AMENDMENT NO. 6 TO SCHEDULE TO
This Amendment No. 6 to Tender Offer Statement on Schedule TO (this Amendment) amends the Tender Offer Statement on Schedule
TO filed by BBX Capital, Inc., a Florida corporation (the Company), with the Securities and Exchange Commission (the Commission) on May 25, 2021, as amended by Amendment No. 1 thereto filed with the Commission on
June 11, 2021, Amendment No. 2 thereto filed with the Commission on June 17, 2021, Amendment No. 3 thereto filed with the Commission on June 24, 2021, Amendment No. 4 thereto filed with the Commission on July 2,
2021, and Amendment No. 5 thereto filed with the Commission on July 12, 2021 (collectively, the Schedule TO), with respect to the Companys offer to purchase up to 3,500,000 shares of its Class A Common Stock, par
value $0.01 per share, together with the associated preferred share purchase rights (collectively, the shares), at a purchase price of $8.00 per share (less applicable withholding taxes and without interest), upon the terms and subject
to the conditions set forth in the Companys Offer to Purchase, dated May 25, 2021 (as amended and supplemented, the Offer to Purchase), a copy of which is attached to the Schedule TO as Exhibit (a)(1)(A), and in the related
Letter of Transmittal (as amended and supplemented, the Letter of Transmittal), a copy of which is attached to the Schedule TO as Exhibit (a)(1)(B) and which, collectively with the Offer to Purchase, constitute the Offer.
Capitalized terms used but not otherwise defined herein shall have the meanings ascribed to such terms in the Offer to Purchase.
This
Amendment is being filed to amend and supplement the Items of the Schedule TO and the Offer to Purchase, in each case, as specifically set forth herein. The information which was previously filed with the Schedule TO, including the exhibits thereto,
is hereby expressly incorporated by reference into this Amendment, except that such information is hereby amended and supplemented to the extent specifically provided herein.
Item 11.
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Additional Information.
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Item 11 of the Schedule TO is hereby amended and supplemented by adding the following statement:
On July 15, 2021, the Company issued a press release announcing the final results of the Offer, which expired at 5:00 p.m., New York City
time, on Friday, July 9, 2021. A copy of the press release is filed as Exhibit (a)(5)(B) hereto and is incorporated herein by reference.
Item 12 of the Schedule TO is hereby amended and supplemented by adding the following exhibit: