UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
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May 10, 2005
Date of Report (Date of Earliest Event Reported)
WCI COMMUNITIES, INC.
(Exact Name of Registrant as Specified in Charter)
DELAWARE 001-31255 59-2857021
(State or Other Jurisdiction of (Commission File Number) (IRS Employer
Incorporation or Organization) Identification No.)
24301 Walden Center Drive
Bonita Springs, Florida 34134
(Address of Principal Executive
Office)
(239) 947-2600
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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))
ITEM 8.01 OTHER EVENTS
In April 2005, WCI Communities, Inc. (the Company) made the decision that all
subsidiaries associated with the acquisition of Spectrum Communities would no
longer be guarantors (Non-Guarantors) under the Indentures governing the
Company's senior subordinated notes. In conjunction with the decision, the
Company revised the Supplemental Guarantor Information as of and for the year
ended December 31, 2004 included in footnote 22 of the audited financial
statements included in Item 8 of our Form 10-K filed with the Securities and
Exchange Commission on March 2, 2005 as follows:
- The condensed consolidating balance sheet was revised for the
reclassification of $119.9 million and $95.9 million of assets and
liabilities, respectively, from the Guarantor column to the
Non-Guarantor column.
- The condensed consolidating statement of operations was revised for
the reclassification of $5.0 million of net losses from the Guarantor
column to the Non-Guarantor column.
- The condensed consolidating statement of cash flows was revised for
the reclassification of $3.0 million, $570,000 and $2.8 million of net
cash flow from operations, investing and financing activities,
respectively, from the Guarantor column to the Non-Guarantor column.
The revised financial statements are included hereto as Exhibit 99.1
ITEM 9.01 EXHIBITS
(c) Exhibits
Exhibit Title
Number
99.1 Financial Statements and Supplemental Data
99.2 Management's Report on Internal Control over Financial Reporting
SIGNATURE
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.
WCI COMMUNITIES, INC.
By: /s/ JAMES P. DIETZ
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Name: James P. Dietz
Title: Senior Vice President and
Chief Financial Officer
Date: May 10, 2005