8-K

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): September 8, 2016

Intrawest Resorts Holdings, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-36286	46-3681098
(State or Other Jurisdiction	(Commission File Number)	(IRS Employer
of Incorporation)		Identification No.)

1621 18th Street, Suite 300, Denver, Colorado 80202

(Address of Principal Executive Offices, Including Zip Code)

Registrant's telephone number, including area code: (303) 749-8200

Not Applicable

(Former Name or Former Address, if Changed Since Last Report)

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 (see General Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o 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 September 8, 2016, Intrawest Resorts Holdings, Inc. (the "Company") issued a press release announcing the "Results of Operations and Financial Condition" for the three months and year ended June 30, 2016. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated into this Item 2.02 by reference.

Item 7.01. Regulation FD Disclosure.

Attached hereto as Exhibit 99.2 is a copy of a presentation that the Company intends to discuss on the previously announced earnings call to be held on Thursday, September 8, 2016 at 9:00 am Eastern Time. The presentation attached as Exhibit 99.2 is incorporated into this Item 7.01 by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.	Description
99.1	Press Release of Intrawest Resorts Holdings, Inc. dated September 8, 2016
99.2	Earnings Call Presentation dated September 8, 2016

The information in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, is being furnished in accordance with the provisions of General Instruction B.2 of Form 8-K and shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section. The information contained in this Current Report on Form 8-K, including Exhibits 99.1 and 99.2, that is being furnished under Item 2.02 and Item 7.01 shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, except as shall be expressly set forth by specific reference in such filing.

SIGNATURE

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.

	Intrawest Resorts Holdings, Inc.
	By:	/s/ Travis Mayer
		Travis Mayer
		Executive Vice President, Chief Financial Officer and Treasurer
Date: September 8, 2016

Exhibit No.	Description
99.1	Press Release of Intrawest Resorts Holdings, Inc. dated September 8, 2016
99.2	Earnings Call Presentation dated September 8, 2016

EX-99.1

Exhibit 99.1

Intrawest Reports Fiscal 2016 Fourth Quarter and Full Year Results

- Exceeds High End of Fiscal 2016 Guidance Range -

- Provides Fiscal 2017 Outlook -

Denver, Colorado, September 8, 2016 - Intrawest Resorts Holdings, Inc. (NYSE: SNOW), a leading North American mountain resort and adventure company, today reported results for the three and twelve months ended June 30, 2016.

Financial Highlights

● Fiscal 2016 Net income attributable to Intrawest Resorts Holdings, Inc. improved to $40.9 million versus a loss of $6.9 million in fiscal 2015.

● Fiscal 2016 Adjusted EBITDA grew by 0.4% to $113.1 million compared to the prior year, or 11.2% on a same store basis*.

● Fiscal 2016 Total segment revenue decreased by 2.4% to $568.2 million compared to the prior year, and increased 3.3% on a same store basis*.

● Sales of season pass and frequency products for the 2016/2017 season were up approximately 16% as of September 4, 2016 versus the same time last year.

● Canadian Mountain Holidays (“CMH”) sales for winter reservations were up approximately 9.5% as of September 4, 2016 versus the same time last year.

“Outstanding performances at our Colorado resorts and CMH allowed us to deliver another year of double-digit Same Store Adjusted EBITDA growth despite one of the most challenging seasons on record at our Eastern resorts,” stated Tom Marano, Chief Executive Officer. “I believe our results reflect the importance and strength of our season pass and frequency product program, our ability to manage and reduce costs, and the impact of our technology and growth capital investments. We are excited for the upcoming ski season and look forward to building on the success of fiscal 2016.”

*Same store growth calculated in constant currency, as if 100% of Blue Mountain was owned during all periods, and excluding Intrawest Resort Club Group during all periods, which was sold on January 29, 2016 (“Same Store”).

Fiscal Year Ended June 30, 2016

Below are the Company’s results for the fiscal year ended June 30, 2016 as compared to the prior year:

Consolidated Results

● Consolidated revenue decreased by $16.7 million, or 2.8%, to $570.9 million.

● Net income attributable to Intrawest Resorts Holdings, Inc. improved by $47.8 million to $40.9 million, or $0.95 and $0.94 per basic and diluted share, respectively. This growth was primarily attributable to the $40.4 million gain on the sale of Intrawest Resort Club Group (“IRCG”) to Diamond Resorts Corporation.

● Total Adjusted EBITDA grew by $0.4 million, or 0.4%, to $113.1 million. The increase was largely driven by growth in the Adventure Segment from higher guest nights and yields at CMH and increased fire suppression activity in ancillary aviation services. The Adventure Segment growth was partially offset by decreases in the Mountain Segment, which was largely due to unprecedented warmth and lack of snowfall at the Company’s Eastern resorts, and in the Real Estate Segment, which declined due to the sale of IRCG. On a Same Store basis, Total Adjusted EBITDA grew 11.2%.

1

Mountain Segment

● Mountain revenue decreased by $4.6 million, or 1.1%, to $421.3 million, primarily due to an unfavorable foreign currency adjustment of $14.9 million. Excluding the foreign currency adjustment, Mountain revenue increased $10.3 million, or 2.4%. The increase was primarily attributable to owning Blue Mountain for the entire fiscal 2016 period whereas Mountain revenue in fiscal 2015 only included 100% of Blue Mountain revenue subsequent to the Acquisition Date.

● Mountain Adjusted EBITDA decreased by $4.6 million, or 5.2%, to $84.3 million, primarily due to the $4.6 million decrease in Mountain revenue.

● On a Same Store basis, Mountain revenue was flat, and Mountain Adjusted EBITDA decreased by $2.6 million, or 2.9%.

Adventure Segment

● Adventure revenue increased by $7.6 million, or 7.9%, to $104.4 million, primarily due to an increase in guest nights, higher yields and operating one additional lodge for summer operations at CMH.

● Adventure Adjusted EBITDA increased by $8.8 million, or 66.4%, to $22.1 million, primarily due to a $7.6 million increase in Adventure revenue coupled with a $1.9 million decrease in Adventure operating expenses.

● On a Same Store basis, Adventure revenue increased by $19.1 million, or 19.7%, and Adventure Adjusted EBITDA increased by $12.0 million, or 90.5%.

Real Estate Segment

● Real Estate revenue decreased by $16.8 million, or 28.4%, to $42.4 million, largely due to the disposition of the IRCG business.

● Real Estate Adjusted EBITDA decreased by $3.8 million, or 36.4%, to $6.6 million, primarily due to a $16.8 million decrease in Real Estate revenue, partially offset by a $14.4 million decrease in Real Estate operating expenses.

● On a Same Store basis, Real Estate revenue increased by $0.3 million, or 0.9%, and Real Estate Adjusted EBITDA increased by $2.3 million, or 90.9%.

Fiscal 2017 Outlook

For the full fiscal year 2017, the Company expects:

	For The Year Ending
	June 30, 2017
Fiscal 2017 Guidance	Low End Range		High End Range
Mountain revenue	$	440	$	460
Adventure revenue	90		95
Real Estate revenue	25		30
Total segment revenue *	555		585
Mountain Adjusted EBITDA	106		112
Adventure Adjusted EBITDA	17		19
Real Estate Adjusted EBITDA	5		6
Total Adjusted EBITDA *	129		136
Net income attributable to Intrawest Resorts Holdings, Inc.	$	20	$	30

*Note: The sum of the guidance provided for the individual segments may not equal total guidance due to rounding.

The Company’s outlook for fiscal 2017 assumes a USD/CAD exchange rate of 1.30 and average snowfall and weather conditions.

Webcast and Earnings Conference Call

2

The Company will host a conference call via live webcast for investors and other interested parties beginning at 9:00 a.m. Eastern Time on Thursday, September 8, 2016. Participants may access the live webcast by visiting the Company’s investor relations website at ir.intrawest.com. The call can also be accessed by dialing (877) 705-6003, or (201) 493-6725 for international participants.

The replay of the call will be available from approximately 12:00 p.m. Eastern Time on September 8, 2016 through midnight Eastern Time on September 22, 2016. To access the replay, the domestic dial-in number is (877) 870-5176, the international dial-in number is (858) 384-5517, and the passcode is 13644372. The archive of the webcast will be available on the Company’s website for a limited time.

About Intrawest Resorts Holdings, Inc.

Intrawest is a North American mountain resort and adventure company, delivering distinctive vacation and travel experiences to its customers for over three decades. The Company wholly owns six four-season mountain resorts with approximately 8,000 skiable acres and over 1,120 acres of land available for real estate development. Intrawest’s mountain resorts are geographically diversified across most of North America’s major ski regions, including the Eastern United States, the Rocky Mountains, and Canada. The Company also operates an adventure travel business, the cornerstone of which is Canadian Mountain Holidays, a leading heli-skiing adventure company in North America. Additionally, the Company operates a comprehensive real estate business through which it manages condominium hotel properties and sells and markets residential real estate. Intrawest Resorts Holdings, Inc. common stock is traded on the New York Stock Exchange (NYSE: SNOW). For more information, visit www.intrawest.com.

Forward-Looking Statements

This press release includes “forward - looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “anticipate”, “believe”, “intend”, “expect”, “estimate”, “plan”, “outlook” and “project” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. We have based these forward-looking statements largely on our current expectations and projections about future events and trends that we believe may affect our financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks, uncertainties and assumptions, including weakness in general economic conditions; lack of adequate snowfall and unfavorable weather conditions; lack of access to adequate supplies of water to make snow and otherwise conduct our operations; adverse events that occur during our peak operating periods; our failure to achieve the expected benefits of our strategic alliance, real estate development, acquisition and other growth strategies; Steamboat Ski & Resort’s dependence on contracted direct air service; risks related to information technology; our potential failure to maintain the integrity of our customer or employee data; risks of foreign currency fluctuations which could reduce the U.S. dollar value of our Canadian earnings; adverse consequences of ongoing legacy litigation or future legal claims; our ability to monetize real estate assets; a partial or complete loss of Alpine Helicopters’ services; the effects of climate change on our business operations; our ability to maintain effective internal control over financial reporting; our substantial leverage, which could adversely affect our ability to raise additional capital to support our growth strategy; our limited public float and therefore trading volume; risks associated with Fortress’s ownership of a majority of our outstanding common stock and other risks described under the caption “Risk Factors” in Part I - Item 1A., “Risk Factors” in our Annual Report on Form 10-K for the period ended June 30, 2016, filed with the Securities and Exchange Commission (“SEC”) on September 8, 2016, as may be revised in our future SEC filings. We operate in a competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for our management to predict all risks, nor can we assess the impact of all factors on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements we may make. In light of these risks, uncertainties and

3

assumptions, the future events and trends discussed in this release may not occur and actual results could differ materially and adversely from those anticipated or implied in the forward-looking statements. We undertake no obligation to revise or publicly release the results of any revision to these forward-looking statements, except as required by law. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements.

Contact

Investor Relations

Intrawest Resorts Holdings, Inc.

(303) 749-8370

InvestorRelations@intrawest.com

INTRAWEST RESORTS HOLDINGS, INC.

Consolidated Statements of Operations

(In thousands, except per share data)

	Three Months Ended June 30,						Year Ended June 30,
	2016			2015			2016			2015
Revenue	$	65,051		$	70,590		$	570,912		$	587,589
Operating expenses	96,222			97,053			474,453			492,917
Depreciation and amortization	15,321			15,011			60,123			59,076
(Gain) on sale of Intrawest Resort Club Group	80			-			(40,401		)	-
(Gain) loss on disposal of assets	(1,233		)	(1,154		)	(1,926		)	(2,280		)
Loss on remeasurement of equity method investment	-			-			-			1,454
Income (loss) from operations	(45,339		)	(40,320		)	78,663			36,422
Interest income	703			1,009			2,863			4,185
Interest expense on third party debt	(9,739		)	(10,168		)	(40,377		)	(43,891		)
Earnings (loss) from equity method investments	(2,086		)	(3,505		)	1,933			(3,810		)
Loss on extinguishment of debt	-			(676		)	-			(676		)
Other income (expense), net	(2,269		)	(461		)	1,757			(1,231		)
Income (loss) before income taxes	(58,730		)	(54,121		)	44,839			(9,001		)
Income tax expense (benefit)	244			(1,516		)	1,773			(3,902		)
Net income (loss)	(58,974		)	(52,605		)	43,066			(5,099		)
Income attributable to noncontrolling interest	246			961			2,193			1,821
Net income (loss) attributable to Intrawest Resorts Holdings, Inc.	$	(59,220	)	$	(53,566	)	$	40,873		$	(6,920	)
Weighted average shares of common stock outstanding:
Basic	39,736			45,183			43,236			45,099
Diluted	39,736			45,183			43,270			45,099
Net income (loss) attributable to Intrawest Resorts Holdings, Inc. per share:
Basic	$	(1.49	)	$	(1.19	)	$	0.95		$	(0.15	)
Diluted	$	(1.49	)	$	(1.19	)	$	0.94		$	(0.15	)

4

Statement Concerning Non-GAAP Financial Measures

We use Adjusted EBITDA as a measure of our operating performance. Adjusted EBITDA is a supplemental non-GAAP financial measure.

Our board of directors and management team focus on Adjusted EBITDA as a key performance and compensation measure. Adjusted EBITDA assists us in comparing our performance over various reporting periods because it removes from our operating results the impact of items that our management believes do not reflect our core operating performance. The compensation committee of our board of directors will determine the annual variable compensation for certain members of our management team, based in part, on Adjusted EBITDA.

Adjusted EBITDA should not be considered an alternative to, or more meaningful than, net income (loss) or other measures of financial performance or liquidity derived in accordance with GAAP. There are limitations to using non-GAAP measures such as Adjusted EBITDA. Although we believe that Adjusted EBITDA can make an evaluation of our operating performance more consistent because it removes items that do not reflect our core operations, other companies in our industry may define Adjusted EBITDA differently than we do. As a result, it may be difficult to use Adjusted EBITDA to compare the performance of those companies to our performance. Adjusted EBITDA should not be considered as a measure of the income generated by our business or discretionary cash available to us to invest in the growth of our business. Our management compensates for these limitations by reference to our GAAP results and using Adjusted EBITDA as a supplemental measure.

Mountain Segment (dollars in thousands)

	Three Months Ended June 30,											Year Ended June 30,
	2016			2015			Change			% Change		2016		2015		Change			% Change
Skier Visits	185,802			202,400			(16,598		)	(8.2	)%	3,606,394		4,192,492		(586,098		)	(14.0	)%
Revenue per Visit	$	95.46		$	87.93		$	7.53		8.6	%	$	94.92	$	86.03	$	8.89		10.3	%
ETP	$	41.49		$	39.03		$	2.46		6.3	%	$	48.18	$	42.21	$	5.97		14.1	%
RevPAR	$	33.52		$	32.68		$	0.84		2.6	%	$	61.88	$	62.79	$	(0.91	)	(1.4	)%
ADR	$	125.92		$	127.56		$	(1.64	)	(1.3	)%	$	151.56	$	158.02	$	(6.46	)	(4.1	)%
Mountain Revenue:
Lift	$	9,087		$	9,195		$	(108	)	(1.2	)%	$	179,841	$	182,286	$	(2,445	)	(1.3	)%
Lodging	9,353			9,276			77			0.8	%	60,129		57,814		2,315			4.0	%
Ski School	928			1,324			(396		)	(29.9	)%	30,974		33,086		(2,112		)	(6.4	)%
Retail and Rental	3,750			4,329			(579		)	(13.4	)%	51,984		56,125		(4,141		)	(7.4	)%
Food and Beverage	6,472			6,432			40			0.6	%	57,234		56,726		508			0.9	%
Other	7,191			6,313			878			13.9	%	41,170		39,892		1,278			3.2	%
Mountain revenue	$	36,781		$	36,869		$	(88	)	(0.2	)%	$	421,332	$	425,929	$	(4,597	)	(1.1	)%
Mountain Adjusted EBITDA	$	(26,447	)	$	(25,222	)	$	(1,225	)	4.9	%	$	84,334	$	88,972	$	(4,638	)	(5.2	)%

5

Adventure Segment (dollars in thousands)

	Three Months Ended June 30,										Year Ended June 30,
	2016			2015		Change			% Change		2016		2015		Change	% Change
Adventure revenue	$	18,939		$	19,362	$	(423	)	(2.2	)%	$	104,405	$	96,799	7,606	7.9	%
Adventure Adjusted EBITDA	$	(471	)	$	538	$	(1,009	)	(187.5	)%	$	22,146	$	13,305	8,841	66.4	%

Real Estate Segment (dollars in thousands)

	Three Months Ended June 30,										Year Ended June 30,
	2016			2015		Change			% Change		2016		2015		Change			% Change
Real Estate revenue	$	9,245		$	11,416	$	(2,171	)	(19.0	)%	$	42,433	$	59,274	$	(16,841	)	(28.4	)%
Real Estate Adjusted EBITDA	$	(191	)	$	966	$	(1,157	)	(119.8	)%	$	6,625	$	10,423	$	(3,798	)	(36.4	)%

Total Segment Revenue and Adjusted EBITDA (dollars in thousands)

	Three Months Ended June 30,											Year Ended June 30,
	2016			2015			Change			% Change		2016		2015		Change			% Change
Total segment revenue	$	64,965		$	67,647		$	(2,682	)	(4.0	)%	$	568,170	$	582,002	$	(13,832	)	(2.4	)%
Total Adjusted EBITDA	$	(27,109	)	$	(23,718	)	$	(3,391	)	14.3	%	$	113,105	$	112,700	$	405		0.4	%

6

The following tables present segment revenue reconciled to consolidated revenue and net income (loss) attributable to the Company reconciled to Adjusted EBITDA and Adjusted EBITDA by segment, (in thousands):

	Three Months Ended June 30,						Year Ended June 30,
	2016			2015			2016			2015
Revenue:
Mountain
Lift	$	9,087		$	9,195		$	179,841		$	182,286
Lodging	9,353			9,276			60,129			57,814
Ski School	928			1,324			30,974			33,086
Retail and Rental	3,750			4,329			51,984			56,125
Food and Beverage	6,472			6,432			57,234			56,726
Other	7,191			6,313			41,170			39,892
Total Mountain revenue	36,781			36,869			421,332			425,929
Adventure revenue	18,939			19,362			104,405			96,799
Real Estate revenue	9,245			11,416			42,433			59,274
Total segment revenue	64,965			67,647			568,170			582,002
Legacy, non-core and other revenue	86			2,943			2,742			5,587
Total revenue	$	65,051		$	70,590		$	570,912		$	587,589
Net income (loss) attributable to Intrawest Resorts Holdings, Inc.	$	(59,220	)	$	(53,566	)	$	40,873		$	(6,920	)
Legacy and other non-core expenses, net	1,767			919			6,226			3,663
Other operating expenses	2,921			2,327			8,074			9,789
Depreciation and amortization	15,320			15,011			60,123			59,076
(Gain) on sale of Intrawest Resort Club Group	80			-			(40,401		)	-
Loss (gain) on disposal of assets	(1,233		)	(1,154		)	(1,926		)	(2,280		)
Loss on remeasurement of equity method investment	-			-			-			1,454
Interest income, net	(701		)	(102		)	(936		)	(274		)
Interest expense on third party debt	9,738			10,168			40,377			43,891
(Earnings) loss from equity method investments	2,086			3,505			(1,933		)	3,810
Pro rata share of Adjusted EBITDA related to equity method investments	(94		)	(85		)	3,570			3,252
Adjusted EBITDA attributable to noncontrolling interest	(532		)	(1,324		)	(3,151		)	(2,484		)
Loss on extinguishment of debt	-			676			-			676
Other (income) expense, net	2,269			462			(1,757		)	1,128
Income tax expense (benefit)	244			(1,516		)	1,773			(3,902		)
Income attributable to noncontrolling interest	246			961			2,193			1,821
Total Adjusted EBITDA	$	(27,109	)	$	(23,718	)	$	113,105		$	112,700
Mountain Adjusted EBITDA	$	(26,447	)	$	(25,222	)	$	84,334		$	88,972
Adventure Adjusted EBITDA	(471		)	538			22,146			13,305
Real Estate Adjusted EBITDA	(191		)	966			6,625			10,423
Total Adjusted EBITDA	$	(27,109	)	$	(23,718	)	$	113,105		$	112,700

7

EX-99.2

Exhibit 99.2

 Intrawest Resorts Holdings, Inc.Fiscal 2016 Year-End Earnings Call PresentationSeptember 8, 2016 

 Important Information  2  This document contains forward-looking statements. These forward-looking statements are based on current expectations, estimates and projections about the industry and markets in which Intrawest operates as well as the Company’s beliefs and assumptions regarding our operations and financial performance, all of which are subject to known and unknown risks, uncertainties and other factors that may cause our actual results, performance or achievements, industry results or market trends to differ materially from those expressed or implied by such forward-looking statements. Therefore any statements contained herein that are not statements of historical fact may be forward-looking statements and should be evaluated as such. Without limiting the foregoing, words such as “Expects”, “Anticipates”, “Should”, “Intends”, “Plans”, “Believes”, “Seeks”, “Estimates”, “Projects”, and variations of such words and similar expressions are intended to identify such forward-looking statements. These statements are not guarantees of future performance and involve certain risks, uncertainties and assumptions which are difficult to predict, including those described in Part I - Item 1A, ‘‘Risk Factors’’ in our Annual Report on Form 10-K for the fiscal year ended June 30, 2016 filed with the Securities and Exchange Commission (“SEC”) on September 8, 2016, as may be revised in subsequent SEC filings. Therefore, actual outcomes and results may differ materially from what is expressed or forecasted in such forward-looking statements. The actual performance of Intrawest may differ from the budget, projections and returns set forth herein and may differ materially.Certain information contained herein has been obtained from published and non-published sources. Such information has not been independently verified by Intrawest. Except where otherwise indicated, the information provided herein is based on matters as they exist as of the date of preparation and not as of any future date, and will not be updated or otherwise revised to reflect information that subsequently becomes available, or circumstances existing or changes occurring after the date hereof.This presentation is part of the fiscal 2016 year-end earnings call dated September 8, 2016, and includes certain non-GAAP financial measures, including Adjusted EBITDA (“Adj. EBITDA”). Non-GAAP financial measures such as Adj. EBITDA should be considered only as supplemental to, and not as superior to, financial measures prepared in accordance with GAAP. Please refer to our Current Report on Form 10-K filed September 8, 2016, with the SEC for a reconciliation of the non-GAAP financial measures included in this presentation to the most directly comparable financial measures prepared in accordance with GAAP.We use Adj. EBITDA as a measure of our operating performance. Adj. EBITDA is a supplemental non-GAAP financial measure.Our board of directors and management team focus on Adj. EBITDA as a key performance and compensation measure. Adj. EBITDA assists us in comparing our performance over various reporting periods because it removes from our operating results the impact of items that our management believes do not reflect our core operating performance. The compensation committee of our board of directors will determine the annual variable compensation for certain members of our management team, based in part, on Adj. EBITDA. Adj. EBITDA is not a substitute for net income (loss), income (loss) from continuing operations, cash flows from operating activities or any other measure prescribed by GAAP. There are limitations to using non-GAAP measures such as Adj. EBITDA. Although we believe that Adj. EBITDA can make an evaluation of our operating performance more consistent because it removes items that do not reflect our core operations, other companies in our industry may define Adj. EBITDA differently than we do. As a result, it may be difficult to use Adj. EBITDA to compare the performance of those companies to our performance. Adj. EBITDA should not be considered as a measure of the income generated by our business or discretionary cash available to us to invest in the growth of our business. Our management compensates for these limitations by reference to our GAAP results and using Adj. EBITDA as a supplemental measure. 

 Strong Finish to Fiscal 2016  2  Completed the sale of IRCG to Diamond Resorts on January 29, 2016. and acquisition of Blue Mountain on September 19, 2014.   Exceeded high end of Adjusted EBITDA guidance range by $4.1 million to finish the year with Adjusted EBITDA of $113.1 millionSame Store Adjusted EBITDA grew by more than 11% in constant currency, including Blue Mountain and excluding Intrawest Resort Club Group (“IRCG”)1 during all periodsOutstanding results at Colorado resorts and CMH offset challenging conditions in the EastFourth quarter benefitted from cost efficiencies across the company and stronger than anticipated fire suppression activityResilience of Fiscal 2016 reflects the strength of the season pass and frequency product program, continued impact of capital improvements, and exceptional guest experience   Season Pass & Frequency Product Revenue Growth  +14% CAGR  % of Total Lift Revenue: 34% 33% 37% 40% 43%  Same Store Adjusted EBITDA Growth  +10.4%  +11.2%  (US$mm) 

 Positive Indicators for Fiscal 2017   3  Season Pass and Frequency Product sales up ~16% versus same time last yearKids Ski Free Program contributed to significant year on year growth in salesM.A.X. Pass now includes 32 resorts, up from 22 participating resorts last yearCanadian Mountain Holidays (“CMH”) sales for winter reservations up ~9.5% versus same time last yearNext phase of technology initiative coming online for 2016 / 2017 ski seasonWinter Park Express Ski Train will provide 26 round-trips from Denver Union Station to resort  Contact Ryan Blanchard for Sponsorship Opportunities: RBlanchard@Intrawest.com 

 Focus on Creating Long Term Value for Shareholders  4  Includes $9mm from January ECF prepayment and $25mm from voluntary prepayment made in conjunction with Fourth Amendment to credit agreement. Includes capital lease obligationsPro Forma for IRCG Sale at time of Tender Offer, included $2.6mm of estimated transaction fees and $80.8mm of proceeds, net of anticipated post-closing adjustments.At mid-point of guidance range at time of Tender OfferAt mid-point of FY17 guidance range.Trading multiple with land at book value; implied trading multiple of EBITDA generating assets.  Completed Sale of IRCG for $85 million, or ~ 16x anticipated fiscal 2016 EBITDAPurchased 5.6 million shares of common stock for $50 million in February 2016 Paid $9.00 per share, which represents ~40% discount to current trading price Continued to strengthen balance sheet by prepaying ~$34 million1 of term loan  

 Fiscal 2016 Results  6  (US$mm)  Note: The Company acquired the remaining 50% equity interest of Blue Mountain that it did not previously own on September 19th, 2015 and completed the sale of IRCG to Diamond Resorts Int. on January 29th, 2016.  Same Store is calculated in constant currency, as if Blue Mountain was 100% owned during all periods, and excluding IRCG in all periods.The weighted average U.S. to Canadian dollar exchange rate in fiscal 2016 was 1.38 versus 1.24 during the prior year      

 Expect 14% to 20% Adjusted EBITDA Growth in Fiscal 2017   7  Fiscal 2017 guidance assumes return to historical average weather in the East and ongoing organic growth in Colorado and at CMH  (US$mm) 

 Fiscal Year 2017 Guidance  Fiscal 2017 guidance assumes snowfall and weather conditions in line with historical average across all resorts and USD/CAD exchange rate of 1.30  8  (US$mm) 

 Conclusion  9  $85mm IRCG Sale + $50mm Buyback + $34mm1 Debt Prepayment Accretive disposition & share repurchase, plus continued deleveraging   Positive Indicators for Fiscal 2017Season Pass & Frequency Product Sales +16% & CMH Winter Reservations +9.5%    Adjusted EBITDA Beat High End of Guidance by $4.1mmSame Store Revenue +3.3% & Adjusted EBITDA +11.2%  1) Includes $9mm from January ECF prepayment and $25mm from voluntary prepayment made in conjunction with Fourth Amendment to credit agreement.