UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of the Securities Exchange Act of 1934
Date of
report (Date of earliest event reported): June 4, 2009
Vail Resorts,
Inc.
(Exact
Name of Registrant as Specified in Charter)
|
Delaware
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001-09614
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51-0291762
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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390
Interlocken Crescent
Broomfield,
Colorado
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80021
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|||
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
telephone number, including area code:
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(303)
404-1800
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(Former
Name or Former Address, if Changed Since Last Report)
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Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting materials pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item
2.02. Results of Operations and Financial Condition.
On June
4, 2009, Vail Resorts, Inc. issued a press release announcing its results for
the three and nine months ended April 30, 2009. A copy of the press
release is being furnished as Exhibit 99.1 to this Current Report on Form 8-K
and is incorporated herein by reference.
The
information furnished pursuant to this Item 2.02, including Exhibit 99.1, shall
not be deemed to be “filed” for the purposes of Section 18 of the Securities
Exchange Act of 1934, as amended, and will not be incorporated by reference into
any registration statement filed under the Securities Act of 1933, as amended,
unless specifically identified therein as being incorporated therein by
reference.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
A list of
exhibits furnished herewith is contained on the Exhibit Index which immediately
precedes such exhibits and is incorporated herein by reference.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Vail
Resorts, Inc.
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Date:
June 4, 2009
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By:
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/s/
Jeffrey W. Jones
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Jeffrey
W. Jones
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||
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Senior
Executive Vice President and
Chief
Financial Officer
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EXHIBIT
INDEX
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Exhibit No.
|
Description
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99.1
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Press
Release, dated June 4, 2009, announcing fiscal 2009 third quarter
results.
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Vail
Resorts, Inc.
For
Immediate Release
News
Release
Vail
Resorts Contacts:
Investor
Relations: Michelle Lang, (303) 404-1819,
mlang@vailresorts.com
Media: Kelly
Ladyga, (303) 404-1862, kladyga@vailresorts.com
Vail Resorts Reports Fiscal
2009 Third Quarter Results
BROOMFIELD,
Colo. - June 4, 2009 - Vail Resorts, Inc. (NYSE: MTN) today reported
results for the third quarter of fiscal 2009 ended April 30, 2009.
Third Quarter, Year-To-Date
and Advance Season Pass Sales Highlights
|
·
|
Resort
Reported EBITDA, which includes the Company’s Mountain and Lodging
segments, of $139.7 million in the third fiscal quarter decreased $37.0
million, or 20.9%, from the prior year third fiscal
quarter. Through nine months, Resort Reported EBITDA of $206.5
million decreased $51.3 million, or 19.9%, from the prior year
period.
|
|
·
|
Net
income of $61.6 million in the third fiscal quarter decreased $25.7
million, or 29.4%, from the prior year third fiscal
quarter. Through nine months, net income of $87.7 million
decreased $26.4 million, or 23.1%, from the prior year
period.
|
|
·
|
Net
Debt leverage ratio of 1.25 times trailing twelve months Total Reported
EBITDA, $170.5 million of cash and cash equivalents on hand as of April
30, 2009, and no revolver borrowings under the Company’s $400 million
senior credit facility.
|
|
·
|
Advance
season pass sales for the 2009/2010 ski season, including the Epic Season
Pass, for the spring pass sales period through May 31, 2009, increased
over the comparable spring pass sales period for the 2008/2009 season, up
approximately 37% in units.
|
Commenting
on our third quarter results, Rob Katz, Chief Executive Officer said, “Our third
quarter Resort results, which encompass the second half of the 2008/2009 ski
season, were impacted by the continued severe downturn in the economy, driving
lower destination visitation in the quarter. However, despite the
worsening economic environment over the course of the 2008/2009 ski season, the
Company’s Mountain segment metrics remained relatively consistent over the
entire ski season, with total skier visits down 5.3% for the season and total
lift ticket revenue down 8.4%, consistent with those metrics reported on a
season to date basis at various points throughout the ski season. The
decrease in overall visitation was partially mitigated by growth in visits from
season pass holders, due to an increase in the number of passes sold and an
increase in pass usage during the season. The number of season passes
sold for the 2008/2009 ski season was 12.2% greater than the number of passes
sold for the 2007/2008 ski season and combined with an 8.3% increase in
effective pass price, drove a 21.8% increase in season pass
revenue. Season pass revenue as a percent of total lift ticket
revenue grew from 26% for the 2007/2008 ski season to 34% for the 2008/2009 ski
season. Our ancillary business revenue lines, including ski
school, dining and retail/rental, experienced even greater percentage declines
than our lift ticket revenue variance due to the combination of lower
destination visitation and lower average guest spend during their
stay. Our Lodging segment continued to experience a much closer
booking window and a deterioration in metrics with lower average daily rate
(“ADR”), revenue per available room (“RevPAR”) and occupancy driven by the lower
destination visitation at our mountain resorts with guests also spending less on
average per stay. We were able to achieve reduced operating expenses,
including from our previously announced cost savings initiatives, but our Resort
Reported EBITDA margin declined as cost reductions could not offset the revenue
declines. Our Real Estate segment results reflect the timing of
closings and mix of units sold, including the current year third quarter closing
of the final Arrabelle unit compared to 17 Arrabelle units closing in the prior
year quarter. Our balance sheet position remained strong with Net
Debt leverage at only 1.25 times trailing twelve months Total Reported EBITDA,
no borrowings under our revolver and virtually no principal maturities due on
any of our debt through fiscal 2013.”
Mountain
Segment
|
·
|
Mountain
segment revenue was $279.2 million in the third quarter of fiscal 2009
compared to $325.7 million in the third quarter of fiscal 2008, a decline
of 14.3%.
|
|
·
|
Mountain
Reported EBITDA was $133.8 million in the third quarter of fiscal 2009
compared to $168.6 million in the third quarter of fiscal 2008, a decline
of 20.7%.
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Lift
ticket revenue in the current year third fiscal quarter decreased $18.4 million,
or 11.0%, from the prior year third fiscal quarter due primarily to a 22.3%
decrease in visits excluding season pass holders, driving a 21.0% decrease in
lift revenue excluding season pass revenue, partially offset by a 26.0% increase
in season pass revenue and a 1.6% increase in effective ticket price excluding
season passes. A portion of the decline in lift revenue excluding
season pass revenue was caused by a shift in destination guests purchasing the
Epic Season Pass instead of other lift ticket products, with the increase in
season pass visits causing the overall decline in effective ticket price of 2.2%
for the quarter. Season pass holders skied more on average in the
2008/2009 ski season per pass using the season pass on average 10.6 times
compared to 9.7 times per season pass in the prior season. The mix of
destination to in-state guest visits for the 2008/2009 ski season was
approximately 57% to 43%, respectively, in the current season compared to
approximately 63% to 37%, respectively, in the prior ski
season. Total skier visits in the third quarter of fiscal 2009
decreased 7.2% at the Company’s four Colorado resorts and total skier visits
including Heavenly decreased 9.0%, primarily as a result of decreased visitation
from destination guests. Mountain segment lift ticket revenue and to
a larger degree visitation were also unfavorably impacted in the current year
third quarter by the timing of the beginning of the current year quarter
compared to the prior year (the current year third quarter began on a Sunday
versus the prior year third quarter, which began on a Friday). This
timing shift reverses an earlier timing shift, which benefited the current year
second quarter. Adjusting for the timing of the quarter, the declines
in the third quarter would have been more consistent with the declines
experienced for the entire 2008/2009 ski season compared to the prior
year.
Revenues
for the Company's ancillary business, ski school, dining and retail/rental
operations, were all negatively impacted by the severe downturn in the economic
environment and a decrease in destination guest visitation and overall spending
per guest. For the third quarter of fiscal 2009 compared to the prior
year third quarter, ski school revenue decreased $9.9 million, or 21.3%,
primarily driven by the decrease in destination guests. Dining
revenue decreased $6.1 million, or 20.1%, due to an approximately 15% decrease
in the number of total on-mountain food and beverage transactions, coupled with
an even greater decline in fine dining. Retail/rental revenue
decreased $11.3 million, or 19.0%, primarily due to lower sales and rental
volumes at the Company’s mountain resort stores. Other revenue was
favorably impacted by club operations (which increased $1.2 million) due to the
November 2008 opening of the Vail Mountain Club, which partially offset other
revenue declines.
For the
third quarter of fiscal 2009 compared to the prior year third quarter, Mountain
segment operating expenses decreased $12.8 million, or
8.1%. Excluding retail/rental expense (which has a high variable cost
component and therefore decreased in relation to the retail/rental revenue, with
retail/rental revenue down 19.0% and retail/rental expense down 13.1%),
operating expense decreased $7.4 million, or 6.4%, for the three months ended
April 30, 2009 compared to the three months ended April 30, 2008, which was
primarily attributable to lower variable costs related to lower revenue,
including Forest Service fees, other resort related fees and credit card fees
(which decreased $2.0 million, or 11.2%); lower labor and labor-related benefit
costs including lower ski school labor expense due to lower ski school revenue
(which decreased $5.1 million, or 10.5%) and other operating expenses including
SG&A (which decreased $0.3 million or 0.7%). Additionally,
Mountain segment operating expenses were also favorably impacted by a cost
savings plan implemented in the second quarter ended January 31, 2009, and a
company-wide wage reduction plan implemented in April of the third quarter ended
April 30, 2009. The decreases in operating expenses were not enough
to offset the declines in segment revenues resulting in lower flow through of
revenue to Mountain Reported EBITDA of approximately 4 percentage points for the
three months ended April 30, 2009, compared to the same period in the prior
year.
Lodging
Segment
|
·
|
Lodging
segment revenue was $44.9 million in the third quarter of fiscal 2009
compared to $43.6 million in the third quarter of fiscal 2008, an increase
of 3.0%, primarily due to the acquisition of Colorado Mountain Express
(“CME”) on November 1, 2008. Excluding the impact of CME,
Lodging segment revenue would have decreased $6.9 million, or
15.9%.
|
|
·
|
Third
quarter ADR decreased 7.1% and RevPAR decreased 18.6% at the Company’s
owned hotels and managed condominiums, compared to the prior year third
quarter.
|
|
·
|
Lodging
Reported EBITDA was $5.9 million in the third quarter of fiscal 2009
compared to $8.1 million in the third quarter of fiscal 2008, a decline of
26.9%. The current year third quarter Lodging segment results
included $8.2 million of revenue and $4.9 million of operating expense
from CME.
|
During
the third quarter of fiscal 2009, the Lodging segment results were impacted by
similar trends realized by the Mountain segment, including the decline in
destination visitation at our mountain resorts. Due to the overall
current economic weakness, the Lodging segment offered promotions and packages
to attract skiers to the mountains, driving the 7.1% ADR decline in an effort to
improve occupancy, which was down 7.0 percentage points. The overall
RevPAR decrease resulted in a room revenue decrease of $4.4 million, primarily
due to a decline in destination visitation. The Lodging segment
implemented a reduced cost structure to partially offset the revenue
decline. Overall, the Lodging segment continued to experience
significantly less visibility with a much shorter booking window in both peak
and non-peak periods.
In
addition, the third quarter of fiscal 2009 included a full quarter of operations
from CME, which was acquired on November 1, 2008. Lodging segment
revenue, excluding CME, decreased 15.9% for the third
quarter. Excluding the impact of CME, operating expenses would have
decreased $1.5 million, or 4.1%, for the three months ended April 30, 2009,
compared to the three months ended April 30, 2008, which was attributable to the
decline in revenue (excluding CME), other variable expenses associated with
occupancy and a reduced cost structure from savings plan
initiatives.
Resort – Combination of
Mountain and Lodging Segments
|
·
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Resort
revenue was $324.1 million in the third quarter of fiscal 2009 compared to
$369.3 million in the third quarter of fiscal 2008, a decline of
12.2%.
|
|
·
|
Resort
Reported EBITDA was $139.7 million in the third quarter of fiscal 2009
compared to $176.7 million in the third quarter of fiscal 2008, a decline
of 20.9%.
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Real Estate
Segment
|
·
|
Real
estate revenue was $9.4 million in the third quarter of fiscal 2009
compared to $54.5 million in the third quarter of fiscal
2008.
|
|
·
|
Real
Estate Reported EBITDA was a negative $4.7 million in the third quarter of
fiscal 2009 compared to a positive $0.9 million in the third quarter of
fiscal 2008.
|
In the
third quarter of fiscal 2009, Real Estate revenue was primarily comprised of the
closing of one condominium unit at The Arrabelle for $9.0 million of revenue
with an average price per square foot of $1,708, while the prior year included
the closings of 17 Arrabelle units. Subsequent to the end of the
third quarter of fiscal 2009 in May 2009, the Company closed on the final Lodge
at Vail Chalet for $20.2 million of revenue, which will be reflected in our 2009
fiscal fourth quarter.
Total
Performance
|
·
|
Total
revenue was $333.5 million in the third quarter of fiscal 2009 compared to
$423.8 million in the third quarter of fiscal 2008, a decline of
21.3%.
|
|
·
|
Net
income was $61.6 million, or $1.68 per diluted share, in the third quarter
of fiscal 2009 compared to net income of $87.3 million, or $2.24 per
diluted share, in the third quarter of fiscal 2008. For the
nine months, net income was $87.7 million, or $2.39 per diluted share, in
the fiscal 2009 period compared to net income of $114.0 million, or
$2.91 per diluted share, in the fiscal 2008 period. In
addition, included in the nine month net income results in the prior year
was the receipt of the final cash settlement from Cheeca Holdings, LLC of
which $11.9 million (net of final attorney’s fees and on a pre-tax basis)
was included in contract dispute credit,
net.
|
Balance
Sheet
At April
30, 2009, the Company had cash and cash equivalents on hand of $170.5 million,
Net Debt of 1.25 times trailing twelve months Total Reported EBITDA and a $400
million senior credit facility, which matures in 2012, with no revolver
borrowings under the facility, currently priced at LIBOR plus 50 basis
points. The Company has approximately $2.9 million of principal
maturities due in total through fiscal 2013.
Stock Repurchase
Program
The
Company did not repurchase any shares of common stock during the three months
ended April 30, 2009. Since inception of this stock repurchase plan
through April 30, 2009, the Company has repurchased 3,600,235 shares at a cost
of approximately $140.3 million. As of April 30, 2009, 2,399,765
shares remained available for repurchase under the existing repurchase
authorization. The purchases under this program are reviewed by
the Company’s Board quarterly and are based on a number of factors, including
the Company’s expected future financial performance, the Company’s available
cash resources and competing uses for cash that may arise in the future, the
restrictions in the Company’s credit facility and in the indenture governing the
outstanding 6.75% senior subordinated notes, prevailing prices of the Company’s
common stock and the number of shares that become available for sale at prices
that the Company believes are attractive.
Outlook
Commenting
on the Company’s 2009/2010 season pass sales, Katz said, “We are extremely
pleased with the significant increase in our advance spring period pass sales
for our upcoming 2009/2010 ski season, compared to the comparable period of the
prior year, giving us strong early momentum for the 2010 fiscal year, especially
considering that the economic environment has significantly deteriorated since
last year’s comparable spring season pass selling period. The
Company’s ability to lock-in a greater portion of its lift ticket revenue before
the start of the ski season was certainly a factor in mitigating some of the
impacts of the weakening economy on our fiscal 2009 results. Through
the end of our spring season pass sales on May 31, 2009, our total season pass
sales to date for the upcoming 2009/2010 season have increased approximately 39%
in sales dollars and approximately 37% in units, over the same period last year,
with the prior year spring selling period representing approximately 30% of the
total passes sold for the 2008/2009 season. In particular, we saw
increases in each of our major season pass products, with the largest increase
coming from sales of Epic Season Passes. While this is clearly very
strong pre-season performance, it is too early to discern the extent to which
this trend will continue, and what the ultimate level of incremental new season
pass purchases will be, as opposed to what portion of the increase represents
guests making their purchases earlier in the selling period.”
Commenting
on the fiscal 2009 guidance, Katz continued, “Navigating through the
deteriorating economic environment, we have stayed true to our mission of
offering our guests a truly exceptional experience, while delivering solid
operational performance given the challenging economic climate and maintaining a
strong balance sheet that positions us well for the future. Given our
performance in fiscal 2009 to date and our outlook for the fourth quarter, we
are reaffirming the guidance range issued in early March
2009. Incorporated in our guidance is a decline in Resort EBITDA for
the fourth quarter of fiscal 2009 over the prior year quarter due in part to
some one-time prior year favorable expense credits, which are not expected to
reoccur in the fourth quarter of fiscal 2009, as well as lower expected lodging
related revenue (including group business), mountain equity investment income
and mountain summer operations for this year’s fourth quarter compared to the
prior year fourth quarter, due to the worsened economic environment on a
comparative basis.”
The
following table reflects the forecasted guidance range for the Company’s fiscal
year ending July 31, 2009, for Reported EBITDA (after stock-based compensation
expense) and reconciles such Reported EBITDA guidance to net income guidance for
fiscal 2009, previously issued on March 11, 2009.
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Current
Fiscal 2009 Guidance
|
|||||||
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(In
thousands)
|
|||||||
|
For
the Year Ending
|
|||||||
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July
31, 2009
|
|||||||
|
Low
End
Range
|
High
End Range
|
||||||
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Mountain
Reported EBITDA (1)
|
$
|
152,000
|
$
|
162,000
|
|||
|
Lodging
Reported EBITDA (2)
|
9,000
|
15,000
|
|||||
|
Resort
Reported EBITDA (3)
|
164,000
|
174,000
|
|||||
|
Real
Estate Reported EBITDA (4)
|
40,000
|
44,000
|
|||||
|
Total
Reported EBITDA
|
204,000
|
218,000
|
|||||
|
Depreciation
and amortization
|
(108,000
|
)
|
(106,000
|
)
|
|||
|
Loss
on disposal of fixed assets, net
|
(1,100
|
)
|
(1,000
|
)
|
|||
|
Investment
income
|
1,800
|
1,900
|
|||||
|
Interest
expense, net
|
(28,400
|
)
|
(26,900
|
)
|
|||
|
Minority
interest in income of consolidated subsidiaries, net
|
(800
|
)
|
(2,000
|
)
|
|||
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Income
before provision for income taxes
|
67,500
|
84,000
|
|||||
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Provision
for income taxes
|
(26,500
|
)
|
(33,000
|
)
|
|||
|
Net
income
|
$
|
41,000
|
$
|
51,000
|
|||
|
(1)
|
Mountain
Reported EBITDA includes approximately $4 million of stock-based
compensation.
|
|
(2)
|
Lodging
Reported EBITDA guidance includes approximately $2 million of stock-based
compensation and includes CME contribution of approximately $5
million.
|
|
(3)
|
Resort
represents the sum of Mountain and Lodging. The Company provides Reported
EBITDA ranges for the Mountain and Lodging segments, as well as for the
two combined. Readers are cautioned to recognize that the low
end of the expected ranges provided for the Lodging and Mountain segments,
while possible, do not sum to the low end of the Resort Reported EBITDA
range provided because we do not necessarily expect or assume that we will
actually hit the low end of both ranges, as the actual Resort Reported
EBITDA will depend on the actual mix of the Lodging and Mountain
components. Similarly, the high end of the ranges for the
Lodging and Mountain segments do not sum to the high end of the Resort
Reported EBITDA range.
|
|
(4)
|
Real
Estate Reported EBITDA includes approximately $4 million of stock-based
compensation.
|
Earnings Conference
Call
For
further discussion of the contents of this press release, please listen to our
live webcast today at 11:00 am ET, available at www.vailresorts.com in the
Investor Relations section.
Vail
Resorts, Inc., through its subsidiaries, is the leading mountain resort operator
in the United States. The Company's subsidiaries operate the mountain resort
properties of Vail, Beaver Creek, Breckenridge and Keystone mountain resorts in
Colorado, the Heavenly Ski Resort in the Lake Tahoe area of California and
Nevada, and the Grand Teton Lodge Company in Jackson Hole, Wyoming. The
Company's subsidiary, RockResorts, a luxury resort hotel company, manages
casually elegant properties across the United States and the Caribbean. Vail
Resorts Development Company is the real estate planning, development and
construction subsidiary of Vail Resorts, Inc. Vail Resorts, Inc. is a publicly
held company traded on the New York Stock Exchange (NYSE: MTN). The
Vail Resorts company website is www.vailresorts.com and consumer website is
www.snow.com.
***
Statements
in this press release, other than statements of historical information, are
forward looking statements that are made pursuant to the safe harbor provisions
of the Private Securities Litigation Reform Act of 1995. Such
forward-looking statements are subject to certain risks and uncertainties that
could cause actual results to differ materially from those
projected. Readers are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date
hereof. Such risks and uncertainties include but are not limited
to: sustained downturn in general economic conditions, including
adverse effects on the overall travel and leisure related industries;
terrorist acts upon the United States; threat of or actual war; unfavorable
weather conditions; our ability to obtain financing on terms acceptable to us to
finance our real estate investments, capital expenditures and growth strategy;
our ability to continue to grow our resort and real estate operations;
competition in our mountain and lodging businesses; our ability to hire and
retain a sufficient seasonal workforce; our ability to successfully initiate
and/or complete real estate development projects and achieve the anticipated
financial benefits from such projects; adverse changes in real estate markets;
implications arising from new Financial Accounting Standards Board
(“FASB”)/governmental legislation, rulings or interpretations; our reliance on
government permits or approvals for our use of Federal land or to make
operational improvements; our ability to integrate and successfully operate
future acquisitions; and adverse consequences of current or future legal
claims. All forward-looking statements attributable to us or any
persons acting on our behalf are expressly qualified in their entirety by these
cautionary statements. All guidance and forward-looking statements in
this press release are made as of the date hereof and we do not undertake any
obligation to update any forecast or forward-looking statements, except as may
be required by law. Investors are also directed to other risks
discussed in documents filed by the Company with the Securities and Exchange
Commission.
The
Company uses the terms “Reported EBITDA” and “Net Debt” when reporting financial
results in accordance with Securities and Exchange Commission rules regarding
the use of non-GAAP financial measures. The Company defines Reported
EBITDA as segment net revenue less segment operating expense plus or minus
segment equity investment income or loss and for the Real Estate segment plus
gain on sale of real property. The Company defines Net Debt as
long-term debt plus long-term debt due within one year less cash and cash
equivalents.
|
Vail
Resorts, Inc.
|
|||||||||
|
Consolidated
Condensed Statements of Operations
|
|||||||||
|
(In
thousands, except per share amounts)
|
|||||||||
|
(Unaudited)
|
|||||||||
|
Three
Months Ended
|
|||||||||
|
April
30,
|
|||||||||
|
2009
|
2008
|
||||||||
|
Net
revenue:
|
|||||||||
|
Mountain
|
$
|
279,180
|
$
|
325,726
|
|||||
|
Lodging
|
44,896
|
43,590
|
|||||||
|
Real
estate
|
9,407
|
54,474
|
|||||||
|
Total
net revenue
|
333,483
|
423,790
|
|||||||
|
Segment
operating expense:
|
|||||||||
|
Mountain
|
144,998
|
157,807
|
|||||||
|
Lodging
|
38,988
|
35,513
|
|||||||
|
Real
estate
|
14,129
|
53,562
|
|||||||
|
Total
segment operating expense
|
198,115
|
246,882
|
|||||||
|
Other
operating (expense) income:
|
|||||||||
|
Depreciation
and amortization
|
(27,582
|
)
|
(25,471
|
)
|
|||||
|
(Loss)
gain on disposal of fixed assets, net
|
(206
|
)
|
24
|
||||||
|
Income
from operations
|
107,580
|
151,461
|
|||||||
|
Mountain
equity investment (loss) income, net
|
(410
|
)
|
698
|
||||||
|
Investment
income
|
449
|
2,459
|
|||||||
|
Interest
expense, net
|
(6,490
|
)
|
(8,441
|
)
|
|||||
|
Minority
interest in income of consolidated subsidiaries, net
|
(2,753
|
)
|
(4,621
|
)
|
|||||
|
Income
before provision for income taxes
|
98,376
|
141,556
|
|||||||
|
Provision
for income taxes
|
(36,737
|
)
|
(54,215
|
)
|
|||||
|
Net
income
|
$
|
61,639
|
$
|
87,341
|
|||||
|
Per share
amounts:
|
|||||||||
|
Basic
net income per share
|
$
|
1.69
|
$
|
2.26
|
|||||
|
Diluted
net income per share
|
$
|
1.68
|
$
|
2.24
|
|||||
|
Weighted
average shares outstanding:
|
|||||||||
|
Basic
|
36,574
|
38,655
|
|||||||
|
Diluted
|
36,673
|
38,929
|
|||||||
|
Other
Data:
|
|||||||||
|
Mountain
Reported EBITDA
|
$
|
133,772
|
$
|
168,617
|
|||||
|
Lodging
Reported EBITDA
|
$
|
5,908
|
$
|
8,077
|
|||||
|
Resort
Reported EBITDA
|
$
|
139,680
|
$
|
176,694
|
|||||
|
Real
Estate Reported EBITDA
|
$
|
(4,722
|
)
|
$
|
912
|
||||
|
Total
Reported EBITDA
|
$
|
134,958
|
$
|
177,606
|
|||||
|
Mountain
stock-based compensation
|
$
|
1,090
|
$
|
955
|
||
|
Lodging
stock-based compensation
|
$
|
471
|
$
|
341
|
||
|
Resort
stock-based compensation
|
$
|
1,561
|
$
|
1,296
|
||
|
Real
Estate stock-based compensation
|
$
|
996
|
$
|
849
|
||
|
Total
stock-based compensation
|
$
|
2,557
|
$
|
2,145
|
|
Vail
Resorts, Inc.
|
|||||||||
|
Consolidated
Condensed Statements of Operations
|
|||||||||
|
(In
thousands, except per share amounts)
|
|||||||||
|
(Unaudited)
|
|||||||||
|
Nine
Months Ended
|
|||||||||
|
April
30,
|
|||||||||
|
2009
|
2008
|
||||||||
|
Net
revenue:
|
|||||||||
|
Mountain
|
$
|
578,447
|
$
|
647,984
|
|||||
|
Lodging
|
131,299
|
121,734
|
|||||||
|
Real
estate
|
165,314
|
111,978
|
|||||||
|
Total
net revenue
|
875,060
|
881,696
|
|||||||
|
Segment
operating expense:
|
|||||||||
|
Mountain
|
382,409
|
401,942
|
|||||||
|
Lodging
|
122,583
|
113,530
|
|||||||
|
Real
estate
|
125,014
|
104,885
|
|||||||
|
Total
segment operating expense
|
630,006
|
620,357
|
|||||||
|
Other
operating (expense) income:
|
|||||||||
|
Depreciation
and amortization
|
(80,098
|
)
|
(69,854
|
)
|
|||||
|
Gain
on sale of real property
|
--
|
709
|
|||||||
|
Loss
on disposal of fixed assets, net
|
(808
|
)
|
(367
|
)
|
|||||
|
Income
from operations
|
164,148
|
191,827
|
|||||||
|
Mountain
equity investment income, net
|
1,766
|
3,592
|
|||||||
|
Investment
income
|
1,428
|
7,697
|
|||||||
|
Interest
expense, net
|
(21,732
|
)
|
(23,620
|
)
|
|||||
|
Contract
dispute credit, net
|
--
|
11,920
|
|||||||
|
Minority
interest in income of consolidated subsidiaries, net
|
(4,190
|
)
|
(7,468
|
)
|
|||||
|
Income
before provision for income taxes
|
141,420
|
183,948
|
|||||||
|
Provision
for income taxes
|
(53,740
|
)
|
(69,901
|
)
|
|||||
|
Net
income
|
$
|
87,680
|
$
|
114,047
|
|||||
|
Per share
amounts:
|
|||||||||
|
Basic
net income per share
|
$
|
2.39
|
$
|
2.94
|
|||||
|
Diluted
net income per share
|
$
|
2.39
|
$
|
2.91
|
|||||
|
Weighted
average shares outstanding:
|
|||||||||
|
Basic
|
36,624
|
38,809
|
|||||||
|
Diluted
|
36,752
|
39,136
|
|||||||
|
Other
Data:
|
|||||||||
|
Mountain
Reported EBITDA
|
$
|
197,804
|
$
|
249,634
|
|||||
|
Lodging
Reported EBITDA
|
$
|
8,716
|
$
|
8,204
|
|||||
|
Resort
Reported EBITDA
|
$
|
206,520
|
$
|
257,838
|
|||||
|
Real
Estate Reported EBITDA
|
$
|
40,300
|
$
|
7,802
|
|||||
|
Total
Reported EBITDA
|
$
|
246,820
|
$
|
265,640
|
|||||
|
Mountain
stock-based compensation
|
$
|
3,411
|
$
|
2,849
|
||
|
Lodging
stock-based compensation
|
$
|
1,372
|
$
|
940
|
||
|
Resort
stock-based compensation
|
$
|
4,783
|
$
|
3,789
|
||
|
Real
Estate stock-based compensation
|
$
|
3,015
|
$
|
2,256
|
||
|
Total
stock-based compensation
|
$
|
7,798
|
$
|
6,045
|
|
Vail
Resorts, Inc.
|
||||||||||||||||
|
Resort
Revenue by Business Line and Skier Visits
|
||||||||||||||||
|
(In
thousands, except Effective Ticket Price)
|
||||||||||||||||
|
(Unaudited)
|
||||||||||||||||
|
Three
Months Ended
|
Percentage
|
Nine
Months Ended
|
Percentage
|
|||||||||||||
|
April
30,
|
Increase
|
April
30,
|
Increase
|
|||||||||||||
|
2009
|
2008
|
(Decrease)
|
2009
|
2008
|
(Decrease)
|
|||||||||||
|
Business
Line
|
||||||||||||||||
|
Lift
tickets
|
$
|
149,384
|
$
|
167,793
|
(11.0
|
)
%
|
$
|
276,542
|
$
|
301,791
|
(8.4
|
)
%
|
||||
|
Ski
school
|
36,374
|
46,229
|
(21.3
|
)
%
|
65,336
|
81,384
|
(19.7
|
)
%
|
||||||||
|
Dining
|
24,246
|
30,344
|
(20.1
|
)
%
|
48,456
|
58,002
|
(16.5
|
)
%
|
||||||||
|
Retail/rental
|
48,214
|
59,533
|
(19.0
|
)
%
|
129,878
|
149,844
|
(13.3
|
)
%
|
||||||||
|
Other
|
20,962
|
21,827
|
(4.0
|
)
%
|
58,235
|
56,963
|
2.2
|
%
|
||||||||
|
Total
Mountain Revenue
|
$
|
279,180
|
$
|
325,726
|
(14.3
|
)
%
|
$
|
578,447
|
$
|
647,984
|
(10.7
|
)
%
|
||||
|
Total
Lodging Revenue
|
$
|
44,896
|
$
|
43,590
|
3.0
|
%
|
$
|
131,299
|
$
|
121,734
|
7.9
|
%
|
||||
|
Total
Resort Revenue
|
$
|
324,076
|
$
|
369,316
|
(12.2
|
)
%
|
$
|
709,746
|
$
|
769,718
|
(7.8
|
)
%
|
||||
|
Three
Months Ended
|
Percentage
|
Nine
Months Ended
|
Percentage
|
|||||||||||||
|
April
30,
|
Increase
|
April
30,
|
Increase
|
|||||||||||||
|
2009
|
2008
|
(Decrease)
|
2009
|
2008
|
(Decrease)
|
|||||||||||
|
Skier
Visits
|
||||||||||||||||
|
Vail
|
881
|
890
|
(1.0
|
)
%
|
1,622
|
1,570
|
3.3
|
%
|
||||||||
|
Breckenridge
|
798
|
887
|
(10.0
|
)
%
|
1,528
|
1,630
|
(6.3
|
)
%
|
||||||||
|
Beaver
Creek
|
500
|
516
|
(3.1
|
)
%
|
931
|
918
|
1.4
|
%
|
||||||||
|
Keystone
|
466
|
558
|
(16.5
|
)
%
|
981
|
1,129
|
(13.1
|
)
%
|
||||||||
|
Heavenly
|
441
|
540
|
(18.3
|
)
%
|
802
|
943
|
(15.0
|
)
%
|
||||||||
|
Total
Skier Visits
|
3,086
|
3,391
|
(9.0
|
)
%
|
5,864
|
6,190
|
(5.3
|
)
%
|
||||||||
|
Effective
Ticket Price
|
$
|
48.41
|
$
|
49.48
|
(2.2
|
)
%
|
$
|
47.16
|
$
|
48.75
|
(3.3
|
)
%
|
||||
|
Key
Balance Sheet Data
|
|||||||
|
(In
thousands)
|
|||||||
|
(Unaudited)
|
|||||||
|
As
of April 30,
|
|||||||
|
2009
|
2008
|
||||||
|
Real
estate held for sale and investment
|
$
|
276,952
|
$
|
394,008
|
|||
|
Total
stockholders' equity
|
$
|
808,540
|
$
|
796,168
|
|||
|
Long-term
debt
|
$
|
491,668
|
$
|
575,275
|
|||
|
Long-term
debt due within one year
|
350
|
74,192
|
|||||
|
Total
debt
|
492,018
|
649,467
|
|||||
|
Less:
cash and cash equivalents
|
170,537
|
304,133
|
|||||
|
Net
debt
|
$
|
321,481
|
$
|
345,334
|
|||
Reconciliation
of Non-GAAP Financial Measures
Resort,
Mountain and Lodging, and Real Estate Reported EBITDA have been presented herein
as measures of the Company's financial operating
performance. Reported EBITDA and Net Debt are not measures of
financial performance or liquidity under accounting principles generally
accepted in the United States of America ("GAAP"), and they might not be
comparable to similarly titled measures of other companies. Reported
EBITDA and Net Debt should not be considered in isolation or as an alternative
to, or substitute for, measures of financial performance or liquidity prepared
in accordance with GAAP including net income, net change in cash and cash
equivalents or other financial statement data. The Company believes
that Reported EBITDA is an indicative measurement of the Company's operating
performance, and is similar to performance metrics generally used by investors
to evaluate companies in the resort and lodging industries. The
Company primarily uses Reported EBITDA based targets in evaluating
performance. The Company believes that Net Debt is an important
measurement as it is an indicator of the Company’s ability to obtain additional
capital resources for its future cash needs.
Presented
below is a reconciliation of Total Reported EBITDA to net income for the Company
calculated in accordance with GAAP for the three and nine months ended April 30,
2009 and 2008.
|
(In
thousands)
|
||||||||||||||||||
|
(Unaudited)
|
||||||||||||||||||
|
Three
Months Ended
|
Nine
Months Ended
|
|||||||||||||||||
|
April
30,
|
April
30,
|
|||||||||||||||||
|
2009
|
2008
|
2009
|
2008
|
|||||||||||||||
|
Mountain
Reported EBITDA
|
$
|
133,772
|
$
|
168,617
|
$
|
197,804
|
$
|
249,634
|
||||||||||
|
Lodging
Reported EBITDA
|
5,908
|
8,077
|
8,716
|
8,204
|
||||||||||||||
|
Resort
Reported EBITDA*
|
139,680
|
176,694
|
206,520
|
257,838
|
||||||||||||||
|
Real
Estate Reported EBITDA
|
(4,722
|
)
|
912
|
40,300
|
7,802
|
|||||||||||||
|
Total
Reported EBITDA
|
134,958
|
177,606
|
246,820
|
265,640
|
||||||||||||||
|
Depreciation
and amortization
|
(27,582
|
)
|
(25,471
|
)
|
(80,098
|
)
|
(69,854
|
)
|
||||||||||
|
(Loss)
gain on disposal of fixed assets, net
|
(206
|
)
|
24
|
(808
|
)
|
(367
|
)
|
|||||||||||
|
Investment
income
|
449
|
2,459
|
1,428
|
7,697
|
||||||||||||||
|
Interest
expense, net
|
(6,490
|
)
|
(8,441
|
)
|
(21,732
|
)
|
(23,620
|
)
|
||||||||||
|
Contract
dispute credit, net
|
--
|
--
|
--
|
11,920
|
||||||||||||||
|
Minority
interest in income of consolidated subsidiaries, net
|
(2,753
|
)
|
(4,621
|
)
|
(4,190
|
)
|
(7,468
|
)
|
||||||||||
|
Income
before provision for income taxes
|
98,376
|
141,556
|
141,420
|
183,948
|
||||||||||||||
|
Provision
for income taxes
|
(36,737
|
)
|
(54,215
|
)
|
(53,740
|
)
|
(69,901
|
)
|
||||||||||
|
Net
income
|
$
|
61,639
|
$
|
87,341
|
$
|
87,680
|
$
|
114,047
|
||||||||||
|
*
Resort represents the sum of Mountain and
Lodging
|
||||||||||||||||||
Presented
below is a reconciliation of Total Reported EBITDA to net income for the Company
calculated in accordance with GAAP for the twelve months ended April 30,
2009. Also presented is a reconciliation of Net Debt to Long-term
Debt and the calculation of Net Debt to Total Reported EBITDA for the twelve
months ended April 30, 2009.
|
(In
thousands)
|
||||||
|
Twelve
|
||||||
|
Months
Ended
|
||||||
|
April
30,
|
||||||
|
2009
|
||||||
|
Mountain
Reported EBITDA
|
$
|
168,731
|
||||
|
Lodging
Reported EBITDA
|
10,737
|
|||||
|
Resort
Reported EBITDA*
|
179,468
|
|||||
|
Real
Estate Reported EBITDA
|
78,435
|
|||||
|
Total
Reported EBITDA
|
257,903
|
|||||
|
Depreciation
and amortization
|
(104,038
|
)
|
||||
|
Loss
on disposal of fixed assets, net
|
(1,975
|
)
|
||||
|
Investment
income
|
2,016
|
|||||
|
Interest
expense, net
|
(28,779
|
)
|
||||
|
Minority
interest in income of consolidated subsidiaries, net
|
(1,642
|
)
|
||||
|
Income
before provision for income taxes
|
123,485
|
|||||
|
Provision
for income taxes
|
(46,925
|
)
|
||||
|
Net
income
|
$
|
76,560
|
||||
|
*
Resort represents the sum of Mountain and Lodging
|
||||||
|
(In
thousands)
|
||||||
|
As
of
|
||||||
|
April
30,
|
||||||
|
2009
|
||||||
|
Long-term
debt
|
$
|
491,668
|
||||
|
Long-term
debt due within one year
|
350
|
|||||
|
Total
debt
|
492,018
|
|||||
|
Less:
cash and cash equivalents
|
170,537
|
|||||
|
Net
debt
|
$
|
321,481
|
||||
|
Net
debt to Total Reported EBITDA
|
1.25
|
|||||