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 SAN DIEGO, July 29 /PRNewswire/ -- HomeFed Corp., as debtor in possession under Chapter 11 proceedings in San Diego, announced today that subject to bankruptcy court approval, HomeFed, the HomeFed Official Bondholders' Committee ("Committee") and Leucadia National Corp. have entered into an agreement, which subject to entry of a certain final order of the Bankruptcy Court within 90 days, will require Leucadia to offer to purchase 6 1/2 percent Convertible Subordinated Debentures due 2011 ("Bonds") issued by Home Federal Savings and Loan Association. The required Bankruptcy Court order is not perfunctory in nature and there is no guaranty that the Bankruptcy Court will grant this order.
 Under the agreement, Leucadia is not obligated to proceed under the offer for additional Bonds in the absence of the receipt of a specific final offer of the Bankruptcy Court, in form acceptable to Leucadia, the Committee and HomeFed, relating to the transfer of the Bonds pursuant to the Leucadia offer. HomeFed and the Committee will apply jointly for the required Bankruptcy Court order, once Leucadia has prepared its offer materials. HomeFed does not know when its joint application will be filed with the Bankruptcy Court, when the Bankruptcy Court will schedule hearings on the application, or when, or if, the Bankruptcy Court will issue the required order. As a result, there can be no assurance that Leucadia will in fact make an offer for additional Bonds. During the Bankruptcy Court approval process, HomeFed and the Committee have agreed not to solicit competing proposals. HomeFed is not aware at this time of any proposals.
 Leucadia is not affiliated with HomeFed and will not make any offer to purchase Bonds on behalf of, or at the invitation of, HomeFed. The agreement does not relate to the common stock of HomeFed and this agreement does not negate the preliminary injunction prohibiting certain trading in HomeFed common stock. As previously announced, that injunction prohibits any person (or group) from acquiring 5 percent or more of the common stock of HomeFed and prohibits any existing 5 percent shareholder (or group) from acquiring additional HomeFed stock.
 HomeFed believes that this agreement may lead to the formulation and confirmation of a plan of reorganization. However, there is no assurance that the offer, if made, will lead to the formulation or confirmation of a plan of reorganization. Developments may occur on a daily basis that have a material positive or negative effect on the offer and/or on the formulation of a plan. HomeFed is not undertaking any obligation to update this information on a regular basis and this information is subject to change.
 Leucadia and its affiliates currently own beneficially approximately $52,475,000 (about 44 percent) of the $120 million aggregate principal amount of the outstanding Bonds after Leucadia's recent private transactions by which Leucadia acquired $46,411,000 principal amount of the Bonds. Leucadia has informed HomeFed that the purchase price payable for the Bonds was 17.5 percent of the principal amount of the Bonds. The purchase price for these Bonds is subject to further possible increase if events in HomeFed's bankruptcy proceedings result in a defined net recovery to HomeFed. If Leucadia is required to offer to purchase the Bonds, Leucadia has agreed that it will offer to purchase the Bonds on the same economic terms as in these private transactions. Prior to the private transactions, Leucadia irrevocably waived its right to convert any of the Bonds beneficially owned by Leucadia into common stock of HomeFed.
 -0- 7/29/93
 /CONTACT: Theodore H. Sprink, president and CEO of HomeFed Corp., 619-236-9174/

CO: HomeFed Corp.; Leucadia National Corp. ST: California IN: FIN SU:

EH-BP -- SD005 -- 7296 07/29/93 14:27 EDT
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Publication:PR Newswire
Date:Jul 29, 1993

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