-----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, SV9UieuUhRrSF6xADCeLZ2jwXHtNhbulhGMzZLPgQW5Bl8QVTXFG0vBdLjC58b/A MDl9uxyl71XY/3sABBGq+g== 0000950123-10-108548.txt : 20101124 0000950123-10-108548.hdr.sgml : 20101124 20101124114356 ACCESSION NUMBER: 0000950123-10-108548 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20101118 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20101124 DATE AS OF CHANGE: 20101124 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: 101213927 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 g25353e8vk.htm FORM 8-K e8vk
 
 
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): November 18, 2010
BankAtlantic Bancorp, Inc.
(Exact name of registrant as specified in its charter)
         
Florida   001-13133   65-0507804
         
(State or other jurisdiction
of incorporation)
  (Commission
File Number)
  (IRS Employer
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))
 
 

 


 

Item 8.01   Other Events.
     As previously reported, BankAtlantic Bancorp, Inc. (the “Company”) and certain of its directors and executive officers were defendants in a shareholder class action lawsuit brought in the United States District Court for the Southern District of Florida in which the plaintiffs alleged that the Company and the other named defendants knowingly and/or recklessly made misrepresentations of material fact regarding BankAtlantic in violation of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder.
     On November 18, 2010, the jury in the lawsuit returned a verdict awarding $2.41 per share to shareholders who purchased shares of the Company’s Class A Common Stock during the period of April 26, 2007 to October 26, 2007 and retained those shares until the end of the period. The jury rejected the plaintiffs’ claim for damages relating to shares purchased during the six month period from October 19, 2006 to April 25, 2007.
     The Company believes the verdict is contrary to the law and subject to a number of fatal deficiencies. In connection with its decision, the jury rejected the majority of the claims asserted by the plaintiffs, including claims which the Company believes are necessary to support the factual assumptions upon which the damage calculation was predicated. Thus, the Company believes there is no support for the award of damages. All but one of the alleged misstatements the jury found were taken from short excerpts in earnings conference calls that the Company believes were properly within the “safe harbor” provided by Congress for these discussions. Moreover, the Company believes that each of the statements, when considered in the total context of the lengthy conversations and the Company’s public filings, were in all material respects true and proved to be true when the Company reported its third quarter 2007 results, which reflected the significant decline in the Florida housing market during the quarter. While there is no certainty, the Company, based on the advice of counsel, believes there is a substantial likelihood that the award will be set aside either by the Court based on post-trial motions or on appeal. The Judge has indicated that if motions to set aside the verdict are denied, the issues will be certified to the 11th Circuit Court of Appeals before any judgment is entered or claims commenced.
     On November 18, 2010, the Company issued a press release regarding the jury’s verdict. A copy of the press release is filed as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01   Financial Statements and Exhibits.
(d)   Exhibits
 
99.1   Press release dated November 18, 2010

 


 

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: November 23, 2010  BANKATLANTIC BANCORP, INC.
 
 
  By:   /s/ Alan B. Levan    
    Alan B. Levan,   
    Chief Executive Officer   
 

 


 

EXHIBIT INDEX
         
Exhibit   Description
  99.1    
Press release dated November 18, 2010

 

EX-99.1 2 g25353exv99w1.htm EX-99.1 exv99w1
Exhibit 99.1
BankAtlantic Bancorp Statement on Shareholder Suit Verdict
FORT LAUDERDALE, Fla. — (Business Wire) BankAtlantic Bancorp, Inc. (NYSE: BBX) (the “Company”) announced today that a jury in a shareholder class action suit against the Company has returned a verdict awarding $2.41 per share to shareholders who purchased shares of the Company’s Class A Common Stock during the period of April 26, 2007 to October 26, 2007 who retained those shares until the end of the period. The jury rejected the plaintiffs’ claim for the six month period from October 19, 2006 to April 25, 2007.
BankAtlantic Bancorp’s Chairman and Chief Executive Officer, Alan B. Levan, commented, “We are extremely disappointed with the verdict. The jury found seven isolated statements made in earnings conference calls were false. In adopting the Private Securities Litigation Reform Act, Congress provided safe harbor within the “Forward Looking Statement” and intended to provide a forum for corporate executives to freely discuss their businesses and their prospects without fear of this kind of litigation. Prior to trial, the court ruled that BankAtlantic’s allowance for loan loss provision, and BankAtlantic Bancorp’s financial statements were accurately calculated and reported throughout the class period. We believe that should have been the end of this case. BankAtlantic lost money and Bancorp’s stock price declined because the Florida real estate market collapsed. The risk of that occurrence was fully, completely and timely disclosed to the market. No one could fairly express either surprise or deceit when that risk materialized with the collapse of the Florida housing market in late 2007. If this outcome is allowed to stand, it would take public companies back to the day before Congress passed the Securities Litigation Reform Act. We will pursue every avenue to set this verdict aside and are confident of success in that endeavor.”
The company will be filing motions to set aside the verdict and if these are denied, the judge has indicated that she will certify all issues to the 11th Circuit Court of Appeals before any judgment is entered or claims commenced.
BankAtlantic, the federal savings bank, is not impacted by the verdict. The decision is against BankAtlantic Bancorp.
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 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 and offers extended weekday hours, holiday hours, Free Online Banking & Bill Pay, a 7-Day Customer Service Center, Change Exchange coin counters, as well as retail and business checking accounts.

 


 

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.
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”), regarding ongoing litigation that involve substantial risks and uncertainties including that the results of an appellate review are uncertain and could differ materially from those contemplated, expressed, or implied by the forward-looking statements contained herein.
BankAtlantic, “Florida’s Most Convenient Bank,” Contact Info:
Media Relations:

Sharon Lyn, Vice President, 954-940-6383
Fax: 954-940-5320
CorpComm@BankAtlanticBancorp.com
or
BankAtlantic Bancorp Contact Info:
Leo Hinkley, Investor and Media Relations Officer, 954-940-5300
InvestorRelations@BankAtlanticBancorp.com

 

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