SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
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FORM 8K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) of the
SECURITIES EXCHANGE ACT OF 1934
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Date of Report
June 6, 1997
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(Date of earliest event reported)
BankAtlantic Bancorp, Inc.
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(Exact name of registrant as specified in its Charter)
Florida
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(State or other jurisdiction of
incorporation or organization)
1750 East Sunrise Boulevard
Ft. Lauderdale, Florida 33304
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(Address of principal executive offices) (Zip Code)
34-027228 65-0507804
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(Commission File Number) (I.R.S. Employer Identification No.)
Identification No.)
(954) 760-5000
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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)
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ITEM 5. OTHER EVENTS
On June 6, 1997, BankAtlantic Bancorp, Inc. (the "Company") announced
that it had entered into an agreement to acquire a controlling interest in
Oriole Homes Corp. ("Oriole") at a price of $12.00 per share for an aggregate
purchase price of approximately $22.4 million. The shares to be acquired
represent approximately 61 percent of Oriole's Class A Common Stock and
approximately 26 percent of Oriole's Class B Common Stock.
Closing of the acquisition is expected to occur within 60 days and is
subject to a number of conditions including completion of due diligence by the
Company. The acquisition will be treated as a "purchase transaction" for
accounting purposes, however, it is not expected that the transaction will
result in any significant goodwill.
Oriole is one of the largest builders of residential communities for
active adults in South Florida and has been involved in the home building
business since 1963.
John E. Abdo, Vice Chairman of the Company and its predecessor,
BankAtlantic, A Federal Savings Bank, since 1987, will assume operating
responsibility for Oriole Homes after the acquisition. A commercial and
residential builder and developer in the South Florida area for more than 25
years, Mr. Abdo is President of Fort Lauderdale, Florida-based Wellington
Construction and Realty, Inc. After the acquisition, Mr. Abdo's home-building
activities will be conducted through Oriole.
Oriole, based in Delray Beach, Florida, has built and sold over 21,500
single-family homes, patio homes, townhouses, villas, duplexes, and low-and
mid-rise condominiums in planned communities in Southeast Florida, as well as in
Bonita Springs and the Ocala areas of Florida since its founding in 1963.
Sales of houses and condominiums closed during 1996 totaled
$100,661,096 (597 units), a 37% increase over the $73,409,093 (433 units)
recorded during 1995. For the year ended December 31, 1996, revenues totaled
$111,619,295, representing an increase of 36 percent over revenues of
$82,236,270 during the year ended December 31, 1995.
Oriole reported net income of $85,289, or $.02 per share, for the year
ended December 31, 1996 compared to a net loss of $11,761,564, or $2.54 per
share, during 1995. At December 31, 1996, total assets were $175,546,000 and
total shareholders' equity was $67,747,000.
Oriole's revenues from home sales increased to $19.8 million (18.4
percent) during the first quarter of 1997 compared to the same period of 1996.
Oriole delivered 120 homes in the first quarter of 1997 compared to 98 in the
same period of 1996 and their backlog has increased from $55.3 million as of
March 31, 1996 to $65.3 million as of March 31, 1997.
Oriole incurred a net loss for the quarter ended March 31,1997 of $9.7
million or $2.10 per share compared to a net loss of $658,452 or $.14 per share
during the same period in 1996. Included in the 1997 period is a noncash pretax
write-down of $8.7 million representing an inventory valuation adjustment
affecting the carrying cost of land inventory for approximately 1,000 unsold
housing units located in five developments.
The foregoing information with respect to Oriole was obtained from
reports filed by Oriole with the Securities and Exchange Commission and while
the Company has no reason to believe that such information is not accurate, the
Company has not independently verified such information.
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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.
BankAtlantic Bancorp, Inc.
June 12, 1997 By: /s/Jasper R. Eanes
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Jasper R. Eanes
Chief Financial Officer
