UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of report (Date of earliest event reported): December 13, 2005
HOMEFED CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
1-10153 33-0304982
(Commission File Number) (IRS Employer Identification No.)
1903 WRIGHT PLACE, SUITE 220, CARLSBAD, CALIFORNIA 92008
(Address of Principal Executive Offices) (Zip Code)
760-918-8200
(Registrant's Telephone Number, Including Area Code)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions:
|_| Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
|_| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
Section 8
Item 8.01 Other Events
As discussed in the 2004 Form 10-K filed by HomeFed Corporation (the "Company"),
the City of Chula Vista has been considering a General Development Plan
Amendment for the overall Otay Ranch area. On Tuesday December 13, 2005, the
Chula Vista City Council adopted an amendment to the General Development Plan
("GDP"), which modified land use designations in the Otay Ranch area, including
land owned by subsidiaries of the Company. The impact of the amended GDP on the
Company is discussed below.
The GDP amendment increased the development potential for a parcel of
approximately 300 contiguous acres owned by Otay Land Company. The number of
residential dwelling units was increased to 1,800 from 800, and approval of up
to 300,000 square feet of retail neighborhood commercial center was retained.
The GDP amendment also reclassified fifteen acres of property owned by the
Company's subsidiary, Flat Rock Land Company from "Active Recreation- Open
Space" to "Recreation Oriented Mixed Use Commercial." This acreage is part of
the approximately thirty acres owned by Flat Rock Land Company that is currently
the subject of a previously disclosed environmental remediation study for
activities conducted on the property prior to the Company's ownership. Although
the Company believes that this reclassification could result in an increase in
the value of these 15 acres, the Company does not expect that the increase in
value will be sufficient to offset the cost of remediation. In addition to the
completion of the environmental remediation of the reclassified acreage,
subsequent entitlements will be needed prior to development of the Company's
property in Otay Ranch.
The City Council deferred action with respect to a second parcel of
approximately 300 net acres owned by Otay Land Company. The pending GDP
amendment for this parcel proposed an increase from 2,080 to 4,200 residential
dwelling units, and an increase of commercial development from approximately 1.2
million square feet to approximately 1.5 million square feet. The Council
deferred action on amending the GDP relating to this parcel for a period of 120
days. This deferral period is intended, among other things, to give the City of
Chula Vista staff, Otay Land Company and another land owner time to reach
agreement concerning land use surrounding a planned university, regional
technology park and adjacent parts of Otay Ranch. The Company is unable to
predict the impact the ultimate resolution of these matters will have, nor can
any assurance be given that the City Council will approve the currently pending
amendment to the General Development Plan.
Through its subsidiaries, the Company currently owns approximately 3,165 acres
in Otay Ranch, of which the total developable area is approximately 815 acres,
including 170 acres of land designated as "Limited Development Area and Common
Use Area." The remaining approximately 2,350 acres are designated as various
qualities of non-developable open space mitigation land. After considering the
changes described above, the Company's developable land is approved for 3,880
residential dwelling units, and approximately 1.5 million square feet of
commercial space. At the expiration of the 120 day deferral period, if the City
Council approves the proposed amendment for the changes in the remaining parcel
described above, then the Company's developable land would be approved for an
aggregate of 6,000 residential dwelling units, and approximately 1.8 million
square feet of commercial space.
Significant design and processing will be required to fully entitle the
Company's property in Otay Ranch before development and sale of the finished
neighborhoods to builders can begin, and there can be no assurance that the
Company will be successful in receiving the entitlements necessary for any
future development or that the economic environment will be favorable if
entitlements are obtained. If or when development does occur, it will likely be
phased based on market conditions at the time of development and progress of
infrastructure improvements. As indicated in the Company's public filings, the
ultimate development of projects of this type is subject to significant
governmental and environmental regulation and approval and is likely to take
many years.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: December 21, 2005
HOMEFED CORPORATION
/s/ Erin N. Ruhe
---------------------------------
Name: Erin N. Ruhe
Title: Vice President
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