U.S. investor offers $2.8 billion US for Intrawest

Intrawest Corp., whichoperatessome of Canada's best-known ski resorts, said Friday it has accepted a $2.8 billion UStakeover offer from amajor U.S. investment company.

In a statement, Intrawest lead director Gordon MacDougall said the offer from Fortress Investment Group LLC "is the best alternative for the shareholders and is in the best interests of the company."

If the deal goes through, Fortress would become one of the hosts forCanada's 2010 Winter Olympics.

Intrawest shares jumped$8.65 to close at $38.44Canadian on the Toronto Stock Exchange Friday, close to their 52-week high of $41.94.

Fortress said it has agreed to pay $35 USin cash for Intrawest's shares, and to assume the company'sdebt.

The offer is 20 per cent higher than Intrawest's closing price on Feb. 27, whenit said it wasreviewing its strategic options.

Fortress is a global investment and asset management firm that manages about $23 billion US in equity capital. Based in New York, it has offices in Toronto and eight other cities around the world.

If the takeover is successful,Fortress would gain vacation spotsacrossNorth America, including the Whistler/Blackcomb ski resort in British Columbia and nine other mountain resorts, as well as Canadian Mountain Holidays, the largest heli-skiing operation in the world, and an interest in Abercrombie & Kent,a world leader in luxury adventure travel.

Intrawest also runs the Sandestin Golf and Beach Resort in Florida, and Club Intrawest, a private resort club with nine locations in North America.

Joe Houssian, Intrawest's chairman and chief executive officer, said Fortress would use its financial resources to help Intrawest become a global leader in the resort business.

"Fortress was attracted by our assets, people, business strategies and loyal customer base and is able to support Intrawest becoming a global leader across all of our businesses," Houssian said.

Wesley Edens,the chairman of the Fortress management committee, agreed.

"Fortress has a disciplined strategy of acquiring asset-based businesses with high quality platforms and Intrawest is truly unique in this regard," he said.

"We have a great opportunity to continue Intrawest's evolution into a leading global leisure player and look forward to working with its management team, employees and partners."

The deal requires the approval of regulators and two-thirds of Intrawest's shareholders.