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UNITED STATES
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 9, 1999
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Sundance Homes, Inc.
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(Exact Name of Registrant as Specified in Charter)
Illinois 0-21900 36-3111764
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(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
150 West Center Court, Schaumburg, Illinois 60195
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(Address of Principal Executive Offices)
(Zip Code)
Registrant's telephone number, including area code (847) 255-5555
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Item 5. Other Events.
On April 5, 1999, the Registrant issued the press release attached hereto
as Exhibit 99.1 announcing the execution of an agreement for the sale of
substantially all of the assets related to its suburban housing operations. The
information contained in this press release is incorporated herein by reference.
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Item 7. Financial Statements and Exhibits.
(c) Exhibits.
Exhibit No. Description
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99.1 Press Release of Registrant dated April 5, 1999
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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.
SUNDANCE HOMES, INC.
By:/s/ JOSEPH R. ATKIN
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Joseph R. Atkin
Director, Vice President and
Chief Financial Officer
Dated: April 8, 1999
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Exhibit Index
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Exhibit # Item
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99.1 Press Release
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Exhibit 99.1
For Immediate Release For Further Information:
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Joseph R. Atkin
Chief Financial Officer
Sundance Homes, Inc.
847/255-5555
SUNDANCE HOMES SIGNS DEFINITIVE AGREEMENT TO SELL ASSETS
RELATED TO ITS SUBURBAN OPERATIONS TO CENTEX HOMES
Will Focus on Chicago Urban Market
Schaumburg, Ill., April 5, 1999 - Sundance Homes, Inc. (NASDAQ: SUNH)
announced today that it has signed a definitive agreement with Centex Homes, the
home building subsidiary of Centex Corporation ("Centex"), to sell substantially
all of the assets related to Sundance's operations in suburban Chicago for
approximately $60 million in cash, subject to adjustment. Centex will also be
assuming certain liabilities related to those assets.
The agreement has been approved by the Sundance board of directors and is
subject to shareholder approval, completion of due diligence and other closing
conditions. The transaction is expected to be completed during the second
calendar quarter of 1999. A preliminary proxy statement containing a copy of the
agreement with Centex has been filed with the Securities and Exchange
Commission.
"This transaction is expected to have a dramatic and positive impact on
Sundance's shareholder value, debt load and prospects for future success," said
Maurice Sanderman, chairman and CEO of Sundance Homes. "The sale is expected to
result in over half of our assets being converted to cash at approximately book
value. Proceeds of the sale will be used to reduce bank debt, which we believe
will enable us to negotiate more favorable terms for our remaining debt.
Together, these steps will substantially reduce annual interest expense."
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Sundance Homes Signs Definitive Agreement...2
The estimated $60 million purchase price will be adjusted to reflect sales
of homes that may occur between now and the closing of the transaction (with
Sundance retaining proceeds from such sales); and to reflect the value (at cost)
of any additional work performed by Sundance on homes-in-progress.
"The asset sale will create a smaller and more efficient organization that
will focus exclusively on expanding our successful Chicago Urban Properties
division, which develops properties in and around the downtown Chicago area,"
Sanderman said.
He noted that the Chicago Urban Properties division currently has three
major projects scheduled to be completed this year: Erie Tower, a 24-story, 120-
unit building that was 80 percent sold as of March 31, 1999; Capitol Hill Lofts,
containing 91 units which are 75 percent sold; and Art House Lofts, containing
28 units which are more than 70 percent sold. Plaza 32, containing 130 units
which are more than 60 percent sold, is scheduled to begin construction this
Spring.
Sanderman said the company owns two additional parcels of land that it
plans to develop as two separate Chicago Urban Properties projects, each with 50
condominium units.
Sundance Homes is a builder of single family homes in the Chicago
metropolitan area and condominiums in the Chicago urban market. Since 1983, the
Company has closed sales of approximately 6,300 homes and completed development
of 30 communities. Sundance currently has 21 communities in various stages of
planning and development, five of which are in the Chicago urban market.
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Sundance Homes Signs Definitive Agreement...3
Except for historical information, matters discussed in this news release
contain forward looking information and describe the Company's belief concerning
future business conditions and the outlook for the Company based on currently
available information. The Company has identified these "forward looking"
statements by such words as "believes", "estimates", "should", "could",
"expects", "anticipates", and similar expressions. Risks and uncertainties which
could cause the Company's actual results or performance to differ materially
from those expressed in these statements include the following: the Company's
substantial leverage, changes in general economic and market conditions, changes
in interest rates and the availability of mortgage financing, changes in costs
and availability of material, supplies and labor, general competitive
conditions, the availability of capital, and the ability to successfully effect
acquisitions. The Company assumes no obligation to update the information
contained herein.
