BLUEGREEN CORP
8-K, 1998-04-15
LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES)
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                       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): April 6, 1998

                              BLUEGREEN CORPORATION
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)

                                  MASSACHUSETTS
                    ---------------------------------------
                    (State of incorporation or organization)

              0-19292                                         03-0300793
      ------------------------                           --------------------
      (Commission File Number)                             (I.R.S. Employer
                                                         Identification  No.)

                5295 TOWN CENTER ROAD, BOCA RATON, FLORIDA   33486
               -----------------------------------------------------
               (Address of Principal Executive Office)     (Zip Code)

       Registrant's telephone number, including area code: (561) 361-2700
                                                           -------------------



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Item 5.  OTHER EVENTS.

         On April 6, 1998, Bluegreen Corporation issued a press release,
pursuant to Rule 135c under the Securities Act of 1933, in the form of EXHIBIT
99.1 attached hereto in connection with the consummation of an unregistered
offering of Senior Secured Notes.

Item 7.           FINANCIAL STATEMENTS AND EXHIBITS.

                  Exhibit 99.1:  Press release.



<PAGE>   3
                                    SIGNATURE

         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.



                                             BLUEGREEN CORPORATION




Date: April 15, 1998                         By: /s/ Anthony M. Puleo
                                                 ------------------------
                                                 Anthony M. Puleo,
                                                 Chief Accounting Officer




<PAGE>   1
                                                                    EXHIBIT 99.1



                              FOR IMMEDIATE RELEASE

                     BLUEGREEN CLOSES UNREGISTERED OFFERING
                             OF SENIOR SECURED NOTES

Boca Raton, FL, -- April 6, 1998 - Bluegreen Corporation (NYSE: BXG) announced
today that it has consummated a private offering of $110 million in aggregate
principal amount of 10 1/2% Senior Secured Notes due 2008. The Notes are
guaranteed, jointly and severally, by certain of Bluegreen's subsidiaries, and
the guarantees of certain of such subsidiaries are secured by a mortgage or
similar instrument on certain real property owned by such subsidiaries. The
Notes will mature in 2008, are not subject to a sinking fund and no principal
payments on the Notes will be required prior to maturity or earlier redemption.
The net proceeds of the offering will be used to repay existing indebtedness and
for working capital.

Bluegreen is one of the leading companies engaged in the acquisition,
development, marketing and sale of timeshare resorts and residential land. The
Company's eight timeshare resorts are located in a variety of popular vacation
destinations including the Smoky Mountains of Tennessee; Myrtle Beach, South
Carolina; Branson, Missouri; Orlando, Florida; Wisconsin Dells, Wisconsin; and
the Island of Aruba, while its land operations are predominantly located in the
Southeastern and Southwestern United States.

The Notes have not been registered under the Securities Act of 1933, as amended,
and may not be offered or sold in the United States absent registration or an
applicable exemption from registration requirements. This press release shall
not constitute an offer to sell or a solicitation of an offer to buy nor shall
there be any sale of the Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such jurisdiction. This press release is issued
pursuant to the provisions of Rule 135C under the Securities Act.



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