SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of
the
Securities Exchange Act of 1934
November
20, 2008
Date of
Report
(Date of
earliest
event
reported)
CONSOLIDATED-TOMOKA LAND
CO.
(exact
name of registrant as specified in its charter)
FLORIDA
0-5556 59-048370
(State or
other jurisdiction of (Commission
File
Number)
(IRS Employer Identification No.)
incorporation)
1530
Cornerstone Boulevard, Suite 100
60;
Daytona Beach,
Florida
32117
(Address of principal executive
offices)
(Zip Code)
Registrant's
telephone number, including area code: (386)274-2202
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 (see General Instruction A.2. below):
[ ]
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))
FORM 8-K,
November 20, 2008
CONSOLIDATED-TOMOKA
LAND CO.
COMMISSION
FILE NO. 0-5556
EMPLOYER
ID NO. 59-0483700
Item
8.01. Other Events.
On November 20, 2008,
Consolidated-Tomoka Land Co. (the “Company”) issued a press release announcing
the authorization of a stock repurchase program. A copy of the Press
Release is attached hereto as Exhibit 99.1.
Item
9.01. Financial Statements and Exhibits.
The
following exhibit is furnished herewith pursuant to Item 2.02 of this
Report and shall not be deemed to be “filed” for any purpose,
including
for purposes of Section 18 of the Securities Exchange Act of 1934,
as amended, or otherwise subject to the liabilities of that
section.
|
(d)
|
Exhibits
|
99.1
Press Release Issued November 20, 2008
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
CONSOLIDATED-TOMOKA LAND CO.
| Date: November 20, 2008 By: | /s/ William H. McMunn |
|
William
H. McMunn
Presdient and Chief Executive
Officer
|
For
Immediate Release
Consolidated-Tomoka
Land Co.
|
Date:
|
November
20, 2008
|
|
Contact:
|
Bruce
W. Teeters, Sr. Vice President
|
|
Phone:
|
(386)
274-2202
|
|
Facsimile:
|
(386)
274-1223
|
Consolidated-Tomoka
Land Co. Announces Authorization of Stock Repurchase Program and Change in
Dividend Policy
DAYTONA
BEACH, FL. November 20, 2008 Consolidated-Tomoka Land Co. (AMEX: CTO: NYSE
Alternext US–CTO) (the “Company”) today announced that its Board of Directors
has authorized a program to repurchase shares of the Company’s common stock
having an aggregate value of up to $8,000,000. The Company anticipates reducing
its quarterly dividend to $0.025 per share, effective for the 2009 first quarter
dividend to fund the program.
William
H. McMunn, President and Chief Executive Officer stated, “In light of the
Company’s current stock price, the Board has determined that it is prudent to
reallocate a portion of capital used to pay dividends towards a stock repurchase
program. While we recognize the importance of a dividend to certain
of our shareholders, the Board strongly believes that given the existing market
price, a stock repurchase program will provide more shareholder value than
maintaining the current level of dividends. Based on current economic
conditions, the Company has no plans to increase Company debt to fund this
repurchase plan.”
Mr.
McMunn further emphasized, “The Company expects to continue paying a dividend at
a reduced rate.”
The Board
authorization permits the Company to effect the repurchases from time to time
through a variety of methods including open market repurchases and privately
negotiated transactions. There can be no assurance as to the amount, timing or
prices of repurchases. The specific timing and amount of repurchases will vary
based on market conditions and other factors. The stock repurchase program may
be suspended, modified, extended or terminated by the Board at any time and has
no expiration date.
About
Consolidated-Tomoka Land Co.
Consolidated-Tomoka
Land Co. is a Florida-based company primarily engaged in converting Company
owned agricultural lands into a portfolio of net lease income properties
strategically located in the Southeast, through the efficient utilization of
1031 tax-deferred exchanges. The Company has low long-term debt and generates
over $9 million in annual before tax cash flow from its real estate portfolio.
The Company also engages in selective self-development of targeted income
properties. The Company's adopted strategy is designed to provide the financial
strength and cash flow to weather difficult real estate cycles. Visit our
website at www.ctlc.com.
###
“Safe Harbor”
Certain
statements contained in this press release (other than statements of historical
fact) are forward-looking statements. The words “believe,”
“estimate,” “expect,” “intend,” “anticipate,” “will,” “could,” “may,” “should,”
“plan,” “potential,” “predict,” “forecast,” “project,” and similar expressions
and variations thereof identify certain of such forward-looking statements,
which speak only as of the dates on which they were
made. Forward-looking statements are made based upon management’s
expectations and beliefs concerning future developments and their potential
effect upon the Company. There can be no assurance that future
developments will be in accordance with management’s expectations or that the
effect of future developments on the Company will be those anticipated by
management.
The
Company wishes to caution readers that the assumptions which form the basis for
forward-looking statements with respect to or that may impact earnings for the
year ended December 31, 2008, and thereafter include many factors that are
beyond the Company’s ability to control or estimate precisely. These
risks and uncertainties include, but are not limited to, the strength of the
real estate market in the City of Daytona Beach in Volusia County, Florida; our
ability to successfully execute acquisition or development strategies; any loss
of key management personnel; changes in local, regional and national economic
conditions affecting the real estate development business and income properties;
the impact of environmental and land use regulations; the impact of competitive
real estate activity; variability in quarterly results due to the unpredictable
timing of land sales; the loss of any major income property tenants; and the
availability of capital. Additional information concerning these and
other factors that could cause actual results to differ materially from those
forward-looking statements is contained from time to time in the Company’s
Securities and Exchange Commission filings, including, but not limited to, the
Company’s Annual Report on Form 10-K. Copies of each filing may be obtained from
the Company or the SEC.
While
the Company periodically reassesses material trends and uncertainties affecting
its results of operations and financial condition, the Company does not intend
to review or revise any particular forward-looking statement referenced herein
in light of future events.