Net Income Per Common Share

3 Months Ended

9 Months Ended

Apr. 30, 2021

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 April 30, 2021 and 2020 (in thousands, except per share amounts):



	Three Months Ended April 30,
	2021				2020
	Basic		Diluted		Basic		Diluted
Net income per share:
Net income attributable to Vail Resorts	$	274,629	$	274,629	$	152,546	$	152,546
Weighted-average Vail Shares outstanding	40,262		40,262		40,183		40,183
Weighted-average Exchangeco Shares outstanding	34		34		54		54
Total Weighted-average shares outstanding	40,296		40,296		40,237		40,237
Effect of dilutive securities	—		600		—		507
Total shares	40,296		40,896		40,237		40,744
Net income per share attributable to Vail Resorts	$	6.82	$	6.72	$	3.79	$	3.74

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 1,000 and 4,000 for the three months ended April 30, 2021 and 2020, respectively.

Presented below is basic and diluted EPS for the nine months ended April 30, 2021 and 2020 (in thousands, except per share amounts):



	Nine Months Ended April 30,
	2021				2020
	Basic		Diluted		Basic		Diluted
Net income per share:
Net income attributable to Vail Resorts	$	268,661	$	268,661	$	252,441	$	252,441
Weighted-average Vail Shares outstanding	40,242		40,242		40,244		40,244
Weighted-average Exchangeco Shares outstanding	35		35		55		55
Total Weighted-average shares outstanding	40,277		40,277		40,299		40,299
Effect of dilutive securities	—		530		—		601
Total shares	40,277		40,807		40,299		40,900
Net income per share attributable to Vail Resorts	$	6.67	$	6.58	$	6.26	$	6.17

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 2,000 and 1,000 for the nine months ended April 30, 2021 and 2020, respectively.

Net Income Per Common Share

Net Income per Share

Earnings per Share

Basic EPS excludes dilution and is computed by dividing net income 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 April 30, 2021 and 2020 (in thousands, except per share amounts):



	Three Months Ended April 30,
	2021				2020
	Basic		Diluted		Basic		Diluted
Net income per share:
Net income attributable to Vail Resorts	$	274,629	$	274,629	$	152,546	$	152,546
Weighted-average Vail Shares outstanding	40,262		40,262		40,183		40,183
Weighted-average Exchangeco Shares outstanding	34		34		54		54
Total Weighted-average shares outstanding	40,296		40,296		40,237		40,237
Effect of dilutive securities	—		600		—		507
Total shares	40,296		40,896		40,237		40,744
Net income per share attributable to Vail Resorts	$	6.82	$	6.72	$	3.79	$	3.74

Presented below is basic and diluted EPS for the nine months ended April 30, 2021 and 2020 (in thousands, except per share amounts):



	Nine Months Ended April 30,
	2021				2020
	Basic		Diluted		Basic		Diluted
Net income per share:
Net income attributable to Vail Resorts	$	268,661	$	268,661	$	252,441	$	252,441
Weighted-average Vail Shares outstanding	40,242		40,242		40,244		40,244
Weighted-average Exchangeco Shares outstanding	35		35		55		55
Total Weighted-average shares outstanding	40,277		40,277		40,299		40,299
Effect of dilutive securities	—		530		—		601
Total shares	40,277		40,807		40,299		40,900
Net income per share attributable to Vail Resorts	$	6.67	$	6.58	$	6.26	$	6.17

On December 18, 2020, the Company completed an offering of $575.0 million in aggregate principal amount of 0.0% Convertible Notes (as defined in Note 5, Long-Term Debt). The Company is required to settle the principal amount of the 0.0% Convertible Notes in cash and has the option to settle the conversion spread in cash or shares. The Company uses the treasury method to calculate diluted EPS, and if the conversion value of the 0.0% Convertible Notes exceeds their conversion price of $407.17 per share of common stock, then the Company will calculate its diluted EPS as if all the notes were converted and the Company issued shares of its common stock to settle the excess value over the conversion price. However, if reflecting the 0.0% Convertible Notes in diluted EPS in this manner is anti-dilutive, or if the conversion value of the notes does not exceed their initial conversion amount for a reporting period, then the shares underlying the notes will not be reflected in the Company’s calculation of diluted EPS. For the three and nine months ended April 30, 2021, the average price of Vail Shares did not exceed the conversion price and therefore there was no impact to diluted EPS during those periods.

Dividends

The Company did not pay cash dividends during the three and nine months ended April 30, 2021. During the three and nine months ended April 30, 2020, the Company paid cash dividends of $1.76 and $5.28 per share, respectively ($70.7 million and $212.7 million, respectively, in the aggregate).