Securities and Exchange Commission
Washington, D.C. 20549
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): March 26, 1999
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ATLANTIC GULF COMMUNITIES CORPORATION
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(Exact Name of Registrant as Specified in Charter)
Delaware 1-8967 59-0720444
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(State or Other Juris- (Commission File (IRS Employer
diction of Incorporation) Number) Identification No.)
2601 South Bayshore Drive
Miami, Florida 33133-5461
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(Address of Principal (Zip Code)
Executive Offices)
(305) 859-4000
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(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
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(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
ITEM 5. OTHER EVENTS
On Friday, March 26, 1999, the Registrant issued the press release attached
hereto as Exhibit 99.1, which is incorporated herein by reference. The press
releases announces that, in response to certain expressions of interest received
by the Registrant, the Board of Directors of the Registrant has appointed a
Special Committee to explore strategic alternatives to maximize stockholder
value and has retained BT Alex. Brown, a leading investment banking firm, to
assist the Special Committee in reviewing possible strategic alternatives.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Press release issued March 26, 1999, by the Registrant
announcing that, in response to certain expressions of
interest received by the Registrant, the Board of Directors of
the Registrant has appointed a Special Committee to explore
strategic alternatives to maximize stockholder value and has
retained BT Alex. Brown, a leading investment banking firm, to
assist the Special Committee in reviewing possible strategic
alternatives.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
ATLANTIC GULF COMMUNITIES CORPORATION
(Registrant)
/s/ THOMAS W. JEFFREY
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Date: March 31, 1999 By: Thomas W. Jeffrey
Title: Executive Vice President and
Chief Financial Officer
FOR IMMEDIATE RELEASE
FROM: ATLANTIC GULF COMMUNITIES CORPORATION
CONTACT: THOMAS W. JEFFREY
TELEPHONE: 305-859-4398
FAX: 305-859-4623
WEB PAGE: HTTP://WWW.ATLANTICGULF.COM
ATLANTIC GULF COMMUNITIES CORPORATION
TO EXPLORE STRATEGIC ALTERNATIVES
MIAMI, FLORIDA, FRIDAY, MARCH 26, 1999: J. Larry Rutherford, the
President, Chief Executive Officer and Chairman of the Board of Atlantic Gulf
Communities Corporation (OTCBB:AGLF), announced today that the Board of
Directors of the Company has appointed a Special Committee of the Board to
explore strategic alternatives to maximize stockholder value.
Mr. Rutherford explained: "In response to certain expressions of
interest received by the Company, the Board has asked the Special Committee to
explore possible strategic alternatives involving the Company and its business.
The Board has retained BT Alex. Brown, a leading investment banking firm, to
assist the Special Committee in reviewing possible strategic alternatives.
Although the Special Committee and the Board will consider various alternatives,
there can be no assurance that any transaction will materialize."
Atlantic Gulf Communities Corporation is one of the Southeast's largest
residential real estate developers. The Company develops residential communities
in many of Florida's most active markets, including Broward and Palm Beach
Counties, Tampa, Orlando and Fort Myers/Naples, as well as projects in
Raleigh-Durham, North Carolina, Dallas, Texas, and Aspen/Glenwood Springs,
Colorado. Headquartered in Miami, Florida, the Company is a proven leader in
professional development services and is known for its leadership role in
environmental quality.
THIS PRESS RELEASE INCLUDES "FORWARD LOOKING" STATEMENTS BASED ON MANAGEMENT'S
EXPECTATIONS REGARDING, AND EVALUATIONS OF CURRENT INFORMATION ABOUT, THE
COMPANY'S BUSINESS THAT INVOLVE RISKS AND UNCERTAINTIES, AND ARE SUBJECT TO
FACTORS THAT COULD ADVERSELY AFFECT THE COMPANY'S ACTUAL FUTURE RESULTS (AND,
POSSIBLY, AS A RESULT, THE COMPANY'S ABILITY TO CONSUMMATE A STRATEGIC
TRANSACTION) AND COULD CAUSE THOSE RESULTS TO DIFFER MATERIALLY FROM THOSE
EXPRESSED IN THE FORWARD LOOKING STATEMENTS, INCLUDING, WITHOUT LIMITATION: (1)
THE EFFECT OF ECONOMIC AND MARKET CONDITIONS, (2) THE CYCLICAL NATURE OF THE
REAL ESTATE MARKET IN FLORIDA AND OTHER SOUTHEAST U.S. PRIMARY MARKETS, (3)
COMPETITIVE PRESSURES, (4) THE COMPANY'S OWN DEBT AND EQUITY CAPITAL STRUCTURE
AND RELATED FINANCING AND REFINANCING CONTINGENCIES AND RESTRICTIONS, (5) THE
COMPANY'S ABILITY TO CLOSE FINANCINGS OF NEW REAL ESTATE AT PARTICULAR TIMES
RELATIVE TO THE COMPANY'S CASH FLOW NEEDS AT SUCH TIMES AND (6) THE PERFORMANCE
OF THE COMPANY'S CURRENT DEVELOPMENT PROJECTS.
