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): June
21, 2006
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Vail
Resorts, Inc.
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(Exact
name of registrant as specified in its charter)
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Delaware
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1-9614
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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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137
Benchmark Road, Avon, Colorado
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81620
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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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(970)
845-2500
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Not
applicable
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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:
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[
] Written communications pursuant to Rule 425 under the Securities
Act
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[
] Soliciting materials pursuant to Rule 14a-12 under the Exchange
Act
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[
] Pre-commencement communications pursuant to Rule 14d-2(b) under
the
Exchange Act
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[
] Pre-commencement communications pursuant to Rule 13e-4(c) under
the
Exchange Act
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Item
5.02. Departure
of Directors or Principal Officers; Election of Directors; Appointment
of
Principal Officers.
On
June 21, 2006, the Board of Directors (the “Board”) of Vail Resorts, Inc. (the
“Company”) appointed Thomas D. Hyde and Richard D. Kincaid to serve on the
Board. Mr. Hyde was also appointed to the audit committee of the Board
and Mr.
Kincaid was appointed to the compensation committee of the Board.
Mr.
Hyde is executive vice president and corporate secretary of Wal-Mart Stores,
Inc. (“Wal-Mart”) overseeing Wal-Mart’s legal, corporate responsibility,
government and public relations, global security, aviation, and travel
departments. He has been with Wal-Mart since 2001.
Prior to Wal-Mart, he served as senior vice president and general counsel
of
Raytheon Company since 1992.
Mr.
Richard D. Kincaid is president, chief executive officer and a trustee
of
Chicago-based Equity Office Properties Trust (“Equity Office”), the nation’s
largest office building owner and manager as well as the largest real estate
investment trust in the United States. Mr.
Kincaid has been president of Equity Office since 2002 and chief executive
officer since 2003. From 1997 - 2002, Mr. Kincaid was executive vice president
and chief financial officer of Equity Office. Mr. Kincaid also is a director
of
Rayonier Inc., a global supplier of timber, performance fibers and wood
products.
As
previously disclosed in the Current Report on Form 8-K filed with the Securities
and Exchange Commission on June 7, 2006, the Company was in noncompliance
with
Section 303A.07(a) of the New York Stock Exchange (“NYSE”) Listed Company Manual
as a result of its failure to have three independent members on its audit
committee. Upon the appointment of Mr. Hyde to the audit committee, the
Company
regained compliance with this NYSE listing standard.
A
copy of the press release announcing the appointments of Mr. Hyde and Mr.
Kincaid to the Board is attached hereto as Exhibit 99.1 and incorporated
herein
by reference.
Item
9.01.
Financial Statements and Exhibits.
(d) Exhibits.
The following exhibit is filed herewith:
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Exhibit
No.
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Description
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99.1
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Press
Release, dated June 22, 2006.
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SIGNATURE
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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Dated:
June 22, 2006
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Vail
Resorts, Inc.
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By:
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/s/
Jeffrey W. Jones
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Jeffrey
W. Jones
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Senior
Executive Vice President and
Chief
Financial Officer
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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 June 22, 2006.
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Exhibit
99.1
Vail
Resorts, Inc.
News
Release
For Immediate Release
Investor Relations: Jeff
Jones, CFO, (970) 845-2552, jwjones@vailresorts.com
Media Relations: Kelly Ladyga,
(970) 845-5720, kladyga@vailresorts.com
VAIL RESORTS
APPOINTS THOMAS D. HYDE AND
RICHARD D. KINCAID TO COMPANY'S BOARD OF DIRECTORS
AVON, Colo.--June 22,
2006--Vail Resorts (NYSE:MTN) today announced the appointment of Thomas D.
Hyde
and Richard D. Kincaid to the Company's Board of Directors. Mr. Hyde will
serve on the audit committee and Mr. Kincaid will serve on the compensation
committee. Both appointments are effective immediately.
Mr. Hyde is executive
vice
president and corporate secretary of Wal-Mart Stores, Inc. (“Wal-Mart”)
overseeing Wal-Mart’s legal, corporate responsibility, government and public
relations, global security, aviation, and travel departments.He has been
with
Wal-Mart since 2001. Prior to Wal-Mart, he served as senior vice president
and
general counsel of Raytheon Company since 1992.
Mr. Richard D. Kincaid
is
president, chief executive officer and a trustee of Chicago-based Equity
Office
Properties Trust (“Equity Office”), the nation’s largest office building owner
and manager as well as the largest real estate investment trust in the United
States. Mr. Kincaid has been president of Equity Office since 2002 and chief
executive officer since 2003. From 1997-2002, Mr. Kincaid was
executive vice president and chief financial officer of Equity Office. Mr.
Kincaid also is a director of Rayonier Inc., a global supplier of timber,
performance fibers and wood products.
Vail Resorts Chief Executive
Officer Rob Katz commented, "I'm delighted that Thomas Hyde and Richard Kincaid
have agreed to serve on Vail Resorts' Board of Directors. We are fortunate
to
have two individuals with such distinguished backgrounds join the other
accomplished members of our board. I know that their experience and business
acumen will serve both our Company and our shareholders well in the
future."
In addition to the newly
appointed directors, Mr. Hyde and Mr. Kincaid, the Vail Resorts Board of
Directors also includes Chairman Joe R. Micheletto, vice chairman of Ralcorp
Holdings, Inc.; John J. Hannan, founding partner
-more-
of Apollo Management,
L.P.;
Roland A. Hernandez, founding principal and chief executive officer of Hernandez
Media Ventures; John F. Sorte, president of Morgan, Joseph & Co.; William P.
Stiritz, chairman of the board of Ralcorp Holdings, Inc.; and Rob Katz, chief
executive officer of Vail Resorts.
About Vail
Resorts
Vail Resorts, Inc. is
the
leading mountain resort operator in the United States. The Company's
subsidiaries operate the mountain resorts of Vail, Beaver Creek, Breckenridge
and Keystone in Colorado, Heavenly in 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. 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.
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