American Skiing Company has entered into a definitive agreement to sell Steamboat Ski & Resort Corporation, in Steamboat Springs, Colorado, to Steamboat Acquisition Corporation, an affiliate of Intrawest ULC, for $265 million. The announced sale follows the review of strategic options for the resort announced in July.
Steamboat was the nations eighth most visited resort in 2006, with over one million skier visits. Known as Ski Town USA®, and renowned for its Champagne Powder®, Steamboat was recently named the “#1 Family Resort in the West” by SKI Magazine.
Headquartered in Vancouver, British Columbia, Intrawest ULC is a privately held company that, together with its affiliates, has interests in ten North American mountain resorts.
“In light of favorable market conditions and considerable interest from prospective buyers, ASC decided to pursue a sale of the resort. The proceeds of this transaction will reduce outstanding debt and allow us to focus on opportunities in our portfolio of resorts and their related real estate,” said ASC President and CEO B.J. Fair. “We look forward to working with the entire Intrawest team to ensure a smooth transition and a continued outstanding resort experience for our guests,” added Fair.
Included in the sale are the resort and all resort-owned operations, all of Steamboats resort-owned real estate assets, the commercial core of the Steamboat Grand Hotel & Condominiums and the companys interest in the Walton Pond Apartments complex.
The transaction is subject to customary closing conditions, including Hart-Scott-Rodino antitrust approval and consent of the United States Forest Service, and is expected to close on or before March 31, 2007.
The purchase price of $265 million includes approximately $4 million in assumed debt, and is subject to working capital and seasonal earnings adjustments. After closing, it is anticipated that net proceeds from the sale will be used to repay all existing senior debt and outstanding revolver balances under ASCs senior credit facility and certain other indebtedness.
“Though its only December, Steamboat is off to a terrific start for the winter season with a number of new improvements, such as a new high-speed lift in the resorts Sunshine area and renovations of the two main on-mountain dining facilities. As the resort makes the transition to new ownership, the Steamboat team will remain focused on the same qualities that make Steamboat the Wests favorite family resort: providing the best possible vacation experience for its guests,” said Steamboats President and Managing Director Chris Diamond.
Bear Stearns and Main Street Advisors acted as financial advisors to American Skiing Company in connection with the transaction. Goodwin Procter LLP acted as legal advisor to American Skiing Company and Skadden, Arps, Slate, Meagher & Flom LLP and Jacobs Chase Frick Kleinkopf & Kelley LLC acted as legal advisors to Intrawest.
