-----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, A1DhetkChg70flTdwP6KXPLcQ03ZNCZDZkua1qubLZbisXmsqgWnwashvqBjq5BE PsfO5V5XWj7fpjBoP1gQTw== 0001047469-99-025147.txt : 19990625 0001047469-99-025147.hdr.sgml : 19990625 ACCESSION NUMBER: 0001047469-99-025147 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990618 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990624 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALIFORNIA COASTAL COMMUNITIES INC CENTRAL INDEX KEY: 0000840216 STANDARD INDUSTRIAL CLASSIFICATION: LAND SUBDIVIDERS & DEVELOPERS (NO CEMETERIES) [6552] IRS NUMBER: 020426634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 000-17189 FILM NUMBER: 99651679 BUSINESS ADDRESS: STREET 1: 6 EXECUTIVE CIRCLE STREET 2: SUITE 250 CITY: IRVIN STATE: CA ZIP: 92614 BUSINESS PHONE: 7148333030 MAIL ADDRESS: STREET 1: 6 EXECUTIVE CIRCLE STREET 2: SUITE 250 CITY: IRVIN STATE: CA ZIP: 92614 FORMER COMPANY: FORMER CONFORMED NAME: KOLL REAL ESTATE GROUP INC DATE OF NAME CHANGE: 19931006 FORMER COMPANY: FORMER CONFORMED NAME: BOLSA CHICA CO/ DATE OF NAME CHANGE: 19921229 FORMER COMPANY: FORMER CONFORMED NAME: HENLEY GROUP INC/DE/ DATE OF NAME CHANGE: 19910415 8-K 1 8-K 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) June 18, 1999 CALIFORNIA COASTAL COMMUNITIES, INC. (Exact Name of Registrant as Specified in Charter) Delaware (State or Other Jurisdiction of Incorporation) 0-17189 02-0426634 (Commission File Number) (I.R.S. Employer Identification No.) 6 Executive Circle, Suite 250, Irvine, California 92614 (Address of principal executive offices) (Zip Code) (949) 250-7700 (Registrant's Telephone Number, Including Area Code) Not Applicable (Former Name or Former Address, if Changed Since Last Report) Item 5. OTHER EVENTS On June 21, 1999, the Registrant issued a press release announcing that, on June 18, 1999, the Registrant had completed its previously announced 1:100 reverse stock split of its common stock which resulted in odd-lot shares being cashed-out at a pre-split price of $6.51 per share, which was immediately followed by a 100:1 forward stock split which preserved the pre-split price of the Registrant's shares as quoted on Nasdaq. The transaction resulted in 192,463 odd-lot shares being cashed-out. Following completion of the stock splits, the Registrant had a total of 10,058,539 shares of its common stock outstanding. During the 20 trading day period following the completion of the stock splits, the Registrant's common stock will be listed and traded under the Nasdaq symbol "CALCD" and will return to the previous symbol "CALC" on July 20, 1999. A copy of the press release is attached hereto and is incorporated herein by reference. Item 7. FINANCIAL STATEMENTS AND EXHIBITS (c) Exhibits:
Exhibit No. Description ----------- ----------- 99.1 Press Release, issued June 21, 1999
2. 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 thereunto duly authorized. CALIFORNIA COASTAL COMMUNITIES, INC. Date: June 24, 1999 By: /s/ Raymond J. Pacini --------------------------------- Raymond J. Pacini Chief Executive Officer 3.
EX-99.1 2 EXHIBIT 99.1 [LETTERHEAD] NEWS RELEASE Contact: Raymond J. Pacini, Chief Executive Officer, (949) 250-7781 CALC ANNOUNCES FINAL PRICE FOR REPURCHASE OF SHARES FROM ODD-LOT HOLDERS IRVINE, California, June 21, 1999 - California Coastal Communities, Inc. (NASDAQ: CALC) announced that, in connection with implementing the Company's previously announced plan to repurchase approximately 230,000 odd-lot shares, the average daily closing price per share on the Nasdaq National Market for the ten trading days ended June 18th was $ 6.51 per share. The plan, which was approved by the Company's stockholders last month, was effected following the market close on Friday, June 18, 1999, through a 1-for-100 reverse stock split which will result in the cash-out of approximately 12,300 odd-lot stockholders who each hold less than 100 shares. These stockholders will receive a letter of transmittal in approximately one week with instructions on how to receive the cash payment for their shares. The reverse split was immediately followed by a 100-for-1 forward stock split, thereby preserving the pre-split stock price per share on Nasdaq. Registered stockholders with more than 100 pre-split shares will receive a letter of transmittal with instructions on how to receive new stock certificates. Raymond J. Pacini, President and Chief Executive Officer of California Coastal Communities commented, "Over the last seven months, the Company has repurchased an aggregate of over 1.9 million shares, representing approximately 16.3% of the Company's outstanding shares, at an aggregate cost of approximately $11.5 million (an average of $5.89 per share). The Board of Directors continues to believe the Company's stock is significantly undervalued and that retiring shares will realize a substantial value for shareholders." News Release Page 2 The Company is a residential land development and homebuilding company which holds a large residential land inventory in Southern California. The Company's principal subsidiaries are Signal Landmark, which owns Warner Mesa, a 200 acre master-planned community of up to 1,235 homes adjacent to the Pacific Ocean and overlooking the Bolsa Chica wetlands in Orange County, CA; and Hearthside Homes, Inc., the sixth largest homebuilder in Orange County in 1998, currently building a 1,200 home master-planned community in Aliso Viejo, CA and 112 homes at the Company's Rancho San Pasqual master-planned golf course community in Escondido, CA. SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995. Certain statements in this press release constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. ***END***
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