SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): February 28, 2000
SUNTERRA CORPORATION
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(Exact name of registrant as specified in its charter)
MARYLAND 000-21193 95-4582157
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(State or other jurisdiction (Commission File Number) (IRS Employer
of incorporation) Identification No.)
1781 PARK CENTER DRIVE
ORLANDO, FLORIDA 32835
"WWW.SUNTERRA.COM"
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(Address of Principal Executive Offices)
407-532-1000
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(Registrant's telephone number, including area code)
Page 1 of 4
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ITEM 5. OTHER EVENTS.
See press release dated February 28, 2000 entitled "Sunterra Names Crandall, COO
of Bass Investment Vehicle, Chairman; Morison, a Senior Banking Exec, as co-CEO,
President, and a Director" attached hereto as Exhibit 99.
ITEM 7 FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS.
(c) Exhibits
EXHIBIT NO. DESCRIPTION PAGE NO.
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99 Press release dated February 28, 2000 3
entitled "Sunterra Names Crandall, COO
of Bass Investment Vehicle, Chairman;
Morison, a Senior Banking Exec, as
co-CEO, President, and a Director"
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
SUNTERRA CORPORATION
(Registrant)
Date: February 28, 2000 By: /s/ THOMAS A. BELL
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Thomas A. Bell
Senior Vice President & Secretary
EXHIBIT 99
FOR IMMEDIATE RELEASE Contact: Keith Brown
Corporate Development
407-532-1000 or
Michael Sitrick
Sitrick and Company
310-788-2850
SUNTERRA NAMES CRANDALL, COO OF BASS INVESTMENT VEHICLE, CHAIRMAN;
MORISON, A SENIOR BANKING EXEC, AS CO-CEO, PRESIDENT, AND A DIRECTOR
ORLANDO, FL (FEBRUARY 28, 2000) - Sunterra Corporation (NYSE: OWN) today
announced the appointment of J. Taylor Crandall, as interim Chairman of the
Board and T. Lincoln "Lin" Morison, as co-chief executive officer, president,
and a director of the Company.
Mr. Crandall, who has been a director of the Company since October
1997, succeeds current Sunterra Board co-chairs Jody Gessow and Steve Kenninger,
who will remain as directors of the Corporation. Mr. Crandall, 46, is Chief
Operating Officer of Keystone, Inc., the principal investment vehicle of Robert
M. Bass of Fort Worth, Texas, and is a managing partner at Oak Hill Capital
Partners of New York, New York. He has served as Vice President and Chief
Financial Officer of Keystone, Inc. since October 1996, and has been Chief
Operating Officer since August 1998.
Mr. Morison, 59, will share the CEO post with Richard Harrington. He
capped a long and distinguished career at The First National Bank of Boston, as
Executive Vice President in charge of the National Banking Group. Mr. Morison
was also most recently Chairman / President / CEO of First National Bank of
Ipswich. After graduating from Williams College, he worked for Peat, Marwick,
Mitchell & Co., before starting his banking career.
After a transitional period, Mr. Harrington will return to Europe. "Lin
has been working closely with the Board, the management team and me for the last
30 days on a consulting basis and I am delighted that he has agreed to become a
permanent part of the team," said Mr. Harrington. "He will make a significant
contribution to the growth of this Company". In addition to his transitional
role as co-CEO, Mr. Harrington will also continue as Chairman of the company's
European subsidiary and a director of Sunterra Corporation.
"Lin's extensive banking background, contacts and insights will be an
invaluable asset to our company," Mr. Crandall said, "especially since we are in
the midst of implementing new financing strategies. Lin brings 30 years of
experience in domestic and international banking, finance and accounting to this
position in addition to his broad and varied set of management talents and
skills, in large and small organizations, including his role in turning around a
troubled community bank".
Sunterra Corporation, the world's largest vacation ownership company,
has 90 resorts throughout North America, Europe, the Caribbean, Hawaii, Latin
America, and
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Asia. Sunterra also manages 18 condominium resorts and hotels in Hawaii; and,
operates Club Sunterra, the world's most extensive points-based vacation system.
Sunterra Corporation became a publicly traded company in 1996 and has
subsequently grown from nine resorts to its current worldwide network of company
owned and managed resorts. In addition, during this period its member base has
expanded from 25,000 owners to more than 275,000 owners and members. Sunterra
Corporation's website is WWW.SUNTERRA.COM
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