SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 Or 15(D) of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): June 22, 2000
GRAND COURT LIFESTYLES, INC.
(Exact name of registrant as specified in its charter)
Delaware 0-21249 22-3423087
(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification
incorporation) Number)
250 North Military Trail, Suite 350, Boca Raton, Florida 33431
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (561) 997-0323
n/a
(Former name or address, if changed since last report)
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Item 5. Other Events
On March 20, 2000, Grand Court Lifestyles, Inc. (the "Company") filed a
petition for reorganization in the United States Bankruptcy Court, District of
New Jersey (the "Bankruptcy Court") under Chapter 11 of the United States
Bankruptcy Code. The Company announced this filing on a Current Report on Form
8-K dated March 22, 2000 (the "March 22 8-K"), which is incorporated herein by
reference.
On June 23, 2000, the Company sent a letter to all of the limited partners
of its syndicated senior living communities (the "Limited Partners"), announcing
that the Bankruptcy Court had approved the Company's application to make
distributions to limited partners of those communities which may have excess
cash flow available for distribution. A copy of such letter is attached hereto
as Exhibit 99.1. For further information regarding the communities that may have
excess cash flow available, please refer to the Company's Current Report on Form
8-K dated June 2, 2000 (the "June 2 8-K") which is incorporated herein by
reference.
On June 22, 2000, the Company sent a letter (the "Pacific Letter") to all
of the limited partners of Palm Villas Associates, L.P., Magnolia Hills
Associates, L.P., and Sheffield Associates, L.P., (the "Pacific Partnerships"),
announcing the Bankruptcy Court's approval of a form of workout agreement (the
"Agreement") with Pacific Life Insurance Company, holder of certain mortgages on
which the Pacific Partnerships defaulted. The Pacific Letter is attached hereto
as Exhibit 99.2 and incorporated herein by reference. The terms of the Agreement
are detailed in a Term Sheet, attached hereto as Exhibit 99.3 and incorporated
herein by reference. For further information regarding the default, please refer
to the March 22 8-K and the June 2 8-K.
The Company has learned recently that several individuals have filed a
class action complaint (the "Complaint") in the United States District Court for
the District of New Jersey against certain of the Company's directors and
officers. The Complaint alleges certain violations of securities laws in
connection with the Company's November 10, 1999 offering of 13.125% Retirement
Financing Notes-IX, due November 30, 2003.
On June 27, 2000, at the request of the Equity Holders Committee, the
Official Committee of Unsecured Creditors and the U.S. Trustee and with the
Company's consent, the Bankruptcy Court ordered the appointment of an examiner
pursuant to Section 1104(c)(2) of the Bankruptcy Code. Section 1104(c)(2) of the
Bankruptcy Code provides for the appointment of an examiner for a debtor with
unsecured debt (excluding certain specified unsecured debt) greater than $5
million. On July 7, 2000, Brian T. Moore, CPA, of Arthur Andersen LLP was
appointed as examiner.
Item 7. Exhibits
99.1 Letter of the Company dated June 23, 2000, addressed to all Limited
Partners of Syndicated Grand Court Lifestyles Senior Living
Communities
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99.2 Letter of the Company dated June 22, 2000, addressed to all Limited
Partners of Palm Villas Associates, L.P., Magnolia Hills Associates,
L.P., and Sheffield Associates, L.P.
99.3 Term Sheet for Workout Agreement
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.
GRAND COURT LIFESTYLES, INC.
By: /s/ John Luciani
JOHN LUCIANI,
Chairman of the Board and Chief Executive Officer
Dated: July 12, 2000
