
18.	Subsequent Events

Amendment of Vail Holdings Credit Facility

On September 23, 2019, VHI, a wholly-owned subsidiary of the Company, entered into an amendment to the Vail Holdings Credit Agreement, which increased the amount of the outstanding term loan by approximately $335.6 million and extended the maturity date of the Vail Holdings Credit Agreement to September 23, 2024. The proceeds from the term loan increase were utilized to fund the acquisition of Peak Resorts, Inc. (“Peak Resorts’), as discussed below, and to prepay certain portions of the debt assumed in connection with the acquisition.

Acquisition of Peak Resorts, Inc.

On September 24, 2019, VHI, a wholly-owned subsidiary of the Company, completed its previously announced acquisition of Peak Resorts, a Missouri corporation, through the merger of VRAD Holdings, Inc., formerly a Missouri corporation and a wholly-owned subsidiary of VHI (“Merger Sub”), with and into Peak Resorts, with Peak Resorts surviving as a wholly-owned subsidiary of VHI (the “Merger”). The Merger was consummated pursuant to the Agreement and Plan of Merger, dated as of July 20, 2019 (the “Merger Agreement”), by and among VHI, Merger Sub, Peak Resorts and, solely for the purposes stated in Section 9.14 of the Merger Agreement, the Company. At the effective time of the Merger (the “Effective Time”) and pursuant to the terms and conditions of the Merger Agreement, (i) each share of outstanding common stock of Peak Resorts (other than shares owned (A) by VHI or Merger Sub and (B) by Peak Resorts in treasury) ceased to be outstanding and was converted into the right to receive $11.00 in cash, without interest; (ii) each outstanding share of Series A Cumulative Convertible Preferred Stock of Peak Resorts (the “Series A Preferred Stock”) was converted into the right to receive an amount equal to the sum of: (a) $1,748.81; plus (b) the aggregate amount of all accrued and unpaid dividends on the applicable issuance of Series A Preferred Stock as of the Effective Time, in cash without interest; (iii) each outstanding restricted stock unit that was granted pursuant to Peak Resorts’ 2014 Equity Incentive Plan became fully vested and was cancelled and extinguished in exchange for the right to receive $11.00 in cash, without interest; and (iv) each warrant issued by Peak Resorts to purchase shares of common stock of Peak Resorts that was issued and outstanding immediately prior to the Effective Time (collectively, the “Warrants”), was cancelled in exchange for the right to receive an amount in cash, without interest, equal to the product of: (a) the aggregate number of shares of common stock of Peak Resorts in respect of such Warrant; multiplied by (b) the excess of $11.00 over the per share exercise price under such Warrant.

The aggregate consideration paid by the Company to the former Peak Resorts stockholders in the Merger was approximately $265 million, excluding related transaction fees and expenses. The Company funded the payment of the aggregate consideration with the proceeds from the September 23, 2019 amendment of the Vail Holdings Credit Agreement, as discussed above.