Acquisition of Tanner & Haley

ORLANDO, FL (May 9, 2007) — Ultimate Resort, LLC announced today that it has closed the acquisition of substantially all of the real estate assets of Tanner & Haley, transforming Ultimate Resort into the industrys second largest destination club with over 750 club members and an extensive portfolio of luxury club residences located in 25 world-class resort destinations in the United States, the Caribbean, Mexico and Europe. CapitalSource and JDI Realty provided over $100 million in debt and equity financing for the acquisition.

“We are extremely pleased that this important transaction has now closed, adding many new resort destinations, spectacular new club properties and hundreds of new members, greatly enhancing our strategic platform for continued club growth in the future,” said Ultimate Resort Founder, President and CEO Jim Tousignant. “This positive outcome benefits all parties involved, especially the 650 new members who are now part of the growing Ultimate Resort family. We are also pleased to welcome more than 100 former Tanner & Haley employees, many of whom have years of experience providing five-star concierge and member services.”

Ultimate Resort signed an asset purchase agreement with Tanner & Haley in November 2006, whereby Ultimate Resort agreed to acquire substantially all of the real estate assets of Tanner & Haley (T&H) after having been unanimously approved by the T&H Unsecured Creditors Committee. Subsequently Ultimate Resort won final sale approval from the US Bankruptcy Court to acquire Tanner & Haleys assets, and on May 4, 2007 the acquisition closed with Ultimate Resort acquiring substantially all of the real estate assets of Tanner & Haleys three former luxury destination clubs (Private Retreats, Distinctive Retreats, and Legendary Retreats). As part of the transaction more than 650 former members of Tanner & Haley have agreed to become members in Ultimate ResortTM and Ultimate Resort ELITETM destination clubs.

Michael Szwajkowski, President of CapitalSource Structured Finance said: “As the industry leader in destination club real estate financing, CapitalSource is committed to helping finance market leaders like Ultimate Resort. We are strong believers in Ultimate Resorts management team and their business model and we are proud to lead the financing of Ultimate Resorts acquisition of Tanner & Haleys luxury real estate portfolio, creating one of the top destination clubs in the industry.”

Jeff Aeder, Chairman of JDI Realty said:  “In the last two years, Ultimate Resort has grown substantially and has quickly become a leader in the luxury resort, hospitality and destination club market. We are excited to be partnering with Ultimate Resort on this important acquisition, and we are pleased to have made a significant investment in the future growth of Ultimate Resort.”