-----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, Jt4QNrC0WmP/JfrhJy8vt7jBfTpyd27yA/YFVEqENUNVwvkFJ9nbovtGJXyxEhIz ZCeobllvF2ARJfGrMms7Xw== 0000950144-01-503704.txt : 20010620 0000950144-01-503704.hdr.sgml : 20010620 ACCESSION NUMBER: 0000950144-01-503704 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20010619 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 20010619 FILER: COMPANY DATA: COMPANY CONFORMED NAME: ORIOLE HOMES CORP CENTRAL INDEX KEY: 0000074928 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 591228702 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-06963 FILM NUMBER: 1662938 BUSINESS ADDRESS: STREET 1: 1690 S CONGRESS AVE STE 200 CITY: DELRAY BEACH STATE: FL ZIP: 33445 BUSINESS PHONE: 4072742000 FORMER COMPANY: FORMER CONFORMED NAME: ORIOLE LAND & DEVELOPMENT CORP DATE OF NAME CHANGE: 19720615 8-K 1 g70113e8-k.txt ORIOLE HOMES CORP. 1 SECURITIES AND EXCHANGE COMMISSION ---------------------------------- Washington, D.C. 20549 FORM 8K CURRENT REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of Earliest Event Reported): June 19, 2001 ORIOLE HOMES CORP. --------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Florida 1-6963 59-1228702 - ------------------------------- ------------- ----------------------------- (State or other jurisdiction of (Commission (IRS Employer incorporation or organization) File No.) Identification No.) 1690 S. Congress Ave., Suite 200 Delray Beach, Fl. 33445 - -------------------------------------------------- ------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (561) 274-2000 The Exhibit Index is on Page 4 2 ITEM 5. OTHER MATTERS. REDEMPTION OF SENIOR NOTES Oriole Homes Corp. (the "Company") issued a press release dated June 15, 2001 (the "Press Release") announcing its intention to exercise its right to effect an optional redemption of all of its outstanding 12 1/2% Senior Notes due 2003 (the "Notes"). The redemption date for the Notes will be July 15, 2001 and the redemption price will total approximately $35.8 million. The redemption price reflects the principal and accrued interest on outstanding Notes. The Company will obtain approximately $34.5 million of the redemption price from bank loans secured by mortgages on certain of the Company's real estate projects. The Company will obtain the balance of $1.3 million from available cash. The terms of the loans also provide that the Company may draw additional amounts relating to expenditures for the construction of the respective real estate projects securing the loans. The loans bear interest at prime plus one-half percent (1/2%) and generally have a minimum term of two years with options to extend for six months. See the Press Release attached as Exhibit A hereto. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS. (a) Press Release dated June 15, 2001 2 3 SIGNATURES Pursuant to the requirements of Section 13, of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. ORIOLE HOMES CORP. ------------------ (Registrant) DATE: JUNE 19, 2001 /s/ R.D. LEVY - ----------------------- -------------------------------------- R.D. Levy, Chairman of the Board, Chief Executive Officer, Director DATE: JUNE 19, 2001 /s/ J. PIVINSKI - ----------------------- -------------------------------------- J. Pivinski, Vice President - Finance, Treasurer, Chief Financial Officer 3 4 INDEX OF EXHIBITS PAGE OF THIS EXHIBIT NO. DESCRIPTION REPORT ----------- ----------- ------------- 99.1 Press Release dated June 15, 2001 5 4 EX-99.1 2 g70113ex99-1.txt PRESS RELEASE DATED JUNE 15, 2001 1 EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: Joe Pivinski, CFO Oriole Homes Corp. (561) 274-2000 ORIOLE HOMES TO REDEEM LONG TERM DEBT REDEMPTION DATE FOR SENIOR NOTES IS JULY 15, 2001 Delray Beach, Florida, June 15, 2001 - ORIOLE HOMES CORP. (AMEX: OHC.A; OHC.B) today reported it will exercise its rights under the terms of the related indenture to effect an optional redemption of all of its outstanding 12 1/2% Senior Notes due 2003. The total redemption price of approximately $35.8 million will represent 100% of the principal amount of the Senior Notes plus accrued interest to the redemption date of July 15, 2001. Financing of approximately $34.4 million of the redemption price will be provided by Ocean Bank, a Miami based lending institution, through secured loans on several existing real estate projects. The loans will also provide for other working capital needs and generally have a minimum term of two (2) years at a floating interest rate of Prime + 1/2%. Other terms of the transaction were not disclosed. The balance of the redemption price will be paid from available cash. Commenting on the action, Joe Pivinski, Chief Financial Officer, noted that "the transaction will have the favorable impact of reducing cost of capital in the range of 450 - 500 basis points in the near term." He also indicated that "the arrangement was expected to have a positive strategic effect on Oriole's operations as the terms and conditions of the financing package were more flexible and less restrictive than that of the indenture." Oriole Homes is engaged principally in the design, construction, marketing and sale of single family homes, patio homes, townhomes, villas, duplexes and low and mid-rise condominiums in Palm Beach, Broward, Marion and Osceola counties in Florida. Visit the Company's web site at WWW.ORIOLEHOMES.COM for community and Company information. STATEMENTS IN THIS PRESS RELEASE THAT STATE THE COMPANY'S OR MANAGEMENT'S EXPECTATIONS OR PREDICTIONS OF THE FUTURE ARE FORWARD-LOOKING STATEMENTS. FORWARD LOOKING STATEMENTS ARE INHERENTLY SUBJECT TO RISKS AND UNCERTAINTIES, SOME OF WHICH CANNOT BE PREDICTED OR QUANTIFIED. FUTURE EVENTS AND ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE SET FORTH IN, CONTEMPLATED BY OR UNDERLYING THE FORWARD-LOOKING STATEMENTS. THE RISKS AND UNCERTAINTIES TO WHICH FORWARD-LOOKING STATEMENTS ARE SUBJECT INCLUDE, BUT ARE NOT LIMITED TO, THE EFFECT OF GOVERNMENT REGULATION, CONSTRUCTION DELAY RISKS, COMPETITION AND OTHER RISKS DETAILED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION. -----END PRIVACY-ENHANCED MESSAGE-----