BOYNE FALLS, Mich., April 15, 2021 /PRNewswire/ -- Boyne USA, Inc. (the "Company") announced today that it has commenced a cash tender offer (the "offer") to purchase any and all of its 7.250% Senior Secured Second Lien Notes due 2025 (the "notes"). As of April 15, 2021, the Company had $580,000,000 aggregate principal amount of notes outstanding.

The tender offer is being made pursuant to an offer to purchase and a related letter of transmittal, each dated as of April 15, 2021, and a notice of guaranteed delivery. The tender offer will expire at 5:00 p.m., New York City time, on April 21, 2021, unless extended or earlier terminated as described in the offer to purchase (such time and date, as they may be extended, the "Expiration Time").

Holders of the notes who validly tender (and do not validly withdraw) their notes prior to the Expiration Time, or who deliver to the tender agent and information agent a properly completed and duly executed notice of guaranteed delivery in accordance with the instructions described in the offer to purchase, will be eligible to receive total cash consideration of $1,039.10 per $1,000 principal amount of notes, plus any accrued and unpaid interest up to, but not including, the settlement date, which is expected to occur on April 26, 2021. Tendered notes may be withdrawn at any time at or prior to the Expiration Time. The Company reserves the right to terminate, withdraw or amend the tender offer at any time, subject to applicable law.

The Company also announced that it intends to redeem, on or about May 15, 2021, any of its notes that remain outstanding after the completion of the offer.

The tender offer is subject to the satisfaction or waiver of certain conditions, including the Company's completion of one more or more debt financing transactions in an amount that is sufficient to fund the purchase of the notes validly tendered and accepted for purchase pursuant to the tender offer, to redeem any outstanding notes that are not purchased in the tender offer and to pay all fees and expenses associated with such financing, the tender offer and such redemption. The tender offer is not conditioned on any minimum amount of notes being tendered.

The tender offer is being made pursuant to the terms and conditions contained in the offer to purchase, related letter of transmittal and notice of guaranteed delivery, copies of which may be obtained from D.F. King & Co., Inc., the information agent for the offer, by telephone at (877) 361-7972 (toll-free) or for banks and brokers, at (212) 269-5550 (Banks and Brokers only), by e-mail at [email protected] or at the following web address: www.dfking.com/boyne

Persons with questions regarding the tender offer should contact the dealer manager: Wells Fargo Securities, LLC, Collect: (704) 410-4756, Toll-Free by telephone at (866) 309-6316.

None of the Company, the dealer manager, the tender offer agent, the information agent or the trustee for the notes, or any of their respective affiliates, is making any recommendation as to whether holders should tender any notes in response to the tender offer. Holders must make their own decision as to whether to tender any of their notes and, if so, the principal amount of notes to tender.

This press release is for informational purposes only, is not an offer to purchase or a solicitation of an offer to sell any securities, and does not constitute a notice of redemption for any securities, including the notes, or an obligation to issue a notice of redemption in respect thereof. The tender offer is being made solely by means of the offer to purchase and the related letter of transmittal and any notice of redemption will be transmitted to the holders of the notes through the facilities and in accordance with the procedures of The Depository Trust Company.

About Boyne Resorts

Boyne Resorts, founded in 1947 by Everett Kircher, is one of the largest mountain resort companies in North America by total skier visits. A Michigan-based corporation, Boyne Resorts owns and operates award-winning mountain and golf resorts and attractions throughout the United States and Canada including Cypress Mountain near Vancouver, B.C., official freestyle skiing and snowboard venue of the 2010 Olympic Winter Games; Sugarloaf and Sunday River Resort in Maine; Boyne Mountain, Boyne Highlands, Inn at Bay Harbor – Autograph Collection resorts and Avalanche Bay Indoor Waterpark in Michigan; Big Sky Resort in Montana; Loon Mountain Resort in New Hampshire; Gatlinburg SkyLift Park in Tennessee; Brighton Resort in Utah; and The Summit at Snoqualmie in Washington.

Forward-looking Statements

This press release contains forward-looking statements, including, but not limited to, statements regarding the tender offer, the source of funds for the tender offer and other statements contained in this press release that are not historical facts. These forward-looking statements were made as of the time and date of this press release and were based on then-current expectations as well as the beliefs and assumptions of management. Words such as "expect," "intend," "will" and variations of these terms and similar expressions are intended to identify these forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties, many of which involve factors or circumstances that are beyond the Company's control. The outcome of the events described in these forward-looking statements is subject to known and unknown risks, uncertainties, and other factors that may cause actual results, performance, or achievements to differ materially, including (i) the risk that the Company is unable to secure financing for the tender offer because of a downturn in market conditions or otherwise, (ii) the risk that the Company is unable to purchase notes in the tender offer because it is unable to secure sufficient financing or for any other reason and (iii) the impact of general economic, industry or political conditions (including the novel coronavirus (COVID-19)). The Company undertakes no duty to update any of the forward-looking statements, whether as a result of new information, future events or otherwise. In light of the foregoing, readers are cautioned not to place undue reliance on such forward-looking statements.

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SOURCE Boyne Resorts