Bluegreen Vacations Holding Corporation (NYSE: BVH) (OTCQX: BVHBB) (“Bluegreen” or the “Company”) announced today the preliminary results of its cash tender offer to purchase up to 4,500,000 shares of its Class A Common Stock at a purchase price of $25.00 per share. The tender offer expired at 5:00 P.M., Eastern time, on Friday, December 23, 2022.
Based on the preliminary count by American Stock Transfer & Trust Company, LLC, the Depositary for the tender offer, a total of 3,133,708 shares of Bluegreen’s Class A Common Stock were properly tendered and not withdrawn, including 262,518 shares that were tendered by notice of guaranteed delivery. In accordance with the terms and conditions of the tender offer, Bluegreen expects to purchase all 3,133,708 shares tendered for an aggregate price of approximately $78.3 million, excluding fees and expenses relating to the tender offer. The shares expected to be purchased represent approximately 19.5% of the issued and outstanding shares of Bluegreen’s Class A Common Stock and 15.8% of the total number of issued and outstanding shares of Bluegreen’s Class A Common Stock and Class B Common Stock. Based on the preliminary number of shares expected to be purchased, Bluegreen will have 16,640,621 shares of Common Stock issued and outstanding following the purchase, consisting of 12,976,504 shares of Class A Common Stock and 3,664,117 shares of Class B Common Stock.
The number of shares of Bluegreen’s Class A Common Stock expected to be purchased in the tender offer and the aggregate purchase price for the shares indicated above are preliminary and subject to final confirmation by the Depositary and the proper delivery of shares tendered, including shares tendered pursuant to the guaranteed delivery procedure. The final results of the tender offer will be announced, and payment for shares of Bluegreen’s Class A Common Stock accepted for purchase in the tender offer will commence, promptly following completion of the confirmation process. It is expected that the final results of the tender offer will be announced and payment for shares accepted in the tender offer will commence by Friday, December 30, 2022. Any shares tendered in the tender offer but not accepted for purchase (e.g., due to irregularities, defects, or tenders otherwise determined by Bluegreen to be invalid) will be promptly returned to tendering shareholders following completion of the confirmation process.