What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-09-29 compared with 2024-09-26 · 130 added, 106 removed, 381 unchanged (38% of the section changed)

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Net Debt (defined as long-term debt, net plus long-term debt due within one year less cash and cash equivalents) is included in the following discussion because we consider this measurement to be a significant indication of our available capital resources.

believe that Net Debt is an important measurement as it is an indicator of our ability to obtain additional capital resources for our future cash needs.

We also believe that Net Debt is an important measurement as it is an indicator of our ability to obtain additional capital resources for our future cash needs.

Resort Reported EBITDA (defined as the combination of segment Reported EBITDA of our Mountain and Lodging segments), Total Reported EBITDA (which is Resort Reported EBITDA plus segment Reported EBITDA from our Real Estate segment) and Net Debt are not measures of financial performance or liquidity defined under accounting principles generally accepted in the United States (“GAAP”).

Refer to the end of the Results of Operations section for a reconciliation of net income attributable to Vail Resorts, Inc.

Refer to the end of the Results of Operations section for a

reconciliation of net income attributable to Vail Resorts, Inc.

to Total Reported EBITDA and Resort Reported EBITDA, and long-term debt, net to Net Debt.

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The geographic mix depends on levels of visitation to our destination mountain resorts versus our regional ski areas.

For both the 2023/2024 and 2022/2023 North American ski seasons, Destination guests comprised approximately 57% of our North American destination mountain resort skier visits (excluding complimentary access), while Local guests comprised approximately 43%, which compares to approximately 58% and 42%, respectively, for the 2021/2022 North American ski season.

For the 2024/2025 North American ski seasons, Destination guests comprised approximately 56% of our North American destination mountain resort skier visits (excluding complimentary access), while Local guests comprised approximately 44%.

Skier visitation at our regional ski areas is largely comprised of Local guests.

Destination guests generally purchase our higher-priced lift tickets (including pass products) and utilize more ancillary services such as ski school, dining and retail/rental, as well as lodging at or around our mountain resorts.

Destination guests generally utilize more ancillary services such as ski school, dining and retail/rental, as well as lodging at or around our mountain resorts.

Additionally, Destination guest visitation is less likely to be impacted by changes in the weather during the current season, but may be more impacted by adverse economic conditions, the global geopolitical climate, travel disruptions or weather conditions in the immediately preceding ski season.

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Additionally, we enter into strategic long-term pass alliance agreements with third-party mountain resorts, which further increase the value proposition of our pass products.

For the 2024/2025 ski season, our pass alliances include Telluride Ski Resort in Colorado, Hakuba Valley and Rusutsu Resort in Japan, Resorts of the Canadian Rockies in Canada, Les 3 Vallées in France, Disentis Ski Area and Verbier 4 Vallées in Switzerland, Skirama Dolomiti in Italy and Ski Arlberg in Austria.

For the 2025/2026 ski season, our pass alliances include Telluride Ski Resort in Colorado, Hakuba Valley and Rusutsu Resort in Japan, Resorts of the Canadian Rockies in Canada, Les 3 Vallées in France, Disentis Ski Area and Verbier 4 Vallées in Switzerland, Skirama Dolomiti in Italy and Ski Arlberg, Sölden, Saalbach and Zell am See-Kaprum, Mayrhofen and Hintertux and Silvretta Montafon in Austria.

Our pass program drives strong customer loyalty;

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We have identified the following important factors (as well as risks and uncertainties associated with such factors) that could impact our future financial performance or condition:

• Our overall results for the year highlight the stability and resilience of our advance commitment strategy.

Skier visitation declined 9.5% compared to the prior year, driven by unfavorable conditions across our resorts in North America and Australia, combined with the impact of broader industry normalization post-COVID following record visitation in North America during the 2022/2023 ski season.

In North America, snowfall across our western resorts was down 28% from the prior year and our Eastern U.S.

resorts (comprising the Midwest, Mid-Atlantic and Northeast) experienced limited natural snow and variable temperatures.

Despite industry normalization and challenging conditions, Resort Reported EBITDA, excluding the impact of the Crans-Montana acquisition, remained consistent with prior year results.

Performance was supported by strong growth in ancillary spending per visit across ski school, dining, and rental businesses at our resorts, and by strong delivery of the guest experience and cost discipline across our operations.

• The Company achieved 2% growth in Resort Reported EBITDA despite total skier visits declining 3% across our North American destination mountain resorts and regional ski areas versus the prior year.

Visitation reflects the benefit of improved conditions in the second quarter relative to the prior year, offset by the expected decline in visitation from selling fewer pass units for the 2024/2025 North American ski season.

For the full year, Resort net revenue increased 3% driven by a 4% increase in season pass revenue and increased ancillary spend per guest across our ski school and dining businesses.

Resort Reported EBITDA for fiscal 2025 also reflects strong cost discipline, including $37 million of savings from the resource efficiency transformation plan before one-time costs.

The Company’s full year Resort Reported EBITDA growth is partially offset by $14 million of increased costs from company-wide performance-based management incentive plan expense that was not earned in the prior year, $15 million of one-time costs related to the two-year resource efficiency transformation plan, $8 million of one-time costs related to the Company’s previously announced CEO transition, and $5 million unfavorable EBITDA impact from changes in foreign exchange rates.

• Overall weather conditions, including the timing and amount of snowfall, can have an impact on Mountain and Lodging revenue, particularly with regard to skier visits and the duration and frequency of guest visitation.

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In March 2025, we began our season pass sales program for the 2025/2026 North American ski season.

Pass product sales through September 20, 2024 for the upcoming 2024/2025 North American ski season decreased approximately 3% in units and increased approximately 3% in sales dollars as compared to the prior year period through September 22, 2023.

Pass product sales through September 19, 2025 for the upcoming 2025/2026 North American ski season decreased approximately 3% in units and increased approximately 1% in sales dollars as compared to the period in the prior year through September 20, 2024.

Pass sales dollars are benefiting from 7% price increase relative to the 2024/2025 season, partially offset by the mix impact from the relative performance of Epic Day Pass products compared to Core Epic Pass products.

Pass product sales are adjusted to eliminate the impact of foreign currency by applying an exchange rate of $0.72 between the Canadian dollar and U.S.

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We cannot predict if these trends will continue through the 2025 North American pass sales campaign or the overall impact that pass sales will have on lift revenue for the 2025/2026 North American ski season.

• The economies in the countries in which we operate and from which we attract our guests may be impacted by economic challenges associated with elevated inflation, prolonged elevated interest rates, geopolitical conflicts, political uncertainty and financial institution disruptions and/or fluctuating commodity prices that could adversely impact our business, including decreased guest spending or visitation or increased costs of operations.

business, including decreased guest spending or visitation or increased costs of operations.

Skiing, travel and tourism are discretionary recreational activities that can entail a relatively high cost of participation.

As a result, economic downturns and other negative impacts to consumer discretionary spending may have a pronounced impact on visitation to our

As a result, economic downturns and other negative impacts to consumer discretionary spending may have a pronounced impact on visitation to our Resorts.

We cannot predict the extent to which we may be impacted by such potential economic challenges, whether in North America or globally.

• As of July 31, 2025, we had $440.3 million of cash and cash equivalents, as well as $507.9 million available under the revolver component of the Vail Holdings Credit Agreement, which represents the total commitment of $600.0 million less certain letters of credit outstanding of $92.1 million.

We also have $275.0 million available under a delayed draw term loan of the Vail Holdings Credit Agreement, which will remain available to draw on at any time until January 27, 2026.

Additionally, we have a credit facility which supports the liquidity needs of Whistler Blackcomb (the “Whistler Credit Agreement”).

As of July 31, 2025, we had C$296.6 million ($214.1 million) available under the revolver component of the Whistler Credit Agreement which represents the total commitment of C$300.0 million ($216.5 million) less letters of credit outstanding of C$3.4 million ($2.4 million).

On September 24, 2025, we amended the Whistler Credit Agreement primarily to extend the maturity date to September 24, 2030, and to reduce the total commitment from C$300.0 million to C$250.0 million.

We believe that our existing cash and cash equivalents, availability under our credit agreements and the continued positive cash flow from operating activities of our Mountain and Lodging segments less resort capital expenditures will continue to provide us with sufficient liquidity to fund our operations.

• On May 2, 2024, we acquired Crans-Montana Mountain Resort (“Crans-Montana”) in Switzerland from CPI Property Group for a cash purchase price of CHF 97.2 million ($106.8 million), after adjustments for certain agreed-upon items.

We acquired (i) an 84% ownership stake in Remontées Mécaniques Crans Montana Aminona SA, which controls and operates all of the lifts and supporting mountain operations, including four retail and rental locations;

(ii) 100% ownership of SportLife AG, which operates one of the ski schools located at the resort;

and (iii) 100% ownership of 11 restaurants located on and around the mountain.

The acquisition was funded with cash on hand.

We plan to include unlimited and unrestricted access to Crans-Montana on the Epic Pass for the 2024/2025 ski season, as well as provide access on other pass products.

We cannot predict the ultimate impact the acquisition of Crans-Montana will have on our future results of operations.

Results of Operations

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Real Estate Reported EBITDA 18,626 1,475 (1,728)

Total Reported EBITDA $ 862,762 $ 826,565 $ 833,109

A discussion of segment results, including reconciliations of net income attributable to Vail Resorts, Inc.

to Total Reported EBITDA, and other items can be found below.

The consolidated results of operations, including any consolidated financial metrics pertaining thereto, include the operations of Crans-Montana (acquired May 2, 2024), Andermatt-Sedrun (acquired August 3, 2022) and Seven Springs Mountain Resort, Hidden Valley Resort and Laurel Mountain Ski Area in Pennsylvania (collectively, the “Seven Springs Resorts,” acquired December 31, 2021) prospectively from their respective dates of acquisition.

The consolidated results of operations, including any consolidated financial metrics pertaining thereto, include the operations of Crans-Montana (acquired May 2, 2024), prospectively from the date of acquisition.

In addition, the following discussion has been adjusted to reflect our revision of previously issued consolidated financial statements to correct for prior period misstatements, which we concluded did not, either individually or in the aggregate, result in a material misstatement of our previously issued consolidated financial statements.

Further information regarding the revision is included in Note 2 “Summary of Significant Accounting Policies” and Note 16 “Revision of Previously Issued Consolidated Financial Statements” of the Notes to the Consolidated Financial Statements contained in this Form 10-K.

The sections titled “Fiscal 2025 compared to Fiscal 2024” in each of the Mountain and Lodging segment discussions below provide comparisons of financial and operating performance for Fiscal 2025 to Fiscal 2024, unless otherwise noted.

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Fiscal 2025 compared to Fiscal 2024

Mountain Reported EBITDA decreased $20.5 million, or 2.5%.

The decrease was primarily driven by (i) challenging conditions at our North American resorts for a large portion of the 2023/2024 ski season compared to the prior year, as well as broader industry normalization post-COVID following record visitation in North America during the 2022/2023 ski season, which led to a decline in both Local and Destination skier visitation and decreases in non-pass revenue and retail/rental revenue;

(ii) our Australian operations, which experienced weather-related challenges that impacted terrain during the 2023 and 2024 Australian ski seasons, compared to record visitation and favorable snow conditions during the 2022 ski season;

and (iii) increases in general and administrative expenses, property tax expense and repairs and maintenance expense, each including the impact of inflation.

These decreases were partially offset by (i) an increase in pass revenue, driven by an increase in pass product sales for the 2023/2024 North American ski season compared to the prior year;

(ii) strong growth in spending per visit in our ski school and dining businesses compared to the prior year;

(iii) decreased labor and labor-related benefits due to disciplined cost management in response to decreased skier visits;

and (iv) other decreases in variable expenses.

Mountain segment results also include $8.0 million and $3.1 million of acquisition and integration related expenses for Fiscal 2024 and Fiscal 2023, respectively.

Lift revenue increased $21.9 million, or 1.5%, primarily due to an increase in pass revenue of 9.4%, which was primarily driven by an increase in pass product sales for the 2023/2024 North American ski season compared to the prior year, partially offset by a decrease in non-pass revenue of 10.7%, primarily driven by challenging conditions at our North American resorts for a large portion of the season compared to the prior year, as well as broader industry normalization post-COVID following record visitation in North America during the 2022/2023 ski season, and a decrease in non-pass revenue at our Australian resorts as a result of decreased visitation from weather-related challenges that impacted terrain during the 2023 and 2024 Australian ski seasons, compared to record visitation and favorable snow conditions in the 2022 Australian ski season.

The decrease in non-pass revenue was partially offset by an increase in non-pass ETP of 11.2%.

Ski school revenue increased $17.3 million, or 6.0%, and dining revenue increased $2.9 million, or 1.3%, both primarily as a result of an increase in guest spending per visit at our North American resorts.

Retail/rental revenue decreased $44.3 million, or 12.3%, for which retail sales decreased $29.2 million, or 13.8%, and rental sales decreased $15.2 million, or 10.1%.

The decrease in both retail and rental revenue was primarily driven by a decrease in skier visitation of 9.5%, which impacted sales at our on-mountain retail outlets in North America, as well as broader industry-wide customer spending trends and our exit of certain leased store operations which we operated in the prior year, which resulted in a revenue reduction of approximately $18.2 million.

Other revenue mainly consists of summer revenues, other mountain activities revenue, employee housing revenue, guest services revenue, commercial leasing revenue, marketing and internet advertising revenue, private club revenue (which includes both club dues and amortization of initiation fees), municipal services revenue and other recreation activity revenue.

Mountain Reported EBITDA increased $19.3 million, or 2.4%, primarily driven by an increase in pass product pricing for the 2024/2025 North American ski season compared to the prior year.

Additionally, Mountain Reported EBITDA increased from improved conditions at our Eastern U.S.

Resorts (comprising the Midwest, Mid-Atlantic and Northeast) and improved early season conditions at our western North American Resorts, many of which experienced delayed openings and reduced terrain offerings in the prior year.

These improved conditions drove an increase in skier visitation throughout the early season and up through the holiday period, including non-pass visitation, which also benefited other ancillary lines of business during the first half of the 2024/2025 North American ski season.

Additionally, Mountain Reported EBITDA increased as a result of an increase in results from summer operations at our North American resorts.

These increases were partially offset by a decline from our Australian operations compared to the prior year, which experienced weather-related challenges that impacted terrain and resulted in early closures, as well as increased variable expenses associated with increased revenue and increased general and administrative expense, including increased costs from one-time expenses associated with the previously announced CEO transition ($6.8 million) and company-wide performance-based variable compensation expense that was not earned in the prior year ($6.3 million).

Mountain segment results for the year ended July 31, 2025 also includes the impact of one-time operating expenses attributable to our resource efficiency transformation plan of $14.9 million and one-time operating expenses attributable to our previously announced CEO transition of $6.8 million.

Additionally, Mountain segment results include the impact of acquisition and integration related expenses of $1.2 million and $8.0 million for the year ended July 31, 2025 and 2024, respectively.

Lift revenue increased $60.4 million, or 4.2%, due to increases in both pass revenue and non-pass revenue.

Pass product revenue increased 4.2%, which was primarily driven by an increase in pass product pricing for the 2024/2025 North American ski season compared to the prior year.

Additionally, non-pass revenue increased 4.2% primarily as a result of an increase in non-pass ETP (excluding Crans-Montana) of 5.1%, and incremental non-pass revenue from Crans-Montana of $15.4 million,

partially offset by a reduction in non-pass visitation (excluding Crans-Montana).

Total non-pass ETP, including the impact of Crans-Montana, increased 1.5%.

Ski school revenue increased $5.3 million, or 1.7%, driven by increased lesson pricing, partially offset by decreased North American and Australian skier visitation.

Dining revenue increased $13.3 million, or 5.9%, driven by incremental revenue from Crans-Montana of $7.8 million and increased guest spend per visit, partially offset by decreased North American and Australian skier visitation.

Retail/rental revenue decreased $14.7 million, or 4.6%, driven by a decrease in retail revenue of $11.7 million, or 6.4%, due to lower sales at our on-mountain retail locations driven by decreased skier visitation.

Additionally, rental revenue decreased $3.0 million, or 2.2%, primarily driven by decreased Destination skier visitation, as these guests typically utilize more ancillary services.

Other revenue mainly consists of revenue stemming from summer visitation, other mountain activities revenue, employee housing revenue, guest services revenue, commercial leasing revenue, marketing and internet advertising revenue, private club revenue (which includes both club dues and amortization of initiation fees), municipal services revenue and other recreation activity revenue.

Other revenue also includes Australian resort lodging and transportation revenue.

Other revenue increased $5.7 million, or 2.3%, primarily driven by an increase in guest spending per visit at our North American resorts.

Operating expense increased $24.4 million, or 1.4%, which was primarily attributable to an increase in general and administrative expenses, property tax expense, and repairs and maintenance expense, partially offset by reduced labor hours at our North American Resorts in the current year as a result of challenging weather conditions that existed for a large portion of the season, which impacted our ability to operate at full capacity, as well as disciplined cost management.

Operating expense includes $8.0 million and $3.1 million of acquisition and integration related expenses for Fiscal 2024 and Fiscal 2023, respectively.

Labor and labor-related benefits decreased 1.8%, primarily attributable to reduced labor hours at our North American Resorts in the current year as a result of challenging weather conditions that existed for a large portion of the season, which impacted our ability to operate at full capacity, as well as disciplined cost management.

Retail cost of sales decreased 9.8%, compared to a decrease in retail sales of 13.8%, reflecting decreased margins on retail products driven by higher sales of discounted inventory.

Other revenue increased $21.2 million or 8.4%, primarily driven by an increase in on-mountain summer activities and sightseeing revenue from the impact of increased summer visitation at our North American resorts, as well as increased early season skier visitation at our North American resorts, which drove additional demand for ancillary services.

Operating expense increased $69.1 million or 4.0%, which was primarily attributable to increased variable expenses associated with increased revenue and incremental operating expenses from Crans-Montana ($29.3 million).

Operating expense for the year ended July 31, 2025 also includes the impact of one-time expenses attributable to our resource efficiency transformation plan of $14.9 million and one-time expenses attributable to our previously announced CEO transition of $6.8 million.

Additionally, operating expense includes the impact of acquisition and integration related expenses of $1.2 million and $8.0 million for the year ended July 31, 2025 and 2024, respectively.

Labor and labor-related benefits increased 4.1%, primarily due to the incremental expenses from Crans-Montana of $13.6 million, normal wage adjustments and an increase in labor expense to support increased North American operations, as well as increased variable compensation accruals of $6.1 million.

Retail cost of sales decreased 9.2%, compared to a decrease in retail sales of 6.4%, reflecting increased margins driven by the mix of retail merchandise purchased by customers, including lower sales of discounted retail products compared to the prior year.

Resort related fees increased 1.6% primarily as a result of an increase in revenues on which those fees are based.

General and administrative expense increased 7.6%, primarily due to an increase in allocated corporate overhead costs across nearly all corporate functions (which includes the incremental impact of our prior year investments in employee wages, which went into effect in October 2022, and the impact of updated allocations of general and administrative expenses between segments which offsets primarily with decreases in the Lodging segment).

Other expense increased 4.5%, primarily due to increased property taxes ($5.0 million), acquisition and integration related expenses ($4.9 million), repairs and maintenance expense ($4.6 million), professional services expense ($3.3 million) and utilities expense ($2.5 million), including the impact of inflation, partially offset by decreased dining cost of sales ($3.8 million) and fuel expenses ($3.4 million).

General and administrative expense increased 6.4%, primarily due to an increase in corporate overhead costs, including information technology, legal and marketing, as well as increased costs from one-time expenses associated with the previously announced CEO transition ($6.8 million) and company-wide performance-based variable compensation expense that was not earned in the prior year ($6.3 million).

Other expense increased 5.6%, primarily due to one-time expenses attributable to our resource efficiency transformation plan ($14.9 million), as well as incremental expenses from Crans-Montana.

Mountain equity investment income, net primarily includes our share of income from the operations of a real estate brokerage company.

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Fiscal 2025 compared to Fiscal 2024

Lodging Reported EBITDA increased $10.8 million, or 87.6%, driven by a decrease in labor and labor-related benefits primarily associated with strong cost management and lower staffing required to support a reduced inventory of managed condominium rooms, as well as a decrease in general and administrative expense, partially offset by a decrease in revenues primarily due to a reduction in our inventory of available managed condominium rooms proximate to our mountain resorts.

Revenue from owned hotel rooms increased $3.9 million, or 4.8%, primarily due to an increase in revenue at GTLC as a result of improved visitation which was assisted by favorable weather conditions, and which enabled increased room pricing for owned hotel rooms and resulted in higher ADR.

Revenue from managed condominium rooms decreased $10.6 million, or 10.9% primarily due to a reduction in our inventory of available managed condominium rooms proximate to our mountain resorts, as well as decreased demand, including the impact of decreased skier visitation driven by challenging weather conditions at our North American resorts for a large portion of the season compared to the prior year.

Operating expense (excluding reimbursed payroll costs) decreased 4.5%.

Labor and labor-related benefits decreased 6.1%, primarily associated with strong cost management and lower staffing required to support a reduced inventory of managed condominium rooms.

General and administrative expense decreased 6.8% compared to the prior year, primarily due to a decrease in allocated corporate overhead costs, including the impact of updated allocations of general and administrative expenses between segments which offsets primarily with increases in the Mountain segment.

Lodging Reported EBITDA decreased $0.2 million, or 1.0%, primarily driven by a net reduction in our inventory of available managed condominium rooms, as well as a decrease in Destination skier visitation during the 2024/2025 North American ski season, which decreased demand for lodging and other ancillary services proximate to our mountain resorts, partially offset by increased summer visitation at GTLC and our mountain resort properties as a result of favorable weather conditions.

Revenue from owned hotel rooms increased $4.2 million, or 5.0%, primarily due to increased visitation at GTLC driven by favorable weather conditions, which also drove an increase in ADR, as well as stronger demand for summer lodging at our North American resort properties.

Revenue from managed condominium rooms decreased $4.7 million, or 5.4%, primarily due to lower ADR driven by lower peak-season holiday pricing compared to the prior year, as well as a net reduction in our inventory of available managed condominium rooms proximate to our mountain resorts.

Dining revenue increased $3.1 million, or 4.9%, and golf revenue increased $2.3 million, or 16.7%, each primarily as a result of increased summer visitation at our North American mountain resort properties while transportation revenue decreased $1.5 million, or 8.9%, primarily as a result of decreased Destination visitation at our North American resorts during the 2024/2025 ski season.

Other revenue decreased $3.6 million, or 6.3%, primarily as a result of a decrease in other ancillary revenues from the decrease in inventory and occupancy.

Labor and labor-related benefits decreased 1.3%, primarily due to strong cost control and workforce management, as well as lower use of contract labor.

General and administrative expense increased $1.1 million, or 1.8%, primarily due to an increase in corporate overhead costs, including information technology, legal and marketing.

Revenue from payroll cost reimbursement and the corresponding reimbursed payroll costs relate to payroll costs at managed hotel properties where we are the employer and all payroll costs are reimbursed by the owners of the properties under contractual arrangements.

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Real Estate operating expense:

Cost of sales (including sales commissions) 3,607 5,146 251 (29.9) % 1,950.2 %

Cost of sales — 3,607 5,146 (100.0) % (29.9) %

Other 6,213 5,907 5,489 5.2 % 7.6 %

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Real Estate Reported EBITDA $ 18,626 $ 1,475 $ (1,728) 1,162.8 % 185.4 %

During Fiscal 2025, we recorded a gain on sale of real property for $16.5 million related to the resolution of the October 2023 Eagle County District Court final ruling and valuation regarding the Town of Vail’s condemnation of our East Vail property, for which we received proceeds of $17.6 million.

We also recorded a gain on sale of real property for $8.5 million related to the sale of three real estate parcels in Breckenridge, Colorado for total consideration of $11.9 million, including $1.0 million net cash proceeds received at closing, for which one of these parcels was originally sold during the year ended July 31, 2022 but the terms of the agreement prevented transfer of control to the buyer at the time, and therefore a portion of the proceeds were deferred for recognition until control was transferred which occurred during the third fiscal quarter of Fiscal 2025.

Other operating expense of $6.2 million was primarily comprised of general and administrative costs, such as labor and labor-related benefits, professional services and allocated corporate overhead costs.

During Fiscal 2024, we closed on the sale of a land parcel in Keystone, CO for $4.2 million, which was recorded within Real Estate net revenue, with a corresponding cost of sale of $3.6 million.

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Other operating expense of $5.9 million was primarily comprised of general and administrative costs, such as labor and labor-related benefits, professional services and allocated corporate overhead costs.

During Fiscal 2023, we closed on the sale of a land parcel in Keystone for $7.5 million, which was recorded within Real Estate net revenue, with a corresponding cost of sale (including sales commission) of $5.1 million.

Other operating expense of $5.5 million was primarily comprised of general and administrative costs, such as labor and labor-related benefits, professional services and allocated corporate overhead costs.

In addition to segment operating results, the following items contributed to our overall financial position and results of operations (in thousands).

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Depreciation and amortization $ (296,437) $ (279,073) $ (269,178) 6.2 % 3.7 %

Change in estimated fair value of contingent consideration $ (9,379) $ (47,957) $ (49,836) (80.4) % (3.8) %

Gain (loss) on disposal of fixed assets and other, net $ 6,933 $ (9,633) $ (9,070) (172.0) % 6.2 %

Interest expense, net $ (171,628) $ (164,599) $ (155,446) 4.3 % (5.9) %

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Depreciation and amortization .

Depreciation and amortization expense for Fiscal 2024 increased $8.0 million compared to the prior year, primarily due to depreciation expense recorded for capital projects recently completed at our Resorts and assets acquired in the acquisition of Crans-Montana ($3.4 million).

Depreciation and amortization expense for Fiscal 2025 increased $17.4 million, compared to the prior year, primarily due to assets acquired in the acquisition of Crans-Montana and additional capital projects completed at our Resorts during the prior capital year.

Change in estimated fair value of contingent consideration.

Change in estimated fair value of contingent consideration for Fiscal 2025 decreased $38.6 million, compared to prior year, primarily related to an increase in the expected long-term Reported EBITDA performance for Park City in the prior year that resulted in an increase in the liability.

Gain (loss) on disposal of fixed assets and other, net.

Gain (loss) on disposal of fixed assets and other, net for Fiscal 2025 included a gain on sale of real property for $6.8 million related to a land parcel in Vail in exchange for releasing a use restriction, as well as a net gain on sale of real property for $3.6 million related to the Hotham Airport sale.

These gains were partially offset by losses on other annual disposals of fixed assets.

Gain (loss) on disposal of fixed assets and other, net for Fiscal 2024 included losses on annual disposals of fixed assets.

Interest expense, net.

Interest expense, net for Fiscal 2024 increased $8.8 million compared to the prior year, primarily due to an increase in variable interest rates associated with the unhedged portion of our term loan borrowings under the Vail Holdings Credit Agreement.

Interest expense, net for Fiscal 2025 increased $7.0 million compared to the prior year, primarily due to the expiration of various interest rate swap agreements on September 23, 2024, which hedged the SOFR-based variable interest rate component of the Vail Holdings Credit Agreement in prior year.

Investment income and other, net.

Investment income and other, net for Fiscal 2024 decreased $5.2 million compared to Fiscal 2023, primarily as a result of decreased average balances of interest-earning investments, as excess cash balances were utilized during Fiscal 2024 for share repurchases and the cash purchase price for the acquisition of Crans-Montana.

Investment income and other, net for Fiscal 2025 decreased $8.5 million compared to Fiscal 2024, primarily as a result of decreased average balances of interest-earning investments, as excess cash balances were utilized during Fiscal 2025 for share repurchases, as well as a decrease in interest rates.

Provision for income taxes.

The effective tax rate for Fiscal 2025 was 25.9%, compared to 27.3% for Fiscal 2024.

The increase in the effective tax rate was primarily due to an increase in net unfavorable discrete items impacting the tax provision in the current period, including a decrease in the impact of the lapse of the statute of limitations for an uncertain tax position ($5.9 million) and a nonrecurring foreign partnership basis adjustment ($4.7 million).

The decrease in the effective tax rate was primarily due to an increase in favorable discrete items impacting the tax provision in the current period, including US return-to-provision adjustments during the year ended July 31, 2025.

Reconciliation of Non-GAAP Measures

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Depreciation and amortization 296,437 279,073 269,178

Loss (gain) on disposal of fixed assets and other, net 9,633 9,070 (43,992)

(Gain) loss on disposal of fixed assets and other, net (6,933) 9,633 9,070

Change in estimated fair value of contingent consideration 9,379 47,957 49,836

Investment income and other, net (10,126) (18,592) (23,744)

Foreign currency loss on intercompany loans 4,140 2,907 2,682

Foreign currency (gain) loss on intercompany loans (20) 4,140 2,907

Interest expense, net 171,628 164,599 155,446

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We generated $554.9 million of cash from operating activities during Fiscal 2025, a decrease of $34.2 million compared to $589.0 million generated during Fiscal 2024.

The decrease in operating cash flows was primarily a result of (i) an increase in income tax payments of approximately $35.0 million, driven by overpayments, net operating loss carryforwards and other deductions in the prior year which offset our estimated payments during Fiscal 2023;

(ii) an increase in cash interest payments ($6.1 million);

The decrease in operating cash flows was primarily a result of (i) an increase in income tax payments of approximately $32.3 million, driven by net operating loss carryforwards and other deductions in the prior year which offset our estimated payments during Fiscal 2024, and higher taxable income for the current fiscal year;

(ii) an increase in cash interest payments ($10.1 million) due to increases in variable interest rates and an increase in seasonal borrowing on our revolving credit facilities;

and (iii) a decrease in investment income collected ($8.5 million).

Cash used in investing activities for Fiscal 2024 decreased by $32.1 million, primarily due to (i) a decrease in capital expenditures of approximately $103.7 million as compared to the prior year, driven by our significant investments in lift upgrades impacting Fiscal 2023;

(ii) prior year short-term bank deposit investments of $86.8 million, which were invested in deposits with maturity dates of more than three months at the date of purchase and were therefore not reflected as cash equivalents as of July 31, 2023, of which $57.6 million and $38.0 million matured during the Fiscal 2024 and Fiscal 2023, respectively;

and (iii) $38.6 million of cash paid to Andermatt Swiss Alps AG upon closing the acquisition of Andermatt-Sedrun, net of cash acquired, on August 3, 2022.

These decreases in cash used in investing activities were partially offset by the prior year return of a cash deposit of approximately $114.5 million (CHF 110.0 million) originally made in July 2022 in conjunction with the acquisition of Andermatt-Sedrun, which closed on August 3, 2022.

The cash deposit was invested into Andermatt-Sedrun, which is included in our consolidated financial statements subsequent to the acquisition being completed.

Additionally, the decreases were also partially offset by the cash purchase price of $94.4 million, net of cash acquired of $12.4 million, related to the acquisition of Crans-Montana on May 2, 2024.

Cash used in financing activities decreased by $340.9 million during Fiscal 2024 compared to Fiscal 2023, primarily due to a decrease in repurchases of common stock of $350.0 million.

The decrease in cash used in investing activities for Fiscal 2025 of $36.6 million was primarily due to (i) $94.4 million in payments made related to the acquisition of Crans-Montana partially offset by $57.6 million received from the maturity of short-term bank deposits in Fiscal 2024 and (ii) $17.6 million of cash received during Fiscal 2025 related to the resolution of the October 2023 Eagle County District Court final ruling and valuation regarding the Town of Vail’s condemnation of our East Vail property, partially offset by an increase in capital expenditures of approximately $24.0 million as compared to the prior year.

Cash used in financing activities decreased by $334.4 million during Fiscal 2025 compared to Fiscal 2024, primarily due to proceeds received from the 5.625% Notes offering of $500.0 million, partially offset by a $120.0 million increase in repurchases of our common stock and $48.0 million of cash paid for repurchases of 0.0% Convertible Notes during the year ended July 31, 2025.

Significant Sources of Cash

We had $322.8 million of cash and cash equivalents as of July 31, 2024, compared to $563.0 million as of July 31, 2023, and the decrease was primarily attributable to the cash purchase price associated with the acquisition of Crans-Montana, net of cash acquired, and share repurchases completed during Fiscal 2024.

We currently anticipate that our Mountain and Lodging segment operating results will continue to provide a significant source of future operating cash flows (primarily generated in our second and third fiscal quarters).

We had $440.3 million of cash and cash equivalents as of July 31, 2025, compared to $322.8 million as of July 31, 2024.

The increase was primarily attributable to proceeds received from the 5.625% Notes offering, partially offset by an increase in repurchases of our common stock during Fiscal 2025.

In addition to our $440.3 million of cash and cash equivalents at July 31, 2025, we had $507.9 million available under the revolver component of our Vail Holdings Credit Agreement as of July 31, 2025 (which represents the total commitment of $600.0 million less outstanding letters of credit of $92.1 million).

Additionally, we had C$296.6 million ($214.1 million) available under the revolver component of our Whistler Credit Agreement (which represents the total commitment of C$300.0 million ($216.5 million) less certain outstanding letters of credit of C$3.4 million ($2.4 million)).

We also had $275.0 million available under a delayed draw term loan of the Vail Holdings Agreement which will remain available to draw on at any time until January 27, 2026.

Proceeds from any borrowings on the revolver component of our Vail Holdings Credit Agreement and the delayed draw term loans are available to be used to refinance our 0.0% Convertible Notes.

We expect that our liquidity needs in the near term will be met by continued use of our existing cash and cash equivalents, operating cash flows and borrowings under both the Vail Holdings Credit Agreement and Whistler Credit Agreement, if needed.

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Currently planned capital expenditures primarily include investments that will allow us to maintain our high-quality standards for the guest experience, as well as certain incremental discretionary improvements at our Resorts, throughout our owned hotels and in technology that can impact the full network.

We evaluate discretionary capital improvements based on an expected level of return on investment.

We currently anticipate that we will spend approximately $189 million to $194 million on resort capital expenditures during calendar year 2024, excluding $13 million of incremental capital investments in premium fleet and fulfillment infrastructure to support the official launch of My Epic Gear for the 2024/2025 winter season at 12 destination mountain resorts and regional ski areas across North America, $8 million of growth capital investments at Andermatt-Sedrun, $1 million of reimbursable capital, and investments at Crans-Montana, which we expect will include $3 million of maintenance capital expenditures and $2 million associated with integration activities at Crans-Montana.

Including My Epic Gear premium fleet, fulfillment infrastructure capital, one-time investments, and investments at Crans-Montana, our total capital plan for calendar year 2024 is expected to be approximately $216 million to $221 million.

Included in these estimated capital expenditures are approximately $117 million to $122 million of maintenance capital expenditures (excluding Crans-Montana), which are necessary to maintain appearance and level of service appropriate to our resorts.

We currently plan to utilize cash on hand, borrowings available under our credit agreements and/or cash flow generated from future operations to provide the cash necessary to complete our capital plans.

Approximately $81 million was spent for capital expenditures in calendar year 2024 as of July 31, 2024 , leaving approximately $135 million to $140 million to spend in the remainder of calendar year 2024.

We evaluate additional discretionary capital improvements based on an expected level of return on investment.

We expect our capital plan for calendar year 2025 will be approximately $198 million to $203 million, excluding $46 million of growth capital investments at our European resorts, comprised of $43 million at Andermatt-Sedrun and $3 million at Crans-Montana, and $5 million of real estate related capital projects to complete multi-year transformational investments at the key base area portals of Breckenridge Peak 8 and Keystone River Run, and planning investments to support the development of the West Lionshead area into a fourth base village at Vail Mountain.

Including European growth capital investments and real estate related capital, our total capital plan for calendar year 2025 is expected to be approximately $249 million to $254 million.

Included in these estimated capital expenditures are approximately $124 million to $128 million of maintenance capital expenditures, which are necessary to maintain appearance and level of service appropriate to our resorts.

We currently plan to

utilize cash on hand, borrowings available under our credit agreements and/or cash flow generated from future operations to provide the cash necessary to complete our capital plans.

Approximately $88 million was spent for calendar year 2025 capital expenditures as of July 31, 2025 and approximately $110 million to $115 million is expected to be spent in the remainder of calendar year 2025, before $46 million of growth capital investments at our European resorts and $5 million of real estate related capital projects.

Acquisition of Crans-Montana

On May 2, 2024, we acquired Crans-Montana for a purchase price of CHF 97.2 million ($106.8 million), after adjustments for certain agreed-upon items, which was funded with cash on hand.

As of July 31, 2024, principal payments on $2.0 billion of our $2.8 billion in long-term debt outstanding as of July 31, 2024 are not due until fiscal year 2029 and beyond.

As of both July 31, 2024 and 2023, total long-term debt, net (including long-term debt due within one year) was $2.8 billion.

As of July 31, 2025, principal payments on the majority of our long-term debt outstanding ($2.5 billion of our $3.2 billion as of July 31, 2025) are not due until fiscal year 2029 and beyond.

As of July 31, 2025 and 2024, total long-term debt, net (including long-term debt due within one year) was $3.2 billion and 2.8 billion, respectively.

Net Debt (defined as long-term debt, net plus long-term debt due within one year less cash and cash equivalents) was $2.8 billion and $2.5 billion as of July 31, 2025 and 2024, respectively.

As of July 31, 2024, the Vail Holdings Credit Agreement provides for (i) a revolving loan facility in an aggregate principal amount of $500.0 million and (ii) a term loan facility of $959.8 million, and the Whistler Credit Agreement provides for a revolving loan facility in an aggregate principal amount of C$300.0 million.

On January 27, 2025, VHI entered into the First Amendment to the Vail Holdings Credit Agreement (the “First Amendment”).

The First Amendment, among other things, increased the revolving credit facility by $100.0 million to an aggregate principal amount of $600.0 million, and provides for an incremental term loan facility in aggregate principal amount of $450.0 million in the form of delayed draw term loans.

On July 2, 2025 the Company reduced the delayed draw term loan commitment by $175.0 million pursuant to the Ninth Amended and Restated Credit Agreement and in conjunction with the 5.625% Notes offering.

The remaining $275.0 million incremental term loan facility is available to be drawn upon at any time at the Company’s option, and any undrawn capacity within the $275.0 million facility will expire on January 27, 2026.

No other material terms of the Vail Holdings Credit Agreement were amended.

As of July 31, 2025, the Vail Holdings Credit Agreement provides for (i) a revolving loan facility in an aggregate principal amount of $600.0 million, (ii) a term loan facility of $910.5 million and (iii) an incremental term loan facility of $275.0 million in the form of a delayed draw term loan, and the Whistler Credit Agreement provides for a revolving loan facility in an aggregate principal amount of C$300.0 million.

We expect that our liquidity needs in the near term will be met by continued use of our existing cash and cash equivalents, operating cash flows and borrowings under the Vail Holdings Credit Agreement and the Whistler Credit Agreement, if needed.

Our debt service requirements can be impacted by changing interest rates as we had approximately $0.6 billion of net variable-rate debt outstanding as of July 31, 2024 (net of $400.0 million of interest rate swap agreements which hedged the variable interest rate component of the Vail Holdings Credit Agreement, and which expired on September 23, 2024).

A 100-basis point change in our borrowing rates would cause our annual interest payments on our net variable-rate debt to change by approximately $6.1 million based on the rates in effect as of July 31, 2024, which does not include the impact of the expiration of the interest rate swaps.

Additionally, the annual payments associated with the financing of the Canyons Resort transaction increase by the greater of CPI less 1%, or 2%.

The fluctuation in our debt service requirements, in addition to interest rate and inflation changes, may be impacted by future borrowings under our credit agreements or other alternative financing arrangements we may enter into.

Our long term liquidity needs depend upon operating results that impact the borrowing capacity under our credit agreements.

We can respond to liquidity impacts of changes in the business and economic environment by managing our capital expenditures, variable operating expenses, the timing of new real estate development activity and the payment of cash dividends on our common stock.

On May 8, 2024, we completed our offering of $600 million aggregate principal amount of 6.50% senior notes due 2032 at par (the “Notes”).

The Notes are unsecured senior obligations of the Company and will be guaranteed by certain of our domestic subsidiaries (other than certain excluded subsidiaries).

The net proceeds, together with cash on hand, funded the redemption of all $600 million of our outstanding 6.25% Senior Notes due 2025 at a redemption price equal to 100% of their principal amount and all related fees and expenses.

We will pay interest on the Notes on May 15 and November 15 of each year commencing on November 15, 2024.

The Notes will mature on May 15, 2032.

The Notes are redeemable, in whole or in part, at any time on or after May 15, 2027 at the redemption prices specified in a 2024 Indenture dated as of May 8, 2024 (the “2024 Indenture”) plus accrued and unpaid interest.

Prior to May 15, 2027, we may redeem some or all of the Notes at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, plus a “make-whole” premium as specified in the 2024 Indenture.

In addition, prior to May 15, 2027, we may redeem up to 40% of the aggregate principal amount of the Notes with an amount not to exceed the net cash proceeds from certain equity offerings at the redemption price of 106.50% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest.

Our 0.0% Convertible Notes due 2026 (the “0.0% Convertible Notes”) mature on January 1, 2026, and are therefore reflected within long-term debt due within one year on the Company’s Consolidated Condensed Balance Sheet as of July 31, 2025.

On January 30, 2025, the Company completed separate, privately negotiated repurchases for an aggregate principal amount of $50.0 million of its 0.0% Convertible Notes with a limited number of holders for an aggregate cash repurchase price of approximately $48.0 million, representing a gain on extinguishment of debt of approximately $2.0 million, which the Company recorded within gain (loss) on disposal of fixed assets and other, net on its Consolidated Statements of Operations during the year ended July 31, 2025.

Following the repurchases, approximately $525.0 million aggregate principal amount of the 0.0% Convertible Notes remain outstanding.

Proceeds from any borrowings on the incremental term loan facility and the increase in the revolving credit facility with regard to the First Amendment of the Vail Holdings Credit Agreement, as discussed further above, are undrawn as of July 31, 2025, and are available to be used to refinance the Company’s 0.0% Convertible Notes.

Additionally, the Company intends to use the remaining proceeds from the 5.625% Notes, as discussed further below, for the repurchase or repayment of a portion of its outstanding 0.00% Convertible Notes at or prior to their maturity on January 1, 2026.

On July 2, 2025, the Company completed an offering of $500.0 million aggregate principal amount of 5.625% Notes due 2030 at par, in a private placement conducted pursuant to Rule 144A of the Securities Act of 1933, as amended.

The 5.625% Notes are senior unsecured obligation of the Company and will be guaranteed by certain of the Company’s domestic subsidiaries (other than certain excluded subsidiaries).

We will pay interest on the 5.625% Notes on January 15 and July 15 of each year commencing on January 15, 2026.

The 5.625% Notes mature on July 15, 2030.

The 5.625% Notes are redeemable, in whole or in part, at any time on or after July 15, 2027 at the redemption prices specified in a 2025 Indenture dated as of July 2, 2025 (the “2025 Indenture”) plus accrued and unpaid interest.

Prior to July 15, 2027, the Company may redeem some or all of the 5.625% Notes at a redemption price of 100% of the principal amount, plus accrued and unpaid interest, plus a “make-whole” premium as specified in the 2025 Indenture.

In addition, prior to July 15, 2027, the Company may redeem up to 40% of the aggregate principal amount of the 5.625% Notes with an amount not to exceed the net cash proceeds from certain equity offerings at the redemption price of 105.625% of the principal amount of the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

The 5.625% Notes are senior unsecured obligations of the Company and rank equally in right of payment with existing and future senior indebtedness of the Company and the guarantors (as defined in the 2025 Indenture).

The Company used the proceeds from the offering to repay borrowings under its revolving credit facility incurred to fund the repurchase of $200 million of its outstanding shares of common stock completed in June 2025 and to fund off-season liquidity.

Additionally, it intends to use the remaining proceeds for the repurchase or repayment of a portion of its outstanding 0.00% Convertible Senior Notes due 2026 at or prior to their maturity on January 1, 2026.

The 2025 Indenture contains covenants that, among other things, restrict the ability of the Company and the guarantors to incur liens on assets;

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The 2025 Indenture includes customary events of default, including failure to make payment, failure to comply with the obligations set forth in the 2025 Indenture, certain defaults on certain other indebtedness, certain events of bankruptcy, insolvency or reorganization, and invalidity of the guarantees of the 5.625% Notes issued pursuant to the 2025 Indenture.

Our debt service requirements can be impacted by changing interest rates as we had approximately $1.0 billion of net variable-rate debt outstanding as of July 31, 2025.

A 100-basis point change in our borrowing rates would cause our annual interest payments on our net variable-rate debt to change by approximately $9.6 million based on the rates in effect as of July 31, 2025.

Additionally, the annual payments associated with the financing of the Canyons Resort transaction increase by the greater of CPI less 1%, or 2%.

Our long term liquidity needs depend upon operating results that impact the borrowing capacity under our credit agreements.

Material Cash Requirements

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Total contractual cash obligations $ 4,657,590 $ 1,246,235 $ 498,589 $ 1,485,614 $ 1,427,152

(1) Long-term debt includes principal payments, fixed-rate interest payments (including payments that are required under interest rate swaps) and estimated variable interest payments utilizing interest rates in effect at July 31, 2024, and assumes all debt outstanding as of July 31, 2024 will be held to maturity.

(1) Long-term debt includes principal payments, fixed-rate interest payments and estimated variable interest payments utilizing interest rates in effect at July 31, 2025, and assumes all debt outstanding as of July 31, 2025 will be held to maturity.

The future annual interest obligations noted herein are estimated only in relation to debt outstanding as of July 31, 2025, and do not reflect interest obligations on potential future debt or refinancing.

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Share Repurchase Program

Our share repurchase program is conducted under authorizations made from time to time by our Board of Directors.

On March 9, 2006, our Board of Directors initially authorized the repurchase of up to 3,000,000 shares of Vail Shares and later authorized additional repurchases of up to 3,000,000 additional Vail Shares (July 16, 2008), 1,500,000 Vail Shares (December 4, 2015), and 2,500,000 Vail Shares (March 7, 2023), for a total authorization to repurchase shares of up to 10,000,000 Vail Shares.

Our share repurchase program is conducted under authorizations made from time to time by our Board.

On March 9, 2006, our Board initially authorized the repurchase of up to 3,000,000 shares of Vail Shares and later authorized additional repurchases of up to 3,000,000 additional Vail Shares (July 16, 2008), 1,500,000 Vail Shares (December 4, 2015), 2,500,000 Vail Shares (March 7, 2023), 1,100,000 Vail Shares (September 25, 2024) and 1,500,000 Vail Shares (June 4, 2025), for a total authorization to repurchase shares of up to 12,600,000 Vail Shares.

During Fiscal 2025, we repurchased 1,690,503 shares (at an average price of $162.61) for a total cost of approximately $270.0 million, excluding accrued excise tax.

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As of July 31, 2025, 1,539,817 Vail Shares remained available to repurchase under the existing repurchase authorization.

On September 25, 2024, the Company’s Board of Directors approved an increase in the number of shares authorized to be repurchased under the share repurchase program by an additional 1,100,000 Vail Shares.

As a result, 1,730,320 Vail Shares are available to repurchase under the share repurchase program.

Vail Shares purchased pursuant to the repurchase program will be held as treasury shares and may be used for the issuance of shares under our share award plan.

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During Fiscal 2025, we paid cash dividends of $8.88 per share ($328.2 million).

During Fiscal 2023, we paid cash dividends of $7.94 per share ($314.4 million, including cash dividends paid to Exchangeco shareholders).

On September 25, 2024, our Board of Directors approved a cash dividend of $2.22 per share payable on October 24, 2024 to stockholders of record as of October 8, 2024.

During Fiscal 2024, we paid cash dividends of $8.56 per share ($323.7 million).

On September 26, 2025, our Board approved a cash dividend of $2.22 per share payable on October 27, 2025 to stockholders of record as of October 9, 2025.

We expect to fund the dividend with available cash on hand.

The amount, if any, of dividends to be paid in the future will depend on our available cash on hand, anticipated cash needs, overall financial condition, restrictions contained in our Vail Holdings Credit Agreement, future prospects for earnings and cash flows, as well as other factors considered relevant by our Board of Directors.

Covenants and Limitations

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however, these policies do not meet the definition of critical accounting policies because they do not generally require us to make estimates or judgments that are complex or subjective.

We have reviewed these critical accounting policies and related disclosures with our Audit Committee of the Board of Directors.

We have reviewed these critical accounting policies and related disclosures with our Audit Committee of the Board.

Goodwill and Intangible Assets

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otherwise, no impairment loss is recognized.

During Fiscal 2024, we performed qualitative analyses of our reporting units and indefinite-lived intangible assets and determined that the estimated fair value of all material reporting units and indefinite-lived intangible assets exceeded their respective carrying values.

For our annual impairment tests of our reporting units and indefinite-lived

intangible assets during Fiscal 2025, we performed either a qualitative analysis and concluded it was more likely than not that fair value exceeded carrying value or a quantitative analysis and concluded the fair value exceeded carrying value.

Fair value determinations require considerable judgment and are sensitive to changes in underlying assumptions and factors.

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Mountain and lodging operational assets, furniture and fixtures, computer equipment, software, vehicles and leasehold improvements are primarily depreciated using the straight-line method over the estimated useful life of the asset.

Assets may become obsolete or require replacement before the end of their useful life in which the remaining book value would be written-off or we could incur costs to remove or dispose of assets no longer in use.

become obsolete or require replacement before the end of their useful life in which the remaining book value would be written-off or we could incur costs to remove or dispose of assets no longer in use.

Judgments and Uncertainties

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Our mountain and lodging operations are seasonal in nature, with a typical peak operating season in North America and Europe generally beginning in mid-December and running through mid-April.

In particular, revenue and profits for our North American and European mountain and most of our lodging operations are substantially lower and historically result in losses from late

spring to late fall.

In particular, revenue and profits for our North American and European mountain and most of our lodging operations are substantially lower and historically result in losses from late spring to late fall.

Conversely, peak operating seasons for our NPS concessioner properties, our mountain resort golf courses and our Australian resorts’ ski season generally occur during the North American summer months, and these operations typically incur operating losses during the North American and European winter months.

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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis