UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 22, 2004
AMERICAN SKIING COMPANY
(Exact name of registrant as specified in its charter)
Delaware 1-13057 04-3373730
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
136 HEBER AVENUE, SUITE 303, PARK CITY, UTAH 84060
- -------------------------------------------------------------------------------
(Address of principal executive offices)
Registrant's telephone number, including area code: (435) 615-0340
N/A
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
|_| Written communications pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 3.03. Material Modification to Rights of Security Holders.
On October 22, 2004, American Skiing Company (the "Company") entered
into a sixth supplemental indenture (the "Supplemental Indenture") to the
Indenture, dated as of June 28, 1996, among the Company, the Guarantors party
thereto and The Bank of New York, as successor trustee to United States Trust
Company of New York (as amended and supplemented, the "Indenture"), under which
the Company issued its 12% Senior Subordinated Notes due 2006 of the Company
(the "Notes"). The Supplemental Indenture amends the Indenture to eliminate
substantially all of the restrictive covenants contained in the Indenture.
The amendments to the Indenture will only become operative when validly
tendered Notes representing a majority of the outstanding Notes are accepted for
purchase pursuant to the Company's tender offer for all outstanding Notes (the
"Offer"). If, after the date of the Supplemental Indenture, the Offer is
terminated or withdrawn, all payments in respect of the Notes accepted for
payment pursuant to the Offer are not made on the applicable Payment Date (as
defined in the Company's Offer to Purchase and Consent Solicitation Statement
dated as of October 12, 2004) in accordance with Rule 14e-1(c) under the
Securities Exchange Act of 1934, as amended, or the Offer is not consummated on
or prior to January 10, 2005 (the 90th day after the launch date of the Offer),
the amendments shall have no effect and the Indenture shall be deemed to be
amended so that it reads the same as it did immediately prior to the date of the
Supplemental Indenture.
The Supplemental Indenture is attached as Exhibit 4.1 hereto and is
incorporated herein by reference.
The press release issued by American Skiing Company is attached as
Exhibit 99.1 hereto.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits
Exhibit Description
4.1 Sixth Supplemental Indenture to the Indenture, dated as of June 28, 1996,
among American Skiing Company, the Guarantors party thereto and The Bank of
New York, as successor trustee to United States Trust Company of New York.
99.1 Press release of American Skiing Company, dated October 22, 2004.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: October 26, 2004 American Skiing Company
By: /s/ Foster A. Stewart, Jr.
---------------------------------
Name: Foster A. Stewart, Jr.
Title: Senior Vice President and
General Counsel
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INDEX TO EXHIBITS
Exhibit Description
4.1 Sixth Supplemental Indenture to the Indenture, dated as of
June 28, 1996, among American Skiing Company, the Guarantors
party thereto and The Bank of New York, as successor trustee to
United States Trust Company of New York.
99.1 Press release of American Skiing Company, dated October 22,
2004.
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