AGLF - ATLANTIC GULF COMMUNITIES CORPORATION
There were 12,393,399 shares of the Registrant's common stock, $.10 par value per share (the "Common Stock"), outstanding as of November 5, 1999.
Morgan Stanley Dean Witter & Co msdw.com
Includes 1,317,553 shares, representing approximately 8.96% of the class, held by Morgan Stanley Dean Witter Institutional Fund, Inc. - US Real Estate Portfolio and 1,084,233 shares, representing approximately 7.38% of the class, held by Van Kampen Asset Management Life Investment Trust - Real Estate Securities Fund
AGGREGATE AMOUNT BENEFICIALLY OWNED
4,163,609 shares
PERCENT OF CLASS REPRESENTED BY AMOUNT
28.34%
Elliott Associates, L.P. elliott-assoc.com
AGGREGATE AMOUNT BENEFICIALLY OWNED
2,977,203 shares
PERCENT OF CLASS REPRESENTED BY AMOUNT
20.4%
TOTAL for both = 48.38% held between these firms only!!
Warrants:
Elliott Associates, L.P owns: 344,301
Westgate International, L.P. owns: 30,000
c/o HSBC Financial Services (Cayman) Limited
P.O. Box 1109, Mary Street
Grand Cayman, Cayman Islands, BWI
Conversion or Exercisable Price of Derivative Security
$4.78
Date Exercisable: Currently
Expiration Date: 06/24/04
AGLF - "Atlantic Gulf Communities, headquartered in Miami, is one of the
Southeast's largest residential real estate developers. The Company develops
residential lots for homebuilders in many of Florida's most active markets,
including South Florida, Jacksonville, Tampa, Orlando, and Fort Myers, as well
as projects in Raleigh-Durham, North Carolina; Dallas, Texas; and Aspen,
Colorado."
Note - currently relocated corporate offices to Boca Raton
bigcharts.com
Richard Ackerman, Atlantic Gulf Communities Corporation CEO, said, "We
have accomplished the first of three restructuring phases -- realigning
overhead with operating revenues, primarily through downsizing both staff and
office quarters," he said. "Our focus in phase II is to stabilize the company
by addressing our real estate inventory. At that point we can move into the
final restructuring phase -- building on the company's remaining assets to
restore profitability."
The Company is a Florida-based, planned community development and asset management company. The Company's CORE BUSINESS consists of:
-PRIMARY MARKET OPERATIONS, consisting of the acquisition, development and sale of real estate projects ("PRIMARY PROJECTS") containing residential homesite components such as single-family lots, multi-family lots/units and residential tract sales ("HOMESITES") and/or non-residential components such as commercial, industrial, office and institutional ("COMMERCIAL DEVELOPMENT") in primary markets in Florida and other selected primary markets in the southeastern United States ("PRIMARY MARKETS").
- LUXURY/RESORT OPERATIONS, consisting of the acquisition, development and sale of real estate projects ("LUXURY/RESORT PROJECTS") in which the Company engages in one or more of the following activities: Homesite development, construction of VERTICAL RESIDENTIAL UNITS (i.e., single family housing, condominiums and timeshare units), and construction and operation of equity golf clubs and other amenities ("AMENITIES"). The Company's existing Luxury/Resort Projects are located in selected markets in Florida and Colorado ("LUXURY/RESORT MARKETS").
RECENT DEVELOPMENTS
STRATEGIC ALTERNATIVES INITIATIVE. On March 26, 1999, the Company publicly announced that (1) its Board of Directors had formed a Special Committee to explore strategic alternatives to maximize stockholder value and (2) it had retained BT Alex. Brown, a leading investment banking firm, to assist the Special Committee in reviewing strategic alternatives. The Company has explored, and is continuing to explore, with interested third parties various strategic alternative transactions, including, but not limited to, (1) a sale of all or substantially all of the Company's stock and/or assets, and/or (2) a management agreement/arrangement.
The Company is no longer exploring a merger, consolidation or other business combination, a joint venture or strategic alliance, and/or a corporate recapitalization, as previously reported. At this time the Company is focusing its efforts primarily on selling Predecessor Assets and Core Projects (other than Chenoa and West Bay Club) with the intent of using the net proceeds from such sales (after payment of transaction costs) to repay Project indebtedness and, to the extent of remaining net proceeds, to repay the Revolving Loan Facility and the Term Loan Facility, in that order.
The Board of Directors made the decision in the third quarter of fiscal 1999 (1) to further reduce its overhead costs, (2) to further reduce its staffing and to eliminate additional senior management positions, (3) to replace its President and Chief Executive Officer, (4) to terminate its headquarters lease in Miami, Florida, and to relocate its offices to Boca Raton, Florida, by December 1, 1999, (5) to begin selling Core Projects in the fourth quarter of fiscal 1999, (6) to use the net proceeds from such sales (after payment of transaction costs) to repay Project indebtedness and, to the extent of remaining net proceeds, to repay the Revolving Loan Facility and the Term Loan Facility, in that order, (7) to focus its attention on the development, build-out and sale of units at its two Luxury/Resort Projects, West Bay Club and Chenoa |
