LAS VEGAS, NV (June 16, 2014) — Diamond Resorts International, Inc. (NYSE: DRII) (the “Company”) has announced that each of Stephen J. Cloobeck, Chairman of the Board, and Lowell D. Kraff, Vice Chairman of the Board, through their respective affiliates, has independently established a pre-arranged stock sale plan in accordance with the guidelines of Rule 10b5-1(c) under the Securities Exchange Act of 1934, and the Company’s insider trading policy. The adoption of each plan is intended to provide Mr. Cloobeck or Mr. Kraff with the ability to sell a portion of Company common stock beneficially owned by him in an orderly manner and in a manner that avoids concerns about the timing of the transactions, facilitating his personal financial planning strategies, including asset diversification. Mr. Cloobeck has also advised that he expects to use a portion of the net proceeds from the sales of shares under his plan to repay borrowings under the $25 million revolving loan facility entered into by Mr. Cloobeck’s affiliate Cloobeck Diamond Parent, LLC (“CDP”), which revolving loan facility is currently secured by approximately 8.7 million shares of Company common stock held by CDP (valued at approximately $181 million based on the closing price of the Company’s common stock on June 12, 2014). Any sales under the plans will also result in an increased number of shares in the Company’s public float, which may increase liquidity for the Company’s stock.
Messrs. Cloobeck and Kraff informed the Company that under their trading plans they intend to sell, respectively, 2,000,000 shares and 540,000 shares of Company common stock beneficially owned by them (representing approximately 8.8% and 5.7% of the shares beneficially owned by Messrs. Cloobeck and Kraff, respectively) at prevailing market prices and subject to certain criteria, including time parameters, minimum price levels and daily volume activity specified in each plan. No sales may take place under either plan prior to September 2014.
Any sales under the plans will be disclosed publicly through appropriate filings with the Securities and Exchange Commission.
About Diamond Resorts International®
Diamond Resorts International®, with its network of more than 300 vacation destinations located in 33 countries throughout the continental United States, Hawaii, Canada, Mexico, the Caribbean, South America, Central America, Europe, Asia, Australia and Africa provides guests with choices and flexibility as they design their dream vacation, whether they’re traveling an hour away or around the world. Our hassle-free, relaxing vacations give guests a truly memorable experience every time, for a lifetime.
Diamond Resorts International® manages vacation ownership resorts and sells vacation ownership points that provide our members with access to 93 managed resorts, 210 affiliated properties and four cruise itineraries through THE Club® at Diamond Resorts International®. To learn more, visit www.DiamondResorts.com.
This press release contains forward-looking statements, including statements regarding potential sales of the Company’s common stock under Rule 10b5-1 plans, the use of proceeds of such sales and the possible impact on the trading market for the Company’s common stock. These forward-looking statements are covered by the “Safe Harbor for Forward-Looking Statements” provided by the Private Securities Litigation Reform Act of 1995. The Company has tried to identify these forward looking statements by using words such as “expect,” “anticipate,” “plan,” “will,” “would,” “should,” “could,” “believe” or similar expressions, but these words are not the exclusive means for identifying such statements. The Company cautions that a number of risks, uncertainties and other factors could cause actual results or performance to differ materially from those expressed in, or implied by, the forward-looking statements, including, without limitation, the trading volume of the Company’s common stock and volatility or declines in the Company’s stock price that may occur regardless of the Company’s operating performance. For a detailed discussion of factors that could affect the Company’s future operating results, please see the Company’s filings with the Securities and Exchange Commission, including the disclosures under “Risk Factors” in those filings. Except as expressly required by the federal securities laws, the Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, changed circumstances or future events or for any other reason.
The respective beneficial ownership of shares of the Company’s common stock by Messrs. Cloobeck and Kraff does not equate to their respective economic interests in such shares. For additional information regarding their interests, please refer to their respective filings with the Securities and Exchange Commission, including Forms 3 and 4 and Schedules 13D and amendments thereto.
Source: Diamond Resorts International, Inc.