BFC Financial, Woodbridge to merge - The Business Journal of the Greater Triad Area:

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In a joint press release the Fort Lauderdale-based companies said they entered into a mergerd agreement whereinWoodbridge (Pink WDGH) would become a wholly owned subsidiary of BFC (Pink Sheets: BFCF). BFC currentlhy controls majority voting stakes in both Woodbridgsand (NYSE: BBX). BFC lost $58.9 million on revenue of $487.5 million in 2008. Woodbridge owns , which is buildingh Tradition Florida inPort St. Lucie, and has investmentes in various companies includingand . Woodbridge lost $140.23 million on revenue of $25.5 million in 2008.
In its firsgt quarter earnings report, Woodbridge warned that Core Communitied could default on the loans for Tradition Florida if its lenders demand that it put more equituycapital down. Under the merger deal, all shareholders of Woodbridge Class A commob stock except BFC wouldreceive 3.47 shares of BFC’s Clase A common stock per share. With shares of BFC openinfg at 40cents Monday, it equals nearlyy $1.39 a share for each sharw of Woodbridge, which opened at $1.1o Monday. Levan and Abdo are chairma n andvice chairman, respectively, of both The merger would save betweem $1 million and $2 million in professional fees and SEC reportingy costs for the companies, Levann said.
It would also reduce the taxezs Woodbridge would pay on its earnings once it returns to he said. Currently, Woodbridge pays taxes on its and then BFC pays taxes on the portionof Woodbridge’xs earnings that it counts on its balance The move will not cause any stafff reductions, Levan noted. Woodbridge will continue operate independently. The agreement woulcd include all current board members of Woodbridgreon BFC’s new boardr and add Woodbridge President Seth Wise and BankAtlantivc Bancorp President Jarett Levan to BFC’s 12-membe board, as well. Wise would also becomd executive vice presidentof BFC. The deal is expectedx to close before the endof 2009.
BFC shares closec unchanged at 40 The 52-week high was 95 cents on Sept. 2. The 52-weeo low was 6 cents on Feb. 5. Woodbridgre shares closed down 2 centsto $1.08. The 52-week high was $6.6p on Aug. 21. The 52-week low was 2 centzs on Oct. 24.