Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jan. 31, 2022 | Mar. 10, 2022 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jan. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 001-09614 | |
Entity Registrant Name | Vail Resorts, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 51-0291762 | |
Entity Address, Address Line One | 390 Interlocken Crescent | |
Entity Address, City or Town | Broomfield, | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80021 | |
City Area Code | (303) | |
Local Phone Number | 404-1800 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | MTN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 40,553,539 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0000812011 | |
Current Fiscal Year End Date | --07-31 | |
Entity Filer Category | Large Accelerated Filer |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) $ in Thousands | Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 |
Assets | |||
Cash and cash equivalents | $ 1,407,019 | $ 1,243,962 | $ 1,301,003 |
Restricted cash | 15,643 | 14,612 | 11,001 |
Trade receivables, net | 167,088 | 345,408 | 117,012 |
Inventories, net | 104,573 | 80,316 | 86,876 |
Other current assets | 73,104 | 61,288 | 57,559 |
Total current assets | 1,767,427 | 1,745,586 | 1,573,451 |
Property, plant and equipment, net (Note 7) | 2,190,332 | 2,067,876 | 2,158,863 |
Real estate held for sale or investment | 95,331 | 95,615 | 96,801 |
Goodwill, net (Note 7) | 1,764,106 | 1,781,047 | 1,760,908 |
Intangible assets, net | 318,078 | 319,110 | 318,983 |
Operating right-of-use assets | 198,672 | 204,716 | 215,377 |
Other assets | 35,796 | 37,106 | 41,450 |
Total assets | 6,369,742 | 6,251,056 | 6,165,833 |
Liabilities | |||
Accounts payable and accrued liabilities (Note 7) | 1,067,137 | 815,472 | 831,794 |
Income taxes payable | 24,153 | 48,812 | 37,862 |
Long-term debt due within one year (Note 5) | 63,746 | 114,117 | 112,796 |
Total current liabilities | 1,155,036 | 978,401 | 982,452 |
Long-term debt, net (Note 5) | 2,695,589 | 2,736,175 | 2,768,015 |
Operating lease liabilities | 188,797 | 190,561 | 210,855 |
Other long-term liabilities (Note 7) | 254,209 | 264,034 | 251,913 |
Deferred income taxes, net | 282,427 | 252,817 | 266,152 |
Total liabilities | 4,576,058 | 4,421,988 | 4,479,387 |
Commitments and contingencies (Note 9) | |||
Stockholders' Equity | |||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 | |
Preferred stock, shares issued | 0 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 | |
Preferred stock, $0.01 par value, 25,000 shares authorized, no shares issued and outstanding | $ 0 | $ 0 | $ 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock, shares issued | 46,713,000 | 46,552,000 | 46,416,000 |
Common stock, $0.01 par value, 100,000 shares authorized, 46,713, 46,552 and 46,416 shares issued, respectively | $ 467 | $ 466 | $ 465 |
Exchangeable Shares Par Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 |
Exchangeable Shares, Shares, Issued | 33,000 | 34,000 | 35,000 |
Exchangeable shares, $0.01 par value, 33, 34 and 35 shares issued and outstanding, respectively (Note 4) | $ 0 | $ 0 | $ 0 |
Additional paid-in capital | 1,172,595 | 1,196,993 | 1,216,489 |
Accumulated other comprehensive income | 10,418 | 27,799 | 8,226 |
Retained earnings | 786,473 | 773,752 | 639,934 |
Treasury stock, at cost, 6,161 shares (Note 11) | (404,411) | (404,411) | (404,411) |
Total Vail Resorts, Inc. stockholders’ equity | 1,565,542 | 1,594,599 | 1,460,703 |
Noncontrolling interests | 228,142 | 234,469 | 225,743 |
Total stockholders’ equity | 1,793,684 | 1,829,068 | 1,686,446 |
Total liabilities and stockholders’ equity | $ 6,369,742 | $ 6,251,056 | $ 6,165,833 |
Treasury stock, shares | 6,161,141 | 6,161,000 | 6,161,000 |
Consolidated Condensed Statemen
Consolidated Condensed Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | |
Net revenue: | ||||
Mountain and Lodging services and other | $ 770,300 | $ 597,110 | $ 892,160 | $ 701,384 |
Mountain and Lodging retail and dining | 136,055 | 87,219 | 189,456 | 114,477 |
Resort net revenue | 906,355 | 684,329 | 1,081,616 | 815,861 |
Real Estate Revenue | 180 | 315 | 495 | 569 |
Revenues | 906,535 | 684,644 | 1,082,111 | 816,430 |
Operating expense (exclusive of depreciation and amortization shown separately below): | ||||
Mountain and Lodging operating expense | 364,336 | 293,971 | 548,061 | 448,108 |
Mountain and Lodging retail and dining cost of products sold | 53,715 | 37,366 | 77,944 | 54,498 |
General and administrative | 91,261 | 78,121 | 168,495 | 137,150 |
Resort operating expense | 509,312 | 409,458 | 794,500 | 639,756 |
Real Estate operating expense | 1,511 | 1,615 | 2,981 | 3,065 |
Total segment operating expense | 510,823 | 411,073 | 797,481 | 642,821 |
Other operating (expense) income: | ||||
Depreciation and amortization | (62,070) | (62,663) | (123,559) | (125,291) |
Gain on sale of real property | 931 | 0 | 962 | 0 |
Change in estimated fair value of contingent consideration (Note 8) | (16,780) | (1,000) | (18,780) | (1,802) |
Gain (loss) on disposal of fixed assets and other, net | 7,347 | (2,192) | 16,214 | (2,761) |
Income from operations | 325,140 | 207,716 | 159,467 | 43,755 |
Mountain equity investment income, net | 818 | 1,180 | 2,332 | 5,166 |
Investment income and other, net | 257 | 167 | 756 | 510 |
Foreign currency (loss) gain on intercompany loans (Note 5) | (2,870) | 5,135 | (2,039) | 5,675 |
Interest expense, net | (37,366) | (37,847) | (76,911) | (73,254) |
Income (loss) before (provision for) benefit from income taxes | 285,979 | 176,351 | 83,605 | (18,148) |
(Provision for) benefit from income taxes | (52,049) | (27,221) | 7,804 | 10,257 |
Net income (loss) | 233,930 | 149,130 | 91,409 | (7,891) |
Net (income) loss attributable to noncontrolling interests | (10,539) | (1,332) | (7,350) | 1,923 |
Net income (loss) attributable to Vail Resorts, Inc. | $ 223,391 | $ 147,798 | $ 84,059 | $ (5,968) |
Per share amounts (Note 4): | ||||
Basic net income (loss) per share attributable to Vail Resorts, Inc. | $ 5.51 | $ 3.67 | $ 2.08 | $ (0.15) |
Diluted net income (loss) per share attributable to Vail Resorts, Inc. | 5.47 | 3.62 | 2.06 | (0.15) |
Cash dividends declared per share | $ 0.88 | $ 0 | $ 1.76 | $ 0 |
Consolidated Condensed Statem_2
Consolidated Condensed Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | |
Net income (loss) | $ 233,930 | $ 149,130 | $ 91,409 | $ (7,891) |
Foreign currency translation adjustments | (48,857) | 75,484 | (33,720) | 77,257 |
Change in estimated fair value of hedging instruments, net of tax | 4,483 | 1,307 | 8,828 | 5,962 |
Comprehensive income | 189,556 | 225,921 | 66,517 | 75,328 |
Comprehensive (income) loss attributable to noncontrolling interests | (436) | (17,510) | 161 | (16,233) |
Comprehensive income attributable to Vail Resorts, Inc. | 189,120 | 208,411 | 66,678 | 59,095 |
Net Income (Loss) Attributable to Parent | 223,391 | 147,798 | 84,059 | (5,968) |
Net income (loss) attributable to noncontrolling interests | 10,539 | 1,332 | 7,350 | (1,923) |
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 80,066 | 80,066 | ||
Stock-based compensation expense | 6,479 | 6,579 | 12,904 | 12,333 |
Issuance of shares under share award plans, net of shares withheld for employee taxes | (26,784) | (473) | (37,301) | (7,533) |
Dividends (Note 4) | (35,714) | (71,338) | ||
Common Stock [Member] | ||||
Issuance of shares under share award plans, net of shares withheld for employee taxes | 1 | 1 | 1 | 1 |
Additional Paid-in Capital [Member] | ||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 80,066 | 80,066 | ||
Stock-based compensation expense | 6,479 | 6,579 | 12,904 | 12,333 |
Issuance of shares under share award plans, net of shares withheld for employee taxes | (26,785) | (474) | (37,302) | (7,534) |
Accumulated Other Comprehensive Loss [Member] | ||||
Foreign currency translation adjustments | (38,754) | 59,306 | (26,209) | 59,101 |
Change in estimated fair value of hedging instruments, net of tax | 4,483 | 1,307 | 8,828 | 5,962 |
Retained Earnings [Member] | ||||
Net Income (Loss) Attributable to Parent | 223,391 | 147,798 | 84,059 | (5,968) |
Dividends (Note 4) | (35,714) | (71,338) | ||
Total Vail Resorts, Inc. Stockholders' Equity [Member] | ||||
Foreign currency translation adjustments | (38,754) | 59,306 | (26,209) | 59,101 |
Change in estimated fair value of hedging instruments, net of tax | 4,483 | 1,307 | 8,828 | 5,962 |
Comprehensive income attributable to Vail Resorts, Inc. | 189,120 | 208,411 | 66,678 | 59,095 |
Net Income (Loss) Attributable to Parent | 223,391 | 147,798 | 84,059 | (5,968) |
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 80,066 | 80,066 | ||
Stock-based compensation expense | 6,479 | 6,579 | 12,904 | 12,333 |
Issuance of shares under share award plans, net of shares withheld for employee taxes | (26,784) | (473) | (37,301) | (7,533) |
Dividends (Note 4) | (35,714) | (71,338) | ||
Noncontrolling Interests [Member] | ||||
Foreign currency translation adjustments | (10,103) | 16,178 | (7,511) | 18,156 |
Comprehensive (income) loss attributable to noncontrolling interests | (436) | (17,510) | 161 | (16,233) |
Net income (loss) attributable to noncontrolling interests | $ 10,539 | $ 1,332 | $ 7,350 | $ (1,923) |
Consolidated Condensed Statem_3
Consolidated Condensed Statements of Stockholders' Equity Statement - USD ($) $ in Thousands | Total | Common Stock [Member] | Exchangeable Shares [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Retained Earnings [Member] | Treasury Stock [Member] | Total Vail Resorts, Inc. Stockholders' Equity [Member] | Noncontrolling Interests [Member] |
Balance at Jul. 31, 2020 | $ 1,531,667 | $ 464 | $ 0 | $ 1,131,624 | $ (56,837) | $ 645,902 | $ (404,411) | $ 1,316,742 | $ 214,925 |
Net income (loss) attributable to Vail Resorts, Inc. | (5,968) | (5,968) | (5,968) | ||||||
Net (income) loss attributable to noncontrolling interests | (1,923) | (1,923) | |||||||
Net income (loss) | (7,891) | ||||||||
Foreign currency translation adjustments | 77,257 | 59,101 | 59,101 | 18,156 | |||||
Change in estimated fair value of hedging instruments, net of tax | 5,962 | 5,962 | 5,962 | ||||||
Comprehensive income attributable to Vail Resorts, Inc. | 59,095 | 59,095 | |||||||
Comprehensive (income) loss attributable to noncontrolling interests | 16,233 | 16,233 | |||||||
Total comprehensive income (loss) | 75,328 | ||||||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 80,066 | 80,066 | 80,066 | ||||||
Stock-based compensation expense | 12,333 | 12,333 | 12,333 | ||||||
Issuance of shares under share award plans, net of shares withheld for employee taxes | (7,533) | 1 | (7,534) | (7,533) | |||||
Noncontrolling Interest, Period Increase (Decrease) | 5,415 | ||||||||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest, Net of Contributions | 5,415 | ||||||||
Balance at Jan. 31, 2021 | 1,686,446 | 465 | 0 | 1,216,489 | 8,226 | 639,934 | (404,411) | 1,460,703 | 225,743 |
Balance at Oct. 31, 2020 | 1,375,727 | 464 | 0 | 1,130,318 | (52,387) | 492,136 | (404,411) | 1,166,120 | 209,607 |
Net income (loss) attributable to Vail Resorts, Inc. | 147,798 | 147,798 | 147,798 | ||||||
Net (income) loss attributable to noncontrolling interests | 1,332 | 1,332 | |||||||
Net income (loss) | 149,130 | ||||||||
Foreign currency translation adjustments | 75,484 | 59,306 | 59,306 | 16,178 | |||||
Change in estimated fair value of hedging instruments, net of tax | 1,307 | 1,307 | 1,307 | ||||||
Comprehensive income attributable to Vail Resorts, Inc. | 208,411 | 208,411 | |||||||
Comprehensive (income) loss attributable to noncontrolling interests | 17,510 | 17,510 | |||||||
Total comprehensive income (loss) | 225,921 | ||||||||
Adjustments to Additional Paid in Capital, Equity Component of Convertible Debt | 80,066 | 80,066 | 80,066 | ||||||
Stock-based compensation expense | 6,579 | 6,579 | 6,579 | ||||||
Issuance of shares under share award plans, net of shares withheld for employee taxes | (473) | 1 | (474) | (473) | |||||
Noncontrolling Interest, Period Increase (Decrease) | 1,374 | ||||||||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest, Net of Contributions | 1,374 | ||||||||
Balance at Jan. 31, 2021 | 1,686,446 | 465 | 0 | 1,216,489 | 8,226 | 639,934 | (404,411) | 1,460,703 | 225,743 |
Balance at Jul. 31, 2021 | 1,829,068 | 466 | 0 | 1,196,993 | 27,799 | 773,752 | (404,411) | 1,594,599 | 234,469 |
Net income (loss) attributable to Vail Resorts, Inc. | 84,059 | 84,059 | 84,059 | ||||||
Net (income) loss attributable to noncontrolling interests | 7,350 | 7,350 | |||||||
Net income (loss) | 91,409 | ||||||||
Foreign currency translation adjustments | (33,720) | (26,209) | (26,209) | (7,511) | |||||
Change in estimated fair value of hedging instruments, net of tax | 8,828 | 8,828 | 8,828 | ||||||
Comprehensive income attributable to Vail Resorts, Inc. | 66,678 | 66,678 | |||||||
Comprehensive (income) loss attributable to noncontrolling interests | (161) | (161) | |||||||
Total comprehensive income (loss) | 66,517 | ||||||||
Stock-based compensation expense | 12,904 | 12,904 | 12,904 | ||||||
Issuance of shares under share award plans, net of shares withheld for employee taxes | (37,301) | 1 | (37,302) | (37,301) | |||||
Noncontrolling Interest, Period Increase (Decrease) | 6,166 | ||||||||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest, Net of Contributions | 6,166 | ||||||||
Dividends (Note 4) | (71,338) | (71,338) | (71,338) | ||||||
Balance at Jan. 31, 2022 | 1,793,684 | 467 | 0 | 1,172,595 | 10,418 | 786,473 | (404,411) | 1,565,542 | 228,142 |
Balance at Oct. 31, 2021 | 1,666,430 | 466 | 0 | 1,192,901 | 44,689 | 598,796 | (404,411) | 1,432,441 | 233,989 |
Net income (loss) attributable to Vail Resorts, Inc. | 223,391 | 223,391 | 223,391 | ||||||
Net (income) loss attributable to noncontrolling interests | 10,539 | 10,539 | |||||||
Net income (loss) | 233,930 | ||||||||
Foreign currency translation adjustments | (48,857) | (38,754) | (38,754) | (10,103) | |||||
Change in estimated fair value of hedging instruments, net of tax | 4,483 | 4,483 | 4,483 | ||||||
Comprehensive income attributable to Vail Resorts, Inc. | 189,120 | 189,120 | |||||||
Comprehensive (income) loss attributable to noncontrolling interests | 436 | 436 | |||||||
Total comprehensive income (loss) | 189,556 | ||||||||
Stock-based compensation expense | 6,479 | 6,479 | 6,479 | ||||||
Issuance of shares under share award plans, net of shares withheld for employee taxes | (26,784) | 1 | (26,785) | (26,784) | |||||
Noncontrolling Interest, Period Increase (Decrease) | 6,283 | ||||||||
Noncontrolling Interest, Decrease from Distributions to Noncontrolling Interest, Net of Contributions | 6,283 | ||||||||
Dividends (Note 4) | (35,714) | (35,714) | (35,714) | ||||||
Balance at Jan. 31, 2022 | $ 1,793,684 | $ 467 | $ 0 | $ 1,172,595 | $ 10,418 | $ 786,473 | $ (404,411) | $ 1,565,542 | $ 228,142 |
Consolidated Condensed Statem_4
Consolidated Condensed Statements Of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jan. 31, 2022 | Jan. 31, 2021 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 91,409 | $ (7,891) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 123,559 | 125,291 |
Stock-based compensation expense | 12,904 | 12,333 |
Deferred income taxes, net | 9,214 | (8,779) |
Change in Fair Value of Contingent Consideration | 18,780 | 1,802 |
Other non-cash income, net | (602) | (1,698) |
Changes in assets and liabilities: | ||
Trade receivables, net | 178,252 | (9,014) |
Inventories, net | (23,627) | 16,151 |
Accounts payable and accrued liabilities | 89,502 | 111,481 |
Deferred revenue | 147,614 | 220,846 |
Income taxes payable - excess tax benefit from share award exercises | (17,018) | (1,478) |
Income taxes payable - other | (7,581) | (2,454) |
Other assets and liabilities, net | (11,077) | 2,479 |
Net cash provided by operating activities | 611,329 | 459,069 |
Cash flows from investing activities: | ||
Capital expenditures | (128,854) | (67,338) |
Payments to Acquire Businesses, Net of Cash Acquired | 118,099 | 0 |
Other investing activities, net | 21,421 | 1,608 |
Net cash used in investing activities | (225,532) | (65,730) |
Cash flows from financing activities: | ||
Proceeds from borrowings under Whistler Credit Agreement | 0 | 21,144 |
Proceeds from Convertible Debt | 0 | 575,000 |
Repayments of borrowings under Vail Holdings Credit Agreement | (31,250) | (31,250) |
Repayments of borrowings under Whistler Credit Agreement | (23,145) | (22,380) |
Repayments of Long-term Debt | (51,500) | 0 |
Employee taxes paid for share award exercises | (37,302) | (7,534) |
Dividends paid | (71,338) | 0 |
Other financing activities, net | (6,158) | (21,693) |
Net cash (used in) provided by financing activities | (220,693) | 513,287 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (1,016) | 3,292 |
Net increase in cash, cash equivalents and restricted cash | 164,088 | 909,918 |
Cash, cash equivalents and restricted cash: | ||
Beginning of period | 1,258,574 | 402,086 |
End of period | 1,422,662 | 1,312,004 |
Accrued capital expenditures | $ 17,388 | $ 12,877 |
Organization and Business
Organization and Business | 6 Months Ended |
Jan. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Business | Organization and Business Vail Resorts, Inc. (“Vail Resorts”) is organized as a holding company and operates through various subsidiaries. Vail Resorts and its subsidiaries (collectively, the “Company”) operate in three business segments: Mountain, Lodging and Real Estate. The Company refers to “Resort” as the combination of the Mountain and Lodging segments. In the Mountain segment, the Company operates the following 40 destination mountain resorts and regional ski areas: *Denotes a destination mountain resort, which generally receives a meaningful portion of skier visits from long-distance travelers, as opposed to the Company’s regional ski areas, which tend to generate skier visits predominantly from their respective local markets. Additionally, the Mountain segment includes ancillary services, primarily including ski school, dining and retail/rental operations, and for the Company’s Australian ski areas, including lodging and transportation operations. In the Lodging segment, the Company owns and/or manages a collection of luxury hotels and condominiums under its RockResorts brand; other strategic lodging properties and a large number of condominiums located in proximity to the Company’s North American mountain resorts; National Park Service (“NPS”) concessionaire properties including the Grand Teton Lodge Company, which operates destination resorts in Grand Teton National Park; a Colorado resort ground transportation company and mountain resort golf courses. Vail Resorts Development Company, a wholly-owned subsidiary, conducts the operations of the Company’s Real Estate segment, which owns, develops and sells real estate in and around the Company’s resort communities. The Company’s mountain business and its lodging properties at or around the Company’s mountain resorts are seasonal in nature with peak operating seasons primarily from mid-November through mid-April in North America. The peak operating season at the Company’s Australian resorts, NPS concessionaire properties and golf courses generally occurs from June to early October. |
Accounting Policies
Accounting Policies | 6 Months Ended |
Jan. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation Consolidated Condensed Financial Statements — In the opinion of the Company, the accompanying Consolidated Condensed Financial Statements reflect all adjustments necessary to state fairly the Company’s financial position, results of operations and cash flows for the interim periods presented. All such adjustments are of a normal recurring nature. Results for interim periods are not indicative of the results for the entire fiscal year, particularly given the significant seasonality to the Company’s operating cycle. The accompanying Consolidated Condensed Financial Statements should be read in conjunction with the audited Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2021. Certain information and footnote disclosures, including significant accounting policies, normally included in fiscal year financial statements prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) have been condensed or omitted. The Consolidated Condensed Balance Sheet as of July 31, 2021 was derived from audited financial statements. 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, the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. Fair Value of Financial Instruments — The recorded amounts for cash and cash equivalents, restricted cash, trade receivables, other current assets, accounts payable and accrued liabilities approximate fair value due to their short-term nature. The fair value of amounts outstanding under the Company’s credit agreements and the Employee Housing Bonds (as defined in Note 5, Long-Term Debt) approximate book value due to the variable nature of the interest rate associated with the debt. The estimated fair values of the 6.25% Notes and the 0.0% Convertible Notes (each as defined in Note 5, Long-Term Debt) are based on quoted market prices (a Level 2 input). The estimated fair value of the EPR Secured Notes (as defined in Note 5, Long-Term Debt) has been estimated using analyses based on current borrowing rates for debt with similar remaining maturities and ratings (a Level 2 input). The carrying values, including any unamortized premium or discount, and estimated fair values of the 6.25% Notes, 0.0% Convertible Notes and EPR Secured Notes as of January 31, 2022 are presented below (in thousands): January 31, 2022 Carrying Value Estimated Fair Value 6.25% Notes $ 600,000 $ 623,124 0.0% Convertible Notes $ 487,824 $ 576,466 EPR Secured Notes $ 134,909 $ 203,120 Recently Issued Accounting Standards Standards Being Evaluated In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU provides optional transition guidance, for a limited time, to companies that have contracts, hedging relationships or other transactions that reference the London Inter-bank Offered Rate (“LIBOR”) or another reference rate which is expected to be discontinued because of reference rate reform. The amendments provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions if certain criteria are met. The amendments in this update are effective as of March 12, 2020 through December 31, 2022. The amendments in this update may be applied as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. All other amendments should be applied on a prospective basis. The Company is in the process of evaluating the effect that the adoption of this standard will have on its Consolidated Condensed Financial Statements, but does not expect it will have a material effect. |
Accounting Standards Update and Change in Accounting Principle [Text Block] | Recently Issued Accounting Standards Standards Being Evaluated In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU provides optional transition guidance, for a limited time, to companies that have contracts, hedging relationships or other transactions that reference the London Inter-bank Offered Rate (“LIBOR”) or another reference rate which is expected to be discontinued because of reference rate reform. The amendments provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions if certain criteria are met. The amendments in this update are effective as of March 12, 2020 through December 31, 2022. The amendments in this update may be applied as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. All other amendments should be applied on a prospective basis. The Company is in the process of evaluating the effect that the adoption of this standard will have on its Consolidated Condensed Financial Statements, but does not expect it will have a material effect. |
Revenue (Notes)
Revenue (Notes) | 6 Months Ended |
Jan. 31, 2022 | |
Revenue [Abstract] | |
Revenue from Contract with Customer [Text Block] | Revenue Recognition Revenue from the sale of pass products is recognized as lift revenue throughout the ski season, as the Company's performance obligations are satisfied as control of the service (e.g., access to ski areas throughout the ski season) is transferred to customers. In accordance with Topic 606, the Company estimates progress towards satisfaction of its performance obligations using an output method that best depicts the transfer of control of the service to its customers. Historically, the output method measured progress toward satisfaction of the Company’s performance obligations based on the estimated number of pass product holder visits relative to total expected visits, based on historical data, which the Company believed to provide a faithful depiction of its customers’ pass product usage. When sufficient historical data to determine usage patterns was not available, such as in the case of new product offerings, progress was measured on a straight-line basis throughout the ski season until sufficient historical usage patterns were available. Beginning August 1, 2021, progress towards satisfaction of the Company’s performance obligations for all passes is measured using an output method based on the skiable days of the season to date relative to the total estimated skiable days of the season, which effectively results in revenue being recorded on a straight-line basis throughout the ski season. Total estimated skiable days is based on actual resort opening and estimated closing dates. The Company believes this method best estimates the value transferred to the customer to date relative to the remaining services promised under the contract. Due to the strong correlation between historical pass product usage and skiable days, the change in the Company’s method of estimating progress toward satisfaction of the performance obligation alone does not have a material effect on the recognition pattern of pass product revenue. Disaggregation of Revenues The following table presents net revenues disaggregated by segment and major revenue type for the three and six months ended January 31, 2022 and 2021 (in thousands): Three Months Ended January 31, Six Months Ended January 31, 2022 2021 (1) 2022 2021 (1) Mountain net revenue: Lift $ 521,582 $ 430,775 $ 535,911 $ 463,866 Ski School 92,072 56,390 93,545 58,434 Dining 54,049 32,227 66,569 35,295 Retail/Rental 126,831 90,126 155,207 112,432 Other 39,841 32,460 92,443 71,430 Total Mountain net revenue $ 834,375 $ 641,978 $ 943,675 $ 741,457 Lodging net revenue: Owned hotel rooms $ 13,584 $ 6,708 $ 35,067 $ 14,073 Managed condominium rooms 33,125 20,336 46,209 29,665 Dining 8,375 2,448 18,650 3,541 Transportation 5,766 2,947 7,559 2,947 Golf — — 5,118 3,691 Other 9,269 7,894 21,736 17,266 70,119 40,333 134,339 71,183 Payroll cost reimbursements 1,861 2,018 3,602 3,221 Total Lodging net revenue $ 71,980 $ 42,351 $ 137,941 $ 74,404 Total Resort net revenue $ 906,355 $ 684,329 $ 1,081,616 $ 815,861 Total Real Estate net revenue 180 315 495 569 Total net revenue $ 906,535 $ 684,644 $ 1,082,111 $ 816,430 (1) Segment results for the three and six months ended January 31, 2021 have been retrospectively adjusted to reflect current period presentation. See Note 10 for additional information. Contract Balances Deferred revenue balances of a short-term nature were $611.5 million and $456.5 million as of January 31, 2022 and July 31, 2021, respectively. Deferred revenue balances of a long-term nature, comprised primarily of long-term private club initiation fee revenue, was $120.6 million and $121.0 million as of January 31, 2022 and July 31, 2021, respectively. For the three and six months ended January 31, 2022, the Company recognized approximately $177.6 million and $223.0 million, respectively, of revenue that was included in the deferred revenue balance as of July 31, 2021. As of January 31, 2022, the weighted average remaining period over which revenue for unsatisfied performance obligations on long-term private club contracts will be recognized was approximately 16 years. Trade receivables, net were $167.1 million and $345.4 million as of January 31, 2022 and July 31, 2021, respectively. Costs to Obtain Contracts with Customers As of January 31, 2022, $11.7 million of costs to obtain contracts with customers were recorded within other current assets on the Company’s Consolidated Condensed Balance Sheet. The amounts capitalized are subject to amortization generally beginning in the second quarter of fiscal 2022, commensurate with the revenue recognized for related pass products. The Company recorded amortization of $10.0 million and $10.1 million, respectively, for these costs during the three and six months ended January 31, 2022, which was recorded within Mountain and Lodging operating expenses on the Company’s Consolidated Condensed Statement of Operations. |
Net Income Per Common Share
Net Income Per Common Share | 3 Months Ended | 6 Months Ended |
Jan. 31, 2022 | Jan. 31, 2022 | |
Earnings Per Share Reconciliation [Abstract] | ||
Summary of Calculation of Basic And Diluted EPS | Presented below is basic and diluted EPS for the three months ended January 31, 2022 and 2021 (in thousands, except per share amounts): Three Months Ended January 31, 2022 2021 Basic Diluted Basic Diluted Net income per share: Net income attributable to Vail Resorts $ 223,391 $ 223,391 $ 147,798 $ 147,798 Weighted-average Vail Shares outstanding 40,505 40,505 40,253 40,253 Weighted-average Exchangeco Shares outstanding 33 33 35 35 Total Weighted-average shares outstanding 40,538 40,538 40,288 40,288 Effect of dilutive securities — 282 — 521 Total shares 40,538 40,820 40,288 40,809 Net income per share attributable to Vail Resorts $ 5.51 $ 5.47 $ 3.67 $ 3.62 The Company computes the effect of dilutive securities using the treasury stock method and average market prices during the period. The number of shares issuable upon the exercise of share-based awards excluded from the calculation of diluted EPS because the effect of their inclusion would have been anti-dilutive totaled approximately zero and 5,000 for the three months ended January 31, 2022 and 2021, respectively. | Presented below is basic and diluted EPS for the six months ended January 31, 2022 and 2021 (in thousands, except per share amounts): Six Months Ended January 31, 2022 2021 Basic Diluted Basic Diluted Net income (loss) per share: Net income (loss) attributable to Vail Resorts $ 84,059 $ 84,059 $ (5,968) $ (5,968) Weighted-average Vail Shares outstanding 40,460 40,460 40,233 40,233 Weighted-average Exchangeco Shares outstanding 33 33 35 35 Total Weighted-average shares outstanding 40,493 40,493 40,268 40,268 Effect of dilutive securities — 344 — — Total shares 40,493 40,837 40,268 40,268 Net income (loss) per share attributable to Vail Resorts $ 2.08 $ 2.06 $ (0.15) $ (0.15) The number of shares issuable upon the exercise of share-based awards excluded from the calculation of diluted EPS because the effect of their inclusion would have been anti-dilutive totaled approximately 1,000 and 0.6 million for the six months ended January 31, 2022 and 2021, respectively. |
Net Income Per Common Share | Net Income (Loss) per Share Earnings per Share Basic EPS excludes dilution and is computed by dividing net income (loss) attributable to Vail Resorts stockholders by the weighted-average shares outstanding during the period. Diluted EPS reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised, resulting in the issuance of shares of common stock that would then share in the earnings of Vail Resorts. In connection with the Company’s acquisition of Whistler Blackcomb in October 2016, the Company issued consideration in the form of shares of Vail Resorts common stock (the “Vail Shares”) and shares of the Company’s wholly-owned Canadian subsidiary (“Exchangeco”). Whistler Blackcomb shareholders elected to receive 3,327,719 Vail Shares and 418,095 shares of Exchangeco (the “Exchangeco Shares”). Both Vail Shares and Exchangeco Shares have a par value of $0.01 per share, and Exchangeco Shares, while outstanding, are substantially the economic equivalent of Vail Shares and are exchangeable, at any time prior to the seventh anniversary of the closing of the acquisition, into Vail Shares. The Company’s calculation of weighted-average shares outstanding includes the Exchangeco Shares. Presented below is basic and diluted EPS for the three months ended January 31, 2022 and 2021 (in thousands, except per share amounts): Three Months Ended January 31, 2022 2021 Basic Diluted Basic Diluted Net income per share: Net income attributable to Vail Resorts $ 223,391 $ 223,391 $ 147,798 $ 147,798 Weighted-average Vail Shares outstanding 40,505 40,505 40,253 40,253 Weighted-average Exchangeco Shares outstanding 33 33 35 35 Total Weighted-average shares outstanding 40,538 40,538 40,288 40,288 Effect of dilutive securities — 282 — 521 Total shares 40,538 40,820 40,288 40,809 Net income per share attributable to Vail Resorts $ 5.51 $ 5.47 $ 3.67 $ 3.62 The Company computes the effect of dilutive securities using the treasury stock method and average market prices during the period. The number of shares issuable upon the exercise of share-based awards excluded from the calculation of diluted EPS because the effect of their inclusion would have been anti-dilutive totaled approximately zero and 5,000 for the three months ended January 31, 2022 and 2021, respectively. Presented below is basic and diluted EPS for the six months ended January 31, 2022 and 2021 (in thousands, except per share amounts): Six Months Ended January 31, 2022 2021 Basic Diluted Basic Diluted Net income (loss) per share: Net income (loss) attributable to Vail Resorts $ 84,059 $ 84,059 $ (5,968) $ (5,968) Weighted-average Vail Shares outstanding 40,460 40,460 40,233 40,233 Weighted-average Exchangeco Shares outstanding 33 33 35 35 Total Weighted-average shares outstanding 40,493 40,493 40,268 40,268 Effect of dilutive securities — 344 — — Total shares 40,493 40,837 40,268 40,268 Net income (loss) per share attributable to Vail Resorts $ 2.08 $ 2.06 $ (0.15) $ (0.15) The number of shares issuable upon the exercise of share-based awards excluded from the calculation of diluted EPS because the effect of their inclusion would have been anti-dilutive totaled approximately 1,000 and 0.6 million for the six months ended January 31, 2022 and 2021, respectively. On December 18, 2020, the Company completed an offering of $575.0 million in aggregate principal amount of 0.0% Convertible Notes (as defined in Note 5, Long-Term Debt). The Company is required to settle the principal amount of the 0.0% Convertible Notes in cash and has the option to settle the conversion spread in cash or shares. The Company uses the treasury method to calculate diluted EPS, and if the conversion value of the 0.0% Convertible Notes exceeds their conversion price of $407.17 per share of common stock, then the Company will calculate its diluted EPS as if all the notes were converted and the Company issued shares of its common stock to settle the excess value over the conversion price. However, if reflecting the 0.0% Convertible Notes in diluted EPS in this manner is anti-dilutive, or if the conversion value of the notes does not exceed their initial conversion amount for a reporting period, then the shares underlying the notes will not be reflected in the Company’s calculation of diluted EPS. For the three and six months ended January 31, 2022 and January 31, 2021, the average price of Vail Shares did not exceed the conversion price and therefore there was no impact to diluted EPS during those periods. Dividends During the three and six months ended January 31, 2022, the Company paid cash dividends of $0.88 and $1.76 per share, respectively ($35.7 million and $71.3 million, respectively, including cash dividends paid to Exchangeco shareholders). The Company did not pay cash dividends during the three and six months ended January 31, 2021. On March 11, 2022, the Company’s Board of Directors approved a cash dividend of $1.91 per share payable on April 14, 2022 to stockholders of record as of March 30, 2022. Additionally, a Canadian dollar equivalent dividend on the Exchangeco Shares will be payable on April 14, 2022 to shareholders of record on March 30, 2022. |
Long-Term Debt
Long-Term Debt | 6 Months Ended |
Jan. 31, 2022 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt, net as of January 31, 2022, July 31, 2021 and January 31, 2021 is summarized as follows (in thousands): Maturity January 31, 2022 July 31, 2021 January 31, 2021 Vail Holdings Credit Agreement term loan (a) 2024 $ 1,109,375 $ 1,140,625 $ 1,171,875 Vail Holdings Credit Agreement revolver (a) 2024 — — — 6.25% Notes 2025 600,000 600,000 600,000 0.0% Convertible Notes (b) 2026 575,000 575,000 575,000 Whistler Credit Agreement revolver (c) 2026 21,243 44,891 60,243 EPR Secured Notes (d) 2034-2036 114,162 114,162 114,162 EB-5 Development Notes 2021 — 51,500 51,500 Employee housing bonds 2027-2039 52,575 52,575 52,575 Canyons obligation 2063 354,713 351,820 348,927 Other 2022-2034 17,562 17,941 17,875 Total debt 2,844,630 2,948,514 2,992,157 Less: Unamortized premiums, discounts and debt issuance costs 85,295 98,222 111,346 Less: Current maturities (e) 63,746 114,117 112,796 Long-term debt, net $ 2,695,589 $ 2,736,175 $ 2,768,015 (a) On December 18, 2020, Vail Holdings, Inc. (“VHI”), certain subsidiaries of the Company, as guarantors, Bank of America, N.A. (“Bank of America”), as administrative agent, and certain Lenders entered into a Fourth Amendment to the Vail Holdings Credit Agreement (the “Fourth Amendment”). Pursuant to the Fourth Amendment, among other terms, VHI was exempted from complying with certain financial maintenance covenants for fiscal quarters ending through January 31, 2022 (unless VHI made a one-time irrevocable election to terminate such exemption period prior to such date) (such period, the “Financial Covenants Temporary Waiver Period”), and the Company was prohibited from undertaking certain activities during such period. On October 31, 2021, VHI exited the Financial Covenants Temporary Waiver Period. As a result, the Company was required to comply with the financial maintenance covenants in the Vail Holdings Credit Agreement starting with the fiscal quarter ended October 31, 2021, and the Company is no longer subject to the covenant modifications that were applicable during the Financial Covenants Temporary Waiver Period. As of January 31, 2022, the Vail Holdings Credit Agreement consists of a $500.0 million revolving credit facility and a term loan facility with $1.1 billion outstanding. The term loan facility is subject to quarterly amortization of principal of approximately $15.6 million, in equal installments, for a total of 5% of principal payable in each year and the final payment of all amounts outstanding, plus accrued and unpaid interest due in September 2024. The proceeds of the loans made under the Vail Holdings Credit Agreement may be used to fund the Company’s working capital needs, capital expenditures, acquisitions, investments and other general corporate purposes, including the issuance of letters of credit. Borrowings under the Vail Holdings Credit Agreement, including the term loan facility, bear interest annually at LIBOR plus 1.50% as of January 31, 2022 (1.61% as of January 31, 2022). The Vail Holdings Credit Agreement, as amended by the Fourth Amendment, contains customary LIBOR replacement language, including, but not limited to, the use of rates based on the secured overnight financing rate (“SOFR”). SOFR is a broad measure of the cost of borrowing cash in the overnight U.S. Treasury repo market and is administered by the Federal Reserve Bank of New York. Interest rate margins may fluctuate based upon the ratio of the Company’s Net Funded Debt to Adjusted EBITDA on a trailing four-quarter basis. The Vail Holdings Credit Agreement also includes a quarterly unused commitment fee, which is equal to a percentage determined by the Net Funded Debt to Adjusted EBITDA ratio, as each such term is defined in the Vail Holdings Credit Agreement, multiplied by the daily amount by which the Vail Holdings Credit Agreement commitment exceeds the total of outstanding loans and outstanding letters of credit (0.3% as of January 31, 2022). (b) The Company separately accounts for the liability and equity components of the 0.0% Convertible Notes. The liability component at issuance was recognized at estimated fair value based on the fair value of a similar debt instrument that does not have an embedded convertible feature. As of the issuance date, the estimated liability was determined to be $465.3 million and was recorded within long-term debt, net on the Company’s Consolidated Condensed Balance Sheet. The excess of the principal amount of the 0.0% Convertible Notes over the initial fair value of the liability component represented a debt discount of $109.7 million as of the issuance date and is being amortized to interest expense, net over the term. The balance of the unamortized debt discount was $87.2 million as of January 31, 2022. (c) Whistler Mountain Resort Limited Partnership (“Whistler LP”) and Blackcomb Skiing Enterprises Limited Partnership (“Blackcomb LP”), together “The WB Partnerships,” are party to a credit agreement, dated as of November 12, 2013 (as amended, the “Whistler Credit Agreement”), by and among Whistler LP, Blackcomb LP, certain subsidiaries of Whistler LP and Blackcomb LP party thereto as guarantors (the “Whistler Subsidiary Guarantors”), the financial institutions party thereto as lenders and The Toronto-Dominion Bank, as administrative agent. The Whistler Credit Agreement consists of a C$300.0 million revolving credit facility. During the three months ended January 31, 2022, the Company entered into an amendment of the Whistler Credit Agreement which extended the maturity date of the revolving credit facility to December 15, 2026. No other material terms of the Whistler Credit Agreement were amended. As of January 31, 2022, all borrowings under the Whistler Credit Agreement were made in Canadian dollars and by way of the issuance of bankers’ acceptances plus 1.75% (approximately 2.31% as of January 31, 2022). The Whistler Credit Agreement also includes a quarterly unused commitment fee based on the Consolidated Total Leverage Ratio, which as of January 31, 2022 is equal to 0.4% per annum. (d) On September 24, 2019, in conjunction with the acquisition of Peak Resorts, Inc. (”Peak Resorts”), the Company assumed various secured borrowings (the “EPR Secured Notes”) under the master credit and security agreements and other related agreements, as amended, (collectively, the “EPR Agreements”) with EPT Ski Properties, Inc. and its affiliates (“EPR”). The EPR Secured Notes include the following: i. The Alpine Valley Secured Note. The $4.6 million Alpine Valley Secured Note provides for interest payments through its maturity on December 1, 2034. As of January 31, 2022, interest on this note accrued at a rate of 11.55%. ii. The Boston Mills/Brandywine Secured Note. The $23.3 million Boston Mills/Brandywine Secured Note provides for interest payments through its maturity on December 1, 2034. As of January 31, 2022, interest on this note accrued at a rate of 11.07%. iii. The Jack Frost/Big Boulder Secured Note. The $14.3 million Jack Frost/Big Boulder Secured Note provides for interest payments through its maturity on December 1, 2034. As of January 31, 2022, interest on this note accrued at a rate of 11.07%. iv. The Mount Snow Secured Note. The $51.1 million Mount Snow Secured Note provides for interest payments through its maturity on December 1, 2034. As of January 31, 2022, interest on this note accrued at a rate of 11.96%. v. The Hunter Mountain Secured Note. The $21.0 million Hunter Mountain Secured Note provides for interest payments through its maturity on January 5, 2036. As of January 31, 2022, interest on this note accrued at a rate of 8.72%. In addition, Peak Resorts is required to maintain a debt service reserve account which amounts are applied to fund interest payments and other amounts due and payable to EPR. As of January 31, 2022, the Company had funded the EPR debt service reserve account in an amount equal to approximately $3.2 million, which was included in other current assets in the Company’s Consolidated Condensed Balance Sheet. (e) Current maturities represent principal payments due in the next 12 months. Aggregate maturities of debt outstanding as of January 31, 2022 reflected by fiscal year (August 1 through July 31) are as follows (in thousands): Total 2022 (February 2022 through July 2022) $ 31,701 2023 69,890 2024 63,798 2025 1,553,883 2026 575,415 Thereafter 549,943 Total debt $ 2,844,630 The Company recorded interest expense of $37.4 million and $37.8 million for the three months ended January 31, 2022 and 2021, respectively, of which $1.5 million and $1.2 million, respectively, was amortization of deferred financing costs. The Company recorded interest expense of $76.9 million and $73.3 million for the six months ended January 31, 2022 and 2021, respectively, of which $2.9 million and $1.9 million, respectively, was amortization of deferred financing costs. The Company was in compliance with all of its financial and operating covenants required to be maintained under its debt instruments for all periods presented. In connection with the Company’s acquisition of Whistler Blackcomb in October 2016, VHI funded a portion of the purchase price through an intercompany loan to Whistler Blackcomb of $210.0 million, which was effective as of November 1, 2016, and requires foreign currency remeasurement to Canadian dollars, the functional currency for Whistler Blackcomb. As a result, foreign currency fluctuations associated with the loan are recorded within the Company’s results of operations. The Company recognized approximately $2.9 million and $2.0 million, respectively, of non-cash foreign currency losses on the intercompany loan to Whistler Blackcomb for the three and six months ended January 31, 2022 on the Company’s Consolidated Condensed Statements of Operations. The Company recognized approximately $5.1 million and $5.7 million, respectively, of non-cash foreign currency gains on the intercompany loan to Whistler Blackcomb for the three and six months ended January 31, 2021 on the Company’s Consolidated Condensed Statements of Operations. |
Business Combinations and Asset
Business Combinations and Asset Acquisitions | 6 Months Ended |
Jan. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Acquisitions | Acquisitions Seven Springs Mountain Resort, Hidden Valley Resort & Laurel Mountain Ski Area On December 31, 2021, the Company, through a wholly-owned subsidiary, acquired Seven Springs Mountain Resort, Hidden Valley Resort and Laurel Mountain Ski Area in Pennsylvania from Seven Springs Mountain Resort, Inc. and its affiliates for a cash purchase price of approximately $118.3 million, after adjustments for certain agreed-upon terms, which the Company funded with cash on hand. The acquisition included the mountain operations of the resorts, including base area skier services (food and beverage, retail and rental, lift ticket offices and ski and snowboard school facilities), as well as a hotel, conference center and other related operations. The following summarizes the purchase consideration and the preliminary purchase price allocation to estimated fair values of the identifiable assets acquired and liabilities assumed at the date the transaction was effective (in thousands): Acquisition Date Estimated Fair Value Current assets $ 3,339 Property, plant and equipment 118,415 Goodwill 5,634 Identifiable intangible assets and other assets 5,335 Liabilities (14,460) Net assets acquired $ 118,263 Identifiable intangible assets acquired in the transaction were primarily related to advanced lodging bookings and trade names. The process of estimating the fair value of the property, plant, and equipment includes the use of certain estimates and assumptions related to replacement cost and physical condition at the time of acquisition. The excess of the purchase price over the aggregate estimated fair values of the assets acquired and liabilities assumed was recorded as goodwill. The goodwill recognized is attributable primarily to expected synergies, the assembled workforce of the resorts and other factors, and is not expected to be deductible for income tax purposes. The Company recognized $2.8 million of acquisition related expenses associated with the transaction within Mountain and Lodging operating expense in its Consolidated Condensed Statement of Operations for the six months ended January 31, 2022. The operating results of the acquired resorts are reported within the Mountain and Lodging segments prospectively from the date of acquisition. The estimated fair values of assets acquired and liabilities assumed are preliminary and are based on the information that was available as of the acquisition date. The Company believes that this information provides a reasonable basis for estimating the fair values of assets acquired and liabilities assumed; however, the Company is obtaining additional information necessary to finalize those estimated fair values. Therefore, the preliminary measurements of estimated fair values reflected are subject to change. The Company expects to finalize the valuation and complete the purchase consideration allocation no later than one year from the acquisition date. |
Supplementary Balance Sheet Inf
Supplementary Balance Sheet Information | 6 Months Ended |
Jan. 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Supplementary Balance Sheet Information | Supplementary Balance Sheet Information The composition of property, plant and equipment follows (in thousands): January 31, 2022 July 31, 2021 January 31, 2021 Land and land improvements $ 767,433 $ 756,517 $ 759,056 Buildings and building improvements 1,564,845 1,496,402 1,499,525 Machinery and equipment 1,504,991 1,417,705 1,410,781 Furniture and fixtures 318,434 308,432 323,490 Software 126,742 122,778 120,016 Vehicles 82,710 80,328 81,767 Construction in progress 114,165 67,710 58,753 Gross property, plant and equipment 4,479,320 4,249,872 4,253,388 Accumulated depreciation (2,288,988) (2,181,996) (2,094,525) Property, plant and equipment, net $ 2,190,332 $ 2,067,876 $ 2,158,863 The composition of accounts payable and accrued liabilities follows (in thousands): January 31, 2022 July 31, 2021 January 31, 2021 Trade payables $ 137,895 $ 98,261 $ 86,251 Deferred revenue 611,477 456,457 480,353 Accrued salaries, wages and deferred compensation 59,008 54,286 59,665 Accrued benefits 46,894 47,368 44,549 Deposits 80,547 35,263 31,472 Operating lease liabilities 35,438 34,668 36,878 Other liabilities 95,878 89,169 92,626 Total accounts payable and accrued liabilities $ 1,067,137 $ 815,472 $ 831,794 The changes in the net carrying amount of goodwill allocated between the Company’s segments for the six months ended January 31, 2022 are as follows (in thousands): Mountain Lodging Goodwill, net Balance at July 31, 2021 $ 1,738,836 $ 42,211 $ 1,781,047 Acquisition 2,479 3,155 5,634 Effects of changes in foreign currency exchange rates (22,575) — (22,575) Balance at January 31, 2022 $ 1,718,740 $ 45,366 $ 1,764,106 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jan. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The FASB issued fair value guidance that establishes how reporting entities should measure fair value for measurement and disclosure purposes. The guidance establishes a common definition of fair value applicable to all assets and liabilities measured at fair value and prioritizes the inputs into valuation techniques used to measure fair value. Accordingly, the Company uses valuation techniques which maximize the use of observable inputs and minimize the use of unobservable inputs when determining fair value. The three levels of the hierarchy are as follows: Level 1: Inputs that reflect unadjusted quoted prices in active markets that are accessible to the Company for identical assets or liabilities; Level 2: Inputs include quoted prices for similar assets and liabilities in active and inactive markets or that are observable for the asset or liability either directly or indirectly; and Level 3: Unobservable inputs which are supported by little or no market activity. The table below summarizes the Company’s cash equivalents, other current assets, interest rate swaps and Contingent Consideration (defined below) measured at estimated fair value (all other assets and liabilities measured at fair value are immaterial) (in thousands). Estimated Fair Value Measurement as of January 31, 2022 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 504,306 $ 504,306 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 9,564 $ — $ 9,564 $ — Liabilities: Interest Rate Swaps $ 1,155 $ — $ 1,155 $ — Contingent Consideration $ 40,900 $ — $ — $ 40,900 Estimated Fair Value Measurement as of July 31, 2021 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 253,782 $ 253,782 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 259,945 $ — $ 259,945 $ — Liabilities: Interest Rate Swaps $ 12,942 $ — $ 12,942 $ — Contingent Consideration $ 29,600 $ — $ — $ 29,600 Estimated Fair Value Measurement as of January 31, 2021 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 204,070 $ 204,070 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 8,734 $ — $ 8,734 $ — Liabilities: Interest Rate Swaps $ 16,548 $ — $ 16,548 $ — Contingent Consideration $ 17,000 $ — $ — $ 17,000 The Company’s cash equivalents, other current assets and interest rate swaps are measured utilizing quoted market prices or pricing models whereby all significant inputs are either observable or corroborated by observable market data. The estimated fair value of the interest rate swaps are included within other long-term liabilities on the Company’s Consolidated Condensed Balance Sheet as of January 31, 2022 and 2021. The changes in Contingent Consideration during the six months ended January 31, 2022 and 2021 were as follows (in thousands): Balance as of July 31, 2021 and 2020, respectively $ 29,600 $ 17,800 Payments (7,480) (2,602) Change in estimated fair value 18,780 1,802 Balance as of January 31, 2022 and 2021, respectively $ 40,900 $ 17,000 The lease for Park City provides for participating contingent payments (the “Contingent Consideration”) to the landlord of 42% of the amount by which EBITDA for the Park City resort operations, as calculated under the lease, exceeds approximately $35 million, as established at the transaction date, with such threshold amount subsequently increased annually by an inflation linked index and a 10% adjustment for any capital improvements or investments made under the lease by the Company. The estimated fair value of Contingent Consideration includes the future period resort operations of Park City in the calculation of EBITDA on which participating contingent payments are made, which is determined on the basis of estimated subsequent year performance, escalated by an assumed growth factor. The Company estimated the fair value of the Contingent Consideration payments using an option pricing valuation model. Key assumptions included a discount rate of 11.0%, volatility of 17.0% and future period Park City EBITDA, which are unobservable inputs and thus are considered Level 3 inputs. The Company prepared a sensitivity analysis to evaluate the effect that changes on certain key assumptions would have on the estimated fair value of the Contingent Consideration. A change in the discount rate of 100 basis points or a 5% change in estimated subsequent year performance would result in a change in the estimated fair value within the range of approximately $4.1 million to $7.4 million. Contingent Consideration is classified as a liability, which is remeasured to fair value at each reporting date until the contingency is resolved. During the six months ended January 31, 2022, the Company made a payment to the landlord for Contingent Consideration of approximately $7.5 million and recorded an increase of approximately $18.8 million which was primarily associated with the estimated Contingent Consideration payment for the fiscal year ending July 31, 2022. These changes resulted in an estimated fair value of the Contingent Consideration of approximately $40.9 million, which is reflected in other long-term liabilities in the Company’s Consolidated Condensed Balance Sheet. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jan. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Metropolitan Districts The Company credit-enhances $6.3 million of bonds issued by Holland Creek Metropolitan District (“HCMD”) through a $6.4 million letter of credit issued under the Vail Holdings Credit Agreement. HCMD’s bonds were issued and used to build infrastructure associated with the Company’s Red Sky Ranch residential development. The Company has agreed to pay capital improvement fees to the Red Sky Ranch Metropolitan District (“RSRMD”) until RSRMD’s revenue streams from property taxes are sufficient to meet debt service requirements under HCMD’s bonds. The Company has recorded a liability of $1.8 million, $2.0 million and $2.1 million primarily within other long-term liabilities in the accompanying Consolidated Condensed Balance Sheets, as of January 31, 2022, July 31, 2021 and January 31, 2021, respectively, with respect to the estimated present value of future RSRMD capital improvement fees. The Company estimates it will make capital improvement fee payments under this arrangement through the fiscal year ending July 31, 2031. Guarantees/Indemnifications As of January 31, 2022, the Company had various letters of credit outstanding totaling $78.1 million, consisting of $53.4 million to support the Employee Housing Bonds and $24.7 million primarily for workers’ compensation, a wind energy purchase agreement and insurance-related deductibles. The Company also had surety bonds of $13.2 million as of January 31, 2022, primarily to provide collateral for its U.S. workers compensation self-insurance programs. In addition to the guarantees noted above, the Company has entered into contracts in the normal course of business that include certain indemnifications under which it could be required to make payments to third parties upon the occurrence or non-occurrence of certain future events. These indemnities include indemnities related to licensees in connection with third-parties’ use of the Company’s trademarks and logos, liabilities associated with the infringement of other parties’ technology and software products, liabilities associated with the use of easements, liabilities associated with employment of contract workers and the Company’s use of trustees, and liabilities associated with the Company’s use of public lands and environmental matters. The duration of these indemnities generally is indefinite and generally do not limit the future payments the Company could be obligated to make. As permitted under applicable law, the Company and certain of its subsidiaries have agreed to indemnify their directors and officers over their lifetimes for certain events or occurrences while the officer or director is, or was, serving the Company or its subsidiaries in such a capacity. The maximum potential amount of future payments the Company could be required to make under these indemnification agreements is unlimited; however, the Company has a director and officer insurance policy that should enable the Company to recover a portion of any amounts paid. Unless otherwise noted, the Company has not recorded any significant liabilities for the letters of credit, indemnities and other guarantees noted above in the accompanying Consolidated Condensed Financial Statements, either because the Company has recorded on its Consolidated Condensed Balance Sheets the underlying liability associated with the guarantee, the guarantee is with respect to the Company’s own performance and is therefore not subject to the measurement requirements as prescribed by GAAP, or because the Company has calculated the estimated fair value of the indemnification or guarantee to be immaterial based on the current facts and circumstances that would trigger a payment under the indemnification clause. In addition, with respect to certain indemnifications, it is not possible to determine the maximum potential amount of liability under these potential obligations due to the unique set of facts and circumstances likely to be involved in each particular claim and indemnification provision. Historically, payments made by the Company under these obligations have not been material. As noted above, the Company makes certain indemnifications to licensees for their use of the Company’s trademarks and logos. The Company does not record any liabilities with respect to these indemnifications. Additionally, the Company has entered into strategic long-term season pass alliance agreements with third-party mountain resorts in which the Company has committed to pay minimum revenue guarantees over the remaining terms of these agreements. Self-Insurance The Company is self-insured for claims under its U.S. health benefit plans and for the majority of workers’ compensation claims in the U.S. Workers compensation claims in the U.S. are subject to stop loss policies. The self-insurance liability related to workers’ compensation is determined actuarially based on claims filed. The self-insurance liability related to claims under the Company’s U.S. health benefit plans is determined based on analysis of actual claims. The amounts related to these claims are included as a component of accrued benefits in accounts payable and accrued liabilities (see Note 7, Supplementary Balance Sheet Information). Legal The Company is a party to various lawsuits arising in the ordinary course of business. Management believes the Company has adequate insurance coverage and/or has accrued for all loss contingencies for asserted and unasserted matters deemed to be probable and estimable losses. As of January 31, 2022, July 31, 2021 and January 31, 2021, the accruals for the above loss contingencies were not material individually or in the aggregate. |
Segment Information
Segment Information | 6 Months Ended |
Jan. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company has three reportable segments: Mountain, Lodging and Real Estate. The Company refers to “Resort” as the combination of the Mountain and Lodging segments. The Mountain segment includes the operations of the Company’s mountain resorts/ski areas and related ancillary activities. The Lodging segment includes the operations of the Company’s owned hotels, RockResorts, NPS concessionaire properties, condominium management, Colorado resort ground transportation operations and mountain resort golf operations. The Real Estate segment owns, develops and sells real estate in and around the Company’s resort communities. The Company’s reportable segments, although integral to the success of the others, offer distinctly different products and services and require different types of management focus. As such, these segments are managed separately. On August 1, 2021, the Company revised its segment reporting to move certain dining and golf operations from the Lodging segment to the Mountain segment. Segment reporting results for the prior year periods have been adjusted retrospectively to conform to the current period presentation. The Company reports its segment results using Reported EBITDA (defined as segment net revenue less segment operating expenses, plus segment equity investment income or loss, and for the Real Estate segment, plus gain or loss on sale of real property). The Company reports segment results in a manner consistent with management’s internal reporting of operating results to the chief operating decision maker (Chief Executive Officer) for purposes of evaluating segment performance. Items excluded from Reported EBITDA are significant components in understanding and assessing financial performance. Reported EBITDA should not be considered in isolation or as an alternative to, or substitute for, net loss, net change in cash and cash equivalents or other financial statement data presented in the Consolidated Condensed Financial Statements as indicators of financial performance or liquidity. The Company utilizes Reported EBITDA in evaluating the performance of the Company and in allocating resources to its segments. Mountain Reported EBITDA consists of Mountain net revenue less Mountain operating expense plus Mountain equity investment income or loss. Lodging Reported EBITDA consists of Lodging net revenue less Lodging operating expense. Real Estate Reported EBITDA consists of Real Estate net revenue less Real Estate operating expense plus gain or loss on sale of real property. All segment expenses include an allocation of corporate administrative expense. Assets are not used to evaluate performance, except as shown in the table below. The following table presents financial information by reportable segment, which is used by management in evaluating performance and allocating resources (in thousands): Three Months Ended January 31, Six Months Ended January 31, 2022 2021 (1) 2022 2021 (1) Net revenue: Mountain $ 834,375 $ 641,978 943,675 741,457 Lodging 71,980 42,351 137,941 74,404 Total Resort net revenue 906,355 684,329 1,081,616 815,861 Real Estate 180 315 495 569 Total net revenue $ 906,535 $ 684,644 $ 1,082,111 $ 816,430 Segment operating expense: Mountain $ 446,700 $ 360,629 $ 668,478 $ 549,254 Lodging 62,612 48,829 126,022 90,502 Total Resort operating expense 509,312 409,458 794,500 639,756 Real Estate 1,511 1,615 2,981 3,065 Total segment operating expense $ 510,823 $ 411,073 $ 797,481 $ 642,821 Gain on sale of real property $ 931 $ — $ 962 $ — Mountain equity investment income, net $ 818 $ 1,180 $ 2,332 $ 5,166 Reported EBITDA: Mountain $ 388,493 $ 282,529 $ 277,529 $ 197,369 Lodging 9,368 (6,478) 11,919 (16,098) Resort 397,861 276,051 289,448 181,271 Real Estate (400) (1,300) (1,524) (2,496) Total Reported EBITDA $ 397,461 $ 274,751 $ 287,924 $ 178,775 Real estate held for sale or investment $ 95,331 $ 96,801 $ 95,331 $ 96,801 Reconciliation from net income (loss) attributable to Vail Resorts, Inc. to Total Reported EBITDA: Net income (loss) attributable to Vail Resorts, Inc. $ 223,391 $ 147,798 $ 84,059 $ (5,968) Net income (loss) attributable to noncontrolling interests 10,539 1,332 7,350 (1,923) Net income (loss) 233,930 149,130 91,409 (7,891) Provision (benefit) from income taxes 52,049 27,221 (7,804) (10,257) Income (loss) before provision (benefit) from income taxes 285,979 176,351 83,605 (18,148) Depreciation and amortization 62,070 62,663 123,559 125,291 Change in estimated fair value of contingent consideration 16,780 1,000 18,780 1,802 (Gain) loss on disposal of fixed assets and other, net (7,347) 2,192 (16,214) 2,761 Investment income and other, net (257) (167) (756) (510) Foreign currency loss (gain) on intercompany loans 2,870 (5,135) 2,039 (5,675) Interest expense, net 37,366 37,847 76,911 73,254 Total Reported EBITDA $ 397,461 $ 274,751 $ 287,924 $ 178,775 (1) Segment results for the three and six months ended January 31, 2021 have been retrospectively adjusted to reflect current period presentation. |
Share Repurchase Program
Share Repurchase Program | 6 Months Ended |
Jan. 31, 2022 | |
Payments for Repurchase of Equity [Abstract] | |
Share Repurchase Program | Share Repurchase ProgramOn March 9, 2006, the Company’s Board of Directors approved a share repurchase program, authorizing the Company to repurchase up to 3,000,000 Vail Shares. On July 16, 2008, the Company’s Board of Directors increased the authorization by an additional 3,000,000 Vail Shares, and on December 4, 2015, the Company’s Board of Directors increased the authorization by an additional 1,500,000 Vail Shares for a total authorization to repurchase up to 7,500,000 Vail Shares. The Company did not repurchase any Vail Shares during the three and six months ended January 31, 2022 and 2021. Since inception of its share repurchase program through January 31, 2022, the Company has repurchased 6,161,141 Vail Shares for approximately $404.4 million. As of January 31, 2022, 1,338,859 Vail Shares remained available to repurchase under the existing share repurchase program, which has no expiration date. Vail Shares purchased pursuant to the repurchase program will be held as treasury shares and may be used for the issuance of Vail Shares under the Company’s employee share award plan. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jan. 31, 2022 | |
Accounting Policies [Abstract] | |
Consolidated Condensed Financial Statements | Consolidated Condensed Financial Statements — In the opinion of the Company, the accompanying Consolidated Condensed Financial Statements reflect all adjustments necessary to state fairly the Company’s financial position, results of operations and cash flows for the interim periods presented. All such adjustments are of a normal recurring nature. Results for interim periods are not indicative of the results for the entire fiscal year, particularly given the significant seasonality to the Company’s operating cycle. The accompanying Consolidated Condensed Financial Statements should be read in conjunction with the audited Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended July 31, 2021. Certain information and footnote disclosures, including significant accounting policies, normally included in fiscal year financial statements prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) have been condensed or omitted. The Consolidated Condensed Balance Sheet as of July 31, 2021 was derived from audited financial statements. |
Use of Estimates | 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, the disclosure of contingent assets and liabilities at the balance sheet date and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments — The recorded amounts for cash and cash equivalents, restricted cash, trade receivables, other current assets, accounts payable and accrued liabilities approximate fair value due to their short-term nature. The fair value of amounts outstanding under the Company’s credit agreements and the Employee Housing Bonds (as defined in Note 5, Long-Term Debt) approximate book value due to the variable nature of the interest rate associated with the debt. The estimated fair values of the 6.25% Notes and the 0.0% Convertible Notes (each as defined in Note 5, Long-Term Debt) are based on quoted market prices (a Level 2 input). The estimated fair value of the EPR Secured Notes (as defined in Note 5, Long-Term Debt) has been estimated using analyses based on current borrowing rates for debt with similar remaining maturities and ratings (a Level 2 input). The carrying values, including any unamortized premium or discount, and estimated fair values of the 6.25% Notes, 0.0% Convertible Notes and EPR Secured Notes as of January 31, 2022 are presented below (in thousands): January 31, 2022 Carrying Value Estimated Fair Value 6.25% Notes $ 600,000 $ 623,124 0.0% Convertible Notes $ 487,824 $ 576,466 EPR Secured Notes $ 134,909 $ 203,120 |
Accounting Standards Update and Change in Accounting Principle [Text Block] | Recently Issued Accounting Standards Standards Being Evaluated In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting.” The ASU provides optional transition guidance, for a limited time, to companies that have contracts, hedging relationships or other transactions that reference the London Inter-bank Offered Rate (“LIBOR”) or another reference rate which is expected to be discontinued because of reference rate reform. The amendments provide optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions if certain criteria are met. The amendments in this update are effective as of March 12, 2020 through December 31, 2022. The amendments in this update may be applied as of any date from the beginning of an interim period that includes or is subsequent to March 12, 2020, or prospectively from a date within an interim period that includes or is subsequent to March 12, 2020, up to the date that the financial statements are available to be issued. All other amendments should be applied on a prospective basis. The Company is in the process of evaluating the effect that the adoption of this standard will have on its Consolidated Condensed Financial Statements, but does not expect it will have a material effect. |
Revenue Revenues (Policies)
Revenue Revenues (Policies) | 6 Months Ended |
Jan. 31, 2022 | |
Revenue from Contract with Customer [Abstract] | |
Revenue [Policy Text Block] | Revenue Recognition Revenue from the sale of pass products is recognized as lift revenue throughout the ski season, as the Company's performance obligations are satisfied as control of the service (e.g., access to ski areas throughout the ski season) is transferred to customers. In accordance with Topic 606, the Company estimates progress towards satisfaction of its performance obligations using an output method that best depicts the transfer of control of the service to its customers. Historically, the output method measured progress toward satisfaction of the Company’s performance obligations based on the estimated number of pass product holder visits relative to total expected visits, based on historical data, which the Company believed to provide a faithful depiction of its customers’ pass product usage. When sufficient historical data to determine usage patterns was not available, such as in the case of new product offerings, progress was measured on a straight-line basis throughout the ski season until sufficient historical usage patterns were available. Beginning August 1, 2021, progress towards satisfaction of the Company’s performance obligations for all passes is measured using an output method based on the skiable days of the season to date relative to the total estimated skiable days of the season, which effectively results in revenue being recorded on a straight-line basis throughout the ski season. Total estimated skiable days is based on actual resort opening and estimated closing dates. The Company believes this method best estimates the value transferred to the customer to date relative to the remaining services promised under the contract. Due to the strong correlation between historical pass product usage and skiable days, the change in the Company’s method of estimating progress toward satisfaction of the performance obligation alone does not have a material effect on the recognition pattern of pass product revenue. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jan. 31, 2022 | |
Accounting Policies [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] | January 31, 2022 Carrying Value Estimated Fair Value 6.25% Notes $ 600,000 $ 623,124 0.0% Convertible Notes $ 487,824 $ 576,466 EPR Secured Notes $ 134,909 $ 203,120 |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Jan. 31, 2022 | |
Revenue [Abstract] | |
Disaggregation of Revenue [Table Text Block] | Disaggregation of Revenues The following table presents net revenues disaggregated by segment and major revenue type for the three and six months ended January 31, 2022 and 2021 (in thousands): Three Months Ended January 31, Six Months Ended January 31, 2022 2021 (1) 2022 2021 (1) Mountain net revenue: Lift $ 521,582 $ 430,775 $ 535,911 $ 463,866 Ski School 92,072 56,390 93,545 58,434 Dining 54,049 32,227 66,569 35,295 Retail/Rental 126,831 90,126 155,207 112,432 Other 39,841 32,460 92,443 71,430 Total Mountain net revenue $ 834,375 $ 641,978 $ 943,675 $ 741,457 Lodging net revenue: Owned hotel rooms $ 13,584 $ 6,708 $ 35,067 $ 14,073 Managed condominium rooms 33,125 20,336 46,209 29,665 Dining 8,375 2,448 18,650 3,541 Transportation 5,766 2,947 7,559 2,947 Golf — — 5,118 3,691 Other 9,269 7,894 21,736 17,266 70,119 40,333 134,339 71,183 Payroll cost reimbursements 1,861 2,018 3,602 3,221 Total Lodging net revenue $ 71,980 $ 42,351 $ 137,941 $ 74,404 Total Resort net revenue $ 906,355 $ 684,329 $ 1,081,616 $ 815,861 Total Real Estate net revenue 180 315 495 569 Total net revenue $ 906,535 $ 684,644 $ 1,082,111 $ 816,430 |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 3 Months Ended | 6 Months Ended |
Jan. 31, 2022 | Jan. 31, 2022 | |
Earnings Per Share Reconciliation [Abstract] | ||
Summary of Calculation of Basic And Diluted EPS | Presented below is basic and diluted EPS for the three months ended January 31, 2022 and 2021 (in thousands, except per share amounts): Three Months Ended January 31, 2022 2021 Basic Diluted Basic Diluted Net income per share: Net income attributable to Vail Resorts $ 223,391 $ 223,391 $ 147,798 $ 147,798 Weighted-average Vail Shares outstanding 40,505 40,505 40,253 40,253 Weighted-average Exchangeco Shares outstanding 33 33 35 35 Total Weighted-average shares outstanding 40,538 40,538 40,288 40,288 Effect of dilutive securities — 282 — 521 Total shares 40,538 40,820 40,288 40,809 Net income per share attributable to Vail Resorts $ 5.51 $ 5.47 $ 3.67 $ 3.62 The Company computes the effect of dilutive securities using the treasury stock method and average market prices during the period. The number of shares issuable upon the exercise of share-based awards excluded from the calculation of diluted EPS because the effect of their inclusion would have been anti-dilutive totaled approximately zero and 5,000 for the three months ended January 31, 2022 and 2021, respectively. | Presented below is basic and diluted EPS for the six months ended January 31, 2022 and 2021 (in thousands, except per share amounts): Six Months Ended January 31, 2022 2021 Basic Diluted Basic Diluted Net income (loss) per share: Net income (loss) attributable to Vail Resorts $ 84,059 $ 84,059 $ (5,968) $ (5,968) Weighted-average Vail Shares outstanding 40,460 40,460 40,233 40,233 Weighted-average Exchangeco Shares outstanding 33 33 35 35 Total Weighted-average shares outstanding 40,493 40,493 40,268 40,268 Effect of dilutive securities — 344 — — Total shares 40,493 40,837 40,268 40,268 Net income (loss) per share attributable to Vail Resorts $ 2.08 $ 2.06 $ (0.15) $ (0.15) The number of shares issuable upon the exercise of share-based awards excluded from the calculation of diluted EPS because the effect of their inclusion would have been anti-dilutive totaled approximately 1,000 and 0.6 million for the six months ended January 31, 2022 and 2021, respectively. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 6 Months Ended |
Jan. 31, 2022 | |
Debt Disclosure [Abstract] | |
Schedule Of Long-Term Debt | Long-term debt, net as of January 31, 2022, July 31, 2021 and January 31, 2021 is summarized as follows (in thousands): Maturity January 31, 2022 July 31, 2021 January 31, 2021 Vail Holdings Credit Agreement term loan (a) 2024 $ 1,109,375 $ 1,140,625 $ 1,171,875 Vail Holdings Credit Agreement revolver (a) 2024 — — — 6.25% Notes 2025 600,000 600,000 600,000 0.0% Convertible Notes (b) 2026 575,000 575,000 575,000 Whistler Credit Agreement revolver (c) 2026 21,243 44,891 60,243 EPR Secured Notes (d) 2034-2036 114,162 114,162 114,162 EB-5 Development Notes 2021 — 51,500 51,500 Employee housing bonds 2027-2039 52,575 52,575 52,575 Canyons obligation 2063 354,713 351,820 348,927 Other 2022-2034 17,562 17,941 17,875 Total debt 2,844,630 2,948,514 2,992,157 Less: Unamortized premiums, discounts and debt issuance costs 85,295 98,222 111,346 Less: Current maturities (e) 63,746 114,117 112,796 Long-term debt, net $ 2,695,589 $ 2,736,175 $ 2,768,015 |
Schedule Of Aggregate Maturities For Debt Outstanding | Aggregate maturities of debt outstanding as of January 31, 2022 reflected by fiscal year (August 1 through July 31) are as follows (in thousands): Total 2022 (February 2022 through July 2022) $ 31,701 2023 69,890 2024 63,798 2025 1,553,883 2026 575,415 Thereafter 549,943 Total debt $ 2,844,630 |
Business Combinations and Ass_2
Business Combinations and Asset Acquisitions (Tables) | 6 Months Ended |
Jan. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following summarizes the purchase consideration and the preliminary purchase price allocation to estimated fair values of the identifiable assets acquired and liabilities assumed at the date the transaction was effective (in thousands): Acquisition Date Estimated Fair Value Current assets $ 3,339 Property, plant and equipment 118,415 Goodwill 5,634 Identifiable intangible assets and other assets 5,335 Liabilities (14,460) Net assets acquired $ 118,263 |
Supplementary Balance Sheet I_2
Supplementary Balance Sheet Information (Tables) | 6 Months Ended |
Jan. 31, 2022 | |
Balance Sheet Related Disclosures [Abstract] | |
Composition Of Property, Plant And Equipment | The composition of property, plant and equipment follows (in thousands): January 31, 2022 July 31, 2021 January 31, 2021 Land and land improvements $ 767,433 $ 756,517 $ 759,056 Buildings and building improvements 1,564,845 1,496,402 1,499,525 Machinery and equipment 1,504,991 1,417,705 1,410,781 Furniture and fixtures 318,434 308,432 323,490 Software 126,742 122,778 120,016 Vehicles 82,710 80,328 81,767 Construction in progress 114,165 67,710 58,753 Gross property, plant and equipment 4,479,320 4,249,872 4,253,388 Accumulated depreciation (2,288,988) (2,181,996) (2,094,525) Property, plant and equipment, net $ 2,190,332 $ 2,067,876 $ 2,158,863 |
Components Of Accounts Payable And Accrued Liabilities | The composition of accounts payable and accrued liabilities follows (in thousands): January 31, 2022 July 31, 2021 January 31, 2021 Trade payables $ 137,895 $ 98,261 $ 86,251 Deferred revenue 611,477 456,457 480,353 Accrued salaries, wages and deferred compensation 59,008 54,286 59,665 Accrued benefits 46,894 47,368 44,549 Deposits 80,547 35,263 31,472 Operating lease liabilities 35,438 34,668 36,878 Other liabilities 95,878 89,169 92,626 Total accounts payable and accrued liabilities $ 1,067,137 $ 815,472 $ 831,794 |
Schedule of Goodwill [Table Text Block] | The changes in the net carrying amount of goodwill allocated between the Company’s segments for the six months ended January 31, 2022 are as follows (in thousands): Mountain Lodging Goodwill, net Balance at July 31, 2021 $ 1,738,836 $ 42,211 $ 1,781,047 Acquisition 2,479 3,155 5,634 Effects of changes in foreign currency exchange rates (22,575) — (22,575) Balance at January 31, 2022 $ 1,718,740 $ 45,366 $ 1,764,106 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jan. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Summary Of Cash Equivalents Measured At Fair Value | The table below summarizes the Company’s cash equivalents, other current assets, interest rate swaps and Contingent Consideration (defined below) measured at estimated fair value (all other assets and liabilities measured at fair value are immaterial) (in thousands). Estimated Fair Value Measurement as of January 31, 2022 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 504,306 $ 504,306 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 9,564 $ — $ 9,564 $ — Liabilities: Interest Rate Swaps $ 1,155 $ — $ 1,155 $ — Contingent Consideration $ 40,900 $ — $ — $ 40,900 Estimated Fair Value Measurement as of July 31, 2021 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 253,782 $ 253,782 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 259,945 $ — $ 259,945 $ — Liabilities: Interest Rate Swaps $ 12,942 $ — $ 12,942 $ — Contingent Consideration $ 29,600 $ — $ — $ 29,600 Estimated Fair Value Measurement as of January 31, 2021 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 204,070 $ 204,070 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 8,734 $ — $ 8,734 $ — Liabilities: Interest Rate Swaps $ 16,548 $ — $ 16,548 $ — Contingent Consideration $ 17,000 $ — $ — $ 17,000 The Company’s cash equivalents, other current assets and interest rate swaps are measured utilizing quoted market prices or pricing models whereby all significant inputs are either observable or corroborated by observable market data. The estimated fair value of the interest rate swaps are included within other long-term liabilities on the Company’s Consolidated Condensed Balance Sheet as of January 31, 2022 and 2021. The changes in Contingent Consideration during the six months ended January 31, 2022 and 2021 were as follows (in thousands): Balance as of July 31, 2021 and 2020, respectively $ 29,600 $ 17,800 Payments (7,480) (2,602) Change in estimated fair value 18,780 1,802 Balance as of January 31, 2022 and 2021, respectively $ 40,900 $ 17,000 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jan. 31, 2022 | |
Segment Reporting [Abstract] | |
Summary Of Financial Information By Reportable Segment | The following table presents financial information by reportable segment, which is used by management in evaluating performance and allocating resources (in thousands): Three Months Ended January 31, Six Months Ended January 31, 2022 2021 (1) 2022 2021 (1) Net revenue: Mountain $ 834,375 $ 641,978 943,675 741,457 Lodging 71,980 42,351 137,941 74,404 Total Resort net revenue 906,355 684,329 1,081,616 815,861 Real Estate 180 315 495 569 Total net revenue $ 906,535 $ 684,644 $ 1,082,111 $ 816,430 Segment operating expense: Mountain $ 446,700 $ 360,629 $ 668,478 $ 549,254 Lodging 62,612 48,829 126,022 90,502 Total Resort operating expense 509,312 409,458 794,500 639,756 Real Estate 1,511 1,615 2,981 3,065 Total segment operating expense $ 510,823 $ 411,073 $ 797,481 $ 642,821 Gain on sale of real property $ 931 $ — $ 962 $ — Mountain equity investment income, net $ 818 $ 1,180 $ 2,332 $ 5,166 Reported EBITDA: Mountain $ 388,493 $ 282,529 $ 277,529 $ 197,369 Lodging 9,368 (6,478) 11,919 (16,098) Resort 397,861 276,051 289,448 181,271 Real Estate (400) (1,300) (1,524) (2,496) Total Reported EBITDA $ 397,461 $ 274,751 $ 287,924 $ 178,775 Real estate held for sale or investment $ 95,331 $ 96,801 $ 95,331 $ 96,801 Reconciliation from net income (loss) attributable to Vail Resorts, Inc. to Total Reported EBITDA: Net income (loss) attributable to Vail Resorts, Inc. $ 223,391 $ 147,798 $ 84,059 $ (5,968) Net income (loss) attributable to noncontrolling interests 10,539 1,332 7,350 (1,923) Net income (loss) 233,930 149,130 91,409 (7,891) Provision (benefit) from income taxes 52,049 27,221 (7,804) (10,257) Income (loss) before provision (benefit) from income taxes 285,979 176,351 83,605 (18,148) Depreciation and amortization 62,070 62,663 123,559 125,291 Change in estimated fair value of contingent consideration 16,780 1,000 18,780 1,802 (Gain) loss on disposal of fixed assets and other, net (7,347) 2,192 (16,214) 2,761 Investment income and other, net (257) (167) (756) (510) Foreign currency loss (gain) on intercompany loans 2,870 (5,135) 2,039 (5,675) Interest expense, net 37,366 37,847 76,911 73,254 Total Reported EBITDA $ 397,461 $ 274,751 $ 287,924 $ 178,775 (1) Segment results for the three and six months ended January 31, 2021 have been retrospectively adjusted to reflect current period presentation. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies Recently Issued Accounting Standards (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 |
Long-term Debt | $ 2,844,630 | $ 2,948,514 | $ 2,992,157 |
Operating Lease, Right-of-Use Asset | 198,672 | 204,716 | 215,377 |
Operating Lease, Liability, Noncurrent | 188,797 | 190,561 | 210,855 |
Operating Lease, Liability, Current | 35,438 | 34,668 | 36,878 |
Interest Rate Cash Flow Hedge Liability at Fair Value | 1,155 | 12,942 | 16,548 |
EPR Secured Notes [Member] | |||
Long-term Debt | 114,162 | 114,162 | 114,162 |
Notes and Loans Payable | 134,909 | ||
Debt Instrument, Fair Value Disclosure | 203,120 | ||
EB-5 Development Notes [Member] | |||
Long-term Debt | 0 | 51,500 | 51,500 |
6.25% Notes [Member] | |||
Long-term Debt | 600,000 | 600,000 | 600,000 |
Debt Instrument, Fair Value Disclosure | 623,124 | ||
0.0% Convertible Notes | |||
Long-term Debt | 487,824 | ||
Debt Instrument, Fair Value Disclosure | 576,466 | ||
Convertible Notes Payable | |||
Long-term Debt | $ 575,000 | $ 575,000 | $ 575,000 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | Jul. 31, 2021 | |
Accounts Receivable, after Allowance for Credit Loss, Current | $ 167,088 | $ 117,012 | $ 167,088 | $ 117,012 | $ 345,408 |
Deferred Revenue, Current | 611,477 | 480,353 | 611,477 | 480,353 | $ 456,457 |
Mountain Revenue Net | 834,375 | 641,978 | 943,675 | 741,457 | |
Lodging Revenue Net | 71,980 | 42,351 | 137,941 | 74,404 | |
Resort net revenue | 906,355 | 684,329 | 1,081,616 | 815,861 | |
Real Estate Revenue | 180 | 315 | 495 | 569 | |
Revenues | 906,535 | 684,644 | 1,082,111 | 816,430 | |
Contract with Customer, Liability, Revenue Recognized | 177,600 | 223,000 | |||
Lift | |||||
Mountain Revenue Net | 521,582 | 430,775 | 535,911 | 463,866 | |
Ski School | |||||
Mountain Revenue Net | 92,072 | 56,390 | 93,545 | 58,434 | |
Dining | |||||
Mountain Revenue Net | 54,049 | 32,227 | 66,569 | 35,295 | |
Lodging Revenue Net | 8,375 | 2,448 | 18,650 | 3,541 | |
Retail/Rental | |||||
Mountain Revenue Net | 126,831 | 90,126 | 155,207 | 112,432 | |
Other | |||||
Mountain Revenue Net | 39,841 | 32,460 | 92,443 | 71,430 | |
Owned hotel rooms | |||||
Lodging Revenue Net | 13,584 | 6,708 | 35,067 | 14,073 | |
Managed condominium rooms | |||||
Lodging Revenue Net | 33,125 | 20,336 | 46,209 | 29,665 | |
Golf | |||||
Lodging Revenue Net | 0 | 0 | 5,118 | 3,691 | |
Other | |||||
Lodging Revenue Net | 9,269 | 7,894 | 21,736 | 17,266 | |
Lodging revenue (excluding payroll cost reimbursements) [Member] | |||||
Lodging Revenue Net | 70,119 | 40,333 | 134,339 | 71,183 | |
Payroll cost reimbursements | |||||
Lodging Revenue Net | 1,861 | 2,018 | 3,602 | 3,221 | |
Transportation | |||||
Lodging Revenue Net | $ 5,766 | $ 2,947 | $ 7,559 | $ 2,947 |
Revenue Contract Balances (Deta
Revenue Contract Balances (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2022USD ($) | Jan. 31, 2022USD ($) | Jul. 31, 2021USD ($) | Jan. 31, 2021USD ($) | |
Disaggregation of Revenue [Abstract] | ||||
Deferred revenue | $ 611,477 | $ 611,477 | $ 456,457 | $ 480,353 |
Private Club Recognized Initiation Fees Average Remaining Period | 16 | 16 | ||
Trade receivables, net | $ 167,088 | $ 167,088 | 345,408 | 117,012 |
Disaggregation of Revenue [Line Items] | ||||
Deferred revenue | 611,477 | 611,477 | 456,457 | 480,353 |
Contract with Customer, Liability, Revenue Recognized | $ 177,600 | $ 223,000 | ||
Private Club Recognized Initiation Fees Average Remaining Period | 16 | 16 | ||
Trade receivables, net | $ 167,088 | $ 167,088 | 345,408 | $ 117,012 |
Capitalized Contract Cost, Net | 11,700 | 11,700 | ||
Contract with Customer, Liability, Noncurrent | 120,600 | 120,600 | 121,000 | |
Contract with Customer, Liability, Current | $ 611,500 | $ 611,500 | $ 456,500 |
Revenue Costs to Obtain Contrac
Revenue Costs to Obtain Contracts with Customers (Details) $ in Millions | 3 Months Ended | 6 Months Ended |
Jan. 31, 2022USD ($) | Jan. 31, 2022USD ($) | |
Cost of Revenue [Abstract] | ||
Capitalized Contract Cost, Net | $ 11.7 | $ 11.7 |
Capitalized Contract Cost, Amortization | $ 10 | $ 10.1 |
Net Income Per Common Share Net
Net Income Per Common Share Net Income per Common Share (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Oct. 17, 2016 | Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | Jul. 31, 2021 | Dec. 18, 2020 |
Anti-dilutive securities (in shares) | 0 | 5,000 | 1,000 | 600,000 | |||
Common Stock, Dividends, Per Share, Cash Paid | $ 0.88 | $ 0 | $ 1.76 | $ 0 | |||
Cash dividends declared per share | $ 1.91 | ||||||
Payments of Dividends | $ 71,338 | $ 0 | |||||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |
Dividends, Cash | $ 35,700 | $ 71,300 | |||||
Dividends Payable, Date to be Paid | Apr. 14, 2022 | ||||||
Dividends Payable, Date of Record | Mar. 30, 2022 | ||||||
Dividends Payable, Date Declared | Mar. 11, 2022 | ||||||
Net Income (Loss) Attributable to Parent | $ 223,391 | $ 147,798 | $ 84,059 | $ (5,968) | |||
Weighted-average Vail Shares outstanding | 40,505,000 | 40,253,000 | 40,460,000 | 40,233,000 | |||
Weighted-average Exchangeco Shares outstanding | 33,000 | 35,000 | 33,000 | 35,000 | |||
Weighted Average Number of Shares Outstanding, Basic | 40,538,000 | 40,288,000 | 40,493,000 | 40,268,000 | |||
Effect of dilutive securities | 282,000 | 521,000 | 344,000 | 0 | |||
Total shares | 40,820,000 | 40,809,000 | 40,837,000 | 40,268,000 | |||
Earnings Per Share, Basic | $ 5.51 | $ 3.67 | $ 2.08 | $ (0.15) | |||
Earnings Per Share, Diluted | $ 5.47 | $ 3.62 | $ 2.06 | $ (0.15) | |||
Convertible Debt [Member] | |||||||
Debt Instrument, Face Amount | $ 575,000 | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.00% | ||||||
Debt Instrument, Convertible, Conversion Price | $ 407.17 | ||||||
Common Stock [Member] | |||||||
Stock Issued During Period, Shares, New Issues | 3,327,719 | ||||||
Exchangeable Shares [Member] | |||||||
Stock Issued During Period, Shares, New Issues | 418,095 |
Net Income Per Common Share (Su
Net Income Per Common Share (Summary of Calculation of Basic and Diluted EPS) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 5 | 1 | 600 |
Net income (loss) attributable to Vail Resorts, Inc. | $ 223,391 | $ 147,798 | $ 84,059 | $ (5,968) |
Weighted-average Vail Shares outstanding | 40,505 | 40,253 | 40,460 | 40,233 |
Weighted-average Exchangeco Shares outstanding | 33 | 35 | 33 | 35 |
Total Weighted-average shares outstanding | 40,538 | 40,288 | 40,493 | 40,268 |
Effect of dilutive securities | 282 | 521 | 344 | 0 |
Total shares | 40,820 | 40,809 | 40,837 | 40,268 |
Basic net income (loss) per share attributable to Vail Resorts, Inc. | $ 5.51 | $ 3.67 | $ 2.08 | $ (0.15) |
Diluted net income (loss) per share attributable to Vail Resorts, Inc. | $ 5.47 | $ 3.62 | $ 2.06 | $ (0.15) |
Long-Term Debt Long-Term Debt (
Long-Term Debt Long-Term Debt (Narrative) (Details) $ in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jan. 31, 2022USD ($) | Jan. 31, 2021USD ($) | Jan. 31, 2022USD ($) | Jan. 31, 2021USD ($) | Jan. 31, 2022CAD ($) | Jul. 31, 2021USD ($) | |
Gross interest expense | $ 37,400 | $ 37,800 | $ 76,900 | $ 73,300 | ||
Amortization of Debt Issuance Costs | 1,500 | 1,200 | 2,900 | 1,900 | ||
Intercompany Foreign Currency Balance, Amount | 210,000 | 210,000 | ||||
Foreign currency gain on intercompany loans | (2,870) | 5,135 | (2,039) | 5,675 | ||
Long-term Debt | 2,844,630 | 2,992,157 | 2,844,630 | 2,992,157 | $ 2,948,514 | |
Red Sky Ranch Metropolitan District [Member] | ||||||
Other long-term liabilities | 1,800 | 2,100 | 1,800 | 2,100 | 2,000 | |
Term Loan [Member] | ||||||
Long-term Line of Credit | $ 1,100,000 | $ 1,100,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1.61% | 1.61% | 1.61% | |||
Long-term Debt | $ 1,109,375 | 1,171,875 | $ 1,109,375 | 1,171,875 | 1,140,625 | |
Credit Facility Revolver [Member] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | 500,000 | 500,000 | ||||
Long-term Debt | $ 0 | 0 | $ 0 | 0 | 0 | |
Whistler Credit Agreement revolver [Member] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 2.31% | 2.31% | 2.31% | |||
Debt Instrument, Unused Borrowing Capacity, Fee | 0.40% | |||||
Long-term Debt | $ 21,243 | 60,243 | $ 21,243 | 60,243 | 44,891 | |
Alpine Valley Secured Note [Member] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 11.55% | 11.55% | 11.55% | |||
Long-term Debt | $ 4,600 | $ 4,600 | ||||
Boston Mills Brandywine Secured Note [Member] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 11.07% | 11.07% | 11.07% | |||
Long-term Debt | $ 23,300 | $ 23,300 | ||||
Jack Frost Big Boulder Secured Note [Member] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 11.07% | 11.07% | 11.07% | |||
Long-term Debt | $ 14,300 | $ 14,300 | ||||
Mount Snow Secured Note [Member] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 11.96% | 11.96% | 11.96% | |||
Long-term Debt | $ 51,100 | $ 51,100 | ||||
Hunter Mountain Secured Note [Member] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.72% | 8.72% | 8.72% | |||
Long-term Debt | $ 21,000 | $ 21,000 | ||||
EB-5 Development Notes [Member] | ||||||
Long-term Debt | 0 | 51,500 | 0 | 51,500 | 51,500 | |
EPR Secured Notes [Member] | ||||||
Debt Service Reserve | 3,200 | |||||
Convertible Notes Payable | ||||||
Long-term Debt | 575,000 | $ 575,000 | 575,000 | $ 575,000 | $ 575,000 | |
Long-term Debt, Fair Value | 465,300 | 465,300 | ||||
Debt Instrument, Convertible, Carrying Amount of Equity Component | 109,700 | 109,700 | ||||
Debt Instrument, Unamortized Discount (Premium), Net | $ 87,200 | $ 87,200 |
Long-Term Debt (Schedule Of Deb
Long-Term Debt (Schedule Of Debt Instruments) (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | Jul. 31, 2021 | Dec. 18, 2020 | |
Amortization of Debt Issuance Costs | $ 1,500,000 | $ 1,200,000 | $ 2,900,000 | $ 1,900,000 | ||
Debt Instrument, Unused Borrowing Capacity, Fee | 0.003 | |||||
Total debt | 2,844,630,000 | 2,992,157,000 | 2,844,630,000 | 2,992,157,000 | $ 2,948,514,000 | |
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 85,295,000 | 111,346,000 | 85,295,000 | 111,346,000 | 98,222,000 | |
Long-term Debt, Excluding Current Maturities | 63,746,000 | 112,796,000 | 63,746,000 | 112,796,000 | 114,117,000 | |
Long-term Debt, Excluding Current Maturities | 2,695,589,000 | 2,768,015,000 | 2,695,589,000 | 2,768,015,000 | 2,736,175,000 | |
Term Loan [Member] | ||||||
Debt Instrument, Periodic Payment | 15,600,000 | |||||
Total debt | $ 1,109,375,000 | 1,171,875,000 | $ 1,109,375,000 | 1,171,875,000 | 1,140,625,000 | |
Fiscal year maturity | 2024 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.61% | 1.61% | ||||
Credit Facility Revolver [Member] | ||||||
Total debt | $ 0 | 0 | $ 0 | 0 | 0 | |
Fiscal year maturity | 2024 | |||||
6.25% Notes [Member] | ||||||
Fiscal year maturity | 2025 | |||||
Convertible Notes Payable | ||||||
Fiscal year maturity | 2026 | |||||
Whistler Credit Agreement revolver [Member] | ||||||
Total debt | $ 21,243,000 | 60,243,000 | $ 21,243,000 | 60,243,000 | 44,891,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 2.31% | 2.31% | ||||
EPR Secured Notes [Member] | ||||||
Total debt | $ 114,162,000 | 114,162,000 | $ 114,162,000 | 114,162,000 | 114,162,000 | |
EPR Secured Notes [Member] | Minimum [Member] | ||||||
Fiscal year maturity | 2034 | |||||
EPR Secured Notes [Member] | Maximum [Member] | ||||||
Fiscal year maturity | 2036 | |||||
EB-5 Development Notes [Member] | ||||||
Total debt | 0 | 51,500,000 | $ 0 | 51,500,000 | 51,500,000 | |
Fiscal year maturity | 2021 | |||||
Employee Housing Bonds [Member] | ||||||
Total debt | 52,575,000 | 52,575,000 | $ 52,575,000 | 52,575,000 | 52,575,000 | |
Employee Housing Bonds [Member] | Minimum [Member] | ||||||
Fiscal year maturity | 2027 | |||||
Employee Housing Bonds [Member] | Maximum [Member] | ||||||
Fiscal year maturity | 2039 | |||||
Canyons Obligation [Member] | ||||||
Total debt | 354,713,000 | 348,927,000 | $ 354,713,000 | 348,927,000 | 351,820,000 | |
Fiscal year maturity | 2063 | |||||
Other [Member] | ||||||
Total debt | 17,562,000 | 17,875,000 | $ 17,562,000 | 17,875,000 | 17,941,000 | |
Other [Member] | Minimum [Member] | ||||||
Fiscal year maturity | 2022 | |||||
Other [Member] | Maximum [Member] | ||||||
Fiscal year maturity | 2034 | |||||
6.25% Notes [Member] | ||||||
Total debt | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | $ 600,000,000 | |
Convertible Debt [Member] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 0.00% | |||||
Debt Instrument, Convertible, Conversion Price | $ 407.17 | |||||
Debt Instrument, Face Amount | $ 575,000,000 | |||||
Whistler Credit Agreement revolver [Member] | ||||||
Fiscal year maturity | 2026 |
Long-Term Debt (Schedule Of Agg
Long-Term Debt (Schedule Of Aggregate Maturities For Debt Outstanding) (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 |
Debt Instrument [Line Items] | |||
2022 (February 2022 through July 2022) | $ 31,701 | ||
2023 | 69,890 | ||
2024 | 63,798 | ||
2025 | 1,553,883 | ||
2026 | 575,415 | ||
Thereafter | 549,943 | ||
Total debt | $ 2,844,630 | $ 2,948,514 | $ 2,992,157 |
Business Combinations and Ass_3
Business Combinations and Asset Acquisitions (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jan. 31, 2022 |
Asset Acquisition [Line Items] | ||
Goodwill, Acquired During Period | $ 5,634 | |
Business Acquisition [Line Items] | ||
Goodwill, Acquired During Period | $ 5,634 | |
Seven Springs | ||
Asset Acquisition [Line Items] | ||
Business Combination, Consideration Transferred | $ 118,300 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | 3,339 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 118,415 | |
Goodwill, Acquired During Period | 5,634 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 5,335 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (14,460) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 118,263 | |
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed | 2,800 | |
Business Acquisition [Line Items] | ||
Business Combination, Consideration Transferred | 118,300 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | 3,339 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 118,415 | |
Goodwill, Acquired During Period | 5,634 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 5,335 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | 14,460 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | 118,263 | |
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed | $ 2,800 |
Supplementary Balance Sheet I_3
Supplementary Balance Sheet Information (Composition Of Property, Plant And Equipment) (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 |
Property, Plant and Equipment [Line Items] | |||
Land and land improvements | $ 767,433 | $ 756,517 | $ 759,056 |
Buildings and building improvements | 1,564,845 | 1,496,402 | 1,499,525 |
Machinery and equipment | 1,504,991 | 1,417,705 | 1,410,781 |
Furniture and fixtures | 318,434 | 308,432 | 323,490 |
Software | 126,742 | 122,778 | 120,016 |
Vehicles | 82,710 | 80,328 | 81,767 |
Construction in progress | 114,165 | 67,710 | 58,753 |
Gross property, plant and equipment | 4,479,320 | 4,249,872 | 4,253,388 |
Accumulated depreciation | (2,288,988) | (2,181,996) | (2,094,525) |
Property, plant and equipment, net | $ 2,190,332 | $ 2,067,876 | $ 2,158,863 |
Supplementary Balance Sheet I_4
Supplementary Balance Sheet Information (Components Of Accounts Payable And Accrued Liabilities) (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 |
Balance Sheet Related Disclosures [Abstract] | |||
Trade payables | $ 137,895 | $ 98,261 | $ 86,251 |
Deferred revenue | 611,477 | 456,457 | 480,353 |
Accrued salaries, wages and deferred compensation | 46,894 | 47,368 | 44,549 |
Accrued benefits | 80,547 | 35,263 | 31,472 |
Deposits | 59,008 | 54,286 | 59,665 |
Operating Lease, Liability, Current | 35,438 | 34,668 | 36,878 |
Other liabilities | 95,878 | 89,169 | 92,626 |
Total accounts payable and accrued liabilities | $ 1,067,137 | $ 815,472 | $ 831,794 |
Supplementary Balance Sheet I_5
Supplementary Balance Sheet Information Schedule of Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 | |
Goodwill [Line Items] | |||
Goodwill | $ 1,764,106 | $ 1,781,047 | $ 1,760,908 |
Goodwill, Acquired During Period | 5,634 | ||
Effects of changes in foreign currency exchange rates | (22,575) | ||
Mountain [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 1,718,740 | 1,738,836 | |
Goodwill, Acquired During Period | 2,479 | ||
Effects of changes in foreign currency exchange rates | (22,575) | ||
Lodging [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 45,366 | $ 42,211 | |
Goodwill, Acquired During Period | 3,155 | ||
Effects of changes in foreign currency exchange rates | $ 0 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | Jul. 31, 2021 | Jul. 31, 2020 | |
Contingent Consideration | $ 40,900 | $ 17,000 | $ 40,900 | $ 17,000 | $ 29,600 | $ 17,800 |
Payments for Rent | (7,480) | (2,602) | ||||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | $ 18,780 | 1,802 | ||||
Sensitivity Analysis of Fair Value, Transferor's Interests in Transferred Financial Assets, Impact of Adverse Change in Other Assumption, Description | The Company prepared a sensitivity analysis to evaluate the effect that changes on certain key assumptions would have on the estimated fair value of the Contingent Consideration. A change in the discount rate of 100 basis points or a 5% change in estimated subsequent year performance would result in a change in the estimated fair value within the range of approximately $4.1 million to $7.4 million. | |||||
Contingent Consideration, Key Assumptions for Valuation | The estimated fair value of Contingent Consideration includes the future period resort operations of Park City in the calculation of EBITDA on which participating contingent payments are made, which is determined on the basis of estimated subsequent year performance, escalated by an assumed growth factor. The Company estimated the fair value of the Contingent Consideration payments using an option pricing valuation model. Key assumptions included a discount rate of 11.0%, volatility of 17.0% and future period Park City EBITDA, which are unobservable inputs and thus are considered Level 3 inputs. | |||||
Money Market | 504,306 | 204,070 | $ 504,306 | 204,070 | 253,782 | |
Fair Value Hedge Liabilities | 1,155 | 16,548 | 1,155 | 16,548 | 12,942 | |
Net Income (Loss) Attributable to Parent | $ 223,391 | $ 147,798 | $ 84,059 | $ (5,968) | ||
Weighted-average Vail Shares outstanding | 40,505 | 40,253 | 40,460 | 40,233 | ||
Weighted-average Exchangeco Shares outstanding | 33 | 35 | 33 | 35 | ||
Weighted Average Number of Shares Outstanding, Basic | 40,538 | 40,288 | 40,493 | 40,268 | ||
Effect of dilutive securities | 282 | 521 | 344 | 0 | ||
Total shares | 40,820 | 40,809 | 40,837 | 40,268 | ||
Earnings Per Share, Basic | $ 5.51 | $ 3.67 | $ 2.08 | $ (0.15) | ||
Earnings Per Share, Diluted | $ 5.47 | $ 3.62 | $ 2.06 | $ (0.15) | ||
Canyons Obligation [Member] | ||||||
Business Combination, Contingent Consideration Arrangements, Description | 42% of the amount by which EBITDA for the Park City resort operations, as calculated under the lease, exceeds approximately $35 million, as established at the transaction date, with such threshold amount subsequently increased annually by an inflation linked index and a 10% adjustment for any capital improvements or investments made under the lease by the Company. | |||||
Level 2 [Member] | ||||||
Fair Value Hedge Liabilities | $ 1,155 | $ 16,548 | $ 1,155 | $ 16,548 | 12,942 | |
Fair Value, Inputs, Level 3 [Member] | ||||||
Contingent Consideration | 40,900 | 17,000 | 40,900 | 17,000 | 29,600 | |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ||||||
Commercial Paper | 504,306 | 204,070 | 504,306 | 204,070 | 253,782 | |
Commercial Paper [Member] | ||||||
Commercial Paper | 2,401 | 2,401 | 2,401 | 2,401 | 2,401 | |
Commercial Paper [Member] | Level 2 [Member] | ||||||
Commercial Paper | 2,401 | 2,401 | 2,401 | 2,401 | 2,401 | |
Certificates of Deposit [Member] | ||||||
Commercial Paper | 9,564 | 8,734 | 9,564 | 8,734 | 259,945 | |
Certificates of Deposit [Member] | Level 2 [Member] | ||||||
Commercial Paper | $ 9,564 | $ 8,734 | $ 9,564 | $ 8,734 | $ 259,945 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | ||
Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 | |
Amount outstanding in letters of credit | $ 78.1 | ||
Surety Bonds Outstanding | 13.2 | ||
Holland Creek Metropolitan District [Member] | |||
Credit-enhanced bonds issued amount | 6.3 | ||
Amount outstanding in letters of credit | 6.4 | ||
Red Sky Ranch Metropolitan District [Member] | |||
Other long-term liabilities | $ 1.8 | $ 2 | $ 2.1 |
Estimated cessation date of capital improvement fee payment obligation | Jul. 31, 2031 | ||
Employee Housing Bonds [Member] | |||
Amount outstanding in letters of credit | $ 53.4 | ||
Workers' Compensation and General Liability Related to Construction and Development Activities [Member] | |||
Amount outstanding in letters of credit | $ 24.7 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jan. 31, 2022 | Jan. 31, 2021 | Jan. 31, 2022 | Jan. 31, 2021 | Jul. 31, 2021 | |
Mountain | $ 834,375 | $ 641,978 | $ 943,675 | $ 741,457 | |
Lodging Revenue Net | 71,980 | 42,351 | 137,941 | 74,404 | |
Total Resort net revenue | 906,355 | 684,329 | 1,081,616 | 815,861 | |
Real Estate Revenue | 180 | 315 | 495 | 569 | |
Revenues | 906,535 | 684,644 | 1,082,111 | 816,430 | |
Mountain | 446,700 | 360,629 | 668,478 | 549,254 | |
Lodging | 62,612 | 48,829 | 126,022 | 90,502 | |
Resort operating expense | 509,312 | 409,458 | 794,500 | 639,756 | |
Real Estate | 1,511 | 1,615 | 2,981 | 3,065 | |
Total segment operating expense | 510,823 | 411,073 | 797,481 | 642,821 | |
Gain on sale of real property | 931 | 0 | 962 | 0 | |
Mountain equity investment income, net | 818 | 1,180 | 2,332 | 5,166 | |
Real estate held for sale or investment | 95,331 | 96,801 | 95,331 | 96,801 | $ 95,615 |
Net income (loss) attributable to Vail Resorts, Inc. | 223,391 | 147,798 | 84,059 | (5,968) | |
Net income (loss) attributable to noncontrolling interests | 10,539 | 1,332 | 7,350 | (1,923) | |
Net income (loss) | 233,930 | 149,130 | 91,409 | (7,891) | |
Provision (benefit) from income taxes | 52,049 | 27,221 | (7,804) | (10,257) | |
Income (loss) before (provision for) benefit from income taxes | 285,979 | 176,351 | 83,605 | (18,148) | |
Depreciation and amortization | 62,070 | 62,663 | 123,559 | 125,291 | |
Change in Fair Value of Contingent Consideration | 16,780 | 1,000 | 18,780 | 1,802 | |
(Gain) loss on disposal of fixed assets and other, net | (7,347) | 2,192 | (16,214) | 2,761 | |
Investment income and other, net | (257) | (167) | (756) | (510) | |
Foreign currency loss (gain) on intercompany loans | 2,870 | (5,135) | 2,039 | (5,675) | |
Interest expense, net | 37,366 | 37,847 | 76,911 | 73,254 | |
Total Reported EBITDA | 397,461 | 274,751 | 287,924 | 178,775 | |
Resort [Member] | |||||
Total Reported EBITDA | 397,861 | 276,051 | 289,448 | 181,271 | |
Mountain [Member] | |||||
Total Reported EBITDA | 388,493 | 282,529 | 277,529 | 197,369 | |
Lodging [Member] | |||||
Total Reported EBITDA | 9,368 | (6,478) | 11,919 | (16,098) | |
Real Estate | |||||
Total Reported EBITDA | $ (400) | $ (1,300) | $ (1,524) | $ (2,496) |
Share Repurchase Program (Detai
Share Repurchase Program (Details) - USD ($) $ in Thousands | Jan. 31, 2022 | Jul. 31, 2021 | Jan. 31, 2021 | Dec. 04, 2015 | Jul. 16, 2008 | Mar. 09, 2006 |
Accelerated Share Repurchases [Line Items] | ||||||
Number of shares authorized to repurchase | 7,500,000 | 3,000,000 | ||||
Additional number of shares authorized to repurchase | 1,500,000 | 3,000,000 | ||||
Number of shares repurchased since inception | 6,161,141 | 6,161,000 | 6,161,000 | |||
Value of stock repurchased since inception | $ 404,411 | $ 404,411 | $ 404,411 | |||
Remaining shares available for repurchase under existing program | 1,338,859 |