-----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, HCQ8BTMfQeI6qO6EvD7byifFOcQ4StQTK1nLtyuUH7HTX1fQMD0Vw+tSsobzbO1S tuK3n2Ug4MBWPazrsjyK5A== 0001104659-09-022274.txt : 20090402 0001104659-09-022274.hdr.sgml : 20090402 20090402121455 ACCESSION NUMBER: 0001104659-09-022274 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20090331 ITEM INFORMATION: Regulation FD Disclosure ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20090402 DATE AS OF CHANGE: 20090402 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CALIFORNIA COASTAL COMMUNITIES INC CENTRAL INDEX KEY: 0000840216 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 020426634 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-17189 FILM NUMBER: 09726148 BUSINESS ADDRESS: STREET 1: 6 EXECUTIVE CIRCLE STREET 2: SUITE 250 CITY: IRVIN STATE: CA ZIP: 92614 BUSINESS PHONE: 9492507700 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 PROPERTIES INC DATE OF NAME CHANGE: 19920727 8-K 1 a09-9263_18k.htm 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) March 31, 2009

 

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)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions: (see General Instruction A.2. below):

 

o     Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o     Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o     Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o     Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

Item 7.01               Regulation FD Disclosure.

 

On March 31, 2009, the Registrant issued a press release (the “Press Release”) announcing the completion of a deed-in-lieu transaction regarding its 151-lot project in Corona, California with an investor that had acquired the $31.2 million loan secured by the project from IndyMac Federal Bank. The Registrant conveyed the remaining 134 finished lots to the investor in exchange for a $28.7 million reduction in the note balance and retained seven completed homes which secure the remaining note balance of $2.5 million. Subject to certain conditions, after all seven homes have been sold, the guaranty of this debt by the Registrant will be released and any remaining balance on the $2.5 million note will be cancelled.

 

The Registrant also announced that it extended the maturity date on its senior secured revolving credit agreement from September 30, 2009 to June 30, 2010.

 

Attached hereto as Exhibit 99.1 and incorporated by reference herein is a copy of the Press Release.

 

The information in this Current Report on Form 8-K, including the exhibit hereto that is being furnished under Item 7.01, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section, nor shall such information be deemed to be incorporated by reference into any future registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, regardless of the general incorporation language of such filing, except as shall be expressly set forth by specific reference in such filing.

 

Item 9.01               Financial Statements and Exhibits.

 

(d) Exhibits

 

 

 

 

 

99.1

 

Press Release of the Registrant, dated March 31, 2009, announcing completion of the deed-in-lieu transaction and the extension of the maturity date on its senior secured revolving credit agreement from September 30, 2009 to June 30, 2010.

 

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.

 

Date: April 2, 2009

California Coastal Communities, Inc.

 

 

 

By:

/s/ SANDRA G. SCIUTTO

 

 

Sandra G. Sciutto

 

 

Chief Financial Officer and Senior Vice President

 

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EX-99.1 2 a09-9263_1ex99d1.htm EX-99.1

Exhibit 99.1

 

Press Release

 

Contact:

Raymond J. Pacini

 

 

Chief Executive Officer

March 31, 2009

 

(949) 250-7781

 

 

CALC Subsidiaries Complete Transaction to Eliminate $28.7 Million of Project Debt

 

-               CALC also extends maturity date of its senior secured revolving loan

 

IRVINE, California — California Coastal Communities, Inc. (NASDAQ:CALC) announced that on March 31, 2009 two of its subsidiaries completed a deed-in-lieu transaction with an investor that had acquired the $31.2 million loan from IndyMac Federal Bank related to a subsidiary’s 151-lot project in Corona,  California.  The subsidiary conveyed the remaining 134 finished lots to the investor in exchange for a $28.7 million reduction in the note balance.  The subsidiary retained seven completed homes which secure the remaining note balance of $2.5 million.  Subject to certain conditions, after all seven homes have been sold the guaranty of this debt by a Company subsidiary will be released and any remaining balance on the $2.5 million note will be cancelled.

 

As a result of this transaction, the Company expects to report an after-tax gain of approximately $12.2 million, or $1.11 per share when it reports its financial results for the first quarter of 2009.

 

The Company also announced that it has extended the maturity date on its senior secured revolving credit agreement from September 30, 2009 to June 30, 2010.

 

“The elimination of $28.7 million of project debt and the extension of the maturity date of our revolver represent two more steps towards improving our Company’s financial position.  These steps, along with the September 2008 amendments to our credit agreements and our $25 million sale and leaseback of 17 Brightwater model homes last December, provide the flexibility we need to continue to meet our strategic goals for the Company,” stated Raymond J. Pacini, the Company’s Chief Executive Officer.

 



 

December 31, 2008

 

The Company is a residential land development and homebuilding company operating in Southern California. The Company’s principal subsidiaries are Hearthside Homes, Inc. which is a homebuilding company, and Signal Landmark which owns 110 acres on the Bolsa Chica mesa where sales commenced in August 2007 at the 356-home Brightwater community.  Brightwater represents one of the last opportunities to develop a master planned community on the Southern California coast.  Hearthside Homes has delivered over 2,100 homes to families throughout Southern California since its formation in 1994.

 

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

 

Certain of the foregoing information contain forward-looking statements that relate to future events or the Company’s future financial performance.  These statements involve known and unknown risks, uncertainties and other factors which may cause the Company’s actual results, performance or achievements to be materially different from any future results, performances or achievements expressed or implied by the forward-looking statements.  In some cases, you can identify forward-looking statements by terminology such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “potential,” “continue,” or the negative of such terms or other comparable terminology.  These forward-looking statements include, but are not limited to, statements about the Company’s business, financial and operating plans, objectives, goals, expectations and intentions; the Company’s residential development plans; and any other statements contained herein that are not historical facts.

 

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Forward-looking statements are based on current expectations or beliefs regarding future events or circumstances, and you should not place undue reliance on these statements.  Such statements involve known and unknown risks, uncertainties, assumptions and other factors — many of which are out of the Company’s control and difficult to forecast — that may cause actual results to differ materially from those that may be described or implied.  Other risks are discussed in the Company’s filings with the Securities and Exchange Commission.

 

The Company assumes no, and hereby disclaims any, obligation to update any of the foregoing or any other forward-looking statements.  The Company nonetheless reserves the right to make such updates from time to time by press release, periodic report or other method of public disclosure without the need for specific reference to this press release.  No such update shall be deemed to indicate that other statements not addressed by such update remain correct or create an obligation to provide any other updates.

 

**END**

 

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