SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FINAL AMENDMENT
TO
SCHEDULE TO
Tender Offer Statement under Section 14(d)(1) or 13(e)(1)
of the Securities Exchange Act of 1934
BANKATLANTIC BANCORP, INC.
(Name of Subject Company (Issuer))
BANKATLANTIC BANCORP, INC. (ISSUER)
(Name of Filing Persons)
5.625% CONVERTIBLE SUBORDINATED DEBENTURES DUE 2007
(Title of Class of Securities)
065908AC9
(CUSIP Number of Class of Securities)
Alan B. Levan
Chief Executive Officer
BankAtlantic Bancorp, Inc.
1750 East Sunrise Boulevard
Fort Lauderdale, Florida 33304
(954) 760-5000
(Name, Address and Telephone Number of Person Authorized to Receive Notices and
Communications on Behalf of Filing Persons)
Please send copies of all communications to:
Alison W. Miller, Esq.
Stearns Weaver Miller Weissler
Alhadeff & Sitterson, P.A.
150 West Flagler Street, Suite 2400
Miami, Florida 33130
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CALCULATION OF FILING FEE: PREVIOUSLY PAID
[ ] Check the box if the filing relates solely to preliminary communications
made before the commencement of a tender offer.
Check the appropriate boxes below to designate any transactions to which the
statement relates:
[ ] third-party tender offer subject to Rule 14d-1.
[ x ] issuer tender offer subject to Rule 13e-4.
[ ] going-private transaction subject to Rule 13e-3.
[ ] amendment to Schedule 13D under Rule 13d-2.
Check the following box if the filing is a final amendment reporting the results
of the tender offer: [ x ]
<PAGE>
INTRODUCTORY STATEMENT
BankAtlantic Bancorp, Inc. (the "Company") hereby amends and
supplements its Issuer Tender Offer Statement on Schedule TO (the "Statement")
originally filed with the Securities and Exchange Commission by the Company on
August 30, 2000, in connection with a tender offer (the "Tender Offer") by the
Company to purchase up to $25 million aggregate principal amount of its 5.625%
Convertible Subordinated Debentures due 2007 (the "Debentures") on the terms and
subject to the conditions set forth in the Offer to Purchase dated August 30,
2000 (the "Offer to Purchase") and the related Letter of Transmittal (the
"Letter of Transmittal"). Copies of the Offer to Purchase and Letter of
Transmittal were previously filed as Exhibits 99(a)(1) and 99(a)(2) to the
Statement. This is the Final Amendment to the Statement and is being filed to
report the results of the Tender Offer.
The Tender Offer commenced on August 30, 2000 and expired by its terms
at 5:00 p.m., New York City time, on September 28, 2000. Debentures were validly
tendered pursuant to the Tender Offer in an aggregate principal amount of $45
million based upon a final count by U.S. Bank Trust National Association, the
Depositary for the Tender Offer. The Company has accepted for payment $25
million aggregate principal amount of Debentures in accordance with the terms of
the Tender Offer. Accordingly, all tenders of Debentures are subject to
proration in accordance with the terms of the Tender Offer and the Company will
purchase approximately 56% of the Debentures tendered from all tendering
Debenture holders on a pro rata basis. The purchase price for the Debentures is
$730 per $1,000 principal amount of Debentures, plus accrued and unpaid interest
from June 1, 2000 up to, but not including, the date of payment.
ITEM 12. EXHIBITS.
(a)(1) Offer to Purchase dated August 30, 2000.*
(2) Form of Letter of Transmittal.*
(3) Notice of Guaranteed Delivery.*
(4) Form of Letter to Holders of Debentures.*
(5) Form of Letter to Brokers, Dealers, Commercial Banks,
Trust Companies and Other Nominees.*
(6) Form of Letter to Clients.*
(7) Guidelines for Certification of Taxpayer Identification
Number on Substitute Form W-9.*
(8) Press Release, dated August 30, 2000.*
(9) Press Release, dated September 29, 2000.**
(b)(1) Indenture with respect to the Company's Subordinated
Investment Notes (incorporated by reference to Exhibit 4
to the Company's Registration Statement on Form S-3,
filed with the Securities and Exchange Commission on
December 20, 1999).
(b)(2) Loan Agreement, dated as of August 24, 2000 by and
between the Company and Columbus Bank and Trust Company,
a Georgia banking corporation.*
(d) Not applicable.
(g) Not applicable.
(h) Not applicable.
* Previously filed.
** Filed herewith.
<PAGE>
SIGNATURE
After due inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this Statement is true, complete and correct.
BANKATLANTIC BANCORP, INC.
/s/James A. White
-----------------------------------
James A White
Executive Vice President,
Chief Financial Officer
Dated: September 29, 2000
