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Resorts Group, Inc. Acquires Resorts USA Inc. from Rank Group, plc
for $32.5 million; Sale Includes Fernwood Hotel & Resort and the
Villas at Tree Tops and Fairway in Bushkill, Pennsylvania
BUSHKILL, PA – January 11, 2007 - In a transaction completed on December 15, 2006, Resorts Group, Inc. purchased Resorts USA Inc. from Rank Group, plc for $32.5 million. The sale included Fernwood Hotel & Resort, The Villas at Tree Tops and Fairway, Minisink Financial Corporation and Outdoor World. Financing for the purchase was provided by Textron Financial Corporation, a Textron Inc. (NYSE:TXT) company, and Whitebriar Financial Corporation. 

Fernwood Hotel & Resort is a 440-acre four season property located in the Pocono Mountains of Pennsylvania. Bordered by the scenic Delaware Water Gap National Recreation Area, the Resort includes a 125-room hotel with 60,000 square feet of banquet facilities, an Event Center that seats up to 2,000, an indoor video game area, a Winter Fun Center with snowtubing and horseback riding, an 18 hole par 71 golf course, seven indoor and outdoor pools, fitness facilities, canoeing and rafting on the Delaware, several venues presenting live entertainment and a family activities center. 

The Villas at Tree Tops and Fairway, located adjacent to the hotel, is comprised of timeshare units ranging from one to four bedrooms and is one of the largest vacation ownership properties in the Mid-Atlantic region with over 17,000 member families. It is known for its diverse year round amenities and family-friendly atmosphere. In total, the Fernwood and Villas properties welcome over 500,000 guests annually. 

Minisink Financial Corporation is a loan servicing and collections company specializing in third party loan and maintenance dues servicing, automated payment processing, and delinquent collections. They also provide and support file custody, lock box, back-up servicing, disaster recovery, and multi-lingual customer service and collections. 

Andy Worthington, President and CEO, comments, "The Fernwood Resort has been in the hospitality business for over 70 years providing superior vacation and meeting experiences. Our loyal owners and guests have made us one of the leaders in the Pocono Mountain resort industry. To maintain that standing, we will continue to place a high priority on guest and owner satisfaction. We were successful in completing the transaction because of the commitment of the executives of Resorts USA who wanted to participate in the ownership of the new company."

Resorts Group partners include CEO, W. Andrew Worthington; CFO, Kevin Lavelle; COO, Mark Turner; Vice President of Marketing, Gina Bertucci; General Counsel, Thomas Casale; Director of Sales, Kurt Rawding; and Vice President of Timeshare Marketing, Josh Herschlag. Joining the ownership team is Harry Van Sciver of Whitebriar Financial Corporation.

Worthington continues, "We were fortunate to have had a long history doing business with Harry Van Sciver of Whitebriar Financial. That relationship made it possible to put together our financing with Textron Financial and Whitebriar. We are pleased that Harry has joined us as a principal in Resorts Group where he will offer his expertise in the operation of Minisink Financial."

Whitebriar Financial is a Massachusetts company that specializes in financial transactions for the resort, timeshare and travel industry. The company has purchased or financed loans larger than $10 million to smaller than $25,000. Van Sciver said, "As an ownership group, we have all worked in the travel and resort industry for most of our careers and are proud to represent a reversal in the industry trend where large corporate giants are buying out locally owned resorts. This is the opposite – local people who have lived and worked in the area most of their lives now own the Resort." 

Textron Financial was established in 1962 to provide commercial financing for distributors of its parent company Textron Inc. and its family of well known brands—names like Bell Helicopter, Cessna Aircraft, and E-Z-GO golf cars. Today, with offices throughout the United States and Canada, they are a diversified commercial finance company with more than $10 billion in managed receivables and more than 35,000 customers who have benefited from their asset-based lending, distribution, resort, aircraft, golf and structured finance solutions. Van Sciver continues, "I have worked with Textron over the years and felt they would be an appropriate fit for structuring our financing package. We are pleased that they played such an important role in this transaction." 

Resorts Group sold the Outdoor World campgrounds to a subsidiary of Texas-based Privileged Access. Worthington concludes, "This multinational transaction took months to put together. Now that it is completed, we are moving forward with the execution of our business plan to continue to be one of the leading privately owned resort and timeshare properties in the country." 

Contact:

Gina Bertucci
570-588-6661 x2118
bertucci@ptd.net
http://www.resortsusa.com/fernwood.php

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Also See: Pennsylvania's Pocono Mountains Experiencing Resort Revival; Unprecedented Building Boom Includes Waterparks, Spas / July 2006
Without a Casino License the Mount Airy Resort & Casino Breaks Ground on $360 Million Project / July 2006

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