Net Income per Share

Earnings per Share

Basic earnings per share (“EPS”) is computed by dividing net income attributable to Vail Resorts stockholders by the total 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 participate in the earnings of Vail Resorts.

In connection with the Company’s acquisition of Whistler Blackcomb in October 2016 (see Note 5, Acquisitions), 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 the 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. The Company computes the effect of dilutive securities using the treasury stock method and average market prices during the period.

Presented below is basic and diluted EPS for the three months ended April 30, 2017 and 2016 (in thousands, except per share amounts):



	Three Months Ended April 30,
	2017				2016
	Basic		Diluted		Basic		Diluted
Net income per share:
Net income attributable to Vail Resorts	$	181,107	$	181,107	$	157,632	$	157,632
Weighted-average Vail Resorts shares outstanding	39,996		39,996		36,217		36,217
Weighted-average Exchangeco shares outstanding	72		72		—		—
Total Weighted-average shares outstanding	40,068		40,068		36,217		36,217
Effect of dilutive securities	—		1,113		—		1,051
Total shares	40,068		41,181		36,217		37,268
Net income per share attributable to Vail Resorts	$	4.52	$	4.40	$	4.35	$	4.23

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 12,000 and 24,000 for the three months ended April 30, 2017 and 2016, respectively.

Presented below is basic and diluted EPS for the nine months ended April 30, 2017 and 2016 (in thousands, except per share amounts):



	Nine Months Ended April 30,
	2017				2016
	Basic		Diluted		Basic		Diluted
Net income per share:
Net income attributable to Vail Resorts	$	267,699	$	267,699	$	215,027	$	215,027
Weighted-average Vail Resorts shares outstanding	38,871		38,871		36,312		36,312
Weighted-average Exchangeco shares outstanding	101		101		—		—
Total Weighted-average shares outstanding	38,972		38,972		36,312		36,312
Effect of dilutive securities	—		1,097		—		1,016
Total shares	38,972		40,069		36,312		37,328
Net income per share attributable to Vail Resorts	$	6.87	$	6.68	$	5.92	$	5.76

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 4,000 and 13,000 for the nine months ended April 30, 2017 and 2016, respectively.

Dividends

During the three and nine months ended April 30, 2017, the Company paid cash dividends of $1.053 and $2.673 per share ($42.3 million and $104.0 million, respectively, in the aggregate). During the three and nine months ended April 30, 2016, the Company paid cash dividends of $0.81 and $2.055 per share ($29.3 million and $74.5 million, respectively, in the aggregate). On June 7, 2017, the Company’s Board of Directors declared a quarterly cash dividend of $1.053 per share, for Vail Shares, payable on July 13, 2017 to stockholders of record as of June 28, 2017. Additionally, a Canadian dollar equivalent dividend on the Exchangeco Shares will be payable on July 13, 2017 to the shareholders of record on June 28, 2017.