Ultimate Escapes and Secure America Acquisition Corporation Sign Agreement

By: Destination Club News
Date: September 3, 2009

Ultimate Escapes, the world's second largest destination club, has announced that they have signed a definitive agreement with Secure America Acquisition Corporation, the first step in making Ultimate Escapes the world's first publicly traded destination club.

"We are very pleased to announce the transaction with Ultimate Escapes,” said C. Thomas McMillen, the Chairman and Co-Chief Executive Officer of Secure America. "After reviewing a significant number of potential targets in the homeland security sector, we determined that reaching outside of our target industry presented more attractive acquisition opportunities in the current market, and thus was more aligned with our goal of maximizing shareholder value. 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."

The fusion of Ultimate Resort and Private Escapes, Ultimate Escapes has established themselves as "a leader in this market" through a combination of organic growth and mergers and acquisitions. Ultimate Resort acquired the assets of industry pioneer Tanner & Haley, bringing in nearly 650 members to their club, before making their announcement to merge with Private Escapes. Just months after the announcement, Ultimate Resort would go on to acquire Ventures Equity Vacation Club. Private Escapes would steadfastly adhere to their organic growth structure since their 2003 creation. Instead of looking outside of their club to grow, Private Escapes would launch companion clubs Platinum and Pinnacle to their original Private Escapes Premiere offering, each with their own collection of members and properties. This diverse experience also caught the attention of McMillen, who continued, "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."

The Ultimate Escapes management team is just as confident as the SAAC team. "We are very excited about the opportunities for growth that lie ahead and look forward to closing our transaction with Secure America," said Ultimate Escapes' CEO and President Jim Tousignant. "The substantial new equity capital from this transaction, combined with our large and affluent membership base, seasoned management team, proven business strategy, strong operational experience and advanced web-based 'smart home' technology platform will enable us to execute our growth strategy and expand our operations, both organically and through additional accretive transactions. Our pending acquisition of $50 million of luxury real estate assets and 400 new members from Private Escapes, the third largest destination club, further solidifies our leadership position in the industry."

Pending the acquisition of Private Escapes, Secure America Acquisition Corporation will make a contribution of $20 million to Ultimate Escapes in exchange for 4,687,500 units of the club, based on a value of $186 million. Members will be able to exchange each of their 7,178,841 units of Ultimate Escapes for shares of SAAC common stock, currently valued at $7.94 per share. The transaction is scheduled to close in October of this year, meaning that the acquisition of Private Escapes likely will occur sometime this month.

Later today, Secure America will host a conference call with investors at 4:30 p.m. Eastern to discuss the transaction with telephone replays available soon thereafter.

Please check back frequently for more information about this exciting news coming out of Ultimate Escapes.