Silverleaf Resorts Shareholders Approve Merger Agreement

Silverleaf Resorts, Inc., a leader in the development, marketing and operation of timeshare resorts, has announced that its shareholders have approved Silverleaf’s merger with Resort Merger Sub Inc., an affiliate of Cerberus Capital Management, L.P.

The merger was approved by holders of 28,946,503 shares of Silverleaf’s outstanding common stock, representing approximately 75.9% of all votes entitled to be cast by holders of common stock.

Subject to the satisfaction or waiver of certain conditions set forth in the merger agreement and discussed in detail in the Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission by Silverleaf on April 18, 2011, and as supplemented on May 9, 2011, Silverleaf expects to close the merger on or about May 16, 2011.

Following the effective time of the merger, Silverleaf’s shareholders will receive $2.50 in cash for each share of Silverleaf common stock they own, representing a premium of approximately 75% based on the closing trading price of $1.43 of Silverleaf common stock on February 3, 2011, the date on which the merger agreement was executed.

Upon completion of the merger, Silverleaf will become a private company, wholly-owned by SL Resort Holdings Inc., an affiliate of Cerberus, and its common stock will no longer be traded on NASDAQ.

Established in 1992, Cerberus Capital Management, L.P., together with its affiliates, is one of the world’s leading private investment firms with approximately $23 billion under management. Through its team of investment and operations professionals, Cerberus specializes in providing both financial resources and operational expertise to help transform undervalued companies into industry leaders for long-term success and value creation.

Cerberus holds controlling or significant minority interests in companies around the world. Cerberus is headquartered in New York City with affiliate and/or advisory offices in the United States, Europe and Asia.

Based in Dallas, Texas, Silverleaf Resorts, Inc. currently owns and operates timeshare resorts with a wide array of country club-like amenities, such as golf, clubhouses, an indoor water park, swimming, tennis, boating, and many organized activities for children and adults.
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