Filed by American Skiing Company
Pursuant to Rule 425 under the Securities Act of 1933 and Deemed
Filed Pursuant to Rule 14A-12 Under the Securities Exchange Act of 1934
Subject Company: MeriStar Hotels and Resorts, Inc.
Commission File No.: 1-14331
THE FOLLOWING IS THE PRESS RELEASE ISSUED BY AMERICAN SKIING COMPANY ON JANUARY
3, 2001 THE FOLLOWING DOES NOT CONSTITUTE AN OFFER OF ANY SECURITIES FOR SALE.
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Box 450 Bethel ME 04217
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Phone: 207-824-8100 Fax: 207-824-5274
e-mail: skip@sundayriver.com
News and information
Contacts:
Skip King, Media Relations, 207-824-5020
Dan Kashman, Investor Relations, 207-824-5013
Date: 3 January 2001
Release: Immediate
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Winter is back, and so are the skiers
Newry, ME - With the return to normal winter weather patterns over most of
ski country, skiers and snowboarders flocked to American Skiing Company (NYSE:
SKI) resorts over the Christmas holiday period.
For the seven-day period ending December 31, total system-wide skier
visits were up approximately16 percent over the comparable period in the prior
year. American Skiing Company officials also said total revenues for the week
were up approximately 24 percent, giving the Company the single largest week of
revenue in its history.
"We view that as a promising recovery after two disappointing Christmas
holiday seasons," said American Skiing Company chairman Leslie B. Otten. "We
believe that it demonstrates the resilience of the market."
Normal snowmaking temperatures helped New England resorts to open all
mountain areas and provide quality conditions. Many resorts, including Sunday
River and Mount Snow, completed trail openings on snowmaking trails ahead of
schedule.
Killington, VT, boosted its snowmaking capacity by 30 percent this year,
allowing it to open trails faster. It entered the holiday period with nearly
twice the open terrain of any other resort in New England.
As expected, The Canyons in Utah also posted solid gains. As a result of
last March's opening of the resort village at the base of the mountain, the
addition of "Dreamscape," its eighth mountain peak and a new "Cabriolet" gondola
lift, which transports day visitors to the village core, The Canyons shattered
its previous Christmas attendance record.
Heavenly saw solid gains year-over-year. The resort improved performance
due to the largest snowmaking system in the western United States and its new
gondola, which transports guests in the downtown South Lake Tahoe, CA/Stateline,
NV community directly to the slopes.
"Heavenly's gondola has already served approximately 21,000 visitors since
it opened two weeks ago," said Otten. "More than 10,000 non-skiing sightseers
bought tickets to ride the new lift during the holidays. Access to the mountain
from downtown has had a positive impact on both visits and the pace at the
existing base lodges. In the long term, we believe the gondola will play a
significant role in the resort's growth."
On the real estate front, Steamboat, Heavenly and The Canyons all saw
strong interest from prospective vacation home purchasers over the holiday week.
"It's important to remember that this information is a snapshot of the
Christmas holiday period," said Otten. "We still have part of the second fiscal
quarter to go. Still, we believe that the Company's performance during the
Christmas holiday week bodes well. We've got our first major milestone
successfully behind us, and the rest of the season looks promising. Reservations
for the remainder of the season are up significantly, real estate projects are
showing solid interest and ski conditions at our resorts are outstanding."
American Skiing Company's second fiscal quarter of 2001 closes on January
28, 2001.
Headquartered in Newry, Maine, American Skiing Company is the largest operator
of alpine ski, snowboard and golf resorts in the United States. Its resorts
include Steamboat in Colorado; Killington, Mount Snow and Sugarbush in Vermont;
Sunday River and Sugarloaf/USA in Maine; Attitash Bear Peak in New Hampshire;
The Canyons in Utah; and Heavenly in California/Nevada. The Company recently
announced plans to merge with Meristar Hotels and Resorts (NYSE: MMH) and form a
new 4-season leisure and hospitality company to be named Doral International.
The merger is expected to be completed during the first calendar quarter of
2001.
The historical and forward-looking statements about American Skiing Company
contained in this press release are not based on historical facts, but rather
reflect American Skiing Company's current expectations concerning future results
and events. Similarly, statements that describe the company's objectives, plans
or goals are or may be forward-looking statements. Such forward-looking
statements involve a number of risks and uncertainties. In addition to factors
discussed above, other factors that could cause actual results, performances or
achievements to differ materially from those projected include, but are not
limited to, the following: changes in regional and national business and
economic conditions affecting both American Skiing Company's resort operating
and real estate segments; competition and pricing pressures; failure to
effectively integrate or operate recently acquired companies and assets; failure
to renew or refinance existing financial liabilities and obligations or attain
new outside financing; failure of on-mountain improvements and other capital
expenditures to generate incremental revenue; adverse weather conditions
regionally and nationally; seasonal business activity; changes to federal, state
and local land use regulations; changes to federal, state and local regulations
affecting both American Skiing Company's resort operating and real estate
segments; litigation involving anti-trust, consumer and other issues; failure to
renew land leases and forest service permits; disruptions in water supply that
would impact snowmaking operations and impact operations; the loss of any of our
executive officers or key operating personnel; control of American Skiing
Company by principal stockholders; failure to hire and retain qualified
employees and other factors listed from time-to-time in American Skiing
Company's documents filed by the Company with the Securities Exchange
Commission. The forward-looking statements included in this document are made
only as of the date of this document and under section 27A of the Securities Act
and section 21E of the Exchange Act, we do not have any obligation to publicly
update any forward-looking statements to reflect subsequent events or
circumstances.
www.peaks.com
* * *
American Skiing Company plans to file a Registration Statement on Form
S-4 with the SEC in connection with the merger transaction. The Form S-4 will
contain a prospectus, a proxy statement for the special meetings of both
American Skiing and MeriStar Hotels & Resorts, Inc. and other documents.
American Skiing and MeriStar plan to mail the joint proxy statement and
prospectus contained in the Form S-4 to their stockholders. The Form S-4 and
joint proxy statement and prospectus will contain important information about
American Skiing, Meristar, the merger and related matters. Investors and
stockholders should read the joint proxy statement and prospectus and the other
documents filed with the SEC in connection with the merger carefully before they
make any decision with respect to the merger. A copy of the merger agreement
with respect to the merger will be filed by both American Skiing and Meristar as
an exhibit to each's respective Form 8-K dated December 11, 2000. The Form S-4,
the joint proxy statement and prospectus, the Form 8-Ks and all other documents
filed with the SEC in connection with the merger transaction will be available
when filed free of charge at the SEC's web site, at www.sec.gov. In addition,
the proxy statement/prospectus, the Form 8-K and all other documents filed with
the SEC in connection with the merger will be made available to investors free
of charge by calling or writing to the American Skiing and MeriStar contact
addresses listed above.
In addition to the Form S-4, the joint proxy statement and prospectus
and the other documents filed with the SEC in connection with the merger, both
American Skiing and MeriStar are obligated to file annual, quarterly and special
reports, proxy statements and other information with the SEC. You may read and
copy any reports, statements and other information filed with the SEC at the
SEC's public reference rooms at 450 Fifth Street, N.W., Washington, D.C. 20549
or at the other public reference rooms in New York, New York and Chicago,
Illinois. Please call the SEC at 1-800-SEC-0330 for further information on
public reference rooms. Filings with the SEC also are available to the public
from commercial document-retrieval services and at the web site maintained by
the SEC at www.sec.gov.
The identity of the people who, under SEC rules, may be considered
"participants in the solicitation" of MeriStar's stockholders in connection with
the proposed merger, and a description of their interests, is available in an
SEC filing on Schedule 14A, which will be made by MeriStar. A list of
"participants in the solicitation" of American Skiing's stockholders in
connection with the proposed merger, and a description of their interests, is
available in an SEC filing on Schedule 14A, which will be made by American
Skiing.