ORLANDO, Fla., Feb. 8 /PRNewswire-FirstCall/ — Ultimate Escapes, Inc. (NYSE Amex: UEI and UEI-WT) (the “Company”), one of the world’s largest luxury destination clubs, today provided an update on the status of its listing on the NYSE Amex LLC (the “Exchange”). Ultimate Escapes, Inc. (NYSE Amex: UEI and UEI-WT) (the “Company”), one of the world’s largest luxury destination clubs, today provided an update on the status of its listing on the NYSE Amex LLC (the “Exchange”). As previously announced, following the closing of the Company’s acquisition of Ultimate Escapes Holdings, LLC (the “merger”), the Company was notified by the Exchange that it failed to satisfy the Exchange’s original listing standards. As a result of the Company’s non-compliance, the Exchange advised the Company that its securities were subject to delisting unless the Company requested a hearing before a Listing Qualifications Panel of the Exchange’s Committee on Securities (the “Panel”). Accordingly, the Company requested a hearing and appeared before the Panel on January 28, 2010. At the hearing, the Company conceded that it did not satisfy all applicable original listing criteria as it was required to do upon completion of the merger. Notwithstanding, the Company advised the Panel that it has filed a registration statement with the U.S. Securities and Exchange Commission on Form S-1, for a secondary public offering that the Company expects will, if completed, enable it to satisfy all applicable original listing criteria.
On February 2, 2010, the Panel issued its decision. In sum, the Panel determined that the Exchange Staff should continue with the “delisting procedures without prejudice to the Company going through the initial listings process once it has definitively met the initial listings criteria.” Following the issuance of the Panel’s decision, the Exchange Staff advised the Company that the suspension would take effect on February 17, 2010, unless the Company completes the planned public offering and demonstrates compliance with the applicable listing requirements. In furtherance of this process, on February 4, 2010, the Exchange Staff notified the Company that the Exchange had cleared the Company to file an Original Listing Application (which the Company filed with the Exchange on February 5, 2010), thus facilitating the Company’s continued listing on the Exchange, provided the Company successfully completes its planned public offering on or before February 16, 2010, and thereby demonstrates compliance with all applicable original listing criteria. Accordingly, the Company’s securities will remain listed on the Exchange pending the completion of the planned public offering on or before February 16, 2010.
About Ultimate Escapes®
Founded in 2004, Ultimate Escapes is the largest luxury destination club as measured by number of club destinations, and the second-largest destination club as measured by number of members. Ultimate Escapes offers club members flexible access to a growing collection of hundreds of multi-million dollar private residences and luxury hotels in more than 150 global club and affiliate destinations. Locations range from chic urban apartments to charming beach cottages, spacious five-bedroom homes to an 80-foot private yacht. Each trip is coordinated by experienced, knowledgeable staff, trained to handle every vacation detail. Additional information about Ultimate Escapes and its club and membership offerings can be found at www.ultimateescapes.com
Forward Looking Statements
This press release contains forward-looking statements (as defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended) concerning future events and Ultimate Escapes. Words such as “expects,” “intends,” “plans,” “believes,” “anticipates,” “hopes,” “estimates,” and variations of such words and similar expressions are intended to identify forward-looking statements. Although Ultimate Escapes believes that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct. These statements involve known and unknown risks and are based upon a number of assumptions and estimates, which are inherently subject to significant uncertainties and contingencies, many of which are beyond the control of Ultimate Escapes. Actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, future operating or financial results; expectations regarding the strength of the future growth of the luxury destination club industry; future acquisitions, business strategy and expected capital spending; general market conditions and industry trends; risks associated with operations outside the United States; and other factors listed from time to time in Ultimate Escapes’ filings with the Securities and Exchange Commission at http://www.sec.gov. Ultimate Escapes expressly disclaims any obligations or undertaking to release publicly any updates or revisions to any forward-looking statements contained herein to reflect any change in Ultimate Escapes’ expectations with respect thereto or any change in events, conditions or circumstances on which any statement is based.
A registration statement relating to Ultimate Escapes’ proposed public offering has been filed with the Securities and Exchange Commission but has not yet become effective. The securities described in that registration statement may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This communication shall not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be a sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. No offer to buy the securities can be accepted and no part of the purchase price can be received until the registration statement has become effective, and any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time prior to notice of its acceptance given after the effective date. Copies of the prospectus relating to the offering may be obtained from Ultimate Escapes at 3501 West Vine Street, Suite 225, Kissimmee, Florida 34741, or by calling (407) 483-1900.
SOURCE Ultimate Escapes, Inc.