Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Oct. 31, 2020 | Dec. 07, 2020 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Oct. 31, 2020 | |
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, $0.01 par value | |
Trading Symbol | MTN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 40,251,595 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000812011 | |
Current Fiscal Year End Date | --07-31 | |
Entity Filer Category | Large Accelerated Filer |
Consolidated Condensed Balance
Consolidated Condensed Balance Sheets - USD ($) $ in Thousands | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 |
Assets | |||
Cash and cash equivalents | $ 462,212 | $ 390,980 | $ 136,326 |
Restricted cash | 10,163 | 11,106 | 14,027 |
Trade receivables, net | 208,540 | 106,664 | 87,301 |
Inventories, net | 100,879 | 101,856 | 127,859 |
Other current assets | 59,821 | 54,482 | 62,821 |
Total current assets | 841,615 | 665,088 | 428,334 |
Property, plant and equipment, net (Note 7) | 2,166,604 | 2,192,679 | 2,280,089 |
Real estate held for sale and investment | 96,668 | 96,844 | 96,938 |
Goodwill, net (Note 7) | 1,711,870 | 1,709,020 | 1,757,463 |
Intangible assets, net | 313,445 | 314,776 | 324,178 |
Operating right-of-use assets | 218,902 | 225,744 | 229,709 |
Other assets | 41,420 | 40,081 | 41,036 |
Total assets | 5,390,524 | 5,244,232 | 5,157,747 |
Liabilities | |||
Accounts payable and accrued liabilities (Note 7) | 846,614 | 499,108 | 856,934 |
Income taxes payable | 39,909 | 40,680 | 50,759 |
Long-term debt due within one year (Note 5) | 63,707 | 63,677 | 63,807 |
Total current liabilities | 950,230 | 603,465 | 971,500 |
Long-term debt, net (Note 5) | 2,387,861 | 2,387,122 | 2,005,057 |
Operating lease liabilities | 213,073 | 217,542 | 231,182 |
Other long-term liabilities (Note 7) | 253,108 | 270,245 | 238,964 |
Deferred income taxes, net | 210,525 | 234,191 | 188,608 |
Total liabilities | 4,014,797 | 3,712,565 | 3,635,311 |
Commitments and contingencies (Note 9) | |||
Stockholders' Equity | |||
Preferred stock, $0.01 par value, 25,000 shares authorized, no shares issued and outstanding | 0 | 0 | 0 |
Common stock, $0.01 par value, 100,000 shares authorized, 46,412, 46,350 and 46,257 shares issued, respectively | 464 | 464 | 462 |
Exchangeable shares, $0.01 par value, 35, 36 and 55 shares issued and outstanding, respectively (Note 4) | 0 | 0 | 1 |
Additional paid-in capital | 1,130,318 | 1,131,624 | 1,126,492 |
Accumulated other comprehensive loss | (52,387) | (56,837) | (27,269) |
Retained earnings | 492,136 | 645,902 | 582,235 |
Treasury stock, at cost, 6,161, 6,161, and 6,000 shares, respectively (Note 11) | (404,411) | (404,411) | (379,433) |
Total Vail Resorts, Inc. stockholders’ equity | 1,166,120 | 1,316,742 | 1,302,488 |
Noncontrolling interests | 209,607 | 214,925 | 219,948 |
Total stockholders’ equity | 1,375,727 | 1,531,667 | 1,522,436 |
Total liabilities and stockholders’ equity | $ 5,390,524 | $ 5,244,232 | $ 5,157,747 |
Consolidated Condensed Balanc_2
Consolidated Condensed Balance Sheets (Parenthetical) - $ / shares | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 25,000,000 | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 | 0 |
Preferred stock, shares 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 | 46,412,000 | 46,350,000 | 46,257,000 |
Exchangeable Shares Par Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 |
Exchangeable Shares, Shares, Issued | 35,000 | 36,000 | 55,000 |
Treasury stock, shares | 6,161,141 | 6,161,000 | 6,000,000 |
Consolidated Condensed Statemen
Consolidated Condensed Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Net revenue: | ||
Mountain and Lodging services and other | $ 104,274 | $ 180,031 |
Mountain and Lodging retail and dining | 27,258 | 83,559 |
Resort net revenue | 131,532 | 263,590 |
Real Estate Revenue | 254 | 4,180 |
Revenues | 131,786 | 267,770 |
Operating expense (exclusive of depreciation and amortization shown separately below): | ||
Mountain and Lodging operating expense | 154,137 | 228,710 |
Mountain and Lodging retail and dining cost of products sold | 17,132 | 37,735 |
General and administrative | 59,029 | 75,055 |
Resort operating expense | 230,298 | 341,500 |
Real Estate operating expense | 1,450 | 5,293 |
Total segment operating expense | 231,748 | 346,793 |
Other operating (expense) income: | ||
Depreciation and amortization | (62,628) | (57,845) |
Gain on sale of real property | 0 | 207 |
Change in estimated fair value of contingent consideration (Note 8) | (802) | (1,136) |
(Loss) gain on disposal of fixed assets and other, net | (569) | 2,267 |
Loss from operations | (163,961) | (135,530) |
Mountain equity investment income, net | 3,986 | 1,191 |
Investment income and other, net | 343 | 277 |
Foreign currency gain on intercompany loans (Note 5) | 540 | 360 |
Interest expense, net | (35,407) | (22,690) |
Loss before benefit from income taxes | (194,499) | (156,392) |
Benefit from income taxes | 37,478 | 46,563 |
Net loss | (157,021) | (109,829) |
Net loss attributable to noncontrolling interests | 3,255 | 3,354 |
Net loss attributable to Vail Resorts, Inc. | $ (153,766) | $ (106,475) |
Per share amounts (Note 4): | ||
Basic net loss per share attributable to Vail Resorts, Inc. | $ (3.82) | $ (2.64) |
Diluted net loss per share attributable to Vail Resorts, Inc. | (3.82) | (2.64) |
Cash dividends declared per share | $ 0 | $ 1.76 |
Consolidated Condensed Statem_2
Consolidated Condensed Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Net loss | $ (157,021) | $ (109,829) |
Foreign currency translation adjustments, net of tax | 1,773 | 5,323 |
Change in estimated fair value of hedging instruments | 4,655 | 0 |
Comprehensive loss | (150,593) | (104,506) |
Comprehensive loss attributable to noncontrolling interests | 1,277 | 2,492 |
Comprehensive loss attributable to Vail Resorts, Inc. | $ (149,316) | $ (102,014) |
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, 2019 | $ 1,726,840 | $ 461 | $ 1 | $ 1,130,083 | $ (31,730) | $ 759,801 | $ (357,989) | $ 1,500,627 | $ 226,213 |
Net loss attributable to Vail Resorts, Inc. | (106,475) | (106,475) | (106,475) | ||||||
Net (income) loss attributable to noncontrolling interests | (3,354) | (3,354) | |||||||
Net loss | (109,829) | ||||||||
Foreign currency translation adjustments and other, net of tax | 5,323 | 4,461 | 4,461 | 862 | |||||
Change in estimated fair value of hedging instruments | 0 | ||||||||
Comprehensive loss attributable to Vail Resorts, Inc. | (102,014) | (102,014) | |||||||
Comprehensive (income) loss attributable to noncontrolling interests | (2,492) | (2,492) | |||||||
Total comprehensive income (loss) | (104,506) | ||||||||
Stock-based compensation expense | 5,251 | 5,251 | 5,251 | ||||||
Issuance of shares under share award plans, net of shares withheld for employee taxes | (8,841) | 1 | (8,842) | (8,841) | |||||
Repurchase of common stock (Note 11) | (21,444) | (21,444) | (21,444) | ||||||
Dividends (Note 4) | (71,091) | (71,091) | (71,091) | ||||||
Distributions to noncontrolling interests, net | (3,773) | (3,773) | |||||||
Balance at Oct. 31, 2019 | 1,522,436 | 462 | 1 | 1,126,492 | (27,269) | 582,235 | (379,433) | 1,302,488 | 219,948 |
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 loss attributable to Vail Resorts, Inc. | (153,766) | (153,766) | (153,766) | ||||||
Net (income) loss attributable to noncontrolling interests | (3,255) | (3,255) | |||||||
Net loss | (157,021) | ||||||||
Foreign currency translation adjustments and other, net of tax | 1,773 | (205) | (205) | 1,978 | |||||
Change in estimated fair value of hedging instruments | 4,655 | 4,655 | 4,655 | ||||||
Comprehensive loss attributable to Vail Resorts, Inc. | (149,316) | (149,316) | |||||||
Comprehensive (income) loss attributable to noncontrolling interests | (1,277) | (1,277) | |||||||
Total comprehensive income (loss) | (150,593) | ||||||||
Stock-based compensation expense | 5,754 | 5,754 | 5,754 | ||||||
Issuance of shares under share award plans, net of shares withheld for employee taxes | (7,060) | 0 | (7,060) | (7,060) | |||||
Distributions to noncontrolling interests, net | (4,041) | (4,041) | |||||||
Balance at Oct. 31, 2020 | $ 1,375,727 | $ 464 | $ 0 | $ 1,130,318 | $ (52,387) | $ 492,136 | $ (404,411) | $ 1,166,120 | $ 209,607 |
Consolidated Condensed Statem_4
Consolidated Condensed Statements Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (157,021) | $ (109,829) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 62,628 | 57,845 |
Stock-based compensation expense | 5,754 | 5,251 |
Deferred income taxes, net | (36,199) | (43,979) |
Change in estimated fair value of contingent consideration | 802 | 1,136 |
Foreign currency gain on intercompany loans (Note 5) | 540 | 360 |
Other non-cash income, net | (3,237) | (797) |
Changes in assets and liabilities: | ||
Trade receivables, net | (102,387) | 184,821 |
Inventories, net | 745 | (27,967) |
Accounts payable and accrued liabilities | 43,638 | (26,505) |
Deferred revenue | 303,308 | 194,597 |
Income taxes payable - excess tax benefit from share award exercises | (1,279) | (2,535) |
Income taxes payable - other | (359) | (9,405) |
Other assets and liabilities, net | (3,598) | (12,158) |
Net cash provided by operating activities | 111,993 | 209,339 |
Cash flows from investing activities: | ||
Capital expenditures | (30,168) | (52,621) |
Acquisition of businesses, net of cash acquired | 0 | (327,581) |
Other investing activities, net | 894 | 3,448 |
Net cash used in investing activities | (29,274) | (376,754) |
Cash flows from financing activities: | ||
Proceeds from borrowings under Vail Holdings Credit Agreement | 0 | 492,625 |
Proceeds from borrowings under Whistler Credit Agreement | 18,021 | 0 |
Repayments of borrowings under Vail Holdings Credit Agreement | (15,625) | (175,000) |
Repayments of borrowings under Whistler Credit Agreement | (3,834) | (7,529) |
Employee taxes paid for share award exercises | (7,060) | (8,842) |
Dividends paid | 0 | (71,091) |
Repurchases of common stock | 0 | (21,444) |
Other financing activities, net | (4,186) | (10,279) |
Net cash (used in) provided by financing activities | (12,684) | 198,440 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | 254 | 939 |
Net increase in cash, cash equivalents and restricted cash | 70,289 | 31,964 |
Cash, cash equivalents and restricted cash: | ||
Beginning of period | 402,086 | 118,389 |
End of period | 472,375 | 150,353 |
Accrued capital expenditures | $ 18,132 | $ 32,038 |
Organization and Business
Organization and Business | 3 Months Ended |
Oct. 31, 2020 | |
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 thirty-seven 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 (“GTLC”), which operates destination resorts in Grand Teton National Park; a Colorado resort ground transportation company and mountain resort golf courses. Vail Resorts Development Company (“VRDC”), 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. |
Revenue (Notes)
Revenue (Notes) | 3 Months Ended |
Oct. 31, 2020 | |
Revenue [Abstract] | |
Revenue from Contract with Customer [Text Block] | 2020/2021 North American Credit Offer and Epic Coverage As a result of the COVID-19 pandemic, the Company closed its North American destination mountain resorts, regional ski areas and retail stores early during the 2019/2020 North American ski season, beginning on March 15, 2020. Subsequently, the Company announced a credit offer for all existing 2019/2020 North American ski season pass product holders to purchase 2020/2021 North American ski season pass products at a discount (the “Credit Offer”). The Credit Offer discounts ranged from a minimum of 20% to a maximum of 80% for season pass holders, depending on the number of days the pass holder used their pass product during the 2019/2020 season and a credit, with no minimum, but up to 80% for multi-day pass products, such as the Epic Day Pass, based on total unused days. The Credit Offer was considered a contract modification which constituted a material right to 2019/2020 North American ski season guests and, as such, represents a separate performance obligation to which the Company allocated a transaction price of approximately $120.9 million . As a result, the Company deferred $120.9 million of pass product revenue, which would have otherwise been recognized as lift revenue during the year ended July 31, 2020. The Credit Offer expired on September 17, 2020 and the Company estimates the amount of Credit Offer discounts redeemed will be approximately $15.4 million less than the $120.9 million of deferred pass product revenue. As a result, the Company recognized $15.4 million as lift revenue during the three months ended October 31, 2020. The remaining deferred revenue associated with the Credit Offer will be recognized as lift revenue as the performance obligations are satisfied, which the Company expects will be primarily in the second and third quarters of the fiscal year ending July 31, 2021. In the event that a pass product holder obtains a refund under Epic Coverage (as discussed below) for the 2020/2021 North American ski season and is eligible to utilize their credit toward the purchase of a pass product purchase for the 2021/2022 North American ski season, a portion of this remaining deferred revenue will be recognized in the year ending July 31, 2022. In April 2020, the Company announced Epic Coverage, which is included with the purchase of all 2020/2021 North American pass products for no additional charge. Epic Coverage offers refunds to 2020/2021 North American pass product holders if certain qualifying personal or resort closure events occur before or during the 2020/2021 North American ski season, as well as in the event that the pass product holder cannot reserve their preferred days between December 8, 2020 and April 4, 2021, and the amount of expected refunds will reduce the amount of pass product revenue recognized during the year ending July 31, 2021. To estimate the amount of refunds under Epic Coverage, the Company considered historical claims data for personal events, current travel restrictions (primarily associated with travel into Canada from the United States and other countries), state, county and local regulations (e.g. quarantines and stay-at-home orders), the ability for the Company’s pass holders to make reservations on their preferred days, and the Company’s current operating plans for its resorts. The Company believes the estimates of refunds are reasonable; however, actual results could vary materially from such estimates, and such estimates will be remeasured at each reporting date. Additionally, for the 2020/2021 North American ski season, the Company introduced Epic Mountain Rewards, a program which provides pass product holders a discount of 20% off on-mountain food and beverage, lodging, group ski and ride school lessons, equipment rentals and more at the Company's North American owned and operated Resorts. Epic Mountain Rewards constitutes a material right to pass product holders and as a result, the Company will allocate a portion of the transaction price based on the standalone selling price of the customer option to acquire additional goods or services at a discount and the expected redemption rate. Disaggregation of Revenues The following table presents net revenues disaggregated by segment and major revenue type for the three months ended October 31, 2020 and 2019 (in thousands): Three Months Ended October 31, 2020 2019 Mountain net revenue: Lift $ 33,091 $ 41,829 Ski School 2,044 8,534 Dining 3,068 21,629 Retail/Rental 22,306 47,915 Other 34,205 60,925 Total Mountain net revenue $ 94,714 $ 180,832 Lodging net revenue: Owned hotel rooms $ 7,365 $ 19,946 Managed condominium rooms 9,329 14,740 Dining 1,093 18,143 Transportation — 2,351 Golf 8,454 10,221 Other 9,374 14,166 35,615 79,567 Payroll cost reimbursements 1,203 3,191 Total Lodging net revenue $ 36,818 $ 82,758 Total Resort net revenue $ 131,532 $ 263,590 Total Real Estate net revenue 254 4,180 Total net revenue $ 131,786 $ 267,770 Contract Balances Deferred revenue balances of a short-term nature were $559.3 million and $256.4 million as of October 31, 2020 and July 31, 2020 , respectively. Deferred revenue balances of a long-term nature, comprised primarily of long-term private club initiation fee revenue, were $120.7 million and $121.9 million as of October 31, 2020 and July 31, 2020 , respectively. For the three months ended October 31, 2020 , the Company recognized approximately $35.8 million of revenue that was included in the deferred revenue balance as of July 31, 2020 . As of October 31, 2020 , 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 receivable balances were $208.5 million and $106.7 million as of October 31, 2020 and July 31, 2020 , respectively. Costs to Obtain Contracts with Customers As of October 31, 2020 , $8.8 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 2021, commensurate with the revenue recognized for skier visits, and will be 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 |
Oct. 31, 2020 | |
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 October 31, 2020 and 2019 (in thousands, except per share amounts): Three Months Ended October 31, 2020 2019 Basic Diluted Basic Diluted Net loss per share: Net loss attributable to Vail Resorts $ (153,766 ) $ (153,766 ) $ (106,475 ) $ (106,475 ) Weighted-average Vail Shares outstanding 40,213 40,213 40,286 40,286 Weighted-average Exchangeco Shares outstanding 35 35 56 56 Total Weighted-average shares outstanding 40,248 40,248 40,342 40,342 Effect of dilutive securities — — — — Total shares 40,248 40,248 40,342 40,342 Net loss per share attributable to Vail Resorts $ (3.82 ) $ (3.82 ) $ (2.64 ) $ (2.64 ) 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 0.6 million and 0.7 million for the three months ended October 31, 2020 and 2019, respectively. |
Net Income Per Common Share | Net Loss per Share Earnings per Share Basic earnings per share (“EPS”) excludes dilution and is computed by dividing net 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 October 31, 2020 and 2019 (in thousands, except per share amounts): Three Months Ended October 31, 2020 2019 Basic Diluted Basic Diluted Net loss per share: Net loss attributable to Vail Resorts $ (153,766 ) $ (153,766 ) $ (106,475 ) $ (106,475 ) Weighted-average Vail Shares outstanding 40,213 40,213 40,286 40,286 Weighted-average Exchangeco Shares outstanding 35 35 56 56 Total Weighted-average shares outstanding 40,248 40,248 40,342 40,342 Effect of dilutive securities — — — — Total shares 40,248 40,248 40,342 40,342 Net loss per share attributable to Vail Resorts $ (3.82 ) $ (3.82 ) $ (2.64 ) $ (2.64 ) 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 0.6 million and 0.7 million for the three months ended October 31, 2020 and 2019, respectively. Dividends The Company did not pay cash dividends during the three months ended October 31, 2020. The Company paid cash dividends of $1.76 per share ( $71.1 million |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Oct. 31, 2020 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt Long-term debt, net as of October 31, 2020 , July 31, 2020 and October 31, 2019 is summarized as follows (in thousands): Maturity October 31, 2020 July 31, 2020 October 31, 2019 Vail Holdings Credit Agreement term loan (a) 2024 $ 1,187,500 $ 1,203,125 $ 1,250,000 Vail Holdings Credit Agreement revolver (a) 2024 — — 190,000 6.25% Notes 2025 600,000 600,000 — Whistler Credit Agreement revolver (b) 2024 72,778 58,236 37,962 EPR Secured Notes (c) 2034-2036 114,162 114,162 114,162 EB-5 Development Notes 2021 51,500 51,500 52,000 Employee housing bonds 2027-2039 52,575 52,575 52,575 Canyons obligation 2063 347,481 346,034 341,704 Other 2020-2033 18,115 18,616 19,583 Total debt 2,444,111 2,444,248 2,057,986 Less: Unamortized premiums, discounts and debt issuance costs (7,457 ) (6,551 ) (10,878 ) Less: Current maturities (d) 63,707 63,677 63,807 Long-term debt, net $ 2,387,861 $ 2,387,122 $ 2,005,057 (a) On April 28, 2020, Vail Holdings, Inc. (“VHI”), certain subsidiaries of the Company, as guarantors, Bank of America, N.A., as administrative agent, and certain Lenders entered into a Third Amendment to the Vail Holdings Credit Agreement (the “Third Amendment”). Pursuant to the Third Amendment, among other terms, VHI is exempt from complying with the Vail Holdings Credit Agreement’s maximum leverage ratio and minimum interest coverage ratio financial maintenance covenants for each of the fiscal quarters ending July 31, 2020 through January 31, 2022 (unless VHI makes a one-time irrevocable election to terminate such exemption period prior to such date) (such period, the “Financial Covenants Temporary Waiver Period”), after which VHI will again be required to comply with such covenants starting with the fiscal quarter ending April 30, 2022 (or such earlier fiscal quarter as elected by VHI). In addition, VHI is required to comply with a monthly minimum liquidity test (liquidity is defined as unrestricted cash and temporary cash investments of VHI and its restricted subsidiaries and available commitments under the Vail Holdings Credit Agreement revolver) of not less than $150.0 million , during the period that began July 31, 2020 and ending on the date VHI delivers a compliance certificate for the Company and its subsidiaries’ first fiscal quarter following the end of the Financial Covenants Temporary Waiver Period. During the Financial Covenants Temporary Waiver Period, borrowings under the Vail Holdings Credit Agreement, including the term loan facility, bear interest annually at LIBOR plus 2.50% and, for amounts in excess of $400.0 million, LIBOR is subject to a floor of 0.75%. In addition, pursuant to the Third Amendment, the amount by which the Company is able to increase availability (under the revolver or in the form of term loans) was increased to an aggregate principal amount not to exceed the greater of (i) $2.25 billion and (ii) the product of 3.25 and the trailing four-quarter Adjusted EBITDA (as defined in the Credit Agreement). As of October 31, 2020 , the Vail Holdings Credit Agreement consists of a $500.0 million revolving credit facility and a $1.2 billion outstanding term loan facility. The term loan facility is subject to quarterly amortization of principal of approximately $15.6 million (which began in January 2020), 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, subject to the Financial Covenants Temporary Waiver Period limitations. Borrowings under the Vail Holdings Credit Agreement, including the term loan facility, bear interest annually at LIBOR plus 2.50% as of October 31, 2020 ( 2.65% for the first $400.0 million of borrowings, and for amounts in excess of $400.0 million for which LIBOR is subject to a floor of 0.75% during the Financial Covenants Temporary Waiver Period, 3.25% ). Other than as impacted by the provisions in place during the Financial Covenants Temporary Waiver Period, 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 ( 0.4% as of October 31, 2020 ). (b) 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. As of October 31, 2020 , all borrowings under the Whistler Credit Agreement were made in Canadian dollars and by way of the issuance of bankers’ acceptances plus 2.25% (approximately 2.77% as of October 31, 2020 ). The Whistler Credit Agreement also includes a quarterly unused commitment fee based on the Consolidated Total Leverage Ratio, which as of October 31, 2020 is equal to 0.5063% per annum. (c) On September 24, 2019, in conjunction with the acquisition of Peak Resorts (see Note 6, Acquisitions), 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 October 31, 2020 , interest on this note accrued at a rate of 11.21% . 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 October 31, 2020 , interest on this note accrued at a rate of 10.91% . 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 October 31, 2020 , interest on this note accrued at a rate of 10.91% . 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 October 31, 2020 , interest on this note accrued at a rate of 11.78% . 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 October 31, 2020 , interest on this note accrued at a rate of 8.57% . 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 October 31, 2020 the Company had funded the EPR debt service reserve account in an amount equal to approximately $2.1 million , which was included in other current assets in the Company’s Consolidated Balance Sheet. (d) Current maturities represent principal payments due in the next 12 months. Aggregate maturities of debt outstanding as of October 31, 2020 reflected by fiscal year (August 1 through July 31) are as follows (in thousands): Total 2021 (November 2020 through July 2021) $ 53,699 2022 115,195 2023 63,740 2024 63,796 2025 1,626,662 Thereafter 521,019 Total debt $ 2,444,111 The Company recorded gross interest expense of $35.4 million and $22.7 million for the three months ended October 31, 2020 and 2019 , respectively, of which $0.7 million and $0.4 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 $0.5 million and $0.4 million , respectively, of non-cash foreign currency gains on the intercompany loan to Whistler Blackcomb for the three months ended October 31, 2020 and 2019 |
Acquisitions
Acquisitions | 3 Months Ended |
Oct. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Peak Resorts On September 24, 2019, the Company, through a wholly-owned subsidiary, acquired 100 percent of the outstanding stock of Peak Resorts, Inc. (“Peak Resorts”) at a purchase price of $11.00 per share or approximately $264.5 million . In addition, contemporaneous with the closing of the transaction, Peak Resorts was required to pay approximately $70.2 million of certain outstanding debt instruments and lease obligations in order to complete the transaction. Accordingly, the total purchase price, including the repayment of certain outstanding debt instruments and lease obligations, was approximately $334.7 million , for which the Company borrowed approximately $335.6 million under the Vail Holdings Credit Agreement (see Note 5, Long-Term Debt) to fund the acquisition, repayment of debt instruments and lease obligations, and associated acquisition related expenses. The newly acquired resorts include: Mount Snow in Vermont; Hunter Mountain in New York; Attitash Mountain Resort, Wildcat Mountain and Crotched Mountain in New Hampshire; Liberty Mountain Resort, Roundtop Mountain Resort, Whitetail Resort, Jack Frost and Big Boulder in Pennsylvania; Alpine Valley, Boston Mills, Brandywine and Mad River Mountain in Ohio; Hidden Valley and Snow Creek in Missouri; and Paoli Peaks in Indiana. The Company assumed the Special Use Permits from the U.S. Forest Service for Attitash, Mount Snow and Wildcat Mountain, and assumed the land leases for Mad River and Paoli Peaks. 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 lodging operations at certain resorts. The following summarizes the purchase consideration and the 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 $ 19,578 Property, plant and equipment 427,793 Goodwill 135,879 Identifiable intangible assets 19,221 Other assets 16,203 Assumed long-term debt (184,668 ) Other liabilities (99,275 ) Net assets acquired $ 334,731 Identifiable intangible assets acquired in the transaction were primarily related to trade names and property management contracts, which had acquisition date estimated fair values of approximately $15.8 million and $3.1 million , respectively. 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 assumed various debt obligations of Peak Resorts, which were recorded at their respective estimated fair values as of the acquisition date (see Note 5, Long-Term Debt). The Company recognized $3.2 million of acquisition related expenses associated with the transaction within Mountain and Lodging operating expense in its Consolidated Condensed Statement of Operations for the three months ended October 31, 2019. The operating results of Peak Resorts are reported within the Mountain and Lodging segments prospectively from the date of acquisition. Pro Forma Financial Information The following presents the unaudited pro forma consolidated financial information of the Company as if the acquisition of Peak Resorts was completed on August 1, 2019. The following unaudited pro forma financial information includes adjustments for (i) depreciation on acquired property, plant and equipment; (ii) amortization of intangible assets recorded at the date of the transaction; (iii) transaction and business integration related costs; and (iv) interest expense associated with financing the transaction. This unaudited pro forma financial information is presented for informational purposes only and does not purport to be indicative of the results of future operations or the results that would have occurred had the transaction taken place on August 1, 2019 (in thousands, except per share amounts). Three Months Ended October 31, 2019 Pro forma net revenue $ 274,429 Pro forma net loss attributable to Vail Resorts, Inc. $ (111,843 ) Pro forma basic net loss per share attributable to Vail Resorts, Inc. $ (2.77 ) Pro forma diluted net loss per share attributable to Vail Resorts, Inc. $ (2.77 ) |
Supplementary Balance Sheet Inf
Supplementary Balance Sheet Information | 3 Months Ended |
Oct. 31, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Supplementary Balance Sheet Information | Supplementary Balance Sheet Information The composition of property, plant and equipment follows (in thousands): October 31, 2020 July 31, 2020 October 31, 2019 Land and land improvements $ 752,259 $ 750,714 $ 745,846 Buildings and building improvements 1,475,857 1,475,661 1,458,465 Machinery and equipment 1,363,279 1,361,178 1,189,951 Furniture and fixtures 313,815 308,267 435,663 Software 99,077 104,223 118,961 Vehicles 80,552 80,510 68,662 Construction in progress 105,866 81,967 113,570 Gross property, plant and equipment 4,190,705 4,162,520 4,131,118 Accumulated depreciation (2,024,101 ) (1,969,841 ) (1,851,029 ) Property, plant and equipment, net $ 2,166,604 $ 2,192,679 $ 2,280,089 The composition of accounts payable and accrued liabilities follows (in thousands): October 31, 2020 July 31, 2020 October 31, 2019 Trade payables $ 74,609 $ 59,692 $ 141,714 Deferred revenue 559,323 256,402 549,144 Accrued salaries, wages and deferred compensation 33,131 25,588 22,798 Accrued benefits 39,625 43,704 38,695 Deposits 20,644 20,070 34,202 Operating lease liability 36,185 36,604 35,136 Other liabilities 83,097 57,048 35,245 Total accounts payable and accrued liabilities $ 846,614 $ 499,108 $ 856,934 The composition of other long-term liabilities follows (in thousands): October 31, 2020 July 31, 2020 October 31, 2019 Private club deferred initiation fee revenue $ 103,714 $ 105,108 $ 109,011 Other long-term liabilities 149,394 165,137 129,953 Total other long-term liabilities $ 253,108 $ 270,245 $ 238,964 The changes in the net carrying amount of goodwill allocated between the Company’s segments for the three months ended October 31, 2020 are as follows (in thousands): Mountain Lodging Goodwill, net Balance at July 31, 2020 $ 1,666,809 $ 42,211 $ 1,709,020 Effects of changes in foreign currency exchange rates 2,850 — 2,850 Balance at October 31, 2020 $ 1,669,659 $ 42,211 $ 1,711,870 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Oct. 31, 2020 | |
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 measured at estimated fair value (all other assets and liabilities measured at fair value are immaterial) (in thousands). Estimated Fair Value Measurement as of October 31, 2020 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 204,036 $ 204,036 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 8,076 $ — $ 8,076 $ — Liabilities: Interest Rate Swaps $ 17,855 $ — $ 17,855 $ — Contingent Consideration $ 16,000 $ — $ — $ 16,000 Estimated Fair Value Measurement as of July 31, 2020 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 203,158 $ 203,158 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 8,208 $ — $ 8,208 $ — Liabilities: Interest Rate Swaps $ 22,510 $ — $ 22,510 Contingent Consideration $ 17,800 $ — $ — $ 17,800 Estimated Fair Value Measurement as of October 31, 2019 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 3,047 $ 3,047 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 7,932 $ — $ 7,932 $ — Liabilities: Contingent Consideration $ 21,900 $ — $ — $ 21,900 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 October 31, 2020. The changes in Contingent Consideration during the three months ended October 31, 2020 and 2019 were as follows (in thousands): Balance as of July 31, 2020 and 2019, respectively $ 17,800 $ 27,200 Payments (2,602 ) (6,436 ) Change in estimated fair value 802 1,136 Balance as of October 31, 2020 and 2019, respectively $ 16,000 $ 21,900 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 10.49%, 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 $3.1 million to $4.1 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 three months ended October 31, 2020 , the Company made a payment to the landlord for Contingent Consideration of approximately $2.6 million and recorded an increase of approximately $0.8 million . These changes resulted in an estimated fair value of the Contingent Consideration of approximately $16.0 million , which is reflected in other long-term liabilities in the Company’s Consolidated Condensed Balance Sheet. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Oct. 31, 2020 | |
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 $2.1 million , $2.1 million and $2.0 million primarily within other long-term liabilities in the accompanying Consolidated Condensed Balance Sheets, as of October 31, 2020 , July 31, 2020 and October 31, 2019 , 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 October 31, 2020 , the Company had various letters of credit outstanding totaling $75.6 million , consisting of $53.4 million to support the Employee Housing Bonds and $22.2 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 October 31, 2020 , 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 October 31, 2020 , July 31, 2020 and October 31, 2019 , the accruals for the above loss contingencies were not material individually or in the aggregate. |
Segment Information
Segment Information | 3 Months Ended |
Oct. 31, 2020 | |
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. The Company reports its segment results using Reported EBITDA (defined as segment net revenue less segment operating expenses, plus or minus 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, other indicators of financial performance or liquidity presented in the Consolidated Condensed Financial Statements, such as net loss or net change in cash and cash equivalents. 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 or minus 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 October 31, 2020 2019 Net revenue: Lift $ 33,091 $ 41,829 Ski school 2,044 8,534 Dining 3,068 21,629 Retail/rental 22,306 47,915 Other 34,205 60,925 Total Mountain net revenue 94,714 180,832 Lodging 36,818 82,758 Total Resort net revenue 131,532 263,590 Real Estate 254 4,180 Total net revenue $ 131,786 $ 267,770 Segment operating expense: Mountain $ 186,092 $ 262,008 Lodging 44,206 79,492 Total Resort operating expense 230,298 341,500 Real Estate 1,450 5,293 Total segment operating expense $ 231,748 $ 346,793 Gain on sale of real property $ — $ 207 Mountain equity investment income, net $ 3,986 $ 1,191 Reported EBITDA: Mountain $ (87,392 ) $ (79,985 ) Lodging (7,388 ) 3,266 Resort (94,780 ) (76,719 ) Real Estate (1,196 ) (906 ) Total Reported EBITDA $ (95,976 ) $ (77,625 ) Real estate held for sale and investment $ 96,668 $ 96,938 Reconciliation from net loss attributable to Vail Resorts, Inc. to Total Reported EBITDA: Net loss attributable to Vail Resorts, Inc. $ (153,766 ) $ (106,475 ) Net loss attributable to noncontrolling interests (3,255 ) (3,354 ) Net loss (157,021 ) (109,829 ) Benefit from income taxes (37,478 ) (46,563 ) Loss before benefit from income taxes (194,499 ) (156,392 ) Depreciation and amortization 62,628 57,845 Change in estimated fair value of contingent consideration 802 1,136 Loss (gain) on disposal of fixed assets and other, net 569 (2,267 ) Investment income and other, net (343 ) (277 ) Foreign currency gain on intercompany loans (540 ) (360 ) Interest expense, net 35,407 22,690 Total Reported EBITDA $ (95,976 ) $ (77,625 ) |
Share Repurchase Program
Share Repurchase Program | 3 Months Ended |
Oct. 31, 2020 | |
Payments for Repurchase of Equity [Abstract] | |
Share Repurchase Program | Share Repurchase Program On 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 months ended October 31, 2020. The Company repurchased 95,618 Vail Shares (at a total cost of approximately $21.4 million ) during the three months ended October 31, 2019 . Since inception of its share repurchase program through October 31, 2020 , the Company has repurchased 6,161,141 Vail Shares for approximately $404.4 million . As of October 31, 2020 , 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) | 3 Months Ended |
Oct. 31, 2020 | |
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, 2020 . 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, 2020 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, receivables, other current assets and 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 value of the 6.25% Notes (as defined in Note 5, Long-Term Debt) is based on quoted market prices (a Level 2 input). The estimated fair value of the EPR Secured Notes and EB-5 Development Notes (each as defined in Note 5, Long-Term Debt), have 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, EPR Secured Notes and EB-5 Development Notes as of October 31, 2020 are presented below (in thousands): October 31, 2020 Carrying Value Estimated Fair Value 6.25% Notes $ 600,000 $ 633,750 EPR Secured Notes $ 136,913 $ 159,713 EB-5 Development Notes $ 48,480 $ 48,660 |
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, 2020 . 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, 2020 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, receivables, other current assets and 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 value of the 6.25% Notes (as defined in Note 5, Long-Term Debt) is based on quoted market prices (a Level 2 input). The estimated fair value of the EPR Secured Notes and EB-5 Development Notes (each as defined in Note 5, Long-Term Debt), have 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, EPR Secured Notes and EB-5 Development Notes as of October 31, 2020 are presented below (in thousands): October 31, 2020 Carrying Value Estimated Fair Value 6.25% Notes $ 600,000 $ 633,750 EPR Secured Notes $ 136,913 $ 159,713 EB-5 Development Notes $ 48,480 $ 48,660 Recently Issued Accounting Standards Standards Being Evaluated In March 2020, the FASB issued 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. |
Description of New Accounting Pronouncements Not yet Adopted [Text Block] | Standards Being Evaluated In March 2020, the FASB issued 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. |
Accounting Standards Update and Change in Accounting Principle [Text Block] | Recently Issued Accounting Standards |
Revenue Revenues (Policies)
Revenue Revenues (Policies) | 3 Months Ended |
Oct. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue [Policy Text Block] | 2020/2021 North American Credit Offer and Epic Coverage As a result of the COVID-19 pandemic, the Company closed its North American destination mountain resorts, regional ski areas and retail stores early during the 2019/2020 North American ski season, beginning on March 15, 2020. Subsequently, the Company announced a credit offer for all existing 2019/2020 North American ski season pass product holders to purchase 2020/2021 North American ski season pass products at a discount (the “Credit Offer”). The Credit Offer discounts ranged from a minimum of 20% to a maximum of 80% for season pass holders, depending on the number of days the pass holder used their pass product during the 2019/2020 season and a credit, with no minimum, but up to 80% for multi-day pass products, such as the Epic Day Pass, based on total unused days. The Credit Offer was considered a contract modification which constituted a material right to 2019/2020 North American ski season guests and, as such, represents a separate performance obligation to which the Company allocated a transaction price of approximately $120.9 million . As a result, the Company deferred $120.9 million of pass product revenue, which would have otherwise been recognized as lift revenue during the year ended July 31, 2020. The Credit Offer expired on September 17, 2020 and the Company estimates the amount of Credit Offer discounts redeemed will be approximately $15.4 million less than the $120.9 million of deferred pass product revenue. As a result, the Company recognized $15.4 million as lift revenue during the three months ended October 31, 2020. The remaining deferred revenue associated with the Credit Offer will be recognized as lift revenue as the performance obligations are satisfied, which the Company expects will be primarily in the second and third quarters of the fiscal year ending July 31, 2021. In the event that a pass product holder obtains a refund under Epic Coverage (as discussed below) for the 2020/2021 North American ski season and is eligible to utilize their credit toward the purchase of a pass product purchase for the 2021/2022 North American ski season, a portion of this remaining deferred revenue will be recognized in the year ending July 31, 2022. In April 2020, the Company announced Epic Coverage, which is included with the purchase of all 2020/2021 North American pass products for no additional charge. Epic Coverage offers refunds to 2020/2021 North American pass product holders if certain qualifying personal or resort closure events occur before or during the 2020/2021 North American ski season, as well as in the event that the pass product holder cannot reserve their preferred days between December 8, 2020 and April 4, 2021, and the amount of expected refunds will reduce the amount of pass product revenue recognized during the year ending July 31, 2021. To estimate the amount of refunds under Epic Coverage, the Company considered historical claims data for personal events, current travel restrictions (primarily associated with travel into Canada from the United States and other countries), state, county and local regulations (e.g. quarantines and stay-at-home orders), the ability for the Company’s pass holders to make reservations on their preferred days, and the Company’s current operating plans for its resorts. The Company believes the estimates of refunds are reasonable; however, actual results could vary materially from such estimates, and such estimates will be remeasured at each reporting date. Additionally, for the 2020/2021 North American ski season, the Company introduced Epic Mountain Rewards, a program which provides pass product holders a discount of 20% off on-mountain food and beverage, lodging, group ski and ride school lessons, equipment rentals and more at the Company's North American owned and operated Resorts. Epic Mountain Rewards constitutes a material right to pass product holders and as a result, the Company will allocate a portion of the transaction price based on the standalone selling price of the customer option to acquire additional goods or services at a discount and the expected redemption rate. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Oct. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] | October 31, 2020 Carrying Value Estimated Fair Value 6.25% Notes $ 600,000 $ 633,750 EPR Secured Notes $ 136,913 $ 159,713 EB-5 Development Notes $ 48,480 $ 48,660 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Oct. 31, 2020 | |
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 months ended October 31, 2020 and 2019 (in thousands): Three Months Ended October 31, 2020 2019 Mountain net revenue: Lift $ 33,091 $ 41,829 Ski School 2,044 8,534 Dining 3,068 21,629 Retail/Rental 22,306 47,915 Other 34,205 60,925 Total Mountain net revenue $ 94,714 $ 180,832 Lodging net revenue: Owned hotel rooms $ 7,365 $ 19,946 Managed condominium rooms 9,329 14,740 Dining 1,093 18,143 Transportation — 2,351 Golf 8,454 10,221 Other 9,374 14,166 35,615 79,567 Payroll cost reimbursements 1,203 3,191 Total Lodging net revenue $ 36,818 $ 82,758 Total Resort net revenue $ 131,532 $ 263,590 Total Real Estate net revenue 254 4,180 Total net revenue $ 131,786 $ 267,770 |
Net Income Per Common Share (Ta
Net Income Per Common Share (Tables) | 3 Months Ended |
Oct. 31, 2020 | |
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 October 31, 2020 and 2019 (in thousands, except per share amounts): Three Months Ended October 31, 2020 2019 Basic Diluted Basic Diluted Net loss per share: Net loss attributable to Vail Resorts $ (153,766 ) $ (153,766 ) $ (106,475 ) $ (106,475 ) Weighted-average Vail Shares outstanding 40,213 40,213 40,286 40,286 Weighted-average Exchangeco Shares outstanding 35 35 56 56 Total Weighted-average shares outstanding 40,248 40,248 40,342 40,342 Effect of dilutive securities — — — — Total shares 40,248 40,248 40,342 40,342 Net loss per share attributable to Vail Resorts $ (3.82 ) $ (3.82 ) $ (2.64 ) $ (2.64 ) 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 0.6 million and 0.7 million for the three months ended October 31, 2020 and 2019, respectively. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Oct. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule Of Long-Term Debt | Long-term debt, net as of October 31, 2020 , July 31, 2020 and October 31, 2019 is summarized as follows (in thousands): Maturity October 31, 2020 July 31, 2020 October 31, 2019 Vail Holdings Credit Agreement term loan (a) 2024 $ 1,187,500 $ 1,203,125 $ 1,250,000 Vail Holdings Credit Agreement revolver (a) 2024 — — 190,000 6.25% Notes 2025 600,000 600,000 — Whistler Credit Agreement revolver (b) 2024 72,778 58,236 37,962 EPR Secured Notes (c) 2034-2036 114,162 114,162 114,162 EB-5 Development Notes 2021 51,500 51,500 52,000 Employee housing bonds 2027-2039 52,575 52,575 52,575 Canyons obligation 2063 347,481 346,034 341,704 Other 2020-2033 18,115 18,616 19,583 Total debt 2,444,111 2,444,248 2,057,986 Less: Unamortized premiums, discounts and debt issuance costs (7,457 ) (6,551 ) (10,878 ) Less: Current maturities (d) 63,707 63,677 63,807 Long-term debt, net $ 2,387,861 $ 2,387,122 $ 2,005,057 (a) On April 28, 2020, Vail Holdings, Inc. (“VHI”), certain subsidiaries of the Company, as guarantors, Bank of America, N.A., as administrative agent, and certain Lenders entered into a Third Amendment to the Vail Holdings Credit Agreement (the “Third Amendment”). Pursuant to the Third Amendment, among other terms, VHI is exempt from complying with the Vail Holdings Credit Agreement’s maximum leverage ratio and minimum interest coverage ratio financial maintenance covenants for each of the fiscal quarters ending July 31, 2020 through January 31, 2022 (unless VHI makes a one-time irrevocable election to terminate such exemption period prior to such date) (such period, the “Financial Covenants Temporary Waiver Period”), after which VHI will again be required to comply with such covenants starting with the fiscal quarter ending April 30, 2022 (or such earlier fiscal quarter as elected by VHI). In addition, VHI is required to comply with a monthly minimum liquidity test (liquidity is defined as unrestricted cash and temporary cash investments of VHI and its restricted subsidiaries and available commitments under the Vail Holdings Credit Agreement revolver) of not less than $150.0 million , during the period that began July 31, 2020 and ending on the date VHI delivers a compliance certificate for the Company and its subsidiaries’ first fiscal quarter following the end of the Financial Covenants Temporary Waiver Period. During the Financial Covenants Temporary Waiver Period, borrowings under the Vail Holdings Credit Agreement, including the term loan facility, bear interest annually at LIBOR plus 2.50% and, for amounts in excess of $400.0 million, LIBOR is subject to a floor of 0.75%. In addition, pursuant to the Third Amendment, the amount by which the Company is able to increase availability (under the revolver or in the form of term loans) was increased to an aggregate principal amount not to exceed the greater of (i) $2.25 billion and (ii) the product of 3.25 and the trailing four-quarter Adjusted EBITDA (as defined in the Credit Agreement). As of October 31, 2020 , the Vail Holdings Credit Agreement consists of a $500.0 million revolving credit facility and a $1.2 billion outstanding term loan facility. The term loan facility is subject to quarterly amortization of principal of approximately $15.6 million (which began in January 2020), 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, subject to the Financial Covenants Temporary Waiver Period limitations. Borrowings under the Vail Holdings Credit Agreement, including the term loan facility, bear interest annually at LIBOR plus 2.50% as of October 31, 2020 ( 2.65% for the first $400.0 million of borrowings, and for amounts in excess of $400.0 million for which LIBOR is subject to a floor of 0.75% during the Financial Covenants Temporary Waiver Period, 3.25% ). Other than as impacted by the provisions in place during the Financial Covenants Temporary Waiver Period, 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 ( 0.4% as of October 31, 2020 ). (b) 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. As of October 31, 2020 , all borrowings under the Whistler Credit Agreement were made in Canadian dollars and by way of the issuance of bankers’ acceptances plus 2.25% (approximately 2.77% as of October 31, 2020 ). The Whistler Credit Agreement also includes a quarterly unused commitment fee based on the Consolidated Total Leverage Ratio, which as of October 31, 2020 is equal to 0.5063% per annum. (c) On September 24, 2019, in conjunction with the acquisition of Peak Resorts (see Note 6, Acquisitions), 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 October 31, 2020 , interest on this note accrued at a rate of 11.21% . 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 October 31, 2020 , interest on this note accrued at a rate of 10.91% . 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 October 31, 2020 , interest on this note accrued at a rate of 10.91% . 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 October 31, 2020 , interest on this note accrued at a rate of 11.78% . 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 October 31, 2020 , interest on this note accrued at a rate of 8.57% . 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 October 31, 2020 the Company had funded the EPR debt service reserve account in an amount equal to approximately $2.1 million , which was included in other current assets in the Company’s Consolidated Balance Sheet. (d) Current maturities represent principal payments due in the next 12 months. |
Schedule Of Aggregate Maturities For Debt Outstanding | Aggregate maturities of debt outstanding as of October 31, 2020 reflected by fiscal year (August 1 through July 31) are as follows (in thousands): Total 2021 (November 2020 through July 2021) $ 53,699 2022 115,195 2023 63,740 2024 63,796 2025 1,626,662 Thereafter 521,019 Total debt $ 2,444,111 |
Acquisitions Acquisitions (Tabl
Acquisitions Acquisitions (Tables) | 3 Months Ended |
Oct. 31, 2020 | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Information [Table Text Block] | The following presents the unaudited pro forma consolidated financial information of the Company as if the acquisition of Peak Resorts was completed on August 1, 2019. The following unaudited pro forma financial information includes adjustments for (i) depreciation on acquired property, plant and equipment; (ii) amortization of intangible assets recorded at the date of the transaction; (iii) transaction and business integration related costs; and (iv) interest expense associated with financing the transaction. This unaudited pro forma financial information is presented for informational purposes only and does not purport to be indicative of the results of future operations or the results that would have occurred had the transaction taken place on August 1, 2019 (in thousands, except per share amounts). Three Months Ended October 31, 2019 Pro forma net revenue $ 274,429 Pro forma net loss attributable to Vail Resorts, Inc. $ (111,843 ) Pro forma basic net loss per share attributable to Vail Resorts, Inc. $ (2.77 ) Pro forma diluted net loss per share attributable to Vail Resorts, Inc. $ (2.77 ) |
Peak Resorts [Member] | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Peak Resorts On September 24, 2019, the Company, through a wholly-owned subsidiary, acquired 100 percent of the outstanding stock of Peak Resorts, Inc. (“Peak Resorts”) at a purchase price of $11.00 per share or approximately $264.5 million . In addition, contemporaneous with the closing of the transaction, Peak Resorts was required to pay approximately $70.2 million of certain outstanding debt instruments and lease obligations in order to complete the transaction. Accordingly, the total purchase price, including the repayment of certain outstanding debt instruments and lease obligations, was approximately $334.7 million , for which the Company borrowed approximately $335.6 million under the Vail Holdings Credit Agreement (see Note 5, Long-Term Debt) to fund the acquisition, repayment of debt instruments and lease obligations, and associated acquisition related expenses. The newly acquired resorts include: Mount Snow in Vermont; Hunter Mountain in New York; Attitash Mountain Resort, Wildcat Mountain and Crotched Mountain in New Hampshire; Liberty Mountain Resort, Roundtop Mountain Resort, Whitetail Resort, Jack Frost and Big Boulder in Pennsylvania; Alpine Valley, Boston Mills, Brandywine and Mad River Mountain in Ohio; Hidden Valley and Snow Creek in Missouri; and Paoli Peaks in Indiana. The Company assumed the Special Use Permits from the U.S. Forest Service for Attitash, Mount Snow and Wildcat Mountain, and assumed the land leases for Mad River and Paoli Peaks. 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 lodging operations at certain resorts. The following summarizes the purchase consideration and the 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 $ 19,578 Property, plant and equipment 427,793 Goodwill 135,879 Identifiable intangible assets 19,221 Other assets 16,203 Assumed long-term debt (184,668 ) Other liabilities (99,275 ) Net assets acquired $ 334,731 Identifiable intangible assets acquired in the transaction were primarily related to trade names and property management contracts, which had acquisition date estimated fair values of approximately $15.8 million and $3.1 million , respectively. 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 assumed various debt obligations of Peak Resorts, which were recorded at their respective estimated fair values as of the acquisition date (see Note 5, Long-Term Debt). The Company recognized $3.2 million of acquisition related expenses associated with the transaction within Mountain and Lodging operating expense in its Consolidated Condensed Statement of Operations for the three months ended October 31, 2019. The operating results of Peak Resorts are reported within the Mountain and Lodging segments prospectively from the date of acquisition. |
Supplementary Balance Sheet I_2
Supplementary Balance Sheet Information (Tables) | 3 Months Ended |
Oct. 31, 2020 | |
Balance Sheet Related Disclosures [Abstract] | |
Composition Of Property, Plant And Equipment | The composition of property, plant and equipment follows (in thousands): October 31, 2020 July 31, 2020 October 31, 2019 Land and land improvements $ 752,259 $ 750,714 $ 745,846 Buildings and building improvements 1,475,857 1,475,661 1,458,465 Machinery and equipment 1,363,279 1,361,178 1,189,951 Furniture and fixtures 313,815 308,267 435,663 Software 99,077 104,223 118,961 Vehicles 80,552 80,510 68,662 Construction in progress 105,866 81,967 113,570 Gross property, plant and equipment 4,190,705 4,162,520 4,131,118 Accumulated depreciation (2,024,101 ) (1,969,841 ) (1,851,029 ) Property, plant and equipment, net $ 2,166,604 $ 2,192,679 $ 2,280,089 |
Components Of Accounts Payable And Accrued Liabilities | The composition of accounts payable and accrued liabilities follows (in thousands): October 31, 2020 July 31, 2020 October 31, 2019 Trade payables $ 74,609 $ 59,692 $ 141,714 Deferred revenue 559,323 256,402 549,144 Accrued salaries, wages and deferred compensation 33,131 25,588 22,798 Accrued benefits 39,625 43,704 38,695 Deposits 20,644 20,070 34,202 Operating lease liability 36,185 36,604 35,136 Other liabilities 83,097 57,048 35,245 Total accounts payable and accrued liabilities $ 846,614 $ 499,108 $ 856,934 |
Components Of Other Long-Term Liabilities | The composition of other long-term liabilities follows (in thousands): October 31, 2020 July 31, 2020 October 31, 2019 Private club deferred initiation fee revenue $ 103,714 $ 105,108 $ 109,011 Other long-term liabilities 149,394 165,137 129,953 Total other long-term liabilities $ 253,108 $ 270,245 $ 238,964 |
Schedule of Goodwill [Table Text Block] | The changes in the net carrying amount of goodwill allocated between the Company’s segments for the three months ended October 31, 2020 are as follows (in thousands): Mountain Lodging Goodwill, net Balance at July 31, 2020 $ 1,666,809 $ 42,211 $ 1,709,020 Effects of changes in foreign currency exchange rates 2,850 — 2,850 Balance at October 31, 2020 $ 1,669,659 $ 42,211 $ 1,711,870 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Oct. 31, 2020 | |
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 measured at estimated fair value (all other assets and liabilities measured at fair value are immaterial) (in thousands). Estimated Fair Value Measurement as of October 31, 2020 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 204,036 $ 204,036 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 8,076 $ — $ 8,076 $ — Liabilities: Interest Rate Swaps $ 17,855 $ — $ 17,855 $ — Contingent Consideration $ 16,000 $ — $ — $ 16,000 Estimated Fair Value Measurement as of July 31, 2020 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 203,158 $ 203,158 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 8,208 $ — $ 8,208 $ — Liabilities: Interest Rate Swaps $ 22,510 $ — $ 22,510 Contingent Consideration $ 17,800 $ — $ — $ 17,800 Estimated Fair Value Measurement as of October 31, 2019 Description Total Level 1 Level 2 Level 3 Assets: Money Market $ 3,047 $ 3,047 $ — $ — Commercial Paper $ 2,401 $ — $ 2,401 $ — Certificates of Deposit $ 7,932 $ — $ 7,932 $ — Liabilities: Contingent Consideration $ 21,900 $ — $ — $ 21,900 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 October 31, 2020. The changes in Contingent Consideration during the three months ended October 31, 2020 and 2019 were as follows (in thousands): Balance as of July 31, 2020 and 2019, respectively $ 17,800 $ 27,200 Payments (2,602 ) (6,436 ) Change in estimated fair value 802 1,136 Balance as of October 31, 2020 and 2019, respectively $ 16,000 $ 21,900 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Oct. 31, 2020 | |
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 October 31, 2020 2019 Net revenue: Lift $ 33,091 $ 41,829 Ski school 2,044 8,534 Dining 3,068 21,629 Retail/rental 22,306 47,915 Other 34,205 60,925 Total Mountain net revenue 94,714 180,832 Lodging 36,818 82,758 Total Resort net revenue 131,532 263,590 Real Estate 254 4,180 Total net revenue $ 131,786 $ 267,770 Segment operating expense: Mountain $ 186,092 $ 262,008 Lodging 44,206 79,492 Total Resort operating expense 230,298 341,500 Real Estate 1,450 5,293 Total segment operating expense $ 231,748 $ 346,793 Gain on sale of real property $ — $ 207 Mountain equity investment income, net $ 3,986 $ 1,191 Reported EBITDA: Mountain $ (87,392 ) $ (79,985 ) Lodging (7,388 ) 3,266 Resort (94,780 ) (76,719 ) Real Estate (1,196 ) (906 ) Total Reported EBITDA $ (95,976 ) $ (77,625 ) Real estate held for sale and investment $ 96,668 $ 96,938 Reconciliation from net loss attributable to Vail Resorts, Inc. to Total Reported EBITDA: Net loss attributable to Vail Resorts, Inc. $ (153,766 ) $ (106,475 ) Net loss attributable to noncontrolling interests (3,255 ) (3,354 ) Net loss (157,021 ) (109,829 ) Benefit from income taxes (37,478 ) (46,563 ) Loss before benefit from income taxes (194,499 ) (156,392 ) Depreciation and amortization 62,628 57,845 Change in estimated fair value of contingent consideration 802 1,136 Loss (gain) on disposal of fixed assets and other, net 569 (2,267 ) Investment income and other, net (343 ) (277 ) Foreign currency gain on intercompany loans (540 ) (360 ) Interest expense, net 35,407 22,690 Total Reported EBITDA $ (95,976 ) $ (77,625 ) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies Recently Issued Accounting Standards (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 |
Long-term Debt | $ 2,444,111 | $ 2,444,248 | $ 2,057,986 |
Operating Lease, Right-of-Use Asset | 218,902 | 225,744 | 229,709 |
Operating Lease, Liability, Noncurrent | 213,073 | 217,542 | 231,182 |
Operating Lease, Liability, Current | 36,185 | 36,604 | 35,136 |
Interest Rate Cash Flow Hedge Liability at Fair Value | 17,855 | 22,510 | |
EPR Secured Notes [Member] | |||
Long-term Debt | 114,162 | 114,162 | 114,162 |
Notes and Loans Payable | 136,913 | ||
Debt Instrument, Fair Value Disclosure | 159,713 | ||
EB-5 Development Notes [Member] | |||
Long-term Debt | 51,500 | 51,500 | 52,000 |
Notes and Loans Payable | 48,480 | ||
Debt Instrument, Fair Value Disclosure | 48,660 | ||
6.25% Notes [Member] | |||
Long-term Debt | 600,000 | $ 600,000 | $ 0 |
Debt Instrument, Fair Value Disclosure | $ 633,750 |
Revenue (Details)
Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2020 | |
Season Pass Credit Deferral Revenue | $ 15,400 | $ 120,900 | |
Accounts Receivable, after Allowance for Credit Loss, Current | 208,540 | $ 87,301 | 106,664 |
Deferred Revenue, Current | 559,323 | 549,144 | 256,402 |
Contract with Customer, Liability | 120,700 | $ 121,900 | |
Mountain Revenue Net | 94,714 | 180,832 | |
Lodging Revenue Net | 36,818 | 82,758 | |
Resort net revenue | 131,532 | 263,590 | |
Real Estate Revenue | 254 | 4,180 | |
Revenues | 131,786 | 267,770 | |
Contract with Customer, Liability, Revenue Recognized | 35,800 | ||
Lift | |||
Mountain Revenue Net | 33,091 | 41,829 | |
Ski School | |||
Mountain Revenue Net | 2,044 | 8,534 | |
Dining | |||
Mountain Revenue Net | 3,068 | 21,629 | |
Lodging Revenue Net | 1,093 | 18,143 | |
Retail/Rental | |||
Mountain Revenue Net | 22,306 | 47,915 | |
Other | |||
Mountain Revenue Net | 34,205 | 60,925 | |
Owned hotel rooms | |||
Lodging Revenue Net | 7,365 | 19,946 | |
Managed condominium rooms | |||
Lodging Revenue Net | 9,329 | 14,740 | |
Transportation | |||
Lodging Revenue Net | 0 | 2,351 | |
Golf | |||
Lodging Revenue Net | 8,454 | 10,221 | |
Other | |||
Lodging Revenue Net | 9,374 | 14,166 | |
Lodging revenue (excluding payroll cost reimbursements) [Member] | |||
Lodging Revenue Net | 35,615 | 79,567 | |
Payroll cost reimbursements | |||
Lodging Revenue Net | $ 1,203 | $ 3,191 |
Revenue Contract Balances (Deta
Revenue Contract Balances (Details) $ in Thousands | 3 Months Ended | ||
Oct. 31, 2020USD ($) | Jul. 31, 2020USD ($) | Oct. 31, 2019USD ($) | |
Schedule of Goodwill [Abstract] | |||
Deferred revenue | $ 559,323 | $ 256,402 | $ 549,144 |
Contract with Customer, Liability | $ 120,700 | 121,900 | |
Private Club Recognized Initiation Fees Average Remaining Period | 16 | ||
Trade receivables, net | $ 208,540 | $ 106,664 | $ 87,301 |
Revenue Costs to Obtain Contrac
Revenue Costs to Obtain Contracts with Customers (Details) $ in Millions | Oct. 31, 2020USD ($) |
Schedule of Goodwill [Abstract] | |
Capitalized Contract Cost, Net | $ 8.8 |
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 | Oct. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2020 |
Anti-dilutive securities (in shares) | 600,000 | 700,000 | ||
Common Stock, Dividends, Per Share, Cash Paid | $ 1.76 | |||
Cash dividends declared per share | $ 0 | $ 1.76 | ||
Payments of Dividends | $ 0 | $ 71,091 | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 |
Dividends, Cash | $ 71,100 | |||
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, $ in Thousands | 3 Months Ended | |
Oct. 31, 2020 | Oct. 31, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 600,000 | 700,000 |
Net loss attributable to Vail Resorts, Inc. | $ (153,766) | $ (106,475) |
Weighted-average Vail Shares outstanding | 40,213,000 | 40,286,000 |
Weighted-average Exchangeco Shares outstanding | 35,000 | 56,000 |
Total Weighted-average shares outstanding | 40,248,000 | 40,342,000 |
Effect of dilutive securities | 0 | 0 |
Total shares | 40,248,000 | 40,342,000 |
Basic net loss per share attributable to Vail Resorts, Inc. | $ (3.82) | $ (2.64) |
Diluted net loss per share attributable to Vail Resorts, Inc. | $ (3.82) | $ (2.64) |
Long-Term Debt Long-Term Debt (
Long-Term Debt Long-Term Debt (Narrative) (Details) $ in Thousands, $ in Millions | 3 Months Ended | |||
Oct. 31, 2020USD ($) | Oct. 31, 2019USD ($) | Oct. 31, 2020CAD ($) | Jul. 31, 2020USD ($) | |
VHI Credit Agreement Waiver Period Minimum Liquidity | $ 150,000 | |||
Gross interest expense | 35,400 | $ 22,700 | ||
Amortization of Debt Issuance Costs | 700 | 400 | ||
Intercompany Foreign Currency Balance, Amount | 210,000 | |||
Foreign currency gain on intercompany loans | 540 | 360 | ||
Long-term Debt | 2,444,111 | 2,057,986 | $ 2,444,248 | |
Term Loan [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | 2,250,000 | |||
Long-term Line of Credit | $ 1,200,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 2.65% | 2.65% | ||
Long-term Debt | $ 1,187,500 | 1,250,000 | 1,203,125 | |
Term Loan, Unhedged Portion [Member] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 3.25% | 3.25% | ||
Credit Facility Revolver [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 500,000 | |||
Long-term Debt | $ 0 | 190,000 | 0 | |
Whistler Credit Agreement revolver [Member] | ||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 300 | |||
Debt Instrument, Interest Rate, Stated Percentage | 2.77% | 2.77% | ||
Debt Instrument, Unused Borrowing Capacity, Fee | 0.5063% | |||
Long-term Debt | $ 72,778 | 37,962 | 58,236 | |
Alpine Valley Secured Note [Member] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 11.21% | 11.21% | ||
Long-term Debt | $ 4,600 | |||
Boston Mills Brandywine Secured Note [Member] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 10.91% | 10.91% | ||
Long-term Debt | $ 23,300 | |||
Jack Frost Big Boulder Secured Note [Member] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 10.91% | 10.91% | ||
Long-term Debt | $ 14,300 | |||
Mount Snow Secured Note [Member] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 11.78% | 11.78% | ||
Long-term Debt | $ 51,100 | |||
Hunter Mountain Secured Note [Member] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 8.57% | 8.57% | ||
Long-term Debt | $ 21,000 | |||
EB-5 Development Notes [Member] | ||||
Long-term Debt | 51,500 | $ 52,000 | $ 51,500 | |
EPR Secured Notes [Member] | ||||
Debt Service Reserve | $ 2,100 |
Long-Term Debt (Schedule Of Deb
Long-Term Debt (Schedule Of Debt Instruments) (Details) - USD ($) | 3 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2020 | |
Amortization of Debt Issuance Costs | $ 700,000 | $ 400,000 | |
Debt Instrument, Unused Borrowing Capacity, Fee | 0.004 | ||
Total debt | 2,444,111,000 | 2,057,986,000 | $ 2,444,248,000 |
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | (7,457,000) | (10,878,000) | (6,551,000) |
Long-term debt due within one year (Note 5) | 63,707,000 | 63,807,000 | 63,677,000 |
Long-term Debt, Excluding Current Maturities | 63,707,000 | 63,677,000 | |
Long-term debt, net (Note 5) | 2,387,861,000 | 2,005,057,000 | 2,387,122,000 |
Long-term Debt, Excluding Current Maturities | 2,387,861,000 | 2,387,122,000 | |
Hunter Mountain Secured Note [Member] | |||
Total debt | $ 21,000,000 | ||
Debt Instrument, Interest Rate, Stated Percentage | 8.57% | ||
Credit Facility Revolver [Member] | |||
Total debt | $ 0 | 190,000,000 | 0 |
Fiscal year maturity | 2024 | ||
Whistler Credit Agreement revolver [Member] | |||
Total debt | $ 72,778,000 | 37,962,000 | 58,236,000 |
Fiscal year maturity | 2024 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.77% | ||
EPR Secured Notes [Member] | |||
Total debt | $ 114,162,000 | 114,162,000 | 114,162,000 |
EB-5 Development Notes [Member] | |||
Total debt | $ 51,500,000 | 52,000,000 | 51,500,000 |
Fiscal year maturity | 2021 | ||
Term Loan [Member] | |||
Debt Instrument, Periodic Payment | $ 15,600,000 | ||
Total debt | $ 1,187,500,000 | 1,250,000,000 | 1,203,125,000 |
Fiscal year maturity | 2024 | ||
Debt Instrument, Interest Rate, Stated Percentage | 2.65% | ||
Employee Housing Bonds [Member] | |||
Total debt | $ 52,575,000 | 52,575,000 | 52,575,000 |
Canyons Obligation [Member] | |||
Total debt | $ 347,481,000 | 341,704,000 | 346,034,000 |
Fiscal year maturity | 2063 | ||
Other [Member] | |||
Total debt | $ 18,115,000 | 19,583,000 | 18,616,000 |
Maximum [Member] | EPR Secured Notes [Member] | |||
Fiscal year maturity, end | Dec. 31, 2036 | ||
Maximum [Member] | Employee Housing Bonds [Member] | |||
Fiscal year maturity, end | Dec. 31, 2039 | ||
Maximum [Member] | Other [Member] | |||
Fiscal year maturity, end | Dec. 31, 2033 | ||
Minimum [Member] | EPR Secured Notes [Member] | |||
Fiscal year maturity, start | Dec. 31, 2034 | ||
Minimum [Member] | Employee Housing Bonds [Member] | |||
Fiscal year maturity, start | Dec. 31, 2027 | ||
Minimum [Member] | Other [Member] | |||
Fiscal year maturity, start | Dec. 31, 2020 | ||
6.25% Notes [Member] | |||
Total debt | $ 600,000,000 | $ 0 | $ 600,000,000 |
Fiscal year maturity | 2025 |
Long-Term Debt (Schedule Of Agg
Long-Term Debt (Schedule Of Aggregate Maturities For Debt Outstanding) (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 |
Debt Instrument [Line Items] | |||
2021 (November 2020 through July 2021) | $ 53,699 | ||
2021 | 115,195 | ||
2022 | 63,740 | ||
2023 | 63,796 | ||
2024 | 1,626,662 | ||
Thereafter | 521,019 | ||
Total debt | $ 2,444,111 | $ 2,444,248 | $ 2,057,986 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 24, 2019 | Oct. 31, 2019 |
Peak Resorts [Member] | ||
Business Acquisition, Share Price | $ 11 | |
Business Combination, Cash Consideration Transferred | $ 264,500 | |
Business Combination, Consideration Transferred, Other | 70,200 | |
Business Combination, Consideration Transferred | 334,700 | |
Proceeds from (Repayments of) Debt | $ 335,600 | |
Indefinite-Lived Trade Names | $ 15,800 | |
Indefinite Lived Property Management Contracts | 3,100 | |
Peak Resorts, Inc. [Member] | ||
Business Combination, Separately Recognized Transactions, Additional Disclosures, Acquisition Cost Expensed | $ 3,200 |
Acquisitions (Summary Of Estima
Acquisitions (Summary Of Estimate Of Fair Value Of Identifiable Assets Acquired And Liabilities Assumed) (Details) - Peak Resorts [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Oct. 31, 2019 | Oct. 31, 2020 | |
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Receivables | $ 19,578 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Property, Plant, and Equipment | 427,793 | |
Goodwill Acquired During Period | $ 135,879 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | 19,221 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Current Assets, Prepaid Expense and Other Assets | 16,203 | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Noncurrent Liabilities, Long-term Debt | (184,668) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Liabilities | (99,275) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Net | $ 334,731 |
Acquisitions (Summary Pro Forma
Acquisitions (Summary Pro Forma Financial Information) (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Oct. 31, 2019USD ($)$ / shares | |
Pro Forma Financial Information [Line Items] | |
Pro forma net revenue | $ | $ 274,429 |
Pro forma net income attributable to Vail Resorts, Inc. | $ | $ (111,843) |
Pro forma basic net income per share attributable to Vail Resorts, Inc. | $ / shares | $ (2.77) |
Pro forma diluted net income per share attributable to Vail Resorts, Inc. | $ / shares | $ (2.77) |
Supplementary Balance Sheet I_3
Supplementary Balance Sheet Information (Composition Of Property, Plant And Equipment) (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Land and land improvements | $ 752,259 | $ 750,714 | $ 745,846 |
Buildings and building improvements | 1,475,857 | 1,475,661 | 1,458,465 |
Machinery and equipment | 1,363,279 | 1,361,178 | 1,189,951 |
Furniture and fixtures | 313,815 | 308,267 | 435,663 |
Software | 99,077 | 104,223 | 118,961 |
Vehicles | 80,552 | 80,510 | 68,662 |
Construction in progress | 105,866 | 81,967 | 113,570 |
Gross property, plant and equipment | 4,190,705 | 4,162,520 | 4,131,118 |
Accumulated depreciation | (2,024,101) | (1,969,841) | (1,851,029) |
Property, plant and equipment, net | $ 2,166,604 | $ 2,192,679 | $ 2,280,089 |
Supplementary Balance Sheet I_4
Supplementary Balance Sheet Information (Components Of Accounts Payable And Accrued Liabilities) (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | |||
Trade payables | $ 74,609 | $ 59,692 | $ 141,714 |
Deferred revenue | 559,323 | 256,402 | 549,144 |
Accrued salaries, wages and deferred compensation | 33,131 | 25,588 | 22,798 |
Accrued benefits | 39,625 | 43,704 | 38,695 |
Deposits | 20,644 | 20,070 | 34,202 |
Operating Lease, Liability, Current | 36,185 | 36,604 | 35,136 |
Other liabilities | 83,097 | 57,048 | 35,245 |
Total accounts payable and accrued liabilities | $ 846,614 | $ 499,108 | $ 856,934 |
Supplementary Balance Sheet I_5
Supplementary Balance Sheet Information (Components Of Other Long-Term Liabilities) (Details) - USD ($) $ in Thousands | Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 |
Balance Sheet Related Disclosures [Abstract] | |||
Private club deferred initiation fee revenue | $ 103,714 | $ 105,108 | $ 109,011 |
Other long-term liabilities | 149,394 | 165,137 | 129,953 |
Total other long-term liabilities | $ 253,108 | $ 270,245 | $ 238,964 |
Supplementary Balance Sheet I_6
Supplementary Balance Sheet Information Schedule of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 | |
Goodwill [Line Items] | |||
Goodwill | $ 1,711,870 | $ 1,709,020 | $ 1,757,463 |
Effects of changes in foreign currency exchange rates | 2,850 | ||
Mountain [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 1,669,659 | 1,666,809 | |
Effects of changes in foreign currency exchange rates | 2,850 | ||
Lodging [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $ 42,211 | $ 42,211 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Oct. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2020 | Jul. 31, 2019 | |
Contingent Consideration | $ 16,000 | $ 21,900 | $ 17,800 | $ 27,200 |
Payments for Rent | 2,602 | 6,436 | ||
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability | 802 | 1,136 | ||
Contingent Consideration, Fair Value Disclosure | $ 16,000 | |||
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. | |||
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 $3.1 million to $4.1 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 10.49%, volatility of 17.0% and future period Park City EBITDA, which are unobservable inputs and thus are considered Level 3 inputs. | |||
Money Market | $ 204,036 | 3,047 | 203,158 | |
Fair Value Hedge Liabilities | 17,855 | 22,510 | ||
Level 2 [Member] | ||||
Fair Value Hedge Liabilities | 17,855 | 22,510 | ||
Fair Value, Inputs, Level 3 [Member] | ||||
Contingent Consideration | 16,000 | 21,900 | 17,800 | |
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | ||||
Money Market | 3,047 | |||
Commercial Paper | 204,036 | 203,158 | ||
Commercial Paper [Member] | ||||
Commercial Paper | 2,401 | 2,401 | 2,401 | |
Commercial Paper [Member] | Level 2 [Member] | ||||
Commercial Paper | 2,401 | 2,401 | 2,401 | |
Certificates of Deposit [Member] | ||||
Commercial Paper | 8,076 | 7,932 | 8,208 | |
Certificates of Deposit [Member] | Level 2 [Member] | ||||
Commercial Paper | $ 8,076 | $ 7,932 | $ 8,208 |
Commitments and Contingencies (
Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Oct. 31, 2020 | Jul. 31, 2020 | Oct. 31, 2019 | |
Amount outstanding in letters of credit | $ 75.6 | ||
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 | $ 2.1 | $ 2.1 | $ 2 |
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 | $ 22.2 |
Segment Information (Details)
Segment Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Oct. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2020 | |
Total Mountain net revenue | $ 94,714 | $ 180,832 | |
Lodging Revenue Net | 36,818 | 82,758 | |
Total Resort net revenue | 131,532 | 263,590 | |
Real Estate Revenue | 254 | 4,180 | |
Revenues | 131,786 | 267,770 | |
Mountain | 186,092 | 262,008 | |
Lodging | 44,206 | 79,492 | |
Resort operating expense | 230,298 | 341,500 | |
Real Estate | 1,450 | 5,293 | |
Total segment operating expense | 231,748 | 346,793 | |
Gain on sale of real property | 0 | 207 | |
Mountain equity investment income, net | 3,986 | 1,191 | |
Real estate held for sale and investment | 96,668 | 96,938 | $ 96,844 |
Net loss attributable to Vail Resorts, Inc. | (153,766) | (106,475) | |
Net loss attributable to noncontrolling interests | (3,255) | (3,354) | |
Net loss | (157,021) | (109,829) | |
Benefit from income taxes | (37,478) | (46,563) | |
Loss before benefit from income taxes | (194,499) | (156,392) | |
Depreciation and amortization | 62,628 | 57,845 | |
Change in estimated fair value of contingent consideration | 802 | 1,136 | |
Loss (gain) on disposal of fixed assets and other, net | 569 | (2,267) | |
Investment income and other, net | (343) | (277) | |
Foreign currency gain on intercompany loans | (540) | (360) | |
Interest expense, net | 35,407 | 22,690 | |
Total Reported EBITDA | (95,976) | (77,625) | |
Lift Tickets [Member] | |||
Total Mountain net revenue | 33,091 | 41,829 | |
Ski School [Member] | |||
Total Mountain net revenue | 2,044 | 8,534 | |
Dining [Member] | |||
Total Mountain net revenue | 3,068 | 21,629 | |
Retail/Rental [Member] | |||
Total Mountain net revenue | 22,306 | 47,915 | |
Other Mountain Revenue [Member] | |||
Total Mountain net revenue | 34,205 | 60,925 | |
Resort [Member] | |||
Total Reported EBITDA | (94,780) | (76,719) | |
Mountain [Member] | |||
Total Reported EBITDA | (87,392) | (79,985) | |
Lodging [Member] | |||
Total Reported EBITDA | (7,388) | 3,266 | |
Real Estate [Member] | |||
Total Reported EBITDA | $ (1,196) | $ (906) |
Share Repurchase Program (Detai
Share Repurchase Program (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||
Oct. 31, 2020 | Oct. 31, 2019 | Jul. 31, 2020 | 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 | ||||
Treasury Stock, Shares, Acquired | 95,618 | |||||
Additional number of shares authorized to repurchase | 1,500,000 | 3,000,000 | ||||
Number of shares repurchased since inception | 6,161,141 | 6,000,000 | 6,161,000 | |||
Payments for Repurchase of Common Stock | $ 0 | $ 21,444 | ||||
Value of stock repurchased since inception | $ 404,411 | $ 379,433 | $ 404,411 | |||
Remaining shares available for repurchase under existing program | 1,338,859 |