Hotel Online Special Report Jameson Inns Surviving Company after Merger with Signature Inns Overview of the Two Brands 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.”
Merger Highlights:
- 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.
- 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.
Overview of the Two Brands: Jameson Inns State Inns Rooms Georgia 32 1,595 Alabama 18 860 South Carolina 13 600 North Carolina 13 560 Tennessee 6 300 Mississippi 3 180 85 4,095 Signature Inns State Inns Rooms Indiana 13 1,517 Ohio 4 479 Kentucky 3 367 Illinois 3 372 Iowa 1 119 Tennessee 1 124 25 2,977 Combined Company 110 7,072 1998 Brand Operating Statistics: Jameson Signature Combined Room nights available 1,216,998 1,085,395 2,302,393 Occupancy rate 61.7% 62.0% 61.8% Average daily rate $50.60 $60.40 $55.24 REPAR $31.21 $37.46 $34.16 Rooms revenues $38,787,000 $42,404,000 $81,191,000
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 university. “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.”
Jameson Inns State Inns Rooms Georgia 32 1,595 Alabama 18 860 South Carolina 13 600 North Carolina 13 560 Tennessee 6 300 Mississippi 3 180 85 4,095 Signature Inns State Inns Rooms Indiana 13 1,517 Ohio 4 479 Kentucky 3 367 Illinois 3 372 Iowa 1 119 Tennessee 1 124 25 2,977 Combined Company 110 7,072 1998 Brand Operating Statistics: Jameson Signature Combined Room nights available 1,216,998 1,085,395 2,302,393 Occupancy rate 61.7% 62.0% 61.8% Average daily rate $50.60 $60.40 $55.24 REPAR $31.21 $37.46 $34.16 Rooms revenues $38,787,000 $42,404,000 $81,191,000 Contact: Jameson Inns, Inc. 8 Perimeter Center East Suite 8050 Atlanta, GA 30346-1603 PH: (770) 901-9020 FAX: (770) 901-9550 http://www.jamesoninns.com Also See: Jameson Inns, Inc. and Signature Inns, Inc. Agree to Merge / Jan 1999 Jameson Inns Will Install InnQuest’s roomMaster 99 PMS in 80+ Properties / April 1999