Ultimate Escapes Acquisition Approved By Secure America Acquisition Corporation To Become The World's First Publicly-Traded Destination Club

By: Destination Club News
Date: October 29, 2009

Less than two weeks after filing their definitive proxy statement with the SEC, Secure America Acquisition Corporation today has announced that the business combination with Ultimate Escapes has been approved in a special meeting of stockholders and warrantholders, creating the world's first publicly-traded destination club.

Secure America has changed their name to Ultimate Escapes, Inc., and the company's common stock, warrants, and units are planned to begin trading on the New York Stock Exchange under their new symbols tomorrow. Formerly HLD, HLD.WT, and HLD.U, the new ticker symbols will be UEI, UEI.WT, and UEI.U respectively.

"We are very excited that our stockholders approved the business combination with Ultimate Escapes," said Mr. C. Thomas McMillen, former Chairman and Co-Chief Executive Officer of Secure America in the club's press release. "We look forward to working with the Ultimate Escapes management team, as it strengthens its position as the premier operator of luxury destination clubs and builds shareholder value over the long-term."

"The closing of this transaction is an important milestone in the evolution of Ultimate Escapes and the entire destination club industry," added Jim Tousignant, President and CEO of Ultimate Escapes. "As the only pure-play public company luxury destination club, we are excited about the growth opportunities that lie ahead in this highly attractive segment of the luxury leisure market and are well positioned to take this business to the next level."

The announcement comes on the heels of a tremendous quarter for Ultimate Escapes, including the announcement of an exclusive agreement with Everlands, a free airfare offer to new members, the reactivation of 300 suspended club members, and the completion of the Private Escapes and Ultimate Resort union.

First officially introduced in early September, both SAAC and Ultimate Escapes were excited for the future of the two companies. "The luxury destination club market is a unique segment of the hospitality sector with what we believe to be significant long-term growth potential, and Ultimate Escapes has, in our opinion, emerged as a leader in this market," said McMillen. "Ultimate Escapes has a seasoned management team that has worked together for over 15 years, has significant public company experience, and has successfully grown businesses both organically and through accretive acquisitions. We believe its strong growth profile and revenue visibility, leading market position and attractive portfolio of properties, combined with a discounted valuation relative to other public company comparables, make this an ideal acquisition for our SPAC."

McMillen's analysis is most accurate as the collected Ultimate Escapes has reached their level of success through two vastly different growth models. Ultimate Resort became the second largest destination club in the world after acquiring the assets of Tanner & Haley following their bankruptcy filing. The club would also acquire Ventures Equity Vacation Club and most recently, the other half of Ultimate Escapes, Private Escapes, who would take a very different approach in their structure. Launched as the industry's "first and only affordable travel destination club" in April of 2004. Within the year, a companion club named Private Escapes Platinum was created, followed by the introduction of a third club under the overarching Private Escapes brand, Pinnacle in 2006. Each grew organically, with the foundations of the new clubs built on current members upgrading to these more luxurious club plans.

Now just shy of two months following the initial announcement, SAAC met yesterday for a special meeting concerning the business combination. As part of the approval, a few amendments were made to the original statement. According to documents, the amendments include:

  • SAAC will contribute a minimum of $8,000,000 to Ultimate Escapes instead of $20,000,000 which will provide SAAC 1,205,074 units in Ultimate Escapes.
  • Instead of paying $3,000,000 in cash to Ultimate Resort to satisfy tax liabilities as a result of the acquisition, Ultimate Resort will receive an additional 377,834 units in Ultimate Escapes

As a tumultuous 2009 approaches its end for the destination club industry, Ultimate Escapes is making significant progress on making sure that 2010 doesn't follow a similar path. If you would like to learn more about Ultimate Escapes and how they compare to the other leading clubs in the sector, please request a free copy of our Destination Club Guide.