|ATLANTA, May 10, 1999 - Jameson Inns, Inc. (Nasdaq:
JAMS) announced today that its merger with Signature Inns was approved
by shareholders of both companies at meetings held Friday, May 7, 1999
and the merger has been completed.
Jameson is the surviving company and the holders of the outstanding
Signature common stock will receive one-half share of Jameson common stock
and a cash payment of $1.22 in exchange for each share of Signature common
stock. A dividend of $.28 per share is also being paid today to the
holders of the Signature common stock. Holders of the outstanding
shares of Signature $1.70 Cumulative Convertible Preferred Stock, Series
A, will receive an equal number of shares of Jameson $1.70 Series S Cumulative
Convertible Preferred Stock having substantially the same terms as the
Signature Series A preferred, including an annual dividend right of $1.70
per share and a liquidation preference of $20.00 per share. Upon
conversion of each share of the Jameson preferred stock, holders will receive
1.04 shares of Jameson common stock and a cash payment of $3.125.
The merger increases from eight to thirteen the states in which Jameson
currently has inns in operation or under development. The combined
company will have approximately 8,000 hotel rooms in operation by
the end of the year. Currently, the combined company has 110 inns
and over 7,000 hotel rooms in operation.
Thomas W. Kitchin, Chairman and CEO of Jameson Inns, Inc., stated,
"We are very pleased to have completed this transaction. The merger
accelerates our growth rate by taking us into five new states and increasing
our room count by 73%. Strategically, it is a very good fit for the
company because neither brand is part of a franchised system. This
allows us to continue to be able to focus on providing our hotel guests
with more consistent and predictable lodging than our competition.
We are excited about the opportunity to grow both brands."
The company now owns all of the hotels of two unique brands. Neither
Jameson nor Signature is franchised. All Jameson Inns and Signature
Inns are operated by Jameson Hospitality, LLC, which has the same management
team as the company.
The merger brings more geographic diversity to the company. Jameson
Inns are primarily located in Southeastern states and Signature Inns are
primarily in Midwestern states.
Both brands share similar operating philosophies. Jameson and Signature
are both limited service brands that appeal to price and quality- conscious
business and leisure travelers. Limited service hotels generally
have lower break-even points than full service hotels.
Overview of the Two Brands:
The merger is expected to be immediately accretive to funds from operation.
In 1998, the company's funds from operations per share was $1.24.
On a pro forma basis, assuming the merger took place on January 1, 1998,
funds from operations would have been $1.59.
1998 Brand Operating Statistics:
|Room nights available
|Average daily rate
About Jameson Hospitality, LLC
Jameson Hospitality, the lessee for all Jameson Inns and Signature Inns,
recently announced the opening of Jameson University, a formal training
facility located at the home office in Atlanta. Spearheaded by Director
of Training and Development, Reggie Piercy, the university will offer three
curriculums and ongoing training via video conferencing to all of its employees
throughout the Southeast.
"A training and development strategy is vital to the growth of our
company," stated Piercy. "Investing in the skills and talents of
our people will be a necessary and critical competitive advantage as we
enter new marketplaces and compete with larger hotel companies."
New managers will be required to complete the four week university curriculum
comprised of a two-week leadership and management course taught at the
university, and two weeks of field training at the Jameson Inn in Carrollton,
Georgia. Each manager must be certified and tested in order to graduate.
All new and existing Signature Inn managers will required to attend the
"It gives us a wonderful forum to unite the two brands, both operationally
and culturally," states CEO Tom Kitchin. "In addition to having Signature
Inn managers attend university classes in Atlanta, we plan to install video
conferencing capabilities at Signature Inn properties as well."