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Offering
Circular (Revised) Sunday River Skiway Corporation BETHEL,
MAINE Incorporated under the Laws
of the State of Maine to do business within said State on April 28, 1958 Capitalization: 25,000 shares of Common Stock of the par value of $10.00 per share |
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This offering limited to 14,357 shares of the
Common Stock of the SUNDAY RIVER SKIWAY CORPORATION, at Ten Dollars ($10.00)
per share. |
Offering Underwriting Proceeds
price to discounts
or to
public Commissions Corporation
Per share $10.00 None $10.00
Total $143,570.00 None $143,570.00
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The 14,357
shares that constitute this offering are for cash only, except that, by ( prior
agreement with the Board of Directors, purveyors of land, materials,
equipment or services, whoever they may be, may be compensated for their
land, materials, equipment or services in part or in whole by the issuance of
shares of Common Stock at their par value on a dollar for dollar basis for
the value received. As of This offering
is to be made by mail, through the personal efforts of the officers of the
Corporation, and by a number of duly authorized Agents of the Corporation
who have been licensed by the State Bank Commissioner. There are no
agreements in effect with underwriters as of the (late of this Revised
Offering Circular. It is estimated that the total selling cost, which will
include, printing, postage, clerical hire and compensation for the
above-mentioned Agents, will not. exceed a total of
$5,000.00. •
* * * * * * * * * * * *. * THESE
SECURITIES ARE OFFERED PURSUANT TO AN EXEMPTION FROM
REGISTRATION WITH THE UNITED STATES SECURITIES AND EXCHANGE
COMMISSION. THE COMMISSION DOES NOT PASS UPON THE MERITS OF
ANY SECURITIES NOR DOES IT PASS UPON THE ACCURACY OR
COMPLETENESS OF ANY OFFERING CIRCULAR OR OTHER SELLING
LITERATURE. |
The
date of this OFFERING CIRCULAR (REVISED) is
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FORE WORD The SUNDAY RIVER SKIWAY,
CORPORATION hereinafter referred to as the Corporation, was incorporated under
the Law of the State of Maine, at Bethel, Maine, on April 28, 1958 to
“construct and operate for profit one or more recreational areas in the State
of Maine, with major-emphasis on winter sports, but not necessarily limited
thereto.” Its present objective is the development of a major ski area, with
all necessary appurtenances on THE CORPORATION The SUNDAY RIVER SKIWAY
CORPORATION was organized by a group of sixteen (16) residents of the Bethel Area,
all of whom had subscribed for stock and were elected to the Board of
Directors of the Corporation at its first meeting. The Directors, with the
shares of stock held by each, as of the date of this Revised Offering
Circular, are as follows: The Officers of the Corporation, all Stockholders
and Directors, are: President Addison C. Saunders —2— The By-Laws adopted by the. Incorporators, provide,
among other things: that the Board of Directors and the Clerk shall
be elected annually by the Stockholders, and that the Board shall consist of
not less than nine (9) nor more than twenty-five (25) Stockholders; that the
Treasurer shall be bonded; that each share of Common Stock shall be entitled
to one vote in corporate affairs; that no real or personal property to which
the Corporation has taken title maybe mortgaged or pledged ‘as security- for
any indebtedness of the Corporation1 without the prior approval of
the holders of a majority of the outstanding shares of Common Stock; that no
Officer or Director of the Corporation shall receive any fee or commission
for the sale of Common Stock; that no dividends in excess of ten per cent
(1U%) of the net profits for the preceding year may be declared on the Common
Stock by the Board of Directors if the Corporation is in arrears in payment
of any secured indebtedness, corporate notes, wages, or trade accounts of
more than sixty (60) days obligation; and that no Officer or Director of the
Corporation shall make any agreement or commitment on behalf of die
Corporation unless specifically authorized to do so under the By-Laws or by
action of the Board of Directors. A complete copy of the By-Laws may be obtained
from the Clerk of the Corporation by any interested person. CURRENT OFFERING To finance the initial phase of the development, iii
addition to the 643 shares subscribed and fully paid at their par value of
$10.00 per share by the lncorporators, the
Corporation is offering 14,357 shares of its Common Stock for purchase by the
public in lots of one or more shares at their par value of $10.00 per share.
The Directors of the Corporation reserve the right to accept or reject any
offer made for the purchase of shares, or to issue a lesser number than
requested to any subscriber if the present offering should be oversubscribed
either through cash offers or by virtue of agreements on the part of
purveyors of land, materials, equipment, or services to accept payment in
whole or in part in the form of Common Stock of the Corporation. PROGRESS TO DATE During the Summer and Fall of 1959, with the aid
of a loan in the amount of $40,000.00 from the Small Business Administration,
a major part of the proposed development was completed. For the 1959-1960
Winter Season, the Sunday River Skiway was ready for business with an
excellent approach road, a 300-car parking area, 3200-foot Hall T-Bar Lift,
an 800-foot Rope Tow, a 4000-foot intermediate slope with a vertical descent
of 975 feet, a 2700-foot —3— The Stock Transfer Agent and Registrar is the
Clerk of the Corporation, Henry H. Hastings, Esq., The Corporation has been licensed by the Bank
Commissioner of the State of Maine as a dealer in securities and authorized
to offer 14,357 shares of its Common •Stock to the public. Neither the delivery
of this Offering Circular nor any sale hereunder shall, under any
circumstances, create an implication that there has been no change in the
affairs of the Corporation since the date hereof. This offering Circular does
not constitute an offer by the Corporation to sell its Common Stock in any
state to any person to whom it is unlawful for the Corporation to make such
offer in such state. Novice to intermediate slope, an 800-foot novice
slope, and an unusually attractive 36x60 foot Lodge containing a Ski Shop,
Canteen, Washrooms, First Aid Room and
a glass-enclosed observation deck
overlooking the entire development. The total investment to date has amounted to
approximately $110,000.00, and the reception accorded the development by the,
skiing fraternity and the general public has been most gratifying to the
Directors of the Corporation. The above-mentioned Small Business Administration
Loan, in the amount of $40,000.00, is to be liquidated at the rate of
$6,668.00 per year over a period of six years from FUTURE DEVELOPMENT This offering of the Common Stock of the
Corporation is being continued for the purpose of liquidating the Small
Business Administration loan and continuing the development of the area as
rapidly as funds become available. During the Summer of 1960, it is proposed to
clear another 4000-foot intermediate slope, to make substantial improvements
in the novice slopes, and to do a considerable amount of grading and seeding
on the existing slopes. Long-range plans call for the extension of the
Lift to the top of the mountain, the development of several trails from the
top to the base, enlargement of the parking area, and the construction of an
addition to the present Lodge that will provide more seating capacity for
Canteen customers and spectators. With approximately $80,000.00 still to be
realized from the sale of stock under this offering, the following budget has
been established for the liquidation of the Small Business Administration
Loan and completion of the original development plan:
STOCKHOLDERS’
PRIVILEGES To promote interest in the
development on the part of winter sports enthusiasts, the Board of Directors has
voted to extend the following pass privileges to major stockholders according
to their holdings: 25 Shares —- One Year Pass 100 Shares — 150 Shares — Any
practical combination of the above-outlined provisions; or, for a Family
Unit, a Five Year Pass for each member of the family except children over 17 years of age. Any stockholder who
holds twenty-five or more shares will have the right to assign his pass
privilege to anyone he may select, or to a Family Unit of his choice if he
holds a sufficient number of shares, at the time the passes are issued; but
no passes will be transferable to another person once they have beer, issued. Mail
Address: BALANCE SHEET |
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$1,896.36 |
CURRENT LIABILITIES
Accounts Payable $1,526.04
Withholding Taxes Payable 104.40
Social Security Taxes Payable 65.93
Reserve for Real Estate Taxes 200.00
$1,896.36
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FIXED-LIABILITIES
Notes; Payable ..(Small", Business tAdmin.) $33,332.00
33,332.00
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488.74 |
CAPITAL
STOCK ($10.00 Par Value — Common
Stock — 25,000 Shares Authorized)
7,102 Shares Issued $71,020.00
205
Shares Subscribed'' 2,050.00
73,070.00
UNDISTRIBUTED
SURPLUS (See Schedule "A") $488.74
$108,787.10
* Original loan was $40,000 for six years
from October 22, 1959 with payments of 86,668 per year on principal payable as
follows: $1,667 payable on January 31, February 28, March 31, and April 30 of
each year. Four payments totaling $6
CURRENT ASSETS
Cash
on Deposit $3,145.83
Accounts_Receivable 69.87
Stock_Subscriptions_Receivable 2,050.00
5,265.70
FIXED ASSETS*
Base Area & Parking
Lot .$6,296.13
First Aid Equipment 150.00
Furniture & Fixtures 110.00
Hall T-Bar Lift 38,408.94
Buildings 22,796.25
Land 2,274.85
Lift Line & Lift Installation 10,827.36
Machinery and
Equipment 4,642.72
Road & Bridge
Construction 6,982.28
Rope Tow Installation 60.00
Telephone Line Installation 404.26
Trail & Slope
Construction 9,974.32
Organization Expense 3,482.48
Technical Assistance &
Engineering 2,411.81
$108,821.40 •
Less
Estimated Reserve for Depreciation 5,300.00
103,521.40
* At actual cost.
$108,787.10
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,668 have been paid leaving
balance of $33,332 payable in installments of $1,667 each on January 31,
February 28, March 31, and April 30 of 1961, 1962, 1963, 1964 and 1965 together
with interest at the rate of 5^2% per annum.
Schedule "A"-INCOME AND
EXPENSES-December 28, 1959 to April 30, 1960
INCOME
TicketSales
$19,171.67
Canteen 7,096.87
Miscellaneous
358.79
26,627.33
EXPENSES
Labor—General Operations $5,095.81
Labor—Canteen 1,574.03
Food &
Supplies 4,314.91
First Aid Supplies 47.63
Maintenance—Automotive Equipment 223.43
Gasoline, Oil
& Bottled Gas 1,011.83
Plowing & Sanding 2,863.31
Advertising & Publicity 2,534.05
Telephone &
Office Expense 413.76
State Sales Tax 7.39
Insurance 1,636.89
Interest 193.83
Ground Rental 200.00
Social Security
Taxes 200.80
Miscellaneous 300.92
Real Estate Taxes (Estimated) 200.00
Depreciation (Estimated) 5,300.00
26,138.59
Income in Excess of Expenses $ 488.74
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CASH RECEIPTS AND EXPENDITURES April 28~ 1958— RECEIPTS, Sale of Stock
$58, 809.50 Total Receipts $99,605.60 EXPENDITURES Publicity and
promotion
$2,534.02 Total Expenditures $96,459.77 I hereby certify that the
foregoing is a true account of the financial condition of the Sunday River Skiway
Corporation as of Signed WILBUR R. MYERS Treasurer
(Seal) State of Subscribed and sworn to before
me 12th day of May, A. D. 1960. Signed HENRY H. HASTINGS Notary Public (Seal) |