PEAK RESORTS, INC. (NASDAQ:SKIS) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01.Entry into a Material Definitive Agreement.
On December 27, 2018, Peak Resorts, Inc. (the “Company”), together with its subsidiaries Hidden Valley Golf and Ski, Inc., Paoli Peaks, Inc., Snow Creek, Inc., LBO Holding, Inc. and SNH Development, Inc., as borrowers (together, the “Subsidiaries” and collectively with the Company, the “Borrowers”), renewed the Restated Credit Facility, Loan and Security Agreement (the “Restated Credit Agreement”) with Royal Banks of Missouri, as lender (the “Lender”), dated as of October 27, 2017, by entering into the First Renewal of the Restated Credit Agreement (the “First Renewal Agreement”). The First Renewal Agreement maintains the borrowing capacity of $25.0 million, structured as follows: (i) a revolving loan in an amount up to $10.0 million for working capital; and (ii) a revolving loan in an amount up to $15.0 million to be used to acquire additional ski resorts.In connection with entry into the First Renewal Agreement, the Borrowers executed the renewed working line promissory note in the principal amount of $10.0 million (the “Working Line Promissory Note”) and the renewed acquisition line promissory note in the principal amount of $15.0 million (the “Acquisition Line Promissory Note” and, together with the Working Line Promissory Note, the “Notes”) in favor of the Lender.The First Renewal Agreement and Notes are referred to collectively herein as the “Loan Documents.”
Amounts borrowed under the Loan Documents mature on December 27, 2019.The terms of the Loan Documents provide that interest on the outstanding principal amounts under the Notes shall be charged at the prime rate plus 1.0%, provided that past due amounts shall be subject to higher interest rates and late charges. The debt evidenced by the Loan Documents is secured by the assets of each of the Subsidiaries. As of December 27, 2018, nothing was outstanding under the Working Line Promissory Note, with $10.0 million unused and available, and $12.4 million was outstanding under the Acquisition Line Promissory Note, with $2.6 million unused and available.
The remaining terms, financial covenants, restrictions, exhibits and schedules provided by the Restated Credit Agreement remain unchanged in the First Renewal Agreement, as disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 2, 2017 and incorporated herein by reference.The First Renewal Agreement additionally provides that a default under the Credit Agreement dated as of November 21, 2018 among Snow Time Acquisition, Inc., as borrower, Snow Time, Inc. and subsidiaries, as guarantors, and Cap 1 LLC, as lender, shall constitute a default under the terms of the First Renewal Agreement.
The First Renewal Agreement, Working Line Promissory Note and Acquisition Line Promissory Note are filed hereto as Exhibits 10.1, 10.2 and 10.3, respectively. The summaries of the terms of the Loan Documents are qualified in their entireties by reference to such exhibits.
Item 2.03.Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On December 27, 2018, the Borrowers executed the Loan Documents. The terms of the Loan Documents are described in Item 1.01 of this Current Report on Form 8-K, which description is incorporated herein by reference.
Item 9.01.Financial Statements and Exhibits.
(d)Exhibits
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Exhibit No. |
Description of Exhibit |
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10.1 |
First Renewal of the Restated Credit Facility, Loan and Security Agreement by and between Peak Resorts, Inc., Hidden Valley Golf and Ski, Inc., Paoli Peaks, Inc., Snow Creek, Inc., L.B.O. Holding, Inc., and SNH Development, Inc., dated as of December 27, 2018. |
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10.2 |
Renewed Working Line Promissory Note from Peak Resorts, Inc., Hidden Valley Golf and Ski, Inc., Paoli Peaks, Inc., Snow Creek, Inc., LBO Holding, Inc., and SNH Development, Inc. in favor of Royal Banks of Missouri, dated as of December 27, 2018. |
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10.3 |
Renewed Acquisition Line Promissory Note from Peak Resorts, Inc., Hidden Valley Golf and Ski, Inc., Paoli Peaks, Inc., Snow Creek, Inc., LBO Holding, Inc., and SNH Development, Inc. in favor of Royal Banks of Missouri, dated as of December 27, 2018. |
Peak Resorts Inc Exhibit
EX-10.1 2 skis-20181227xex10_1.htm EX-10.1 20181227 Exhibit 10.1 Exhibit 10.1 First RENEWAL OF THE RESTATED CREDIT FACILITY,…
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About PEAK RESORTS, INC. (NASDAQ:SKIS)
Peak Resorts, Inc. is a holding company. The Company, through its subsidiaries, owns or leases, and operates day ski and overnight drive ski resorts. The Company’s ski resort operations consist of snow skiing, snowboarding and snow sports areas in Wildwood and Weston, Missouri; Bellefontaine and Cleveland, Ohio; Paoli, Indiana; Blakeslee and Lake Harmony, Pennsylvania; Bartlett, Bennington and Pinkham Notch, New Hampshire; West Dover, Vermont, and Hunter, New York, and an 18 hole golf course in West Dover, Vermont. It also manages hotels in Bartlett, New Hampshire; West Dover, Vermont, and Hunter, New York. As of April 30, 2016, the Company operates 14 ski resorts, which consist of six overnight drive ski resorts and eight day ski resorts located across seven states, ranging from Missouri to New Hampshire, and appeal to a range of visitors. As of April 30, 2016, the Company’s resorts comprises approximately 1,860 acres of skiable terrain that appeal to a range of ages and abilities.