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STEAMBOAT SPRINGS, CO-American Skiing Co. has agreed to sell Steamboat Ski & Resort Corp to Intrawest ULC for $265 million. Intrawest privately held owner of mountain resorts based in Vancouver, BC. American Skiing is a Park City, UT-based resort operator traded on the Over-The-Counter Bulletin Board.

Included in the sale are the resort and all resort-owned operations, all of Steamboat’s resort-owned real estate assets, the commercial core of the Steamboat Grand Hotel & Condominiums and the company’s interest in the Walton Pond Apartments complex.

Steamboat was the nation’s eighth most visited resort in 2006, with more than one million skier visits. A new high-speed lift was added to the resort for the 2007 ski season and two of the main on-mountain dining facilities were renovated.

The purchase and sale agreement comes six months after American Skiing began reviewing its strategic options with regard to the resort. The sale is expected to close on or before March 31.

ASC president and chief executive B.J. Fair says a sale was determined to be the best course of action “in light of favorable market conditions and considerable interest from prospective buyers.”

Bear Stearns and Main Street Advisors acted as financial advisors to American Skiing in connection with the transaction; Goodwin Procter LLP acted as legal advisor. Skadden, Arps, Slate, Meagher & Flom LLP and Jacobs Chase Frick Kleinkopf & Kelley LLC acted as legal advisors to Intrawest.

American Skiing operates several alpine ski, snowboard and golf resorts in the US, including three in Vermont, two in Maine and one each in New Hampshire and Utah. Intrawest is best known as the owner of Whistler-Blackcomb north of Vancouver. Access to growth capital was a key consideration when Intrawest earlier this year agreed to be taken over by the private-equity firm Fortress Investment Group for $2.76-billion in cash and debt.

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