FORT LAUDERDALE, Fla.--([ BUSINESS WIRE ])--BankAtlantic Bancorp, Inc. (NYSE:BBX) (the aCompanya) today announced that it has set a record date of February 27, 2012 for a possible rights offering to its shareholders. If the rights offering is pursued, the Company will distribute to its shareholders of record as of the close of business on February 27, 2012 non-transferrable subscription rights to purchase a to-be-determined amount, or number of shares, of its Class A Common Stock.
As previously disclosed, the Company entered into a stock purchase agreement with BB&T Corporation (aBB&Ta) which provides for the sale to BB&T of BankAtlantic, the Companyas banking subsidiary, which is currently anticipated to close in the first or second quarter of the year. As the sale remains subject to a number of closing conditions, including the resolution of certain previously disclosed pending litigation, the Companyas Board of Directors determined, in an abundance of caution, to set a record date for a possible rights offering which the Company may pursue if it determines that it is likely that the sale will not be consummated by April 2, 2012 and if it is determined that BankAtlantic may require additional capital in order to continue to meet its capital requirements at that date. The purpose of the possible rights offering would be to generate funds for the Companyas support of the capital position of BankAtlantic. As previously reported, BankAtlantic is required to maintain a Tier 1/Core capital ratio of 8% and a Total Risk-based capital ratio of 14%. Although the year-end audit has not yet been finalized, BankAtlantic believes that these higher capital requirements were met at December 31, 2011.
If the rights offering is pursued, offering materials, including a prospectus supplement (and accompanying base prospectus) and other items necessary to exercise the subscription rights, will be mailed to eligible shareholders and will be available by contacting Georgeson Inc. Georgeson Inc. has been retained as Information Agent on the rights offering. Investor inquiries can be directed to Georgeson at their toll-free number: 888-613-3524. Banks and brokers should call Georgeson at 212-440-9800.
The offering materials will contain important information, and shareholders will be urged to read the materials carefully.
This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of the securities, in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.
About BankAtlantic Bancorp:
BankAtlantic Bancorp (NYSE:BBX) is a bank holding company and the parent company of BankAtlantic.
About BankAtlantic:
BankAtlantic, Floridaas 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, Online Banking & Bill Pay, a 7-Day Customer Service Center, Change Exchange coin counters, as well as retail and business checking accounts. Member FDIC.
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[ www.BankAtlanticBancorp.com ]
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Matters discussed in this press release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that involve substantial risks and uncertainties, including, but not limited to: the risks relating to the proposed sale of BankAtlantic to BB&T, including those relating to the pending litigation in the Delaware Chancery Court, and the risk that such sale may not be consummated on the contemplated terms, in the contemplated time frame, or at all; the risks relating to the possible rights offering, including that the Company may decide not to pursue the rights offering and the uncertainty regarding the amount of funds that the Company is able to raise in the rights offering if pursued; and the risk that BankAtlantic may not meet its required capital ratios. In addition to the risks and uncertainties identified above, reference is also made to other risks and uncertainties detailed in reports filed by the Company with the Securities and Exchange Commission, including, without limitation, those described in the aRisk Factorsa sections of those filings. The Company cautions that the foregoing risks and uncertainties are not exclusive.