ITEM 1.01: ENTRY INTO A MATERIAL DEFINITIVE AGREEMENT

A wholly owned subsidiary of the Company is a 50% limited partner in SBR-Fortune Associates LLLP ("SBR-Fortune"). SBR-Fortune has entered into a contract to sell the land and improvements, formerly comprising the Sonesta Beach Resort Key Biscayne (the "Property"), for a price of $78 million. The buyer is a real estate developer based in Argentina.

In April 2005, the Company contributed the Property to SBR-Fortune, and the hotel subsequently closed in August 2006. In June 2009, the partners amended their partnership agreement and agreed, among other things, to sell the Property, subject to certain conditions. From the proceeds of the sale of the Property, after the payment of closing costs, commissions, partnership expenses and the repayment of a partnership loan secured by the property, the Company expects to receive approximately $11.5 million. This includes approximately $2.5 million of advances the Company made during 2009 for the payment of partnership expenses based on the aforementioned amendment to the partnership agreement. The remaining $9 million represents the Company's share of the net proceeds.

The purchase and sale contract became binding at the end of the day on September 1, 2009. The closing of the sale transaction is scheduled to take place on or before September 25, 2009.

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