Levitt Corporation
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 12b-25
Notification of Late Filing
Commission File Number: 001-31931
(Check one)
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x
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Form 10-K and Form 10-KSB ¨ Form 11-K |
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Form 20-F Form 10-Q and Form 10-QSB ¨ Form N-SAR |
For period ended December 31, 2005
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Transition Report on Form 10-K and Form 10-KSB |
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Transition Report on Form 20-F |
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Transition Report on Form 11-K |
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Transition Report on Form 10-Q and Form 10-QSB |
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Transition Report on Form N-SAR |
For the transition period ended ___
Read Attached Instruction Sheet Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has verified any
information contained herein.
If the notification relates to a portion of the filing checked above, identify the item(s) to
which the notification relates: _______________
PART I
REGISTRANT INFORMATION
Full name of registrant Levitt Corporation.
Former name if applicable ___________________________________
Address of principal executive office (Street and Number) 2100 West Cypress Creek Road
City, State and Zip Code Fort Lauderdale, Florida 33309
PART II
RULE 12B-25(b) AND (c)
If the subject report could not be filed without unreasonable effort or expense and the
registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check
appropriate box.)
x (a) The reasons described in reasonable detail in Part III of this form could not be
eliminated without unreasonable effort or expense;
x (b) The subject annual report, semi-annual report, transition report on Forms 10-K, 10-KSB,
20-F, 11-K or Form N-SAR, or portion thereof, will be filed on or before the 15th calendar day
following the prescribed due date; or the subject quarterly report or transition report on Form
10-Q, 10-QSB, or portion thereof will be filed on or before the fifth calendar day following the
prescribed due date; and
¨ (c) The accountants statement or other exhibit required by Rule 12b-25(c) has been
attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Forms 10-K, 10-KSB, 11-K, 20-F, 10-Q,
10-QSB, N-SAR or the transition report portion thereof could not be filed within the prescribed
time period. (Attach extra sheets if needed.)
Levitt Corporation owns approximately 31% of the outstanding common stock of Bluegreen
Corporation (Bluegreen), a publicly traded company, and accounts for its interest under the
equity method of accounting. Bluegreen announced that it was restating its financial results for
prior periods. Final results of that restatement were only recently made available to the Company.
We were unable to complete the preparation of our Annual Report on Form 10-K for the year ended
December 31, 2005 (the Form 10-K), within the required time period, without unreasonable effort
or expense because we could not timely complete our analysis of the impact of Bluegreens
restatement on our financial statements after receipt of final information from Bluegreen.
In addition, the Company has not completed its review of the effectiveness of the Companys
internal control over financial reporting as required by Section 404 of the Sarbanes-Oxley Act of
2002 for the year ended December 31, 2005. The Company has identified certain control deficiencies
and is continuing its assessment as to whether any of such control deficiencies, either
individually or in combination, constitutes a material weakness in the companys internal control
over financial reporting as of year end. Completing this assessment has also required additional
time and effort.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to this notification.
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George P. Scanlon
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(954)
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940-4950 |
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(Name)
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(Area Code)
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(Telephone Number) |
(2) Have all other periodic reports required under Section 13 or 15(d) or the Securities
Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12
months (or for such shorter period) that the registrant was required to file such report(s) been
filed? If the answer is no, identify report(s).
x Yes ¨ No
(3) Is it anticipated that any significant change in results of operations from the
corresponding period for the last fiscal year will be reflected by the earnings statements to be
included in the subject report or portion thereof?
¨ Yes x No
Levitt Corporation.
(Name of Registrant as Specified in Charter)
has caused this notification to be signed on its behalf by the undersigned thereunto duly
authorized.
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Date: March 17, 2006 |
By: |
/s/ George P. Scanlon
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George P. Scanlon |
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Executive Vice-President and Chief Financial Officer |
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