-----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, GHT3jB53is5l8Yt6xEB1DYDFC8uxdJz1Ugi/pAb0POxRHw7tKvmfG8xnVwsu0x8E HlUaXCn2hd6Xxh5QqfkYAg== 0000950123-10-059819.txt : 20100622 0000950123-10-059819.hdr.sgml : 20100622 20100622105401 ACCESSION NUMBER: 0000950123-10-059819 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100622 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100622 DATE AS OF CHANGE: 20100622 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BANKATLANTIC BANCORP INC CENTRAL INDEX KEY: 0000921768 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 650507804 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-13133 FILM NUMBER: 10909424 BUSINESS ADDRESS: STREET 1: 2100 W. CYPRESS CREEK RD. CITY: FORT LAUDERDALE STATE: FL ZIP: 33309 BUSINESS PHONE: 9547605000 MAIL ADDRESS: STREET 1: 2100 W. CYPRESS CREEK RD. CITY: FORT LAUDERDALE STATE: FL ZIP: 33309 8-K 1 g23847e8vk.htm FORM 8-K e8vk
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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 22, 2010
BankAtlantic Bancorp, Inc.
(Exact name of registrant as specified in its charter)
         
Florida   001-13133   65-0507804
         
(State or other jurisdiction   (Commission   (IRS Employer
of incorporation)   File Number)   Identification No.)
     
2100 West Cypress Creek Road,    
Ft. Lauderdale, Florida   33309
     
(Address of principal executive offices)   (Zip Code)
Registrant’s telephone number, including area code: 954-940-5000
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))
 
 

 


TABLE OF CONTENTS

Item 8.01 Other Events
Item 9.01 Financial Statements and Exhibits
SIGNATURES
INDEX TO EXHIBITS
EX-99.1


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Item 8.01 Other Events.
     On June 22, 2010, BankAtlantic Bancorp, Inc. issued a press release announcing that it has extended the expiration time for its cash offers to purchase and consent solicitations for any and all of the twelve series of its outstanding non-publicly traded trust preferred securities having an aggregate principal amount of $230,000,000. The press release announcing this extension of the expiration time is attached to this Current Report on Form 8-K as Exhibit 99.1 and incorporated by reference herein.
Item 9.01 Financial Statements and Exhibits.
     (d) Exhibits.
     
Exhibit No.   Description
 
   
99.1
  Press Release dated June 22, 2010.

 


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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.
         
Date: June 22, 2010   BANKATLANTIC BANCORP, INC.    
 
  By:   /s/ Valerie C. Toalson    
    Valerie C. Toalson,   
    Executive Vice President - Chief Financial Officer   
 

 


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INDEX TO EXHIBITS
     
Exhibit No.   Description
 
   
99.1
  Press Release dated June 22, 2010.

 

EX-99.1 2 g23847exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
BankAtlantic Bancorp Extends Deadline for Offers to Purchase and
Consent Solicitations for Non-Publicly Traded Trust Preferred Securities
     FORT LAUDERDALE, FL — June 22, 2010 — BankAtlantic Bancorp, Inc. (NYSE: BBX; the “Company”) announced today that it is extending the Expiration Time with respect to its previously announced cash offers to purchase, and consent solicitations relating to, the twelve series of its non-publicly traded trust preferred securities (the “TruPS”), with an aggregate principal amount of $230,000,000 listed below (each, an “Offer” and, collectively, the “Offers”):
                         
            Offer to        
            Purchase Price        
    Principal     per $1,000 of     Aggregate  
    Amount     Principal     Purchase  
Name of TruPS   Outstanding     Amount     Price  
 
Capital Securities of BBX Capital Trust 2007 I(A)
  $ 25,000,000     $ 600     $ 15,000,000  
Floating Rate Capital Securities of BBX Capital Trust 2007 II(A)
  $ 5,000,000     $ 600     $ 3,000,000  
Floating Rate Capital Securities of BBC Capital Statutory Trust III
  $ 25,000,000     $ 600     $ 15,000,000  
Floating Rate Capital Securities of BBC Capital Statutory Trust IV
  $ 25,000,000     $ 600     $ 15,000,000  
BBC Capital Trust V Floating Rate Preferred Securities
  $ 10,000,000     $ 600     $ 6,000,000  
BBC Capital Trust VI Floating Rate Preferred Securities
  $ 15,000,000     $ 600     $ 9,000,000  
Floating Rate Capital Securities of BBC Capital Statutory Trust VII
  $ 25,000,000     $ 600     $ 15,000,000  
Floating Rate TP Securities of BBC Capital Trust VIII
  $ 15,000,000     $ 600     $ 9,000,000  
Floating Rate TP Securities of BBC Capital Trust IX
  $ 10,000,000     $ 600     $ 6,000,000  
Fixed/Floating Rate Capital Securities of BBC Capital Statutory Trust X
  $ 50,000,000     $ 600     $ 30,000,000  
Fixed/Floating Rate TRUPS(R) of BBC Capital Trust XI
  $ 10,000,000     $ 600     $ 6,000,000  
TP Securities of BBC Capital Trust XII
  $ 15,000,000     $ 600     $ 9,000,000  
 
                   
Total
  $ 230,000,000             $ 138,000,000  
 
                   
     The Expiration Time for each of the Offers will now be 5:00 p.m., Eastern Time, on July 20, 2010, unless extended or earlier terminated by the Company. Tendered TruPS may be withdrawn at any time prior to the applicable Expiration Time but not thereafter. In order to be eligible to receive the purchase price, holders of the TruPS must validly tender, and not withdraw, their TruPS prior to the Expiration Time, unless extended or earlier terminated by the Company. TruPS accepted for purchase will be paid for on the applicable settlement date for each offer to purchase, which, assuming the offers to purchase are not extended, will be promptly after the applicable Expiration Time.
     The terms and conditions of the Offers, each of which will expire as shown above unless extended or earlier terminated by the Company, are described in the applicable Offers to Purchase for Cash and Consent Solicitations Statement (the “Offers to Purchase Statement”) and the applicable related Letter of Transmittal and Consent, sent to holders of each of the series of TruPS listed above. Except for the extension of the Expiration Time as described in this press release, all other terms and conditions of the offers to purchase and consent solicitations remain unchanged.
     Because each series of TruPS is held as part of a larger pool of securities by one or more trustees or nominees, each trustee or nominee will not act until it believes it has the requisite authority from the ultimate beneficial holders who, pursuant to the terms of their individual instruments, hold the right to authorize the trustee or nominee to accept the applicable Offer. To our knowledge, as of 5:00 p.m., Eastern Time, on June 21, 2010, the requisite authority had not been obtained with respect to any of the series of TruPS and none of the TruPS had been tendered.
     This press release is for informational purposes only and is not an offer to purchase, a solicitation of an offer to purchase or a solicitation of consent with respect to any securities. The offers to purchase and consent solicitations are being made solely pursuant to the applicable Offers to Purchase Statement and the applicable

 


 

related Letter of Transmittal and Consent, which set forth the complete terms of the offers to purchase and consent solicitations.
About BankAtlantic Bancorp:
BankAtlantic Bancorp (NYSE: BBX) is a bank holding company and the parent company of BankAtlantic.
About BankAtlantic:
BankAtlantic, Florida’s Most Convenient Bank, is one of the largest financial institutions headquartered in Florida. Via its broad network of community branches, online banking division — BankAtlantic.com, and conveniently located ATMs, BankAtlantic provides a full line of personal, small business and commercial banking products and services. BankAtlantic is open 7 days a week with extended weekday hours, Free Online Banking & Bill Pay, a 7-Day Customer Service Center and Change Exchange coin counters.
For further information, please visit our websites:
www.BankAtlanticBancorp.com
www.BankAtlantic.com
To receive future BankAtlantic Bancorp news releases or announcements directly via Email, please click on the Email Broadcast Sign Up button on our website:
www.BankAtlanticBancorp.com.
BankAtlantic Bancorp Contact Info:
Leo Hinkley, Investor and Media Relations Officer
Telephone: (954) 940-5300
Email: InvestorRelations@BankAtlanticBancorp.com
BankAtlantic, “Florida’s Most Convenient Bank,” Contact Info:
Media Relations:
Sharon Lyn, Vice President
Telephone: 954-940-6383, Fax: 954-940-5320
Email: CorpComm@BankAtlanticBancorp.com
# # #
Except for historical information contained herein, the matters discussed in this press release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that involve substantial risks and uncertainties. Actual results, performance, or achievements could differ materially from those contemplated, expressed, or implied by the forward-looking statements contained herein. These forward-looking statements are based largely on the expectations of BankAtlantic Bancorp, Inc. (the “Company”) and are subject to a number of risks and uncertainties that are subject to change based on factors which are, in many instances, beyond the Company’s control. Forward-looking statements in this press release relating to the Company’s cash offers to purchase the outstanding TruPS are subject to the risk that a sufficient number of offers are not accepted by the requisite holders of the particular series of TruPS to which each offer relates, that the trustees do not act even after receiving direction to do so, and that we are not able to obtain financing upon acceptable terms or in amounts sufficient to complete the offers, if at all. In addition to the risks and factors identified above, reference is also made to other risks and factors detailed in reports filed by the Company with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the year ended December 31, 2009. The Company cautions that the foregoing factors are not exclusive.

 

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