pensions. The components of other comprehensive income (loss) for the three and nine months ended March 31, 2017 and 2016 are as follows (in thousands): Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Foreign currency translation adjustments $ 1,440 $ 19,946 $ (6,744 ) $ (11,380 ) Realized portion of cash flow hedge (a) 254 312 689 918 Actuarial gain (loss) on pensions (b) 225 170 676 519 Other comprehensive income (loss), net of tax of $0 1,919 20,428 (5,379 ) (9,943 ) Other comprehensive income (loss) attributable to noncontrolling interest, net of tax of $0 14 205 (104 ) (10 ) Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc., net of tax of $0 $ 1,905 $ 20,223 $ (5,275 ) $ (9,933 ) (a) Amounts reclassified out of AOCI are included in interest expense in the accompanying condensed consolidated statements of operations. (b) Amounts reclassified out of AOCI are included in operating expenses in the accompanying condensed consolidated statements of operations. |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | 8. Income Taxes The Company’s quarterly provision for income taxes is calculated using an estimated annual effective tax rate for the period, adjusted for discrete items that occurred within the period presented. The consolidated income tax expense attributable to the Company was $0.2 million and $0.6 million for the three and nine months ended March 31, 2017 , respectively, and $ 0.3 million and $1.5 million for the three and nine months ended March 31, 2016 , respectively, primarily relating to taxable Canadian helicopter operations. These amounts represent an effective tax rate of 0.2% and 0.6% for the three and nine months ended March 31, 2017 , respectively; and an effective tax rate of 0.1% and 1.5% for the three and nine months ended March 31, 2016 , respectively. The federal blended statutory rate was 32.2% and 32.4% for the three and nine months ended March 31, 2017 , respectively, and 31.0% and 30.1% for the three and nine months ended March 31, 2016 , respectively. The effective tax rates for the periods presented differ from the federal blended statutory rates due to changes in the recorded valuation allowances for entities in the United States and Canada. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Letters of Credit The Company had issued letters of credit of $39.8 million and $42.8 million as of March 31, 2017 and June 30, 2016 , respectively, mainly to secure the Company's commitments under the three closed noncontributory defined benefit pension plans covering certain of the Company's former executives and self-insurance claims. These outstanding letters of credit will expire in November 2018. Legal The Company is involved in various lawsuits and claims arising in the ordinary course of business and others arising from legacy real estate development. These lawsuits and claims may include, among other things, claims or litigation relating to personal injury and wrongful death, allegations of violations of laws and regulations relating to real estate activities and labor and employment, intellectual property and environmental matters and commercial contract disputes. The Company operates in multiple jurisdictions and, as a result, a claim in one jurisdiction may lead to claims or regulatory penalties in other jurisdictions. Due to the nature of the activities at the Company's mountain resorts and CMH, the Company is exposed to the risk that customers or employees may be involved in accidents during the use, operation or maintenance of its trails, lifts, helicopters and facilities. As a result, the Company is, from time to time, subject to various lawsuits and claims in the ordinary course of business related to injuries occurring at the Company's properties. In addition, the Company's pre-2010 legacy real estate development and sales activities, combined with the significant downward shift in real estate asset values that occurred in 2007 and 2008, resulted in claims arising in the ordinary course of business being filed against the Company by owners and prospective purchasers of residences of the Company's real estate developments. In some instances, the Company has been named as a defendant in lawsuits alleging construction defects at certain of the Company's existing developments or alleging that the Company failed to construct planned amenities. In other lawsuits, purchasers are seeking rescission of real estate purchases and/or return of deposits paid on pre-construction purchase and sale agreements. These claims are related to alleged violations of state and federal laws. The Company believes that it has adequate insurance coverage or has adequately accrued for loss contingencies for all material matters in which it believes a loss is probable and the amount of the loss is reasonably estimable. Although the ultimate outcome of claims cannot be ascertained, current pending and threatened claims are not expected to have a material adverse effect, individually or in the aggregate, on the Company's financial position, results of operations or cash flows. However, regardless of their merits or their ultimate outcomes, such matters are costly, divert management’s attention and may affect the Company's reputation, even if resolved in the Company's favor. Government Grants and Loans The federal government of Canada and the provincial government of Quebec have granted financial assistance to certain subsidiaries of the Company in the form of reimbursable loans and forgivable grants for the construction of specified tourist facilities at Tremblant. The unamortized balance of forgivable government grants received is included in other long-term liabilities and real estate held for development in the accompanying condensed consolidated balance sheets and recorded as a reduction in depreciation expense of the related fixed asset or a reduction in cost of sales for property under development at the time a sale is recognized. Reimbursable government loans are included in long-term debt and long-term debt due within one year in the accompanying condensed consolidated balance sheets. As of March 31, 2017 , there was no outstanding reimbursable government loan. Reimbursable government loans and forgivable grants as of March 31, 2017 and June 30, 2016 in Canadian dollars ("CAD") and the U.S. dollar ("USD") equivalent are as follows (in thousands): March 31, 2017 June 30, 2016 CAD USD Equivalent CAD USD Equivalent Loans $ — $ — $ 241 $ 185 Grants Received 89,298 67,030 89,298 68,643 Future advances 31,421 23,586 31,421 24,153 Total grants $ 120,719 $ 90,616 $ 120,719 $ 92,796 Capital Leases Capital lease obligations are primarily for equipment except for the lease of the Winter Park ski resort. The Winter Park capital lease requires annual payments, a portion of which are contingent on future annual gross revenue levels. As such, the obligation associated with the contingent portion of the payments is not readily determinable and has not been recorded . The Company is contractually obligated to make certain debt service payments on behalf of Winter Park Recreational Association as a requirement of the capital lease agreement. Steamboat has a property lease agreement with SV Timbers Steamboat, L.L.C, owned by an affiliate of Fortress Investment Group, LLC (collectively “Fortress”), for a 12-year period from 2009 to 2021. The sum of the total lease payments for the arrangement is $1.3 million. The Company accounts for the lease as a capital lease and records the liability in the capital lease obligations. There was $0.4 million remaining balance of the lease as of each of the periods ended March 31, 2017 and June 30, 2016. Amortization of assets under capital leases is included in depreciation and amortization expense in the accompanying condensed consolidated statements of operations. The capital leases have a weighted average remaining term of 34.5 years and a weighted average interest rate of 9.9% . Other The Company holds certain forestry licenses and land leases with respect to its resort operations at Steamboat and Winter Park. These licenses and leases expire between 2047 and 2056 and provide for annual payments based on a percentage of sales that range between 1.5% and 4.0% of such sales. Payments for forestry licenses and land leases were $2.5 million and $2.3 million for the three months ended March 31, 2017 and 2016 , respectively, and $3.4 million and $3.3 million for the nine months ended March 31, 2017 and 2016 , respectively. |
Segment Information
Segment Information | 9 Months Ended |
Mar. 31, 2017 | |
Segment Information [Abstract] | |
Segment Information | 10. Segment Information The Company manages and reports operating results through three segments: Mountain, Adventure and Real Estate. The Mountain segment includes the operations of the Company’s mountain resorts and related ancillary activities. The Mountain segment earns revenue from a variety of activities, including lift revenue, lodging revenue, ski school revenue, retail and rental revenue, food and beverage revenue, and other revenue. The Adventure segment generates revenue from the sale of helicopter accessed skiing, mountaineering and hiking adventure packages, and ancillary services, such as fire suppression services, leasing, and maintenance, repair and overhaul of aircraft. The Real Estate segment includes the management of condominium hotel properties and real estate management, including marketing and sales activities, real estate development activities, and a vacation club business through the Disposition Date, as described in Note 3, "Dispositions". Each of the Company’s segments offers distinctly different products and services and requires different types of management focus. As such, these segments are managed separately. In deciding how to allocate resources and assess performance, the Company’s Chief Operating Decision Maker (“CODM”) regularly evaluates the performance of the Company's segments on the basis of revenue and earnings, which are adjusted for certain items set forth in the reconciliation below, including interest, taxes, depreciation and amortization (“Adjusted EBITDA”). The Company also evaluates Adjusted EBITDA as a key compensation measure. The compensation committee of the board of directors reviews the annual variable compensation for certain members of the management team based, in part, on Adjusted EBITDA. The Company’s management believes that presentation of Adjusted EBITDA provides useful information to investors regarding the Company’s financial condition and results of operations, especially when comparing the segment performance over various reporting periods, because it removes from the operating results the impact of items that the Company's management believes do not reflect the Company's core operating performance. Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income (loss) or other measures of financial performance or liquidity derived in accordance with GAAP. Adjusted EBITDA may not be comparable to similarly titled measures of other companies because other entities may not calculate Adjusted EBITDA in the same manner as the Company. The Company's definition of Adjusted EBITDA is generally consistent with the definition of Consolidated EBITDA in the Credit Agreement, with exceptions related to not adjusting for recurring public company costs and foreign currency adjustments related to operational activities and adjusting for executive management restructuring costs. The Company defines Adjusted EBITDA as net income (loss) attributable to the Company. before interest expense, net (excluding interest income earned from receivables related to IRCG operations) prior to the Disposition Date, income tax benefit or expense and depreciation and amortization, further adjusted to exclude certain items, including, but not limited to: (i) impairments of goodwill, real estate and long-lived assets; (ii) gains and losses on asset dispositions; (iii) earnings and losses from equity method investments; (iv) gains and losses from remeasurement of equity method investments; (v) gains and losses on extinguishment of debt; (vi) other income or expense; (vii) earnings and losses attributable to noncontrolling interest; (viii) discontinued operations, net of tax; and (ix) other items, which include revenue and expenses of legacy and other non-core operations, restructuring charges and associated severance expenses, non-cash compensation and other items. For purposes of calculating Adjusted EBITDA, the Company also adds back to net income (loss) attributable to the Company the pro rata share of Adjusted EBITDA related to equity method investments included within the segments and removes from Adjusted EBITDA the Adjusted EBITDA attributable to noncontrolling interests for entities consolidated within the segments. Asset information by segment, except for capital expenditures as shown in the table below, is not included in reports used by the CODM in the monitoring of performance and, therefore, is not disclosed. The accounting policies of the segments are the same as those described in Note 2, "Significant Accounting Policies". Transactions among segments are accounted for as if the sales or transfers were to third parties, or, in other words, at current market prices. The following tables present segment revenue reconciled to consolidated revenue and net income (loss) attributable to the Company reconciled to Adjusted EBITDA and Adjusted EBITDA by segment (in thousands): Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Revenue: Mountain Lift (1) $ 142,977 $ 134,813 $ 189,255 $ 170,754 Lodging 26,220 23,910 57,187 50,776 Ski School (2) 23,439 22,775 32,060 30,046 Retail and Rental 30,987 29,581 53,640 48,234 Food and Beverage 32,797 30,792 55,506 50,762 Other 13,701 13,486 35,514 33,979 Total Mountain revenue 270,121 255,357 423,162 384,551 Adventure revenue 53,664 48,835 84,901 85,465 Real Estate revenue 9,620 9,973 26,124 33,190 Total segment revenue 333,405 314,165 534,187 503,206 Legacy, non-core and other revenue (3) 1,487 1,541 2,346 2,655 Total revenue $ 334,892 $ 315,706 $ 536,533 $ 505,861 Net income attributable to Intrawest Resorts Holdings, Inc. $ 156,277 $ 174,470 $ 93,176 $ 100,122 Legacy and other non-core (income) expenses, net (4) (803 ) 16 814 4,458 Other operating expenses (5) 5,131 2,601 10,179 5,153 Depreciation and amortization 14,450 15,264 43,840 44,802 Gain on sale of Intrawest Resort Club Group — (40,481 ) — (40,481 ) (Gain) loss on disposal of assets (1,637 ) 1,634 (498 ) (693 ) Interest income (6) (84 ) (99 ) (204 ) (235 ) Interest expense 8,964 10,208 27,931 30,639 Earnings from equity method investments (7) (6,990 ) (5,401 ) (9,776 ) (4,019 ) Loss on extinguishment of debt — — 820 — Pro rata share of Adjusted EBITDA related to equity method investments (8) 2,214 2,119 4,049 3,664 Adjusted EBITDA attributable to noncontrolling interest (1,463 ) (1,486 ) (465 ) (2,619 ) Other (income) expense, net (9) (351 ) 1,184 (569 ) (4,026 ) Income tax expense 240 261 556 1,529 Income attributable to noncontrolling interest 1,042 1,006 292 1,918 Total Adjusted EBITDA $ 176,990 $ 161,296 $ 170,145 $ 140,212 Mountain Adjusted EBITDA $ 148,357 $ 136,704 $ 138,767 $ 110,781 Adventure Adjusted EBITDA (10) 24,592 21,246 23,870 22,616 Real Estate Adjusted EBITDA (8)(11) 4,041 3,346 7,508 6,815 Total Adjusted EBITDA $ 176,990 $ 161,296 $ 170,145 $ 140,212 (1) Lift revenue outside of the ski season is derived primarily from mountain biking and sightseeing lift products. (2) Ski School revenue outside of the ski season is derived primarily from mountain bike instruction at various resorts. (3) Legacy, non-core and other revenue represents legacy and other non-core operations that are not reviewed regularly by the CODM to assess performance and make decisions regarding the allocation of resources. It includes legacy real estate asset sales, divested non-core operations, and non-core retail revenue. (4) Legacy and other non-core expenses, net represents revenue and expenses of legacy and other non-core operations that are not reviewed regularly by the CODM to assess performance and make decisions regarding the allocation of resources. Revenue and expenses related to legacy and other non-core operations include retail operations not located at the Company’s properties and legacy litigation consisting of claims for damages related to alleged construction defects, purported disclosure violations in real estate marketing sales and documents, and allegations that the Company failed to construct planned amenities. (5) Includes costs related to non-cash compensation, reduction in workforce severance and lease payments pursuant to the lease at Winter Park. The nine months ended March 31, 2017 also includes $2.3 million of merger transaction related expenses, $1.2 million of expenses for major IT infrastructure replacements and $0.6 million in fees associated with executing the Fifth Amendment. (6) Includes interest income unrelated to IRCG financing activities. (7) Represents the earnings from equity method investments, including: Chateau, MHM, and the Mammoth family of resorts. (8) Includes the Company’s pro rata share of Adjusted EBITDA from its equity method investments in MHM and Chateau. The pro rata share of Adjusted EBITDA represents the Company’s share of Adjusted EBITDA from these equity method investments based on the Company's economic ownership percentages. (9) Includes foreign currency transaction gains (losses), litigation settlement gains (losses) and other expenses. (10) Adventure segment Adjusted EBITDA excludes Adjusted EBITDA attributable to noncontrolling interest. (11) Real Estate segment Adjusted EBITDA includes interest income earned from receivables related to the IRCG operations until the Disposition Date, in the amount of $0.3 million and $1.9 million for the three and nine months ended March 31, 2016, respectively. Capital Expenditures The following table presents capital expenditures for each segment, reconciled to consolidated amounts for each of the three and nine months ended March 31, 2017 and 2016 (in thousands): Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Capital expenditures: Mountain $ 6,937 $ 5,106 $ 28,428 $ 30,021 Adventure 1,692 1,350 9,301 5,675 Real Estate 106 41 227 279 Total segment capital expenditures 8,735 6,497 37,956 35,975 Corporate and other 943 1,848 3,626 4,901 Total capital expenditures $ 9,678 $ 8,345 $ 41,582 $ 40,876 Geographic Data The Company’s revenue by geographic region for each of the three and nine months ended March 31, 2017 and 2016 consisted of the following (in thousands): Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Revenue: United States $ 210,153 $ 201,415 $ 325,049 $ 307,758 Canada 124,739 114,291 211,484 198,103 Total revenue $ 334,892 $ 315,706 $ 536,533 $ 505,861 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Mar. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Events Merger Transaction On April 7, 2017, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Hawk Holding Company, LLC (“Hawk”), a newly formed entity controlled by affiliates of the Aspen Skiing Company, L.L.C. and KSL Capital Partners, LLC, Hawk Holding Company, Inc. and Hawk Merger Sub, Inc., a wholly owned subsidiary of Hawk (“Merger Sub”). The Merger Agreement provides that, upon the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company (the “Merger”), with the Company surviving the Merger as a wholly-owned subsidiary of Hawk. At the effective time of the Merger, each outstanding share of Company common stock (other than (i) shares to be canceled or converted into shares of the surviving company after the effective time of the Merger, and (ii) any shares of Company common stock issued and outstanding immediately prior to the effective time of the Merger that are held by any holder who (x) is entitled to demand and properly demands appraisal of such Company common stock pursuant to Section 262 of the Delaware General Corporation Law (“DGCL”) and (y) has not failed to perfect and not effectively withdrawn or lost rights to appraisal under the DGCL) will automatically be converted into the right to receive $23.75 in cash, without interest. As a result of the Merger, the Company will cease to be a publicly traded company. Following execution of the Merger Agreement, Intrawest Europe Holdings S.à r.l. and Intrawest S.à r.l., both subsidiaries of Fortress, holding a majority of the issued and outstanding shares of Company common stock, executed and delivered to the Company a written consent (the “Stockholders Written Consent”), approving and adopting the Merger Agreement and the transactions contemplated thereby, including the Merger. As a result of the execution and delivery of the Stockholder Written Consent, the holders of at least a majority of the outstanding shares of Company common stock have adopted and approved the Merger Agreement. The consummation of the Merger is subject to customary closing conditions, including, without limitation, (i) the expiration or early termination of the waiting period applicable to the consummation of the Merger under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (ii) the absence of any law, judgment or other legal restraint, then in effect, that prevents, makes illegal or prohibits the consummation of the Merger and the other transactions contemplated thereby and (iii) the approval by the holders of a majority of the voting power of all shares of the Company common stock entitled to vote on the Merger, which condition was satisfied upon delivery of the Stockholder Written Consent. In addition, each party’s obligation to consummate the Merger is subject to certain other conditions, including, without limitation, (i) the accuracy of the other party’s representations and warranties (subject to certain qualifications) and (ii) the other party’s performance in all material respects of its material obligations contained in the Merger Agreement. In addition, Hawk’s and Merger Sub’s obligations to consummate the Merger are subject to (i) the absence of a Company Material Adverse Effect (as defined in the Merger Agreement) and (ii) the Company obtaining any consent, transfer, renewal or reissuance with respect to a certain U.S. Forest Service permit and certain Canadian permits. The Merger Agreement contains specified termination rights for each of the parties and provides for payment of termination fees in certain circumstances. On April 12, 2017, Mammoth Resorts, in which the Company has an approximate 15% equity interest, entered into a definitive agreement to be acquired by Hawk. The transaction is subjext to certain closing conditions, and is expected to close by the end of the third calendar quarter of 2017. |
Significant Accounting Polici18
Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2017 | |
Significant Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, the financial statements do not include all of the information and notes required for complete financial statements prepared in accordance with GAAP. In management's opinion, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. These results of operations for the interim periods presented are not necessarily indicative of the results that may be expected for the full year. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Certain previously reported amounts have been reclassified to conform to the current period financial statement presentation. |
Principles of Consolidation | Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company, its majority-owned subsidiaries and a variable interest entity (“VIE”) for which the Company is the primary beneficiary. All significant intercompany transactions are eliminated in consolidation. Investments in which the Company does not have a controlling interest or is not the primary beneficiary, but over which the Company is able to exercise significant influence, are accounted for under the equity method. Under the equity method, the original cost of the investment is adjusted for the Company’s share of post-acquisition earnings or losses increased by contributions less distributions received. As of July 1, 2016, the Company reassessed all non-wholly owned subsidiaries in accordance with the new guidance issued in Accounting Standards Update (“ASU”) No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis (“ASU 2015-02”) and determined that no changes to consolidation methods were needed. The Company owns a 20.0% equity interest in Alpine Helicopters Inc. (“Alpine Helicopters”). Alpine Helicopters employs all the pilots that fly the helicopters supporting CMH's operations. Alpine Helicopters leases substantially all of its helicopters from Intrawest ULC, a consolidated subsidiary of the Company, creating economic dependence and therefore giving Intrawest ULC a variable interest in Alpine Helicopters. Alpine Helicopters is a VIE for which the Company is the primary beneficiary and is consolidated in the accompanying condensed consolidated financial statements. The remaining 80.0% equity interest in Alpine Helicopters is held by the employees of Alpine Helicopters and is reflected as a noncontrolling interest in the accompanying condensed consolidated financial statements. As of March 31, 2017 , Alpine Helicopters had total assets of $11.8 million and total liabilities of $5.2 million . On January 29, 2016, the Company sold substantially all of the assets used in the operations of IRCG and all of the equity interests in certain wholly-owned subsidiaries of IRCG to Diamond Resorts Corporation and Diamond Resorts International, Inc. (together with Diamond Resorts Corporation, “Diamond”), as described in Note 3, “Dispositions” (the "IRCG Transaction"). In accordance with applicable accounting guidance, the disposal did not qualify for discontinued operations presentation and, therefore, the accompanying condensed consolidated statements of operations and comprehensive income (loss) reflect the consolidation of the results of IRCG in the prior fiscal year. Prior to the Disposition Date, IRCG was a part of the Real Estate segment. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments As of March 31, 2017 and June 30, 2016 , the fair value of cash and cash equivalents, restricted cash, net receivables and accounts payable approximated their carrying value based on the short-term nature of these instruments. Estimates of fair value may be affected by assumptions made and, accordingly, are not necessarily indicative of the amounts the Company could realize in a current market exchange. The fair value of the Senior Debt (as defined in Note 6, “Debt”) was estimated using quoted prices for the Company's instruments in markets that are not active and was considered a Level 2 measure. The fair value of other debt obligations was estimated based on Level 3 inputs using discounted cash flow analyses based on assumptions that management believes are consistent with market participant assumptions. March 31, 2017 June 30, 2016 Carrying Value Fair Value Carrying Value Fair Value Senior Debt $ 553,333 $ 557,483 $ 554,480 $ 555,173 Other debt obligations $ 897 $ 733 $ 1,172 $ 971 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In January 2017, the Financial Accounting Standards Board (“FASB”) issued ASU No.2017-01, Business Combinations (Topic 805) ("ASU 2017-01"). This update clarifies the definition of a business with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets of businesses. ASU 2017-01 is effective for interim and annual periods beginning after December 15, 2017 on a prospective basis. The Company is currently evaluating the impact that this update will have on its consolidated financial statements and related disclosures. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash ("ASU 2016-18") . This update requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. This update is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted, including adoption in an interim period. The Company intends to adopt this guidance on July 1, 2018. The Company is currently evaluating the impact that this update will have on its consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). This update replaces the incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. This update is effective for interim and annual periods beginning after December 15, 2019, with a modified-retrospective approach. The Company is currently evaluating the impact that this update will have on its consolidated financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09"). This update is part of the FASB's simplification initiative and is intended to simplify accounting for stock-based compensation. The guidance requires that excess tax benefits or deficiencies be recognized in income tax expense or benefit in the income statement, rather than recognized in additional paid-in capital. The guidance allows the Company to elect whether to recognize forfeitures as they occur or use an estimated forfeiture assumption in estimating the number of awards that are expected to vest. ASU 2016-09 is effective for annual periods beginning after December 15, 2016, with early adoption permitted. The Company adopted this guidance prospectively for the year beginning on July 1, 2016. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) ("ASU 2016-02") . ASU 2016-02 supersedes existing guidance in Leases (Topic 840) . The revised standard requires lessees to recognize the assets and liabilities arising from leases with lease terms greater than twelve months on the balance sheet, including those currently classified as operating leases, and to disclose key information about leasing arrangements. Lessees will be required to recognize a lease liability and a right-of-use asset on their balance sheets, while lessor accounting will remain largely unchanged. The guidance is effective for annual periods beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact the adoption of ASU 2016-02 will have on its consolidated financial statements and related disclosures. The Company currently believes the most significant impact will relate to the accounting for operating leases and that the accounting for capital leases will remain substantially unchanged under the new standard. In April 2015, the FASB issued ASU No. 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement ("ASU 2015-05"). This update is intended to reduce diversity in practice by providing explicit guidance to customers about whether a cloud computing arrangement includes a software license. For public business entities, the guidance was effective for annual periods beginning after December 15, 2015, with early adoption permitted. The Company adopted ASU 2015-05 as of July 1, 2016 and will apply the guidance prospectively for all arrangements entered into or materially modified after July 1, 2016. There was no impact to the Company's condensed consolidated financial statements upon the adoption. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis . This update (i) amends the criteria for determining which entities are considered VIEs or voting interest entities, (ii) amends the criteria for evaluating fees paid to a decision maker or service provider as a variable interest, (iii) amends the effect of fee arrangements and related parties on the primary beneficiary determination, and (iv) ends the deferral previously granted to certain investment companies for application of the VIE consolidation model. The guidance is effective for public business entities for annual reporting periods beginning after December 15, 2015, with early adoption permitted. The Company adopted this guidance for the year beginning on July 1, 2016. With the adoption the Company reassessed all non-wholly owned subsidiaries and determined that no changes to consolidation methods were needed. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) (“ASU 2014-09”), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. In August 2015, the FASB issued an accounting standards update that defers the effective date of the new revenue recognition guidance for one year, to interim and annual reporting periods beginning after December 15, 2017. Early adoption is permitted for periods beginning after December 15, 2016. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606) - Identifying Performance Obligations and Licensing ("ASU 2016-10"), which clarifies the identification of performance obligations and the licensing implementation guidance in Topic 606. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606) - Narrow-Scope Improvements and Practical Expedients ("ASU 2016-12"), which clarifies the guidance in Topic 606 on assessing collectability, presentation of sales taxes, noncash consideration, and completed contracts and contract modifications at transition. In December 2016, the FASB issued ASU No. 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers ("ASU 2016-20"), which provides technical corrections and improvements to clarify Topic 606 or to correct unintended application of Topic 606. In February 2017, the FASB issued ASU No. 2017-05, Other Income - Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20) ("ASU 2017-05") which clarifies the scope of asset derecognition guidance and accounting for partial sales of nonfinancial assets and simplifies GAAP for derecognition of a business or nonprofit activity by eliminating several accounting differences between transactions involving assets and transactions involving businesses. These accounting standard updates have the same effective date as the original standard. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is planning to adopt the standard on July 1, 2018. The Company is currently in the assessment phase to evaluate the impact this standard will have on our financial results, systems, processes and internal controls and based on that assessment will then determine the transition approach to use and the full impact of adoption. |
Significant Accounting Polici19
Significant Accounting Policies (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Significant Accounting Policies [Abstract] | |
Carrying Value and Fair Value of Financial Instruments | The fair value of the Senior Debt (as defined in Note 6, “Debt”) was estimated using quoted prices for the Company's instruments in markets that are not active and was considered a Level 2 measure. The fair value of other debt obligations was estimated based on Level 3 inputs using discounted cash flow analyses based on assumptions that management believes are consistent with market participant assumptions. March 31, 2017 June 30, 2016 Carrying Value Fair Value Carrying Value Fair Value Senior Debt $ 553,333 $ 557,483 $ 554,480 $ 555,173 Other debt obligations $ 897 $ 733 $ 1,172 $ 971 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Earnings (Loss) Per Share [Abstract] | |
Calculation of Basic and Diluted EPS | Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Basic EPS Net income attributable to Intrawest Resorts Holdings, Inc. $ 156,277 $ 174,470 $ 93,176 $ 100,122 Weighted average common shares outstanding 39,803 42,705 39,776 44,395 Basic EPS $ 3.93 $ 4.09 $ 2.34 $ 2.26 Diluted EPS Net income attributable to Intrawest Resorts Holdings, Inc. $ 156,277 $ 174,470 $ 93,176 $ 100,122 Weighted average common shares outstanding 39,803 42,705 39,776 44,395 Dilutive effect of stock awards 1,298 30 938 28 Weighted average dilutive shares outstanding 41,101 42,735 40,714 44,423 Diluted EPS $ 3.80 $ 4.08 $ 2.29 $ 2.25 |
Supplementary Balance Sheet I21
Supplementary Balance Sheet Information (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Supplementary Balance Sheet Information [Abstract] | |
Current Receivables, Net | Current receivables, net Current receivables as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Trade receivables $ 27,129 $ 37,441 Loans, mortgages and notes receivable 13 50 Allowance for doubtful accounts (698 ) (831 ) Total current receivables, net $ 26,444 $ 36,660 |
Other Current Assets | Other current assets Other current assets as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Capital spares $ 14,102 $ 11,628 Prepaid insurance 4,527 4,813 Other prepaid expenses and current assets 6,277 4,640 Total other current assets $ 24,906 $ 21,081 |
Other Long-Term Assets, Net | Other long-term assets, net Other long-term assets, net as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Equity method investments $ 34,034 $ 26,398 Long-term receivables 1,465 1,541 Other long-term assets 3,798 3,988 Total other long-term assets, net $ 39,297 $ 31,927 |
Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities Accounts payable and accrued liabilities as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Trade payables $ 68,884 $ 48,353 Accrued liabilities 9,010 16,516 Total accounts payable and accrued liabilities $ 77,894 $ 64,869 |
Current Deferred Revenue and Deposits | Current deferred revenue and deposits Current deferred revenue and deposits as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Season pass and other deferred revenue $ 23,286 $ 42,343 Lodging and tour deposits 24,017 25,548 Deposits on real estate sales 45 46 Total current deferred revenue and deposits $ 47,348 $ 67,937 |
Other Long-Term Liabilities | Other long-term liabilities Other long-term liabilities as of March 31, 2017 and June 30, 2016 consisted of the following (in thousands): March 31, 2017 June 30, 2016 Pension liability, net of funded assets $ 31,585 $ 33,550 Forgivable government grants 8,465 7,719 Deferred revenue and deposits 7,647 8,106 Other long-term liabilities 18,519 19,391 Total other long-term liabilities $ 66,216 $ 68,766 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Debt [Abstract] | |
Long-Term Debt | Maturity March 31, 2017 June 30, 2016 Senior Debt 2020 $ 553,333 $ 554,480 Other debt obligations 2017-2023 897 1,172 Less: unamortized original issue discount ("OID") and debt issuance costs (14,383 ) (17,860 ) Total 539,847 537,792 Less: Long-term debt due within one year 3,673 497 Total long-term debt $ 536,174 $ 537,295 |
Long-Term Debt Aggregate Maturities | As of March 31, 2017 , the long-term debt aggregate maturities for the 12 month periods ending March 31, for each of the following years are set forth below (in thousands): 2018 $ 3,673 2019 6,138 2020 6,145 2021 537,932 2022 158 Thereafter 184 $ 554,230 |
Accumulated Other Comprehensi23
Accumulated Other Comprehensive Income (Loss) and Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Accumulated Other Comprehensive Income (Loss) and Other Comprehensive Income (Loss) [Abstract] | |
Changes in Accumulated Other Comprehensive Income (Loss) | The following table presents the changes in accumulated other comprehensive income (loss) ("AOCI"), by component, for the nine months ended March 31, 2017 and 2016 (in thousands): Realized portion on cash flow hedge Actuarial loss on pensions Foreign currency translation adjustments Total As of June 30, 2015 $ (1,918 ) $ (11,949 ) $ 159,246 $ 145,379 Amounts reclassified from AOCI 918 519 — 1,437 Foreign currency translation adjustments (8 ) 315 (11,677 ) (11,370 ) Net current period other comprehensive income (loss) 910 834 (11,677 ) (9,933 ) As of March 31, 2016 $ (1,008 ) $ (11,115 ) $ 147,569 $ 135,446 As of June 30, 2016 $ (733 ) $ (14,242 ) $ 146,895 $ 131,920 Amounts reclassified from AOCI 689 676 — 1,365 Foreign currency translation adjustments 44 201 (6,885 ) (6,640 ) Net current period other comprehensive income (loss) 733 877 (6,885 ) (5,275 ) As of March 31, 2017 $ — $ (13,365 ) $ 140,010 $ 126,645 |
Other Comprehensive Income (Loss) | The components of other comprehensive income (loss) for the three and nine months ended March 31, 2017 and 2016 are as follows (in thousands): Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Foreign currency translation adjustments $ 1,440 $ 19,946 $ (6,744 ) $ (11,380 ) Realized portion of cash flow hedge (a) 254 312 689 918 Actuarial gain (loss) on pensions (b) 225 170 676 519 Other comprehensive income (loss), net of tax of $0 1,919 20,428 (5,379 ) (9,943 ) Other comprehensive income (loss) attributable to noncontrolling interest, net of tax of $0 14 205 (104 ) (10 ) Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc., net of tax of $0 $ 1,905 $ 20,223 $ (5,275 ) $ (9,933 ) (a) Amounts reclassified out of AOCI are included in interest expense in the accompanying condensed consolidated statements of operations. (b) Amounts reclassified out of AOCI are included in operating expenses in the accompanying condensed consolidated statements of operations. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Commitments and Contingencies [Abstract] | |
Reimbursable Government Loans and Forgivable Grants | Reimbursable government loans and forgivable grants as of March 31, 2017 and June 30, 2016 in Canadian dollars ("CAD") and the U.S. dollar ("USD") equivalent are as follows (in thousands): March 31, 2017 June 30, 2016 CAD USD Equivalent CAD USD Equivalent Loans $ — $ — $ 241 $ 185 Grants Received 89,298 67,030 89,298 68,643 Future advances 31,421 23,586 31,421 24,153 Total grants $ 120,719 $ 90,616 $ 120,719 $ 92,796 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Mar. 31, 2017 | |
Segment Information [Abstract] | |
Consolidated Revenue | Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Revenue: Mountain Lift (1) $ 142,977 $ 134,813 $ 189,255 $ 170,754 Lodging 26,220 23,910 57,187 50,776 Ski School (2) 23,439 22,775 32,060 30,046 Retail and Rental 30,987 29,581 53,640 48,234 Food and Beverage 32,797 30,792 55,506 50,762 Other 13,701 13,486 35,514 33,979 Total Mountain revenue 270,121 255,357 423,162 384,551 Adventure revenue 53,664 48,835 84,901 85,465 Real Estate revenue 9,620 9,973 26,124 33,190 Total segment revenue 333,405 314,165 534,187 503,206 Legacy, non-core and other revenue (3) 1,487 1,541 2,346 2,655 Total revenue $ 334,892 $ 315,706 $ 536,533 $ 505,861 (1) Lift revenue outside of the ski season is derived primarily from mountain biking and sightseeing lift products. (2) Ski School revenue outside of the ski season is derived primarily from mountain bike instruction at various resorts. (3) Legacy, non-core and other revenue represents legacy and other non-core operations that are not reviewed regularly by the CODM to assess performance and make decisions regarding the allocation of resources. It includes legacy real estate asset sales, divested non-core operations, and non-core retail revenue. |
Net Income (Loss) Reconciled to Adjusted EBITDA | Net income attributable to Intrawest Resorts Holdings, Inc. $ 156,277 $ 174,470 $ 93,176 $ 100,122 Legacy and other non-core (income) expenses, net (4) (803 ) 16 814 4,458 Other operating expenses (5) 5,131 2,601 10,179 5,153 Depreciation and amortization 14,450 15,264 43,840 44,802 Gain on sale of Intrawest Resort Club Group — (40,481 ) — (40,481 ) (Gain) loss on disposal of assets (1,637 ) 1,634 (498 ) (693 ) Interest income (6) (84 ) (99 ) (204 ) (235 ) Interest expense 8,964 10,208 27,931 30,639 Earnings from equity method investments (7) (6,990 ) (5,401 ) (9,776 ) (4,019 ) Loss on extinguishment of debt — — 820 — Pro rata share of Adjusted EBITDA related to equity method investments (8) 2,214 2,119 4,049 3,664 Adjusted EBITDA attributable to noncontrolling interest (1,463 ) (1,486 ) (465 ) (2,619 ) Other (income) expense, net (9) (351 ) 1,184 (569 ) (4,026 ) Income tax expense 240 261 556 1,529 Income attributable to noncontrolling interest 1,042 1,006 292 1,918 Total Adjusted EBITDA $ 176,990 $ 161,296 $ 170,145 $ 140,212 Mountain Adjusted EBITDA $ 148,357 $ 136,704 $ 138,767 $ 110,781 Adventure Adjusted EBITDA (10) 24,592 21,246 23,870 22,616 Real Estate Adjusted EBITDA (8)(11) 4,041 3,346 7,508 6,815 Total Adjusted EBITDA $ 176,990 $ 161,296 $ 170,145 $ 140,212 (4) Legacy and other non-core expenses, net represents revenue and expenses of legacy and other non-core operations that are not reviewed regularly by the CODM to assess performance and make decisions regarding the allocation of resources. Revenue and expenses related to legacy and other non-core operations include retail operations not located at the Company’s properties and legacy litigation consisting of claims for damages related to alleged construction defects, purported disclosure violations in real estate marketing sales and documents, and allegations that the Company failed to construct planned amenities. (5) Includes costs related to non-cash compensation, reduction in workforce severance and lease payments pursuant to the lease at Winter Park. The nine months ended March 31, 2017 also includes $2.3 million of merger transaction related expenses, $1.2 million of expenses for major IT infrastructure replacements and $0.6 million in fees associated with executing the Fifth Amendment. (6) Includes interest income unrelated to IRCG financing activities. (7) Represents the earnings from equity method investments, including: Chateau, MHM, and the Mammoth family of resorts. (8) Includes the Company’s pro rata share of Adjusted EBITDA from its equity method investments in MHM and Chateau. The pro rata share of Adjusted EBITDA represents the Company’s share of Adjusted EBITDA from these equity method investments based on the Company's economic ownership percentages. (9) Includes foreign currency transaction gains (losses), litigation settlement gains (losses) and other expenses. (10) Adventure segment Adjusted EBITDA excludes Adjusted EBITDA attributable to noncontrolling interest. (11) Real Estate segment Adjusted EBITDA includes interest income earned from receivables related to the IRCG operations until the Disposition Date, in the amount of $0.3 million and $1.9 million for the three and nine months ended March 31, 2016, respectively. |
Capital Expenditures | The following table presents capital expenditures for each segment, reconciled to consolidated amounts for each of the three and nine months ended March 31, 2017 and 2016 (in thousands): Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Capital expenditures: Mountain $ 6,937 $ 5,106 $ 28,428 $ 30,021 Adventure 1,692 1,350 9,301 5,675 Real Estate 106 41 227 279 Total segment capital expenditures 8,735 6,497 37,956 35,975 Corporate and other 943 1,848 3,626 4,901 Total capital expenditures $ 9,678 $ 8,345 $ 41,582 $ 40,876 |
Revenue by Geographic Region | The Company’s revenue by geographic region for each of the three and nine months ended March 31, 2017 and 2016 consisted of the following (in thousands): Three Months Ended March 31, Nine Months Ended March 31, 2017 2016 2017 2016 Revenue: United States $ 210,153 $ 201,415 $ 325,049 $ 307,758 Canada 124,739 114,291 211,484 198,103 Total revenue $ 334,892 $ 315,706 $ 536,533 $ 505,861 |
Formation and Business (Details
Formation and Business (Details) | 9 Months Ended |
Mar. 31, 2017SegmentLodge | |
Formation and Business [Abstract] | |
Number of segments | Segment | 3 |
Canadian Mountain Holidays [Member] | |
Formation and Business [Abstract] | |
Number of lodges | Lodge | 11 |
Mammoth Hospitality Management, L.L.C. [Member] | |
Formation and Business [Abstract] | |
Ownership interest percentage | 50.00% |
Chateau M.T. Inc. [Member] | |
Formation and Business [Abstract] | |
Economic interest percentage | 57.10% |
Significant Accounting Polici27
Significant Accounting Policies (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2017 | Jun. 30, 2016 | |
Alpine Helicopters [Member] | ||
Principles of Consolidation [Abstract] | ||
Ownership interest in VIE | 20.00% | |
Noncontrolling interest held by employees | 80.00% | |
Total assets | $ 11,800 | |
Total liabilities | 5,200 | |
Carrying Value [Member] | Senior Debt [Member] | ||
Fair Value of Financial Instruments [Abstract] | ||
Long-term debt | 553,333 | $ 554,480 |
Carrying Value [Member] | Other Debt Obligations [Member] | ||
Fair Value of Financial Instruments [Abstract] | ||
Long-term debt | 897 | 1,172 |
Fair Value [Member] | Senior Debt [Member] | ||
Fair Value of Financial Instruments [Abstract] | ||
Long-term debt | 557,483 | 555,173 |
Fair Value [Member] | Other Debt Obligations [Member] | ||
Fair Value of Financial Instruments [Abstract] | ||
Long-term debt | $ 733 | $ 971 |
Dispositions (Details)
Dispositions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | Jun. 30, 2016 | Nov. 24, 2015 | |
IRCG Transaction [Abstract] | ||||||
Gain on sale of IRCG | $ 0 | $ 40,481 | $ 0 | $ 40,481 | ||
IRCG [Member] | ||||||
IRCG Transaction [Abstract] | ||||||
Gross proceeds for sale of IRCG | $ 84,600 | |||||
Gain on sale of IRCG | $ 40,400 |
Earnings (Loss) Per Share (Deta
Earnings (Loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings (Loss) Per Share [Abstract] | ||||
Anti-dilutive share-based payment awards not included in calculation of EPS | $ 0 | $ 1,700 | $ 0 | $ 1,400 |
Basic EPS [Abstract] | ||||
Net income attributable to Intrawest Resorts Holdings, Inc. | $ 156,277 | $ 174,470 | $ 93,176 | $ 100,122 |
Weighted average common shares outstanding (in shares) | 39,803 | 42,705 | 39,776 | 44,395 |
Basic EPS (in dollars per share) | $ 3.93 | $ 4.09 | $ 2.34 | $ 2.26 |
Diluted EPS [Abstract] | ||||
Net income attributable to Intrawest Resorts Holdings, Inc. | $ 156,277 | $ 174,470 | $ 93,176 | $ 100,122 |
Weighted average common shares outstanding (in shares) | 39,803 | 42,705 | 39,776 | 44,395 |
Dilutive effect of stock awards (in shares) | 1,298 | 30 | 938 | 28 |
Weighted average dilutive shares outstanding (in shares) | 41,101 | 42,735 | 40,714 | 44,423 |
Diluted EPS (in dollars per share) | $ 3.80 | $ 4.08 | $ 2.29 | $ 2.25 |
Supplementary Balance Sheet I30
Supplementary Balance Sheet Information, Current Receivables, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Current Receivables, Net [Abstract] | ||
Trade receivables | $ 27,129 | $ 37,441 |
Loans, mortgages and notes receivable | 13 | 50 |
Allowance for doubtful accounts | (698) | (831) |
Total current receivables, net | $ 26,444 | $ 36,660 |
Supplementary Balance Sheet I31
Supplementary Balance Sheet Information, Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Other Current Assets [Abstract] | ||
Capital spares | $ 14,102 | $ 11,628 |
Prepaid insurance | 4,527 | 4,813 |
Other prepaid expenses and current assets | 6,277 | 4,640 |
Total other current assets | $ 24,906 | $ 21,081 |
Supplementary Balance Sheet I32
Supplementary Balance Sheet Information, Other Long-Term Assets, Net (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Other Long-Term Assets, Net [Abstract] | ||
Equity method investments | $ 34,034 | $ 26,398 |
Long-term receivables | 1,465 | 1,541 |
Other long-term assets | 3,798 | 3,988 |
Total other long-term assets, net | $ 39,297 | $ 31,927 |
Supplementary Balance Sheet I33
Supplementary Balance Sheet Information, Accounts Payable and Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Accounts Payable and Accrued Liabilities [Abstract] | ||
Trade payables | $ 68,884 | $ 48,353 |
Accrued liabilities | 9,010 | 16,516 |
Total accounts payable and accrued liabilities | $ 77,894 | $ 64,869 |
Supplementary Balance Sheet I34
Supplementary Balance Sheet Information, Current Deferred Revenue and Deposits (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Current Deferred Revenue and Deposits [Abstract] | ||
Season pass and other deferred revenue | $ 23,286 | $ 42,343 |
Lodging and tour deposits | 24,017 | 25,548 |
Deposits on real estate sales | 45 | 46 |
Total current deferred revenue and deposits | $ 47,348 | $ 67,937 |
Supplementary Balance Sheet I35
Supplementary Balance Sheet Information, Other Long-Term Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2017 | Jun. 30, 2016 |
Other Long-Term Liabilities [Abstract] | ||
Pension liability, net of funded assets | $ 31,585 | $ 33,550 |
Forgivable government grants | 8,465 | 7,719 |
Deferred revenue and deposits | 7,647 | 8,106 |
Other long-term liabilities | 18,519 | 19,391 |
Total other long-term liabilities | $ 66,216 | $ 68,766 |
Debt, Long-Term Debt (Details)
Debt, Long-Term Debt (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Mar. 31, 2017 | Jun. 30, 2016 | |
Long-Term Debt [Abstract] | ||
Long-term debt | $ 554,230 | |
Less: unamortized original issue discount ("OID") and debt issuance costs | (14,383) | $ (17,860) |
Total | 539,847 | 537,792 |
Less: Long-term debt due within one year | 3,673 | 497 |
Total long-term debt | $ 536,174 | 537,295 |
Senior Debt [Member] | ||
Long-Term Debt [Abstract] | ||
Maturity | 2,020 | |
Long-term debt | $ 553,333 | 554,480 |
Other Debt Obligations [Member] | ||
Long-Term Debt [Abstract] | ||
Long-term debt | $ 897 | $ 1,172 |
Other Debt Obligations [Member] | Minimum [Member] | ||
Long-Term Debt [Abstract] | ||
Maturity | 2,017 | |
Other Debt Obligations [Member] | Maximum [Member] | ||
Long-Term Debt [Abstract] | ||
Maturity | 2,023 |
Debt, Senior Debt and Other Deb
Debt, Senior Debt and Other Debt Obligations (Details) - USD ($) $ in Millions | Sep. 19, 2014 | Mar. 31, 2017 | Jun. 30, 2016 | Dec. 09, 2013 |
Senior Debt [Abstract] | ||||
Letters of credit outstanding | $ 39.8 | $ 42.8 | ||
Credit Agreement [Member] | Term Loan [Member] | ||||
Senior Debt [Abstract] | ||||
Term loan | $ 540 | |||
Credit Agreement [Member] | Revolver [Member] | ||||
Senior Debt [Abstract] | ||||
Maximum borrowing capacity | 25 | |||
Borrowings outstanding | 0 | 0 | ||
Credit Agreement [Member] | LC Facility [Member] | ||||
Senior Debt [Abstract] | ||||
Maximum borrowing capacity | $ 55 | |||
Letters of credit outstanding | $ 39.8 | $ 42.8 | ||
Incremental Amendment [Member] | Term Loan [Member] | ||||
Senior Debt [Abstract] | ||||
Proceeds from incremental borrowings | $ 60 | |||
Other Debt Obligations [Member] | ||||
Other Debt Obligations [Abstract] | ||||
Weighted average interest rate | 5.00% |
Debt, Maturities (Details)
Debt, Maturities (Details) $ in Thousands | Mar. 31, 2017USD ($) |
Long-Term Debt Aggregate Maturities [Abstract] | |
2,018 | $ 3,673 |
2,019 | 6,138 |
2,020 | 6,145 |
2,021 | 537,932 |
2,022 | 158 |
Thereafter | 184 |
Total | $ 554,230 |
Debt, Interest Expense (Details
Debt, Interest Expense (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2017 | Mar. 31, 2016 | |
Interest Expense [Abstract] | |||||
Interest expense | $ 9 | $ 10.2 | $ 27.9 | $ 30.6 | |
Amortization of deferred financing costs | $ 1 | $ 0.9 | $ 2.8 | $ 2.6 | |
Credit Agreement [Member] | Term Loan [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 3.50% | ||||
Credit Agreement [Member] | Term Loan [Member] | LIBOR [Member] | |||||
Interest Expense [Abstract] | |||||
Interest rate floor | 1.00% | ||||
Credit Agreement [Member] | Revolver [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 3.25% | ||||
Credit Agreement [Member] | LC Facility [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 4.50% | ||||
Fourth Amendment [Member] | Term Loan [Member] | Base Rate [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 3.00% | ||||
Fourth Amendment [Member] | Term Loan [Member] | Eurodollar [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 4.00% | ||||
Fifth Amendment [Member] | Term Loan [Member] | Base Rate [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 2.50% | ||||
Fifth Amendment [Member] | Term Loan [Member] | Eurodollar [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 3.50% | ||||
Fifth Amendment [Member] | Revolver [Member] | |||||
Interest Expense [Abstract] | |||||
Secured debt leverage ratio | 4.5 | ||||
Fifth Amendment [Member] | Revolver [Member] | Base Rate [Member] | Maximum [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 2.50% | ||||
Fifth Amendment [Member] | Revolver [Member] | Base Rate [Member] | Minimum [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 2.25% | ||||
Fifth Amendment [Member] | Revolver [Member] | Eurodollar [Member] | Maximum [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 3.50% | ||||
Fifth Amendment [Member] | Revolver [Member] | Eurodollar [Member] | Minimum [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 3.25% | ||||
Third Amendment [Member] | Revolver [Member] | |||||
Interest Expense [Abstract] | |||||
Secured debt leverage ratio | 4.5 | ||||
Third Amendment [Member] | Revolver [Member] | Base Rate [Member] | Maximum [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 2.75% | ||||
Third Amendment [Member] | Revolver [Member] | Base Rate [Member] | Minimum [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 2.50% | ||||
Third Amendment [Member] | Revolver [Member] | Eurodollar [Member] | Maximum [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 3.75% | ||||
Third Amendment [Member] | Revolver [Member] | Eurodollar [Member] | Minimum [Member] | |||||
Interest Expense [Abstract] | |||||
Margin rate | 3.50% |
Accumulated Other Comprehensi40
Accumulated Other Comprehensive Income (Loss) and Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | ||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning balance | $ 256,352 | ||||
Amounts reclassified from AOCI | 1,365 | $ 1,437 | |||
Foreign currency translation adjustments | (6,640) | (11,370) | |||
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | $ 1,905 | $ 20,223 | (5,275) | (9,933) | |
Ending balance | 346,037 | 346,037 | |||
Other Comprehensive Income (Loss) [Abstract] | |||||
Foreign currency translation adjustments | 1,440 | 19,946 | (6,744) | (11,380) | |
Realized portion of cash flow hedge | [1] | 254 | 312 | 689 | 918 |
Actuarial gain (loss) on pensions | [2] | 225 | 170 | 676 | 519 |
Other comprehensive income (loss), net of tax of $0 | 1,919 | 20,428 | (5,379) | (9,943) | |
Other comprehensive income (loss) attributable to noncontrolling interest, net of tax of $0 | 14 | 205 | (104) | (10) | |
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | 1,905 | 20,223 | (5,275) | (9,933) | |
Other comprehensive income (loss), tax | 0 | 0 | 0 | 0 | |
Other comprehensive income (loss) attributable to noncontrolling interest, tax | 0 | 0 | 0 | 0 | |
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc., tax | 0 | 0 | 0 | 0 | |
Accumulated Other Comprehensive Income (Loss) [Member] | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning balance | 131,920 | 145,379 | |||
Ending balance | 126,645 | 135,446 | 126,645 | 135,446 | |
Realized Portion on Cash Flow Hedge [Member] | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning balance | (733) | (1,918) | |||
Amounts reclassified from AOCI | 689 | 918 | |||
Foreign currency translation adjustments | 44 | (8) | |||
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | 733 | 910 | |||
Ending balance | 0 | (1,008) | 0 | (1,008) | |
Other Comprehensive Income (Loss) [Abstract] | |||||
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | 733 | 910 | |||
Actuarial Loss on Pensions [Member] | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning balance | (14,242) | (11,949) | |||
Amounts reclassified from AOCI | 676 | 519 | |||
Foreign currency translation adjustments | 201 | 315 | |||
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | 877 | 834 | |||
Ending balance | (13,365) | (11,115) | (13,365) | (11,115) | |
Other Comprehensive Income (Loss) [Abstract] | |||||
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | 877 | 834 | |||
Foreign Currency Translation Adjustments [Member] | |||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |||||
Beginning balance | 146,895 | 159,246 | |||
Amounts reclassified from AOCI | 0 | 0 | |||
Foreign currency translation adjustments | (6,885) | (11,677) | |||
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | (6,885) | (11,677) | |||
Ending balance | $ 140,010 | $ 147,569 | 140,010 | 147,569 | |
Other Comprehensive Income (Loss) [Abstract] | |||||
Other comprehensive income (loss) attributable to Intrawest Resorts Holdings, Inc. | $ (6,885) | $ (11,677) | |||
[1] | Amounts reclassified out of AOCI are included in interest expense in the accompanying condensed consolidated statements of operations. | ||||
[2] | Amounts reclassified out of AOCI are included in operating expenses in the accompanying condensed consolidated statements of operations. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Income Taxes [Abstract] | ||||
Income tax expense | $ 240 | $ 261 | $ 556 | $ 1,529 |
Effective tax rate | 0.20% | 0.10% | 0.60% | 1.50% |
Federal blended statutory rate | 32.20% | 31.00% | 32.40% | 30.10% |
Commitments and Contingencies42
Commitments and Contingencies (Details) CAD in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2017USD ($)Plan | Mar. 31, 2016USD ($) | Mar. 31, 2017CAD | Jun. 30, 2016USD ($) | Jun. 30, 2016CAD | |
Letters of Credit [Abstract] | |||||||
Letters of credit issued | $ 39,800 | $ 39,800 | $ 42,800 | ||||
Number of closed noncontributory defined benefit pension plans | Plan | 3 | ||||||
Government Grants and Loans [Abstract] | |||||||
Loans | 0 | $ 0 | CAD 0 | 185 | CAD 241 | ||
Grants - Received | 67,030 | 67,030 | 89,298 | 68,643 | 89,298 | ||
Grants - Future advances | 23,586 | 23,586 | 31,421 | 24,153 | 31,421 | ||
Total grants | 90,616 | $ 90,616 | CAD 120,719 | 92,796 | CAD 120,719 | ||
Capital Leases [Abstract] | |||||||
Weighted average remaining term | 34 years 6 months | ||||||
Weighted average interest rate | 9.90% | ||||||
Other [Abstract] | |||||||
Payments for forestry licenses and land leases | 2,500 | $ 2,300 | $ 3,400 | $ 3,300 | |||
SV Timbers Steamboat, L.L.C [Member] | Property Lease Agreement at Steamboat [Member] | |||||||
Capital Leases [Abstract] | |||||||
Term of agreement | 12 years | ||||||
Total lease payments under capital lease obligation | 1,300 | $ 1,300 | |||||
Remaining balance of capital lease obligation | $ 400 | $ 400 | $ 400 | ||||
Minimum [Member] | |||||||
Other [Abstract] | |||||||
Percentage of defined gross revenue | 1.50% | ||||||
Maximum [Member] | |||||||
Other [Abstract] | |||||||
Percentage of defined gross revenue | 4.00% |
Segment Information, Revenue fo
Segment Information, Revenue for Reportable Segments (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2017USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2017USD ($)Segment | Mar. 31, 2016USD ($) | ||
Segment Information [Abstract] | |||||
Number of reportable segments | Segment | 3 | ||||
Revenue [Abstract] | |||||
Revenue | $ 334,892 | $ 315,706 | $ 536,533 | $ 505,861 | |
Reportable Segment [Member] | |||||
Revenue [Abstract] | |||||
Revenue | 333,405 | 314,165 | 534,187 | 503,206 | |
Reportable Segment [Member] | Mountain [Member] | |||||
Revenue [Abstract] | |||||
Revenue | 270,121 | 255,357 | 423,162 | 384,551 | |
Reportable Segment [Member] | Mountain [Member] | Lift [Member] | |||||
Revenue [Abstract] | |||||
Revenue | [1] | 142,977 | 134,813 | 189,255 | 170,754 |
Reportable Segment [Member] | Mountain [Member] | Lodging [Member] | |||||
Revenue [Abstract] | |||||
Revenue | 26,220 | 23,910 | 57,187 | 50,776 | |
Reportable Segment [Member] | Mountain [Member] | Ski School [Member] | |||||
Revenue [Abstract] | |||||
Revenue | [2] | 23,439 | 22,775 | 32,060 | 30,046 |
Reportable Segment [Member] | Mountain [Member] | Retail and Rental [Member] | |||||
Revenue [Abstract] | |||||
Revenue | 30,987 | 29,581 | 53,640 | 48,234 | |
Reportable Segment [Member] | Mountain [Member] | Food and Beverage [Member] | |||||
Revenue [Abstract] | |||||
Revenue | 32,797 | 30,792 | 55,506 | 50,762 | |
Reportable Segment [Member] | Mountain [Member] | Other [Member] | |||||
Revenue [Abstract] | |||||
Revenue | 13,701 | 13,486 | 35,514 | 33,979 | |
Reportable Segment [Member] | Adventure [Member] | |||||
Revenue [Abstract] | |||||
Revenue | 53,664 | 48,835 | 84,901 | 85,465 | |
Reportable Segment [Member] | Real Estate [Member] | |||||
Revenue [Abstract] | |||||
Revenue | 9,620 | 9,973 | 26,124 | 33,190 | |
Legacy, Non-core and Other Revenue [Member] | |||||
Revenue [Abstract] | |||||
Revenue | [3] | $ 1,487 | $ 1,541 | $ 2,346 | $ 2,655 |
[1] | Lift revenue outside of the ski season is derived primarily from mountain biking and sightseeing lift products. | ||||
[2] | Ski School revenue outside of the ski season is derived primarily from mountain bike instruction at various resorts. | ||||
[3] | Legacy, non-core and other revenue represents legacy and other non-core operations that are not reviewed regularly by the CODM to assess performance and make decisions regarding the allocation of resources. It includes legacy real estate asset sales, divested non-core operations, and non-core retail revenue. |
Segment Information, Net Income
Segment Information, Net Income (Loss) Reconciled to Adjusted EBITDA (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | ||
Segment Information [Abstract] | |||||
Net income attributable to Intrawest Resorts Holdings, Inc. | $ 156,277 | $ 174,470 | $ 93,176 | $ 100,122 | |
Depreciation and amortization | 14,450 | 15,264 | 43,840 | 44,802 | |
Gain on sale of Intrawest Resort Club Group | 0 | (40,481) | 0 | (40,481) | |
(Gain) loss on disposal of assets | (1,637) | 1,634 | (498) | (693) | |
Earnings from equity method investments | (6,990) | (5,401) | (9,776) | (4,019) | |
Loss on extinguishment of debt | 0 | 0 | 820 | 0 | |
Other (income) expense, net | (351) | 1,184 | (569) | (4,026) | |
Income tax expense | 240 | 261 | 556 | 1,529 | |
Income attributable to noncontrolling interest | 1,042 | 1,006 | 292 | 1,918 | |
Total Adjusted EBITDA | 176,990 | 161,296 | 170,145 | 140,212 | |
Reportable Segment [Member] | Mountain [Member] | |||||
Segment Information [Abstract] | |||||
Total Adjusted EBITDA | 148,357 | 136,704 | 138,767 | 110,781 | |
Reportable Segment [Member] | Adventure [Member] | |||||
Segment Information [Abstract] | |||||
Total Adjusted EBITDA | [1] | 24,592 | 21,246 | 23,870 | 22,616 |
Reportable Segment [Member] | Real Estate [Member] | |||||
Segment Information [Abstract] | |||||
Total Adjusted EBITDA | [2],[3] | 4,041 | 3,346 | 7,508 | 6,815 |
Reportable Segment [Member] | Real Estate [Member] | IRCG Operations [Member] | |||||
Segment Information [Abstract] | |||||
Interest income | (300) | (1,900) | |||
Reconciling Item [Member] | |||||
Segment Information [Abstract] | |||||
Legacy and other non-core (income) expenses, net | [4] | (803) | 16 | 814 | 4,458 |
Other operating expenses | [5] | 5,131 | 2,601 | 10,179 | 5,153 |
Depreciation and amortization | 14,450 | 15,264 | 43,840 | 44,802 | |
Gain on sale of Intrawest Resort Club Group | 0 | (40,481) | 0 | (40,481) | |
(Gain) loss on disposal of assets | (1,637) | 1,634 | (498) | (693) | |
Interest income | [6] | (84) | (99) | (204) | (235) |
Interest expense | 8,964 | 10,208 | 27,931 | 30,639 | |
Earnings from equity method investments | [7] | (6,990) | (5,401) | (9,776) | (4,019) |
Loss on extinguishment of debt | 0 | 0 | 820 | 0 | |
Pro rata share of Adjusted EBITDA related to equity method investments | [2] | 2,214 | 2,119 | 4,049 | 3,664 |
Adjusted EBITDA attributable to noncontrolling interest | (1,463) | (1,486) | (465) | (2,619) | |
Other (income) expense, net | [8] | (351) | 1,184 | (569) | (4,026) |
Income tax expense | 240 | 261 | 556 | 1,529 | |
Income attributable to noncontrolling interest | $ 1,042 | $ 1,006 | 292 | $ 1,918 | |
Expenses for major IT infrastructure replacements | 2,300 | ||||
Fees associated with executing Fifth Amendment | 1,200 | ||||
Business development related expenses | $ 600 | ||||
[1] | Adventure segment Adjusted EBITDA excludes Adjusted EBITDA attributable to noncontrolling interest. | ||||
[2] | Includes the Company's pro rata share of Adjusted EBITDA from its equity method investments in MHM and Chateau. The pro rata share of Adjusted EBITDA represents the Company's share of Adjusted EBITDA from these equity method investments based on the Company's economic ownership percentages. | ||||
[3] | Real Estate segment Adjusted EBITDA includes interest income earned from receivables related to the IRCG operations until the Disposition Date, in the amount of $0.3 million and $1.9 million for the three and nine months ended March 31, 2016, respectively. | ||||
[4] | Legacy and other non-core expenses, net represents revenue and expenses of legacy and other non-core operations that are not reviewed regularly by the CODM to assess performance and make decisions regarding the allocation of resources. Revenue and expenses related to legacy and other non-core operations include retail operations not located at the Company's properties and legacy litigation consisting of claims for damages related to alleged construction defects, purported disclosure violations in real estate marketing sales and documents, and allegations that the Company failed to construct planned amenities. | ||||
[5] | Includes costs related to non-cash compensation, reduction in workforce severance and lease payments pursuant to the lease at Winter Park. The nine months ended March 31, 2017 also includes $2.3 million of merger transaction related expenses, $1.2 million of expenses for major IT infrastructure replacements and $0.6 million in fees associated with executing the Fifth Amendment. | ||||
[6] | Includes interest income unrelated to IRCG financing activities. | ||||
[7] | Represents the earnings from equity method investments, including: Chateau, MHM, and the Mammoth family of resorts. | ||||
[8] | Includes foreign currency transaction gains (losses), litigation settlement gains (losses) and other expenses. |
Segment Information, Capital Ex
Segment Information, Capital Expenditures (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Capital Expenditures [Abstract] | ||||
Capital expenditures | $ 9,678 | $ 8,345 | $ 41,582 | $ 40,876 |
Reportable Segment [Member] | ||||
Capital Expenditures [Abstract] | ||||
Capital expenditures | 8,735 | 6,497 | 37,956 | 35,975 |
Reportable Segment [Member] | Mountain [Member] | ||||
Capital Expenditures [Abstract] | ||||
Capital expenditures | 6,937 | 5,106 | 28,428 | 30,021 |
Reportable Segment [Member] | Adventure [Member] | ||||
Capital Expenditures [Abstract] | ||||
Capital expenditures | 1,692 | 1,350 | 9,301 | 5,675 |
Reportable Segment [Member] | Real Estate [Member] | ||||
Capital Expenditures [Abstract] | ||||
Capital expenditures | 106 | 41 | 227 | 279 |
Corporate and Other [Member] | ||||
Capital Expenditures [Abstract] | ||||
Capital expenditures | $ 943 | $ 1,848 | $ 3,626 | $ 4,901 |
Segment Information, Geographic
Segment Information, Geographic Data (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Mar. 31, 2017 | Mar. 31, 2016 | |
Geographical Data [Abstract] | ||||
Revenue | $ 334,892 | $ 315,706 | $ 536,533 | $ 505,861 |
Reportable Geographical Component [Member] | United States [Member] | ||||
Geographical Data [Abstract] | ||||
Revenue | 210,153 | 201,415 | 325,049 | 307,758 |
Reportable Geographical Component [Member] | Canada [Member] | ||||
Geographical Data [Abstract] | ||||
Revenue | $ 124,739 | $ 114,291 | $ 211,484 | $ 198,103 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | Apr. 07, 2017 | Mar. 31, 2017 |
Mammoth Resorts [Member] | ||
Merger Transaction [Abstract] | ||
Ownership interest percentage | 15.00% | |
Subsequent Event [Member] | ||
Merger Transaction [Abstract] | ||
Cash received for each outstanding share under Merger Agreement (in dollars per share) | $ 23.75 |