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MERITAGE HOSPITALITY GROUP
PRESS RELEASES

MERITAGE ANNOUNCES INTERNATIONAL DEVELOPMENT VENTURE WITH THE RELATED GROUP - AMERICA’S PRE-EMINENT DEVELOPER

GRAND RAPIDS, Michigan, February 28, 2008.  Meritage Hospitality Group Inc. (OTCQX: MHGU), one of the nation’s premier franchise operators, announced that it has entered into a strategic partnership with The Related Group in a joint venture called TRG-Meritage Bahamas, LLC.  The joint venture will develop an 884-acre ultra-luxury destination resort community on the island of Eleuthera, The Bahamas.   The development has received approval in principal from the Bahamian government’s National Economic Council.

Robert E. Schermer, Jr., CEO of Meritage Hospitality Group stated, “The Related Group, owned by Jorge Perez and Stephen M. Ross, is the preeminent developer in North America.  In addition to their large United States and South American development portfolios, the two principals were former stakeholders in Atlantis on Paradise Island in The Bahamas, operated by hospitality icon Sol Kerzner.”

Under the joint venture, Meritage and The Related Group are planning to co-develop an ultra-luxury destination resort community on South Eleuthera Island.  The project is intended to be one of the world’s leading, low-density, low-rise, environmentally sensitive resort communities.  In addition, Meritage and Related will jointly oversee the sales and marketing services, and provide co-development services.  Rockford Construction of Grand Rapids will provide owners representation services and also provide co-development services for the project.  The Related Group will function as the lead developer for the new high-end golf course and marine oriented community.  Mr. Schermer added, “We are honored that one of the world’s finest developers is joining our quest to fulfill the dream envisioned by the original land owner, George Baker, legendary Bahamian businessman and former member of the Bahamian House of Assembly.  Mr. Baker has been the faithful steward of this crown jewel for the past fifty years and I know Jorge Perez shares Mr. Baker’s vision for this site.  We look forward to working with the entire Related team to make this project a reality.”

In addition to participating in the sales and marketing and development fees related to the overall project, Meritage holds a 23.75% stake in the entity that holds the property interest in the 884-acre oceanfront property.  Meritage’s interest in the joint venture entity will be half of this percentage, and will be subject to future dilution related to financing requirements or new equity partners.  Mr. Schermer stated, “Related is currently finalizing the master plan and development schedules.  Once this is completed, a project launch should follow the sub-division permits which traditionally take twelve months after land closing to engineer and process.  This development effort is a watershed event for our Company as well as the citizens of South Eleuthera.”

Bahamas

(Listed from left to right: Jorge Perez-Chairman of The Related Group, Right Honourable Hurbert Ingram- Prime Minister of The Bahamas, Robert Schermer-CEO,  Meritage Hospitality Group, Mike Maier-President, Rockford Development)

About The Related Group

The Related Group is the nation’s finest developer and manager of premier real estate properties.  The combined Related companies have developed over $25 billion worth of real estate developments.  This level of activity sets Related apart from its competitors and its developments set the standard for excellence within the real estate industry.  A combination of passion for quality, forward thinking, experience, imagination and the skill to build market-leading properties has made them a world-renowned development company.  New projects include large-scale, multi-family developments as well as luxury high-rise and innovative mixed-use buildings.  In addition to its North American and Bahamas projects, Related Group is developing projects in Argentina, Colombia, Costa Rica, Mexico, Panama and Uruguay.

SAFE HARBOR STATEMENT

Certain information in this new release, particularly information regarding future economic performance and finances, and plans, expectations and objectives of management, constitutes forward-looking statements. Factors set forth in our Safe Harbor Statement, in addition to other possible factors not listed, could affect the Company’s actual results and cause such results to differ materially from those expressed in forward-looking statements. Please review the Company’s Safe Harbor Statement at http://www.meritagehospitality.com



MERITAGE REPORTS PRELIMINARY FISCAL 2007 RESULTS; PROVIDES YEAR-END BUSINESS REVIEW

GRAND RAPIDS, Michigan, February 5, 2008.  Meritage Hospitality Group Inc. (OTCQX: MHGU), one of the nation’s premier franchise operators, today announced preliminary unaudited financial results for the fiscal year and fourth quarter.  Final audited financial results will be posted next month. 

Preliminary Financial Results

Net sales for the fourth quarter ended December 2, 2007 increased 7.8% to $15.4 million, compared to $14.3 million in the same period last year.  In 2007, the fourth quarter and fiscal year end results were favorably impacted by a fiscal year accounting period of 53 weeks compared to 52 weeks in 2006.  The Company reported a net loss of $9,000 for the quarter compared to a net loss of $2.1 million for the same period last year.  Consolidated EBITDA for the quarter was a positive $1.0 million compared to a negative $940,000 in the same period last year.  In the 2006 fourth quarter, the Company accrued $1.3 million associated with the closing of one of the Company’s O’Charley’s restaurants in Eastern Michigan.

For the 2007 fiscal year, net sales were a record $59.3 million compared to $57.6 million in fiscal 2006, an increase of 2.9 %.  The Company reported a net loss of $1.1 million compared to a net loss of $4.6 million in fiscal 2006, a $3.5 million improvement for the year.  Consolidated EBITDA for the fiscal year was $2.8 million compared to $700,000 last year, a 300% increase. 

Commenting on the results, CEO Robert E. Schermer, Jr. stated, “In 2007 we faced a tough retail environment in Michigan and historically low margins within the Wendy’s franchise system.  Nevertheless, we experienced various improvements and accomplished many of our stated goals including improving efficiencies through the installation of a new unit-level technology system, reducing costs through the elimination or realignment of administrative and management positions, and providing liquidity for Meritage shareholders through our new premier OTCQX listing.  In the areas where we are able to directly control our franchised business, we have maintained quality store operations and minimized costs.  Our franchisor, Wendy’s International, is considering strategic options for the Wendy’s restaurant business that includes the possible sale of its company.” 

2007 Business Review

Mr. Schermer Jr. continued, “Our improved operating results in 2007 are largely due to operating efficiencies and a reduced cost structure in our franchised restaurant business.  We started 2007 by facing a 40% increase in the Michigan minimum wage, and later learned that we would be negatively affected by the new Michigan Business Tax.  The fact we were able to overcome these new financial hurdles and gain traction is a tribute to our management team and our 2000 dedicated employees.”  Highlights are noted below (financial results are unaudited):

  • Annual sales increased 2.9% to a record $59.3 million.

  • Consolidated EBITDA increased 300% to $2.8 million.

  • Net earnings improved $3.5 million with improved results in each quarter compared to the prior year.

  • Wendy’s same store sales increased 1.0% for the fiscal year.

  • Meritage shareholders overwhelmingly approved a delisting and deregistration transaction designed to save costs associated with the Sarbanes Oxley Act.

  • We were a founding company on the OTCQX (under the symbol MHGU) - a new premium listing service intended to provide a premier trading, quotation and disclosure market for Meritage’s shareholders.

  • Our operations executed well against key controllable operating metrics.

  • Our Wendy’s restaurant portfolio maintained its 100% Sparkle Certified status - an independent restaurant grading/evaluation system used by Wendy’s International.

  • This year’s American Customer Satisfaction Index (ACSI) survey, produced by the University of Michigan’s Stephen M. Ross Business School, rated Wendy’s number one for customer satisfaction in the “Limited Service Restaurant” category.

  • The Company hired investment banking firm Stifel Nicholas to advise on value-creating strategic options. The advisory engagement is progressing.

Other important strategic developments in 2007 include:

  • The Company received approvals from the Bahamian government to acquire and develop two oceanfront parcels on Eleuthera Island, subject to the final permits and entitlements, and approvals on a larger and separate 884-acre development on South Eleuthera described below.

  • The 884-acre development received approval in principal from the National Economic Council of the Bahamas , along with development entitlements and pre-approvals, for an upscale mixed-use resort development. The Company is currently evaluating a participation interest in this development.

SAFE HARBOR STATEMENT

Certain information in this new release, particularly information regarding future economic performance and finances, and plans, expectations and objectives of management, constitutes forward-looking statements. Factors set forth in our Safe Harbor Statement, in addition to other possible factors not listed, could affect the Company’s actual results and cause such results to differ materially from those expressed in forward-looking statements. Please review the Company’s Safe Harbor Statement at http://www.meritagehospitality.com.



MERITAGE RAISES MORE THAN $1,000,000 FOR LOCAL CHILDREN'S CHARITIES IN PAST TEN YEARS

GRAND RAPIDS, Michigan, January 25, 2008.  Meritage Hospitality Group Inc. (Pink Sheets: MHGU), one of the nation’s premier franchise operators and employer of 2,000 Michigan residents through its subsidiaries, today announced it has raised over $115,000 this past holiday season for the benefit of children’s organizations throughout West Michigan.  On behalf of its customers at its 49 Wendy’s restaurants and two West Michigan O’Charley’s restaurants, Meritage raised most of its contribution through 50¢ per order donations to its “Change a Child’s Life Program.”

“Together with Regent Broadcasting, our radio sponsors and partners, our restaurants served as a collection point for the generosity of our West Michigan customers,” stated Robert E. Schermer Jr., the Company’s CEO.  “Our customers are the real heroes here.”

Following examples set forth by renowned West Michigan philanthropic leaders such as the DeVos and Van Andel families, we have been blessed to have the ability to give back to our communities and support these wonderful children organizations in West Michigan.  Special thanks go to store managers Laurie Reimer and Matt McCoy for their exceptional performance in raising these funds during the past holiday season.

Mr. Schermer added, “With Michigan facing an unprecedented seven-year single state recession, our children charities have been hurt financially with fewer donations, while the demand for children’s services increases.  Meritage has developed a corporate culture of giving back to the communities where we live and work.  The ‘Change a Child’s Life Program’ is our opportunity to help serve those who cannot serve themselves.”  Through its “Change a Child’s Life Program” Meritage has raised over $1,000,000 since the program’s inception in 1997.  Charitable organizations that Meritage has supported or will be supporting include:

The St. John’s Children’s Home

Gilda’s Club

DeVos Children’s Hospital

Ottawa County Abuse & Neglect Council

Dave Thomas Adoption Foundation

Make A Wish Foundation

Mentor 1

Griffins Youth Foundation

St. Jude’s

Salvation Army Booth Family Services

Leukemia & Lymphoma Society

Gryphon Place

Juvenile Arthritis Foundation

Dwelling Place of Grand Rapids

Kalamazoo Air Zoo – Kids Event

Grant Public Schools

Bethany Christian Services

Wedgewood Christian Services

Potters House

Binder Park Zoo

The Twin Cities Jaycees

WGVU – Kid Day at the Zoo

DA Blodgett for Children

Boys & Girls Club

Catholic Social Services

Kids Food Basket

Lutheran Social Services of Michigan

South Haven Memorial Library

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands: Wendy’s in the quick service restaurant segment and O’Charley’s in the casual dining segment.



MERITAGE RELEASES THIRD QUARTER RESULTS; REPORTS THIRD QUARTER PROFIT

GRAND RAPIDS, Michigan, October 10, 2007.  Meritage Hospitality Group Inc. (Pink Sheets: MHGU), one of the nation’s premier franchise hospitality companies and only publicly traded Wendy’s and O’Charley’s restaurant franchisee, today announced net sales for the third fiscal quarter ended August 26, 2007, were $15.4 million, compared to $15.3 million during the same period last year.  Meritage reported a net profit of $93,000 for the quarter, compared to a net loss of $547,000 for the same period last year.  Consolidated EBITDA (earnings before interest, taxes, depreciation and amortization) for the period was $1.14 million compared to $1.11 million in the same period of fiscal 2006.

Sales for the nine month period ended August 26, 2007, were $43.9 million compared to $43.3 million during the same period last year.  Meritage reported a net loss for the nine month period of $1.1 million, compared to a net loss of $2.5 million for the same period last year.  Consolidated EBITDA for the nine months was $1.81 million compared to adjusted consolidated EBITDA of $1.44 million in the same period of 2006.

Robert E. Schermer, Jr., Meritage’s Chief Executive Officer, stated, “Our third quarter profit was largely due to numerous initiatives that Meritage undertook in the past year to improve efficiencies and reduce costs.  Unfortunately, very little of the margin improvements that we had planned and hoped for from the Wendy’s franchise system have materialized.  But we continue to believe that the Wendy’s franchise system will be a strong brand in the future and provide opportunities in the long term.”

The Company continues to evaluate plans to engage in the development of oceanfront property on the Island of Eleuthera, Bahamas.  This includes a participation interest in an upscale leisure and mixed-use resort opportunity that would include a marina, golf course, oceanfront lots and high-end hotels operated by international luxury hotel operators.  Such developments are subject to various conditions including obtaining governmental permits and considering the economic feasibility of the developments.  If the developments proceed, Meritage would plan to focus on real estate sales and marketing, as well as development services.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands: Wendy’s in the quick service restaurant segment and O’Charley’s in the casual dining segment.  



MERITAGE COMMENCES CONSTRUCTION ON STANDALE RETAIL CENTER

 GRAND RAPIDS, Michigan, August 30, 2007.  Meritage Hospitality Group Inc. (Pink Sheets: MHGU), one of the nation’s premier hospitality companies and only publicly traded Wendy’s and O’Charley’s restaurant franchisee, announced the commencement of construction on the Standale Retail Center located in the City of Walker, Michigan.  The Retail Center is adjacent to the new Standale Meijer and Walgreen’s properties, and will include tenants such as Starbucks, Papa Murphy’s, Sleep Doctor and other regional retailers.  The project architect is True North and the general contractor is Rockford Construction.  Construction financing is provided by Huntington National Bank.

“Standale continues to be an area of strong retail growth, and has been a steady long-term performer for the Company’s restaurant business.  In addition, Grand Valley State College enrollment continues to grow adding to retail demand in the surrounding community,” stated Robert Potts, Vice President of Real Estate.  The Company anticipates opening the Retail Center in December 2007.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment.



MERITAGE ENGAGES STIFEL NICOLAUS FOR FINANCIAL ADVISORY SERVICES

GRAND RAPIDS, Michigan, August 20, 2007.  Meritage Hospitality Group Inc. (Pink Sheets: MHGU), one of the nation’s premier hospitality companies and only publicly traded Wendy’s and O’Charley’s restaurant franchisee, announced that the Company’s Board of Directors has engaged Stifel, Nicolaus & Company, as its exclusive financial and strategic advisor to assist the Company in evaluating strategic options.

“Consistent with our previously stated goals, we have engaged Stifel Nicolaus to investigate and advise the Company on value-creating alternatives,” said Robert E. Schermer Jr., Meritage’s Chief Executive Officer and President.  “We believe that Stifel Nicolaus’ in-depth coverage of the restaurant industry makes them well qualified to assist Meritage in achieving our short-term and long-term goals,” Mr. Schermer added.    Stifel, Nicolaus & Company, Incorporated, a subsidiary of Stifel Financial Corp. (NYSE:SF), is a nationally recognized, full service investment banking firm specializing in capital raising, advisory, merger and acquisition related services.   

There is no assurance that retaining Stifel Nicolaus as a strategic advisor will result in any transaction being consummated.  In addition, the steps announced today do not preclude the possibility of the Company pursuing other strategic alternatives in the future.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. 




MERITAGE TO EXPLORE STRATEGIC OPTIONS INCLUDING RECAPITALIZATION OF COMPANY AND EXPANSION OF WENDY’S BUSINESS

GRAND RAPIDS, Michigan, August 1, 2007.  Meritage Hospitality Group Inc. (Pink Sheets: MHGU), one of the nation’s premier hospitality companies and only publicly traded Wendy’s and O’Charley’s restaurant franchisee, has announced that following the completion of the deregistration transaction earlier this year, the Company’s Board of Directors plans to engage a strategic advisor to assist the Company in considering options including a recapitalization and the acquisition of additional Wendy’s units in markets outside of Michigan.

“Consistent with our previously stated goals, we intend to investigate value-creating alternatives for our shareholders who are interested in a liquidity event,” said Robert E. Schermer Jr., Meritage’s Chief Executive Officer and President.  “A recapitalization could produce several benefits such as a better legal and tax structure, shareholder liquidity and new capital for business growth.  We intend to move forward by retaining a strategic advisor to assist us in this review,” Mr. Schermer stated.

Mr. Schermer added, “A private equity scenario appears preferable as it would provide the Company with more flexibility to pursue a wide array of growth options in the Wendy’s system.” Wendy's took the top spot for customer satisfaction in the “limited service restaurants” category in this year’s American Customer Satisfaction Index survey, which is produced by the University of Michigan’s Stephen M. Ross Business School, and measures customer attitudes about the quality of products and services available across the country.  In addition, the Zagat Survey, which is considered the world's leading provider of consumer survey-based leisure content, recently named Wendy’s as having the “Best Burger” in the quick-service restaurant industry.  “We continue to believe that the Wendy’s franchise system will be a strong brand and provide opportunities in the long term, which is why we are looking to expand our platform in the Wendy’s system at this time,” Mr. Schermer added.  

There is no assurance that the Company will retain a strategic advisor on satisfactory terms or that retaining a strategic advisor to assist us in our review will result in any changes to the Company’s current structure, or that any transaction will be consummated.  In addition, the steps announced today do not preclude the possibility of the Company pursuing other strategic alternatives in the future.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. In addition, the Company is exploring other franchise opportunities including oceanfront hospitality developments on the Island of Eleuthera, Bahamas.  The Bahamas developments are subject to permits, economic feasibility of the projects, acquisition and development financing and other conditions.




MERITAGE REPORTS PRELIMINARY FISCAL 2006 RESULTS;

PROVIDES 2007 BUSINESS OUTLOOK

GRAND RAPIDS, Michigan, February 19, 2007.  Meritage Hospitality Group Inc. (Pink Sheets: MHGU), one of the nation’s premier hospitality companies and the only publicly traded Wendy’s and O’Charley’s restaurant franchisee, today announced that the preliminary 2006 fiscal results are now posted on the Company’s website at www.meritagehospitality.com.  Final results will be posted on the website later this month.

O’Charley’s of Michigan

Meritage recently announced that it settled the lawsuit it filed last year against O’Charley’s Inc., the franchisor of the Company’s O’Charley’s business segment.  Robert E. Schermer Jr., the Company’s CEO, stated, “The settlement is a ‘win-win’ for Meritage, O’Charley’s Inc. and all stakeholders in the O’Charley’s restaurant system.”  Under terms of the agreement, which are confidential, Meritage will continue operating its O’Charley’s restaurants in Michigan and will also evaluate the expansion of the brand at new locations that have solid demographic profiles and population growth.  The Company’s goal is to strengthen the O’Charley’s brand presence in Michigan.” 

Wendy’s of Michigan

In fiscal 2006, the Wendy’s franchise system went through many substantive changes. In December 2006, Meritage opened its 49th Wendy’s restaurant in Muskegon, Michigan.  Throughout fiscal 2006, our Wendy’s restaurant portfolio demonstrated improvement from fiscal 2005, including seven straight months of same store sales increases that resulted in earnings before taxes of $745,000 in 2006 compared to a loss of $344,000 in 2005.  In addition, restaurant level margins have improved despite newly imposed Michigan minimum wage levels - due largely to major reductions in labor and commodity costs.  We estimate that Wendy’s has the potential for 6 to 8 more restaurants in the West Michigan market provided we experience a stable economic environment.

In fiscal 2007, we are focusing on (i) maintaining a 100% “Sparkle Certified” Wendy’s restaurant system, (ii) a same store sales increase of 4.5%, (iii) opening one or two new Wendy’s restaurants, and (iv) increased restaurant operating income through continued margin enhancements.   

Bahamas Update

Meritage’s previously announced plans regarding the development of oceanfront properties on the Bahamian Island of Eleuthera are progressing.  These plans include acquiring strategically located oceanfront properties, which are subject to obtaining the required governmental permits and entitlements, and engaging in the planning, real estate sales and marketing fees associated with the projects.  Mr. Schermer stated, “Our opportunity is centered on the thesis that Eleuthera, a pristine Bahamian out-island, is in the early stages of a development cycle.  We believe that Eleuthera is in its development infancy, similar to Hawaii 50 years ago.  The geography of these properties represents one of the finest opportunities in the Caribbean.”

 These projects would position Meritage for a “graduated development opportunity” in terms of the size and scale of the hospitality real estate projects.  Accordingly, we intend to partner with a broad spectrum of financially strong and experienced development partners and hospitality brands.  This includes (i) proven construction and design partners, (ii) strong brand operators and management companies, and (iii) capable real estate capital partners.  Mr. Schermer continued, “While Meritage’s role will vary from project-to-project, we hope these projects will provide opportunities to generate development fees, real estate sales and marketing fees, and land inventory appreciation.  The total land inventory is estimated to cover 8 to 10 years of development, subject to absorption rates.” 

Summary

Our goal in 2007 is to return Meritage to sustained restaurant profitability, and to provide liquidity and cash distributions to our shareholders.  We have already reduced overhead by approximately $1.0 million which should be fully realized in fiscal 2007.  Meritage has historically created its greatest economic value through the development of restaurant and hospitality (including hotels and marinas) real estate.  Today, we are diversifying our business efforts by moving outside of Michigan and by engaging in oceanfront real estate development that includes land planning, entitlements and real estate sales. 

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. Meritage also is engaged in real estate opportunities on the island of Eleuthera in the Bahamas that are focused on land planning, entitlements and permitting for upscale waterfront resort development.  In addition, Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.


 

MERITAGE ASSIGNED NEW TRADING SYMBOL

GRAND RAPIDS, Michigan, February 14, 2007.  Meritage Hospitality Group Inc. (Pink Sheets: MHGU), one of the nation’s premier hospitality companies and only publicly traded Wendy’s and O’Charley’s restaurant franchisee, has been assigned a new trading symbol, MHGU, effective February 14, 2007.  Meritage, which has quoted on the Pink Sheets after voluntarily delisting from the American Stock Exchange effective January 23, 2007, was previously quoted under the symbol MHGP.  The Company has approximately 5,400,000 common shares issued and outstanding with an estimated public float of 3,000,000 common shares (i.e., shares held by those other than officers, directors or 10% shareholders).  In addition, the Company had made application to the OTCQX – a new premium listing service offered by Pink Sheets that is intended to provide a premier trading, quotation and disclosure market for Meritage’s securities.  This new premium tier listing will commence trading on March 5, 2007.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment.  Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.  In addition, the Company has announced plans to engage in the development of waterfront hospitality development opportunities on the island of Eleuthera, Bahamas.  The development is subject to permits, the economic feasibility of the project and various conditions.



MERITAGE NOW TRADING ON PINK SHEETS;
 APPLICATION TO OTCQX PENDING

GRAND RAPIDS, Michigan, February 12, 2007.  Meritage Hospitality Group Inc. (MHGP.PK), one of the nation’s premier hospitality companies and only publicly traded Wendy’s & O’Charley’s restaurant franchisee, is issuing this press release to clarify that a 1-for-300 reverse stock split of the Company’s issued and outstanding common shares, followed immediately by a 300-for-1 forward stock split of its common shares, was completed on January 23, 2007.  As a result of this transaction, the Company’s record common shareholders fell below 300, and the Company terminated its registration of common shares with the Securities and Exchange Commission and also terminated its listing of the Company’s common shares on the American Stock Exchange.  The Company now has approximately 5,400,000 common shares issued and outstanding, with an estimated public float of 3,000,000 common shares (i.e., shares held by those other than officers, directors or 10% shareholders).

As a result of the stock splits, effective January 23, 2007, Meritage’s common shares are quoted on the Pink Sheets under the symbol MHGP.PK.  In addition, the Company has made application to the OTCQX – a new premium listing service offered by Pink Sheets that is intended to provide a premier trading, quotation and disclosure market for Meritage’s common shareholders.  This new premium tier listing will commence trading on March 5, 2007.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment.  Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.  In addition, the Company has announced plans to engage in the development of waterfront hospitality development opportunities on the island of Eleuthera, Bahamas.  The development is subject to permits, the economic feasibility of the project and various conditions.




MERITAGE REPORTS SETTLEMENT OF O’CHARLEY’S LITIGATION

GRAND RAPIDS, Michigan, February 9, 2007. Meritage Hospitality Group Inc. (MHGP.PK), one of the nation’s premier hospitality companies and only publicly traded Wendy’s & O’Charley’s restaurant franchisee, today announced it settled the lawsuit filed last year against O’Charley’s Inc., the franchisor of the Company’s O’Charley’s of Michigan business segment. Under terms of the agreement, which are confidential, Meritage will continue operating its O’Charley’s restaurants in Michigan and will also continue to evaluate expansion of the brand at new locations that have solid demographic profiles and population growth.

Robert E. Schermer Jr., the Company’s CEO, stated, “We believe this settlement is a ‘win-win’ for Meritage, O’Charley’s Inc. and all stakeholders in the O’Charley’s restaurant system. One of Meritage’s main focuses is to strengthen the O’Charley’s brand presence in Michigan so that more people can discover O’Charley’s high-quality food and customer service at casual dining prices.”

O’Charley’s Inc. is a leading multi-concept restaurant company that operates or franchises a total of 362 restaurants under three brands: O’Charley’s, Ninety Nine Restaurants and Stoney River Legendary Steaks. The O’Charley’s concept includes 238 restaurants in 18 states in the Southeast and Midwest, including the five franchised restaurants in Michigan. O’Charley’s is best known for the freshness and homemade quality of its food, including several specialty items such as hand-cut and aged steaks, a variety of seafood and chicken, freshly baked yeast rolls, and fresh salads with special-recipe salad dressings.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees. In addition, the Company has announced plans to engage in the development of waterfront hospitality development opportunities on the island of Eleuthera, Bahamas. The development is subject to permits, the economic feasibility of the project and various conditions.



MERITAGE TO MAKE APPLICATION FOR OTCQX LISTING: A NEW PREMIUM LISTING SERVICE OFFERED FOR OVER-THE-COUNTER SECURITIES ETS DATE FOR A SPECIAL MEETING OF SHAREHOLDERS

GRAND RAPIDS, Michigan, January 9, 2007. Meritage Hospitality Group Inc. (AMEX: MHG), today announced that it intends to make application to the OTCQX – a new premium listing service offered by Pink Sheets that is intended to provide a premier trading, quotation and disclosure venue for over-the-counter securities in the U.S. markets. This new premium tier listing will commence trading on March 5, 2007. The OTCQX provides issuers with an efficient and robust platform to list their securities and access secondary market equity. The OTCQX is specifically designed to meet the needs of smaller companies that were listed on a national exchange (such as the AMEX or Nasdaq) that are now looking for a reporting mechanism more customized to their needs.

Meritage is holding a special meeting of shareholders at 10:00 a.m. on January 23, 2007 wherein a going private transaction (by means of a 1-for-300 reverse stock split followed by a 300-for-1 forward stock split) will be voted on by Meritage shareholders. If approved, the Company will withdraw its listing of common shares on the American Stock Exchange (the AMEX) and terminate registration of its common shares with the U.S. Securities and Exchange Commission. Meritage is taking these steps to avoid the ever increasing public company costs (including Sarbanes-Oxley Act costs) that the Company believes disproportionately affect smaller publicly traded companies.

Under the new OTCQX premium platform, the Company would, among other things, continue to provide ongoing quarterly and annual financial statements, disclose interim material events, conduct annual audits, provide management certifications, and conduct annual shareholder meetings. James R. Saalfeld, Meritage’s Vice President and Chief Administrative Officer, stated, “The new premium OTCQX platform comes at a perfect time for Meritage as it would allow us to avoid the high costs of being a publicly traded company while still providing our shareholders with a premier trading, quotation and disclosure venue for our securities.”

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.

 


 

MERITAGE PROCEEDING WITH DEREGISTERING TRANSACTION; SETS DATE FOR A SPECIAL MEETING OF SHAREHOLDERS

GRAND RAPIDS, Michigan, December 20, 2006. Meritage Hospitality Group Inc. (AMEX: MHG), today announced plans to withdraw from listing its common shares on the American Stock Exchange (AMEX) and to terminate registration of its common shares with the U.S. Securities and Exchange Commission (SEC). The Company is taking these steps as part of a going-private transaction intended to avoid public company costs including Sarbanes-Oxley Act costs that the Company believes disproportionately affect smaller publicly traded companies. In light of this delisting and deregistration process, the Company will no longer file current and periodic reports with the SEC, although the Company will continue to communicate with its investors as a private company. The Company intends to maintain a market in its common shares by having the shares listed on a quotation service that does not require an issuer to be registered with the SEC such as the Pink Sheets, but currently has no arrangement for listing in place.

If approved by shareholders at a special meeting of shareholders set for 10:00 a.m. on January 23, 2007, the going private transaction would be effected through a 1-for-300 reverse stock split followed by a 300-for-1 forward stock split. Shareholders owning less than one share after the reverse stock split would receive a cash payment of $5.25 per share as calculated on a pre-reverse stock split basis. Meritage filed notice with the AMEX today commencing the process of voluntarily withdrawing its common shares from listing. The Company expects that the delisting of its common shares on the AMEX will be effective on or about the date of the Company’s special meeting of shareholders, even if the stock split transactions are not approved by Meritage’s shareholders at the special meeting.

This press release is only a brief description of a proposed transaction and is not a solicitation of a proxy or an offer to acquire any shares of common stock. Meritage has filed a Proxy Statement and Schedule 13E-3 with the SEC outlining the transaction. Shareholders are advised to read the definitive Proxy Statement and Schedule 13E-3 carefully because these documents contain important information about the special meeting and the proposed transaction, including information about the mechanics of the proposed transaction, persons soliciting proxies, and their interests in the transaction. Shareholders may obtain a free copy of the Proxy Statement and Schedule 13E-3 at the SEC's web site at http://www.sec.gov or in the Investor Information section of Meritage’s website at http://www.meritagehospitality.com. Meritage is also mailing a copy of the definitive Proxy Statement to its shareholders entitled to vote at the special meeting. The Company and its executive officers and directors may be deemed to be participants in the solicitation of proxies from the shareholders in favor of the proposed transaction. Investors and security holders may obtain more detailed information regarding the direct and indirect interests of the Company and its executive officers and directors in the proposed transaction by reading the Proxy Statement.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.

 


 

MERITAGE ANNOUNCES PLANS FOR HOSPITALITY DEVELOPMENT ON ELEUTHERA ISLAND , BAHAMAS

GRAND RAPIDS, Michigan, August 17, 2006. Meritage Hospitality Group Inc. (AMEX: MHG), one of the nation’s premier franchise operators, today announced plans to engage in the development and sale of a condominium hotel on waterfront property on the island of Eleuthera in the Bahamas. Meritage has tentatively agreed to acquire several acres of waterfront property on the island of Eleuthera, and has entered into a letter of intent with Tecton Hospitality, a hotel management company based in Miami, Florida, to operate a planned 78-unit national brand extended stay condominium hotel. Meritage anticipates that it will pre-sell condominium hotel investment units through Marcus & Millichap, a real estate investment brokerage company headquartered in New York City.

Robert E. Schermer, Jr., Meritage’s Chief Executive Officer, stated, “We are excited about our development opportunities on Eleuthera - one of the most pristine and unique islands in the Bahamas. I see this as a natural extension of our previous hotel and marina dockominium development experience, combined with our real estate development and sales experience in our current business.” Meritage expects to utilize its existing relationships with its contractors and development teams which have assisted the Company build over thirty-five retail properties during the past seven years and which have experience in similar developments. Condominium and investment real estate would be pre-sold through Marcus & Millichap in the United States and through local Bahamian brokers. The Company is also evaluating development, sales and marketing participation in a large upscale leisure and lifestyle oriented planned residential resort opportunity on Eleuthera, which plans include two ultra-luxury condominium hotels, a marina, golf course and oceanfront estate lots. Mr. Schermer added, “From my perspective, the ‘rational rich’ baby boomers are looking for upscale, unique experiences two flights from home. Eleuthera today is like Hawaii was 35 years ago - with world class scuba diving, sport fishing, and beaches all in a pristine ecological environment which is vigorously protected.”

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.

 


 

 

MERITAGE REPORTS SECOND QUARTER RESULTS,
31st CONSECUTIVE QUARTER OF SALES GROWTH

GRAND RAPIDS, Michigan, June 30, 2006. Meritage Hospitality Group Inc. (AMEX: MHG), the nation’s only publicly traded Wendy’s franchisee and the first O’Charley’s franchisee, today announced net sales for the second fiscal quarter ended May 28, 2006 increased 8.1% to $15.2 million, compared to $14.0 million during the same period last year. Meritage reported a net loss for the quarter of $0.7 million or $0.15 per share, compared to a net loss of $1.0 million or $0.21 per share for the same period last year.

Sales for the six month period ended May 28, 2006 increased 6.3% to $28.7 million compared to $27.0 million during the same period last year. Meritage reported a net loss for the six month period of $2.0 million or $0.42 per share, compared to a net loss of $2.8 million or $0.59 per share for the same period last year.

Trends have improved at the Wendy’s level as same store sales increased slightly in the second fiscal quarter, the first quarterly year-over-year increase since the third quarter of 2004. New menu items such as the Frescata Sandwich and three new salad offerings, along with the Company’s initiatives focused on improved local store marketing and advertising, are having a positive impact. Other new products are in the pipeline including a breakfast menu which Wendy’s International is planning to introduce in 2007.

While the Company continues to face challenges such as increased fuel and energy costs, underperforming national brands and a sluggish state economy, Meritage is encouraged by Wendy’s new initiatives and renewed focus on franchisees’ profit margins which we believe has been aided by the formation of the Wendy’s Old Fashioned Franchise Association, an independent franchise group representing the interests of Wendy’s franchisees. The Company is hopeful that O’Charley’s Inc. will undertake similar measures to support and enhance its brand recognition and unit level sales in new markets.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.


 

MERITAGE HIRES INVESTMENT BANKER FOR POSSIBLE
GOING PRIVATE TRANSACTION

GRAND RAPIDS, Michigan, June 16, 2006. Meritage Hospitality Group Inc. (AMEX: MHG), the nation’s only publicly traded Wendy’s franchisee and the first O’Charley’s franchisee, announced that it has engaged Donnelly Penman & Partners to act as the exclusive financial advisor to the Board of Directors in connection with a possible deregistering transaction. In April, the Company reported that it was resuming its investigation of a deregistering transaction which would allow it to avoid public company costs by no longer having to file reports under the Securities Exchange Act of 1934 or be listed on the American Stock Exchange. The Company is considering a reverse stock split that would reduce the number of record shareholders to a level that allows it to deregister from the SEC. Following such a transaction, the Company will use its best efforts to provide liquidity to the Company’s remaining shareholders. For example, the Company intends to maintain a market in its common shares by having the shares listed on a quotation service that does not require an issuer to be registered with the SEC such as the Pink Sheets, and will consider other transactions, such as an issuer tender offer, that may provide its shareholders with an opportunity to monetize a portion of their investment in Meritage. There can be no assurance that the Board’s investigation will result in any of these transactions.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.


 

  

MERITAGE ANNOUNCES STRONGER SALES WITH FRESCATA SANDWICH INTRODUCTION

GRAND RAPIDS, Michigan, May 2, 2006.  Meritage Hospitality Group Inc. (AMEX: MHG), the nation’s only publicly traded Wendy’s franchisee and the first O’Charley’s franchisee, today reported that the Company is experiencing stronger sales with the introduction of Wendy’s new Frescata line of premium deli sandwiches.  “The Frescata deli sandwiches have been well received by our customers who appreciate the exceptional quality and taste of the product,” stated Robert E. Schermer, Jr., Chief Executive Officer.  “The Frescata menu line includes four premium deli sandwiches with high quality meats and distinctive sauces served on artisan bread.  This product line opens up a whole new menu category for us and gives our customers another reason to visit Wendy’s.  We are encouraged by other new products such as the new Garden Sensations salads, and the new promotions and products planned for later this year including two new nutritious Kids’ Meal sandwiches,” added Mr. Schermer.

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment.  Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.


MERITAGE TO RESUME EXPLORATION OF DEREGISTERING TRANSACTION

GRAND RAPIDS, Michigan, April 18, 2006.  Meritage Hospitality Group Inc. (AMEX: MHG), the nation’s only publicly traded Wendy’s franchisee and the first O’Charley’s franchisee, today announced that its Board of Directors is resuming its review of a possible going-private transaction which would result in the Company no longer filing reports under the Securities Exchange Act of 1934 or being listed on the American Stock Exchange.  This move would allow Meritage to avoid public company costs including Sarbanes-Oxley Act costs that the Company believes disproportionately affect smaller publicly traded companies.  There can be no assurance that the Board’s review will result in a going-private transaction.

Meritage’s Chief Executive Officer, Robert E. Schermer, Jr. stated, “If Meritage proceeds with a going-private transaction, it would be our intention to maintain a market in the Company’s common shares by having the shares listed on a quotation service that does not require issuers to be registered with the SEC such as the Pink Sheets.” 

 Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment.  Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.


 

MERITAGE REPORTS FIRST QUARTER 2006 RESULTS;

30th CONSECUTIVE QUARTER OF SALES GROWTH

 

GRAND RAPIDS, Michigan, March 29, 2006.  Meritage Hospitality Group Inc. (AMEX: MHG), the nation’s only publicly traded Wendy’s franchisee and the first O’Charley’s franchisee, today announced net sales for the first fiscal quarter ended February 26, 2006 increased 4.4% to $13.6 million, compared to $13.0 million during the same period last year.  Meritage’s net loss for the quarter was $1,274,000 or $0.27 per share, compared to a net loss of $1,804,000 or $0.38 per share for the same period last year.

Meritage’s Chief Executive Officer, Robert E. Schermer, Jr. stated, “We are encouraged by Wendy’s International’s new menu offerings and advertising campaigns that should strengthen fiscal 2006 sales.  Wendy’s International recently announced its ‘3 Tier – 3 Year’ plan to invigorate the brand and improve results by increasing transactions, reducing costs and focusing on store level margins.  This comes after enduring system-wide margin compression for several years.  A key step in this plan is the introduction of new menu items such as the Frescata deli sandwich which is now available at our Wendy’s restaurants.  In addition, Wendy’s International is planning to offer breakfast next year, a move that our franchisor anticipates could increase average unit sales by $160,000 within three years (a potential $7.7 million annual increase in sales for Meritage).  On the O’Charley’s side, the store opening results of our newest restaurant located in Belleville, Michigan, have been the best among our five units.”   

Mr. Schermer added, “Wendy’s International plans to invigorate the brand should strengthen fiscal 2006 sales.  We are hopeful that O’Charley’s Inc. will also undertake similar measures to enhance its brand reputation and increase sales.  In the meantime, we reduced overhead costs by eliminating and realigning management and administrative positions throughout the organization, and by making new investments in technology.  These efforts are expected to result in annual savings of approximately $600,000 on a consolidated basis.”

Meritage is one of the nation’s premier franchise operators, currently operating 53 restaurants in two “Best of Class” brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment. Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.


February 17, 2006

 
 
Dear Fellow Shareholder:
 
Enclosed is a $0.06 per common share cash dividend.  This dividend represents a 20% increase over the cash dividend we paid out in January 2005.  Dividends are an important element in our long-term strategy of building value for you - our fellow business owners.  Accordingly, our Board of Directors will consider additional dividends in the future. 
 
Meritage is one of the nation’s premier restaurant franchise operators.  We operate 53 restaurants in two primary business segments through well-recognized “best of class” brands: Wendy’s in the Quick Service segment and O’Charley’s in the Casual Dining segment.   
 
Last month, we opened our fifth O’Charley’s restaurant in Michigan.  Store opening results were the best among our O’Charley’s restaurants to date.  We hope to add to this momentum during the year as our franchisor, O’Charley’s Inc., assists us in rolling out the first advertising plan for the O’Charley’s restaurant brand in Michigan.  In addition, O’Charley’s Inc. is re designing the restaurant building and layout with a desire to reduce costs and increase operating efficiencies.  We anticipate the new prototype will be available for Meritage in 2007.
 
In our Wendy’s business, our franchisor, Wendy’s International, is undertaking a plan to invigorate the brand and improve results by raising sales, reducing costs and focusing on margins.  A key step in this new plan is the introduction of breakfast which will provide customers with distinctive breakfast options.  Wendy’s International anticipates that adding breakfast could increase average unit sales by $160,000 within three years, which could result in a possible $7.7 million increase in sales for Meritage.  In addition, Wendy’s will introduce new Frescata deli sandwiches this spring which will provide four different offerings on fresh-baked artisan bread.  We are encouraged by the new products and promotions in both of our restaurant concepts which were promotionally “dormant” in 2005. 
 
Meritage is also prepared to expand beyond its two franchise brands and its current geographical presence while continuing to achieve operational excellence.  Various alternatives are being explored. 
 
The Board of Directors remains committed to increasing shareholder value through growth and the return of capital to its shareholders.  We thank you for your continued support as both a valued customer and shareholder of Meritage.
 
 
 
Robert E. Schermer, Jr.
Chief Executive Officer
 
This dividend will be paid out of Additional Paid in Capital and will reduce Additional Paid in Capital and Total Stockholders’ Equity by approximately $327,000.

 

Wendy's International, Inc. Announces New Combo Plan to Drive Sales,
Improve Margins and Reduce Costs
 

http://www.wendys-invest.com/ne/wen020606plan.php

 


 

MERITAGE OPENS 53rd RESTAURANT;

FIFTH O’CHARLEY’S RESTAURANT IN MICHIGAN

 

GRAND RAPIDS, Michigan, January 25, 2006.  Meritage Hospitality Group Inc. (AMEX: MHG), the nation’s only publicly traded Wendy’s franchisee and O’Charley’s franchisee, today announced the grand opening of its fifth O’Charley’s restaurant located at 9729 Belleville Road in Van Buren Township, Michigan, in front of the Meijer supercenter. 

 

Meritage’s Chief Executive Officer, Robert E. Schermer, Jr., stated, “This opening is an important milestone for the Company as it represents our fifth O’Charley’s restaurant in the State of Michigan, and Meritage’s 53rd restaurant in operation.  Our development plans for 2006 include at least one additional O’Charley’s and one additional Wendy’s.”   

2006 Outlook

 

For 2006, we are encouraged by a number of emerging business cycles and opportunities.  In our Wendy’s business segment, we are entering the first wave of new products and marketing initiatives implemented by our franchisor, Wendy’s International, after enduring system-wide margin compression for several years.  In addition, beef and commodity costs have currently eased.  In our O’Charley’s business segment, we are working toward steady margin improvements after absorbing the heavy costs of developing our base of O’Charley’s restaurants in 2005.  Our franchisor is in the process of building a new management team to lead the O’Charley’s brand, and we anticipate a new restaurant model that offers lower building costs and higher operating efficiencies.  Separately, Meritage continues to make investments in technology, operating, financial and information systems that will help Meritage expand its franchise brands and geographical presence. 

 

Mr. Schermer stated, “We remain committed to increasing shareholder value and returning capital to our shareholders while maintaining the capacity to grow our business both organically and through strategic acquisitions.  I believe Meritage is prepared to expand its franchise brands and geographical presence while continuing to achieve operational excellence.”

 

Meritage is one of the nation’s premier restaurant franchise operators.  Meritage currently operates 53 restaurants in two primary business segments through well-recognized “Best of Class” brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment.  Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.

 


 

MERITAGE ANNOUNCES

CASH DIVIDEND OF $0.06 PER COMMON SHARE;

GRAND RAPIDS, Michigan, January 12, 2006.  Meritage Hospitality Group Inc. (AMEX: MHG), one of the nation’s premier franchise operators, today announced that it has declared a cash dividend of $0.06 per outstanding common share.  The dividend is payable on February 24, 2006, to shareholders of record on January 27, 2006.  The dividend marks a 20% increase over the cash dividend paid in January 2005. 

 

Robert E. Schermer, Jr., Meritage’s CEO, commented, “In 2005, we continued to make progress on our strategic initiatives including our real estate strategy of sale and leaseback transactions that generated cash proceeds of $20.5 million, permitted the Company to pay down $11.5 million of long-term debt, and resulted in deferred long-term gains of $8.4 million.  Our focus remains to increase our financial flexibility and our ability to expand our franchise brands and geographical presence while continuing to achieve operational excellence.  The Company’s Board of Directors remains committed to increasing shareholder value and returning capital to our shareholders while maintaining the capacity to grow our business both organically and through strategic acquisitions, and will consider additional dividends in the future.”

 

2006 Business Outlook

 

For 2006, we are encouraged by a number of emerging business cycles and opportunities.  In our Wendy’s (QSR) business segment, we are entering the first wave of new products and marketing initiatives implemented by our franchisor, Wendy’s International, after enduring system-wide margin compression for several years.  In addition, beef and commodity costs appear to be easing.  In our O’Charley’s (Casual Dining) business segment, we are working toward steady margin improvements after absorbing the heavy costs of developing our base of O’Charley’s restaurants in 2005.  O’Charley’s, Inc., our franchisor, is in the process of building a new management team to lead the O’Charley’s brand, and we anticipate a new restaurant model that offers lower building costs and higher operating efficiencies.  Separately, Meritage continues to make investments in technology, operating, financial and information systems that will help Meritage expand its restaurant base into a national restaurant platform.

 

Meritage is one of the nation’s premier restaurant franchise operators.  Meritage currently operates 52 restaurants in two primary business segments through well-recognized “Best of Class” brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment.  Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.

 


 

MERITAGE REPORTS FISCAL 2005 RESULTS;

PROVIDES 2006 OUTLOOK

 

GRAND RAPIDS, Michigan, January 12, 2006.  Meritage Hospitality Group Inc. (AMEX: MHG), one of the nation’s premier franchise operators, today announced net sales for the fiscal year ended November 27, 2005 increased 5.1% to $56,037,000, compared to $53,303,000 last year.  The Company’s net loss for the fiscal year was $4,858,000 or $0.98 per share, compared to a net loss of $489,000 or $0.15 per share last year.  As expected, the Company experienced a loss which was due in part to the early prepayment of long-term indebtedness related to several sale-leaseback transactions and pre-opening expenses associated with new O’Charley’s restaurant openings.

 

Meritage’s net sales for the fourth quarter ended November 29, 2005 increased 4.4% to $14,275,000, compared to $13,669,000 over the comparable period last year.  Net loss for the fourth quarter was $1,584,000 or $0.29 per share, compared to a net loss of $210,000 or $0.04 per share during the same period last year.  This sales increase marks the 29th consecutive quarter of sales increases for Meritage.

 

Commenting on the fiscal results, CEO Robert E. Schermer, Jr. stated, “As previously indicated, 2005 was expected to be a challenging year for the Company.  However, I believe that our reported results provide an incomplete picture of progress being made on several fronts relating to our strategic initiatives which we knew would skew our results in 2005.  In 2006, we expect to return to more historical operating results.” 

 

Mr. Schermer continued, “During 2005, we continued to maintain the highest operating standards in our 52 franchised Wendy’s and O’Charley’s restaurants.  Meritage received “sparkle certification” for all 48 Wendy’s restaurants, meaning each store received the franchise system’s highest grades in food safety, food quality, cleanliness and service.  Likewise, the O’Charley’s franchisor recognized Meritage’s restaurants for outstanding levels of service.  Our real estate strategy of sale and leaseback transactions in fiscal 2005 generated cash proceeds of $20.5 million, permitted the Company to pay down $11.5 million of long-term debt, and resulted in deferred long-term gains of $8.4 million.  We also undertook important steps to expand our operating platform in 2006 and beyond as we explore leading franchise brand restaurant opportunities that tend to dominate a niche market, provide superior unit-level economics, and deliver products and services of outstanding quality.”  

 

2006 Outlook

 

For 2006, we are encouraged by a number of emerging business cycles and opportunities.  In our Wendy’s (QSR) business segment, we are entering the first wave of new products and marketing initiatives implemented by our franchisor, Wendy’s International, after enduring system-wide margin compression for several years.  In addition, beef and commodity costs have currently eased.  In our O’Charley’s (Casual Dining) business segment, we are working toward steady margin improvements after absorbing the heavy costs of developing our base of O’Charley’s restaurants in 2005.  Our franchisor is in the process of building a new management team to lead the O’Charley’s brand, and we anticipate a new restaurant model that offers lower building costs and higher operating efficiencies.  Separately, Meritage continues to make investments in technology, operating, financial and information systems that will help Meritage expand its franchise brands and geographical presence. 

 

Mr. Schermer stated, “We remain committed to increasing shareholder value and returning capital to our shareholders while maintaining the capacity to grow our business both organically and through strategic acquisitions.  I believe Meritage is prepared to expand its franchise brands and geographical presence while continuing to achieve operational excellence.”

 

Meritage is one of the nation’s premier restaurant franchise operators.  Meritage currently operates 52 restaurants in two primary business segments through well-recognized “Best of Class” brands; Wendy’s in the QSR Segment and O’Charley’s in the Casual Dining Segment.  Headquartered in Grand Rapids, Michigan, Meritage has approximately 2,000 employees.

 


MERITAGE TO ESTABLISH NATIONAL FRANCHISE PLATFORM FOR GROWTH

GRAND RAPIDS, Michigan, November 2, 2005.  Meritage Hospitality Group Inc. (AMEX: MHG), the nation’s only publicly traded Wendy’s franchisee and O’Charley’s franchisee, today announced plans to expand its restaurant base into a national restaurant franchise platform.  The objective is to increase shareholder value and liquidity by leveraging and expanding our brands and geographical presence through both organic growth and strategic acquisitions.  To accomplish this plan, Meritage plans to explore the following:

  • acquisitions of, or partnerships with, multi-unit franchisees located in geographically diverse U.S. markets with solid demographic profiles and population growth, and whose ownership base may desire business expansion capital or even an exit strategy;

  • installation of flexible, efficient and scalable internal systems in multiple departments including operations, technology, business processes and construction;

  • identifying private equity partners who will participate in acquisitions or joint ventures and provide the financial flexibility required for continued growth; and

  • continued concentration on high quality “best of class” franchise brands in the quick service, fast casual and casual dining segments.

Robert E. Schermer, Jr., Meritage’s CEO, stated, “Over the past several years, we have developed a highly capable management team that will enable Meritage to expand into a national franchise platform.  Our executive management team and board of directors share a passion for operational excellence which is demonstrated by Meritage’s solid track record of building out markets and operating