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): March 10, 2009
Vail Resorts,
Inc.
(Exact
Name of Registrant as Specified in Charter)
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Delaware
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001-09614
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51-0291762
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification No.)
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390
Interlocken Crescent
Broomfield,
Colorado
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80021
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(Address
of Principal Executive Offices)
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(Zip
Code)
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Registrant's
telephone number, including area code:
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(303)
404-1800
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(Former
Name or Former Address, if Changed Since Last Report)
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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:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting materials 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
5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain
Officers.
On March
11, 2009, Vail Resorts, Inc. (the “Company”) issued a press release announcing a
company-wide wage reduction plan. A copy of the press release is
attached hereto as Exhibit 99.1 and incorporated herein by
reference.
As part
of the wage reduction plan, on March 10, 2009, the Company’s Compensation
Committee approved a salary reduction of 10% for all executive officers of the
Company, including the named executive officers (other than Robert A. Katz, the
Chief Executive Officer): Jeffrey W. Jones; Keith A. Fernandez; John
McD. Garnsey; and Blaise T. Carrig. Mr. Katz has decided not to take
any salary for a twelve month period and then receive a salary reduced by 15%
when his salary reinstates. These salary reductions are effective as
of April 2, 2009. The executive officers of the Company have accepted
these salary reductions and waived, in this instance, the restrictions in their
respective employment agreements that their base salaries cannot be reduced at
any time below the then-current levels.
On March
10, 2009, the Compensation Committee also approved, as part of the wage
reduction plan, the grant of stock appreciation rights (“SARs”) to each of the
executive officers of the Company, including the named executive officers other
than Mr. Katz, with a value (using the Company’s standard methodology) equal to
7.5% of the executive’s pre-reduced salary. Mr. Katz was not granted
any stock awards in connection with his salary reduction. The SARs
vest over three years, commencing on the first anniversary of the grant date,
and are subject to the terms of the Company’s Amended and Restated 2002 Long
Term Incentive and Share Award Plan. The SARs have an exercise price of
$16.51, the closing price of the Company’s common stock as reported on the New
York Stock Exchange on the date of grant.
Item
9.01. Financial Statements and Exhibits.
(d)
Exhibits.
A list of
exhibits furnished herewith is contained on the Exhibit Index which immediately
precedes such exhibits and is incorporated herein by reference.
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 hereunto
duly authorized.
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Vail
Resorts, Inc.
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Date:
March 11, 2009
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By:
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/s/
Fiona E. Arnold
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Fiona
E. Arnold
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Senior
Vice President and
General
Counsel
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EXHIBIT
INDEX
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Exhibit No.
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Description
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99.1
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Press
Release, dated March 11, 2009, announcing a company-wide wage
reduction plan.
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Exhibit
99.1
Vail
Resorts, Inc.
For
Immediate Release
News
Release
Vail
Resorts Contacts:
Media
Relations: Kelly Ladyga, (303) 404-1862, kladyga@vailresorts.com
Investor
Relations: Michelle Lang, (303) 404-1819, mlang@vailresorts.com
Vail Resorts Announces
Companywide Wage Reduction Plan
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Goal to Reduce Labor Costs While Preserving Jobs
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Plan Will Offer Stock to Over 2,500 Employees
BROOMFIELD,
Colo.—March 11, 2009—Vail Resorts, Inc. (NYSE:MTN) today announced the
implementation of a companywide wage reduction plan designed to reduce labor
costs while preserving as many jobs as possible in this uncertain economic
environment. Under the plan, all affected employees of the Company will have
their salaries reduced on a sliding scale from 2.5 percent for seasonal
employees to 10 percent for executives. In addition, each full-time, year-round
employee will receive a grant of stock-based incentive compensation with a value
on a sliding scale from 1.5 percent of salary to 7.5 percent of salary for
executives. This will increase the number of employees owning stock from
approximately 260 to over 2,500, allowing many more employees to participate in
ownership of the Company.
Rob Katz,
the Company’s chief executive officer, has decided to not take any salary for a
12-month period and then receive a 15-percent salary reduction. He will not
participate in the stock issuance. Each outside member of the Company’s board of
directors has also decided to reduce their annual cash retainer by 20 percent.
Wage reductions for seasonal employees will be effective after the current
winter season. The wage reduction for all other employees will be effective on
April 2, 2009. This wage reduction plan, combined with certain other
adjustments, is expected to result in expense savings of over $10 million on an
annualized basis.
“I am
very proud of the effort of our employees and our Company’s performance in this
unprecedented environment,” said Rob Katz. “However, it’s also clear that with
the uncertainty that lies ahead, reducing cost is an imperative. We have chosen
to address this situation by making the preservation of jobs and protecting the
guest experience our highest priorities. By asking everyone to take less,
starting at the top, we can continue to focus on our mission of extraordinary
resorts, exceptional experiences.”
About Vail
Resorts
Vail
Resorts, Inc., through its subsidiaries, is the leading mountain resort operator
in the United States. The Company's subsidiaries operate the mountain resort
properties of Vail, Beaver Creek, Breckenridge and Keystone mountain resorts in
Colorado, the Heavenly Ski Resort in the Lake Tahoe area of California and
Nevada, and the Grand Teton Lodge Company in Jackson Hole, Wyo. The Company's
subsidiary, RockResorts, a luxury resort hotel company, manages casually elegant
properties across the United States and the Caribbean. Vail Resorts Development
Company is the real estate planning, development and construction subsidiary of
Vail Resorts, Inc. Vail Resorts is a publicly held company traded on the New
York Stock Exchange (NYSE: MTN). The Vail Resorts company website is
www.vailresorts.com and consumer website is www.snow.com.