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Long-Term Debt | 9 Months Ended
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Apr. 30, 2024
Debt Disclosure [Abstract] |
Long-Term Debt | Long-Term Debt Long-term debt, net as of April 30, 2024, July 31, 2023 and April 30, 2023 is summarized as follows (in thousands):
|  | Maturity |  | April 30, 2024 |  | July 31, 2023 |  | April 30, 2023
Vail Holdings Credit Agreement term loan (a) |  | 2029 |  | $ | 968,750 |  |  | $ | 1,015,625 |  |  | $ | 1,031,250 |
Vail Holdings Credit Agreement revolver (a) |  | 2029 |  | — |  |  | — |  |  | — |
6.25% Notes (b) |  | 2025 |  | 600,000 |  |  | 600,000 |  |  | 600,000 |
0.0% Convertible Notes (c) |  | 2026 |  | 575,000 |  |  | 575,000 |  |  | 575,000 |
Whistler Credit Agreement revolver (d) |  | 2028 |  | — |  |  | — |  |  | 11,075 |
EPR Secured Notes (e) |  | 2034-2036 |  | 114,162 |  |  | 114,162 |  |  | 114,162 |
NRP Loan |  | 2036 |  | 35,429 |  |  | 40,399 |  |  | 39,437 |
Employee housing bonds |  | 2027-2039 |  | 52,575 |  |  | 52,575 |  |  | 52,575 |
Canyons obligation |  | 2063 |  | 367,704 |  |  | 363,386 |  |  | 361,941 |
Whistler Blackcomb employee housing leases |  | 2042 |  | 28,045 |  |  | 29,491 |  |  | 28,770 |
Other |  | 2024-2036 |  | 30,970 |  |  | 35,011 |  |  | 35,371 |
Total debt |  |  |  | 2,772,635 |  |  | 2,825,649 |  |  | 2,849,581 |
Less: Unamortized premiums, discounts and debt issuance costs |  |  |  | 3,908 |  |  | 5,814 |  |  | 6,864 |
Less: Current maturities (f) |  |  |  | 68,470 |  |  | 69,160 |  |  | 68,970 |
Long-term debt, net |  |  |  | $ | 2,700,257 |  |  | $ | 2,750,675 |  |  | $ | 2,773,747 |
(a)On April 24, 2024, Vail Holdings, Inc., which is a wholly-owned subsidiary of the Company, along with other certain subsidiaries of the Company, as guarantors, Bank of America, N.A., as administrative agent, and certain Lenders entered into the Ninth Amended and Restated Credit Agreement (the “Vail Holdings Credit Agreement”). The amended Vail Holdings Credit Agreement extended the maturity date for the outstanding term loan and currently undrawn revolver facility to the earlier of (i) April 24, 2029 and (ii) the date that is ninety days prior to the maturity of the Company’s 6.25% Notes due 2025, so long as such notes remain outstanding. As described below, the Company’s 6.25% Notes were repaid on May 15, 2024, and as a result, the maturity date under the amended Vail Holdings Credit Agreement is April 24, 2029. No other material terms of the Vail Holdings Credit Agreement were altered. As of April 30, 2024, the Vail Holdings Credit Agreement consists of a $500.0 million revolving credit facility and a $968.8 million outstanding term loan. The term loan is subject to quarterly amortization of principal of approximately $15.6 million, 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 is due upon maturity in April 2029. 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. Borrowings under the Vail Holdings Credit Agreement, including the term loan, bear interest annually at the Secured Overnight Financing Rate (“SOFR”) plus a spread of 1.60% as of April 30, 2024 (6.92% as of April 30, 2024). 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 (0.30% as of April 30, 2024). The Company is party to various interest rate swap agreements which hedge the cash flows associated with the SOFR-based variable interest rate component of $400.0 million in principal amount of its Vail Holdings Credit Agreement until September 23, 2024, at an effective rate of 1.38%. (b)On April 29, 2024, the Company provided a notice of redemption to the trustee and holders of the 6.25% Notes of its election to redeem the full amount of the $600.0 million outstanding 6.25% Notes on May 15, 2024 at a redemption price equal to 100% of their principal amount, plus accrued and unpaid interest. The redemption was funded with the net proceeds from the Company’s offering of $600.0 million aggregate principal amount of 6.50% senior notes due 2032, which closed on May 8, 2024, in addition to cash on hand (see Note 13, Subsequent Events, for additional information). As of April 30, 2024, the obligation for the 6.25% Notes is excluded from current maturities as the Company had the intent and ability to refinance the short-term obligation to a long-term obligation, as demonstrated by the successful closing of the 6.50% senior notes due 2032, which closed on May 8, 2024. (c)The Company issued $575.0 million in aggregate principal amount of 0.0% Convertible Notes due 2026 (the “0.0% Convertible Notes) under an indenture dated December 18, 2020. As of April 30, 2024, the conversion price of the 0.0% Convertible Notes, adjusted for cash dividends paid since the issuance date, was $373.92. (d)Whistler Mountain Resort Limited Partnership (“Whistler LP”) and Blackcomb Skiing Enterprises Limited Partnership (“Blackcomb LP” and together with Whistler LP, the “WB Partnerships”) are party to a credit agreement consisting of a C$300.0 million credit facility which was most recently amended on April 14, 2023, by and among Whistler LP, Blackcomb LP, certain subsidiaries of Whistler LP and Blackcomb LP party thereto as guarantors, the financial institutions party thereto as lenders and The Toronto-Dominion Bank, as administrative agent. The Whistler Credit Agreement has a maturity date of April 14, 2028 and uses rates based on SOFR with regard to borrowings under the facility made in U.S. dollars. As of April 30, 2024, there were no borrowings under the Whistler Credit Agreement. The Whistler Credit Agreement also includes a quarterly unused commitment fee based on the Consolidated Total Leverage Ratio, which as of April 30, 2024 is equal to 0.39% per annum. (e)In September 2019, in conjunction with the acquisition of Peak Resorts, Inc. (“Peak Resorts”), 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 April 30, 2024, interest on this note accrued at a rate of 11.90%. 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 April 30, 2024, interest on this note accrued at a rate of 11.41%. 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 April 30, 2024, interest on this note accrued at a rate of 11.41%. 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 April 30, 2024, interest on this note accrued at a rate of 12.50%. 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 April 30, 2024, interest on this note accrued at a rate of 9.19%. 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. (f)Current maturities represent principal payments due in the next 12 months. Aggregate maturities of debt outstanding as of April 30, 2024 reflected by fiscal year (August 1 through July 31) are as follows (in thousands):
| Total
2024 (May 2024 through July 2024) | $ | 16,622 |
2025 (1) | 675,701 |
2026 | 643,492 |
2027 | 85,476 |
2028 | 67,110 |
Thereafter | 1,284,234 |
Total debt | $ | 2,772,635 |
(1) The 6.25% Notes were redeemed on May 15, 2024 at a price equal to 100% of their principal amount primarily utilizing net proceeds from the Company’s offering of $600.0 million aggregate principal amount of 6.50% senior notes due 2032, which closed on May 8, 2024. The Company recorded interest expense of $39.9 million and $39.1 million for the three months ended April 30, 2024 and 2023, respectively, of which $1.6 million and $1.7 million, respectively, was amortization of deferred financing costs. The Company recorded interest expense of $121.2 million and $112.8 million for the nine months ended April 30, 2024 and 2023, respectively, of which $4.9 million was amortization of deferred financing costs in both periods. 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 acquisition of Whistler Blackcomb, VHI funded a portion of the purchase price through an intercompany loan to Whistler Blackcomb, 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 $2.3 million and $4.2 million of non-cash foreign currency losses on the intercompany loan to Whistler Blackcomb for the three and nine months ended April 30, 2024, respectively, on the Company’s Consolidated Condensed Statements of Operations. The Company recognized approximately $1.8 million and $5.6 million of non-cash foreign currency losses on the intercompany loan to Whistler Blackcomb for the three and nine months ended April 30, 2023, respectively, on the Company’s Consolidated Condensed Statements of Operations.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(c)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1 Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef -Topic 470 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//470/tableOfContent Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (g) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1B -Subparagraph (i) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1B Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1C -Subparagraph (c) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1C Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1E -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1E Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Topic 470 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 1I -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org//1943274/2147481139/470-20-50-1I + Details
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