Vail Resorts, Inc. Announces Launch of Senior Convertible Bond Offering
BROOMFIELD, Colo., December 14, 2020 /PRNewswire/ — Vail Resorts, Inc. (NYSE: MTN) today announced that it intends to offer, subject to market and other conditions, $500,000,000 the aggregate principal amount of convertible senior notes due 2026 (the “Notes”) pursuant to a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended ( the Securities Act). Vail Resorts also plans to grant original purchasers of tickets an option to purchase, for settlement within 13 days from the date of ticket issuance, up to an additional amount $75,000,000 principal amount of the notes.
The Notes will be senior unsecured obligations of Vail Resorts, will bear interest to be paid semi-annually in arrears and will mature on January 1, 2026, unless they have been previously redeemed, redeemed or converted. Noteholders will have the right to convert their Notes in certain circumstances and during specified periods. Vail Resorts will settle conversions by paying cash and, if applicable, delivering common stock. Tickets will be redeemable, in whole or in part, for cash at Vail Resorts’ option at any time and from time to time on or after January 1, 2024 and no later than the 25th scheduled trading day immediately prior to the Maturity Date, but only if the last reported sale price per Vail Resorts common stock exceeds 130% of the conversion price for a specified period of time. If Vail Resorts chooses to refund less than all of the tickets, at least $50.0 million the aggregate principal amount of the Notes must be outstanding and not subject to redemption on the relevant redemption notice date. The redemption price will be equal to the principal amount of the Notes to be redeemed, plus accrued and unpaid interest, where applicable, up to the redemption date excluded. The interest rate, initial conversion rate and other terms of the Notes will be determined at the Offer Price.
Vail Resorts intends to use the net proceeds of the offering for general corporate purposes.
The offer and sale of the Notes and any common stock issuable upon conversion of the Notes has not been and will not be registered under the securities law or any other securities law , and the Notes and such Shares may not be offered or sold except pursuant to an exemption or in a transaction not subject to the registration requirements of the Securities Act and any other securities law applicable securities. This press release does not constitute an offer to sell or the solicitation of an offer to buy the Notes or any common shares issuable upon conversion of the Notes, nor will there be any sale of Notes or such Shares, in any state or other jurisdiction in which such offer, sale or solicitation would be unlawful.
About Vail Resorts
Vail Resorts, Inc. (“Vail Resorts”), through its subsidiaries, is the world’s leading operator of mountain resorts. Subsidiaries of Vail Resorts operate 37 world-class regional mountain resorts and ski areas, including Vail, beaver stream, Breckenridge, keystone and crested mound in Colorado; park city in Utah; Celestial, North Star and Kirkwood in the Lake Tahoe domain of California and Nevada; Whistler Blackcomb in British Columbia, Canada; perish, Falls Stream and Hotham in Australia; Stowe, Mount SnowOkemo in Vermont; hunter’s mountain in new York; Mount SunapeeAttitash, Wildcat and Crotched in New Hampshire; Stevens Pass in Washington; Liberty, Roundtop, Whitetail, Jack Frost and Big Boulder in Pennsylvania; Alpine Valley, Boston Mills, Brandywine and mad river in Ohio; hidden valley and Snow Creek in Missouri; Wilmot in Wisconsin; Afton Alps in Minnesota; Mountain. Brighton in Michigan; and Paoli Peaks in Indiana. Vail Resorts owns and/or operates a collection of elegant and relaxed hotels under the RockResorts brand, as well as the Grand Teton Lodge Company in Jackson Hole, Wyoming. Vail Resorts Development Company is the real estate planning and development subsidiary of Vail Resorts, Inc. Vail Resorts is a public company listed on the New York Stock Exchange (NYSE: MTN).
This press release contains forward-looking statements, including statements regarding the expected terms of the Notes being offered, the completion, timing and size of the proposed offering and the intended use of proceeds. Forward-looking statements represent Vail Resorts’ current expectations regarding future events and are subject to known and unknown risks and uncertainties that could cause actual results to differ materially from those implied by the forward-looking statements. Among these risks and uncertainties are market conditions, including market interest rates, the trading price and volatility of Vail Resorts common stock and risks relating to Vail Resorts’ business, including those described in the periodic reports that Vail Resorts files from time to time with SECOND. Vail Resorts may not consummate the proposed offering described in this press release and, if the proposed offering is consummated, cannot provide any assurance regarding the final terms of the offer or the tickets or its ability to effectively enforce proceeds. net as described above. The forward-looking statements included in this press release speak only as of the date of this press release, and Vail Resorts does not undertake to update the statements included in this press release for subsequent developments, unless the law requires it.
SOURCE Vail Resorts, Inc.