Form 8-K/A for The St. Joe Company

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, GrTaLd0zCYeFUas74kxGT+6wUahDsv1x6vHMD8APpPi1PeCTEwn7fm6ls8vhq10e WVbw9iJaUaxRCGucSauzVQ== 0000950135-03-005468.txt : 20031104 0000950135-03-005468.hdr.sgml : 20031104 20031104160244 ACCESSION NUMBER: 0000950135-03-005468 CONFORMED SUBMISSION TYPE: 8-K/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20031022 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20031104 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ST JOE CO CENTRAL INDEX KEY: 0000745308 STANDARD INDUSTRIAL CLASSIFICATION: LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES) [6552] IRS NUMBER: 590432511 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-10466 FILM NUMBER: 03976457 BUSINESS ADDRESS: STREET 1: 245 RIVERSIDE AVENUE STE 500 CITY: JACKSONVILLE STATE: FL ZIP: 32202 BUSINESS PHONE: 9043014200 MAIL ADDRESS: STREET 1: 245 RIVERSIDE AVENUE STREET 2: SUITE 500 CITY: JACKSONVILLE STATE: FL ZIP: 32202 FORMER COMPANY: FORMER CONFORMED NAME: ST JOE CORP DATE OF NAME CHANGE: 19980430 FORMER COMPANY: FORMER CONFORMED NAME: ST JOE PAPER CO DATE OF NAME CHANGE: 19920703 8-K/A 1 b48368sje8vkza.htm FORM 8-K/A FOR THE ST. JOE COMPANY Form 8-K/A for The St. Joe Company

SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K/A

CURRENT REPORT PURSUANT
TO SECTION 13 OR 15 (d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported) October 22, 2003

The St. Joe Company

(Exact Name of Registrant as Specified in Its Charter)

Florida

(State or Other Jurisdiction of Incorporation)


1-10466		59-0432511

(Commission File Number)		(IRS Employer Identification No.)


245 Riverside Avenue, Suite 500, Jacksonville, FL		32202

(Address of Principal Executive Offices)		(Zip Code)

(904) 301-4200

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

ITEM 9. REGULATION FD DISCLOSURE

The purpose of this Form 8-K/A is to furnish revised Supplemental Information for the period ended September 30, 2003. The Supplemental Information originally filed by this Form 8-K on October 22, 2003 is being revised as a result of the Financial Accounting Standards Board’s decision to defer the effective date of certain provisions of Statement of Financial Accounting Standards No. 150, Accounting for Certain Financial Instruments with Characteristics of both Liability and Equity.

A copy of the revised Supplemental Information is furnished with this Form 8-K/A as Exhibit 99.1 and is incorporated by reference. Exhibit 99.1 reconciles Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”) to the Registrants’ income from continuing operations before taxes and minority interest. EBITDA is a metric widely used in the real estate industry and the Company believes the attached reconciliation will be helpful to investors and security analysts in understanding the Registrant’s results of operations.

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.


		THE ST. JOE COMPANY

Dated:	November 4, 2003	By:	/s/ Michael N. Regan Name: Michael N. Regan Title: Senior Vice President

Revised Item 9:
Reconciliation of Income from Continuing Operations Before Taxes and Minority Interest to EBITDA by Operating Segment

(in millions)


		Community
		Residential			Commercial							Corporate
		Real Estate			Real Estate			Forestry		St. Joe Land		& Other			Consolidated

For the Three Months Ended September 30, 2003
Income from continuing operations before taxes and minority interest		$	31.9		$	0.3		$	1.7	$	14.8	$	(12.0	)	$	36.7
Plus:
	Depreciation & amortization		2.0			3.6			1.0		—		0.7		$	7.3
	Interest expense		2.5			2.0			—		—		1.1		$	5.6

EBITDA		$	36.4		$	5.9		$	2.7	$	14.8	$	(10.2	)	$	49.6

For the Three Months Ended September 30, 2002
Income from continuing operations before taxes and minority interest		$	21.4		$	(1.0	)	$	1.7	$	8.6	$	(11.2	)	$	19.5
Plus:
	Depreciation & amortization		1.1			3.0			1.1		—		0.9		$	6.1
	Interest expense		1.8			2.1			—		—		2.2		$	6.1
Less:
	Minority interest		(0.4	)		—			—		—		—		$	(0.4	)

EBITDA		$	23.9		$	4.1		$	2.8	$	8.6	$	(8.1	)	$	31.3

EBITDA is defined as earnings before interest expense, income taxes, depreciation and amortization. Prior year EBITDA has been changed to conform with the SEC’s current guidance on non-GAAP financial measures.

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		ITEM 9. REGULATION FD DISCLOSURE

		The purpose of this Form 8-K/A is to furnish revised Supplemental Information for the period ended September 30, 2003. The Supplemental Information originally filed by this Form 8-K on October 22, 2003 is being revised as a result of the Financial Accounting Standards Board’s decision to defer the effective date of certain provisions of Statement of Financial Accounting Standards No. 150, Accounting for Certain Financial Instruments with Characteristics of both Liability and Equity.

		A copy of the revised Supplemental Information is furnished with this Form 8-K/A as Exhibit 99.1 and is incorporated by reference. Exhibit 99.1 reconciles Earnings before Interest, Taxes, Depreciation and Amortization (“EBITDA”) to the Registrants’ income from continuing operations before taxes and minority interest. EBITDA is a metric widely used in the real estate industry and the Company believes the attached reconciliation will be helpful to investors and security analysts in understanding the Registrant’s results of operations.