INDEX TO EXHIBITS
Sequentially
Exhibit Numbered
Number Exhibits Page
-------- ------------------------------------------------------- -------------
2(a) Purchase Agreement dated November 6, 1985, among
the Registrant, its utility subsidiaries and Topeka
Group Incorporated, including as exhibits thereto
the form of Deltona Warrant, the form of Utility
Subsidiary Warrant and the form of Security Agreement.
Incorporated herein by reference to Exhibit 2(a) to
the Registrant's Quarterly Report on Form 10-Q for the
quarter ended September 30, 1985.
2(b) Stock Redemption and Stock Purchase Agreement dated
November 8, 1985, by and among the Registrant, its
utility subsidiaries and Topeka Group Incorporated,
including as an exhibit the specimen Articles of
Amendment of Deltona Utilities, Inc. incorporated
herein by reference to Exhibit 2(b) to the Registrant's
Quarterly Report on Form 10-Q for the quarter
ended September 30, 1985.
2(c) Agreement dated November 17, 1987 modifying the
November 6, 1985 Purchase Agreement among the Registrant,
its utility subsidiaries and Topeka Group, Incorporated,
including as an exhibit thereto a specimen Amended
Stock Redemption and Stock Purchase Agreement by and
among the Registrant, its utility subsidiaries and
Topeka Group, Incorporated.*
2(d) Letter to American Stock Transfer to Transfer
6,809,338 shares of common stock to Yasawa Holding
N.V.
3(a) Restated Certificate of Incorporation and Certificate
of Designation, Preferences and Rights relating to the
Series A Cumulative Preferred Stock of the Company.*
3(b) By-laws of the Company.++
4(a) Fifth Amended and Restated Credit and Security
Agreement dated as of March 25, 1987, between the
Company, certain subsidiaries of the Company,
Citibank, N.A., and certain other banks. Incorporated
herein by reference to Exhibit 4(a) to the Company's
Quarterly Report on Form 10-Q for the quarter ended
March 27, 1987.
4(b) Modification Agreement, dated June 30, 1988, to
Exhibit 4(b). Incorporated by reference to Exhibit 4
to Company's Quarterly Report on Form 10-Q for the
quarter ended June 24, 1988.
4(c) Extension of Maturity Date, dated January 30, 1989, to
Exhibit 4(b).***
4(d) Extension of Maturity Date, dated January 31, 1990, to
Exhibit 4(b).****
4(e) Conveyance Agreement between the Company, certain
subsidiaries of the Company, Citibank, N.A., and
certain other banks. Incorporated herein by reference
to Exhibit 4 to the Company's Quarterly Report on
Form 10-Q for the quarter ended September 27, 1991.
4(f) Sixth Amended and Restated Credit and Security
Agreement dated as of June 18, 1992, between the
Company, certain subsidiaries of the Company,
Citibank, N.A., and certain other banks, including
therewith the Receivables Sharing Agreement and the
form of Warrant issued to the banks.++
4(g) Option granted to Selex Sittard B.V., dated June 19,
1992. Incorporated by reference to Exhibit 4 to
Company's Quarterly Report on Form 10-Q for the
quarter ended June 26, 1992.
4(h) Waiver and Relinquishment by Selex Sittard B.V.,
dated September 14, 1992, as to certain shares under
option pursuant to that Option granted Selex Sittard
B.V. on June 19, 1992. Incorporated by reference to
Exhibit 4 to Company's Quarterly Report on Form 10-Q
for the quarter ended September 25, 1992.
4(i) Seventh Amendment to Credit and Security Agreement dated
December 2, 1992 by and among Yasawa Holdings, N.V., the
Company and certain subsidiaries of the Company.+++
4(j) Warrant Exercise and Debt Reduction Agreement dated
December 2, 1992 by and between the Company and
Yasawa Holdings, N.V.+++
4(k) Loan Agreement dated April 30, 1993 between the
Company and Selex International, B.V., including
therewith the Mortgage and Note entered into pursuant
thereto. Incorporated herein by reference to Exhibit
4 to the Company's Quarterly Report on Form 10-Q for
the quarter ended March 26, 1993.
4(l) Loan Agreement dated July 14, 1993 between the
Company and Selex International B.V, including
therewith the Mortgage and Note entered into pursuant
thereto. Incorporated herein by reference to Exhibit
4 to the Company's Quarterly Report on Form 10-Q
dated June 25, 1993.
50
Sequentially
Exhibit Numbered
Number Exhibits Page
------------ ------------------------------------------------------- --------------
4(m) First, Second, Third, Fourth and Fifth Amendments to
Loan Agreement dated July 14, 1993 between the
Company and Selex International, B.V.,
Incorporated herein by reference to Exhibit 4 to the
Company's Report on Form 8-K dated February 17,
1994.
4(n) Eighth Amendment and Consolidation of Credit and
Security Agreement between the Company and Yasawa
dated November 13, 1997.++++
4(o) Renewal Promissory Note from Company to Yasawa in
the amount of $6,692,732 dated November 13, 1997.++++
4(p) Consolidated Mortgage Modification and Spreader
Agreement between the Company and Yasawa dated
November 13, 1997.++++
4(q) Partial Release of Mortgage and Financing Statement
from Company to Yasawa dated November 13, 1997.++++
4(r) Satisfaction of Mortgage dated November 13, 1997 from
Selex International, B.V. for Selex I loan.++++
4(s) Satisfaction of Mortgage dated November 13, 1997 from
Selex International, B.V. for Selex II loan.++++
4(t) General Release from Selex International, B.V. dated
November 13, 1997.++++
4(u) Renewal Promissory Note from the Company to
Scafholding, B.V. in the amount of $2,293,950 dated
November 13, 1997.++++
4(v) Satisfaction of Mortgage dated January 28, 1998,
effective December 30, 1997 of the Mortgage given by
Company to the Division of Florida Land Sales,
Condominiums and Mobile Homes.++++
4(w) UCC3 effective December 30, 1997 from the Division of
Florida Land Sales, Condominiums and Mobile Homes
releasing its lien on the Company's contracts
receivables.++++
10(a) Employment Agreement dated June 15, 1992 between the
Company and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, ▇▇.++
10(b) Employment Agreement dated November 1, 1988 between
the Company and ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇.**
10(c) Agreement dated June 15, 1992 extending the Employment
Agreement dated November 1, 1988, as amended, between
the Company and ▇▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇.++
10(d) Employment Agreement dated February 28, 1992 between
the Company and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇ and amendment thereto
dated June 15, 1992.++
10(e) Employment Agreement dated June 15, 1992 between the
Company and ▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇▇▇.++
10(f) Employment Agreement dated June 15, 1992 between the
Company and ▇▇▇▇▇▇▇ ▇. Israel.++
10(g) Letter Agreement dated October 26, 1988 between the
the and ▇▇▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇.**
10(h) 1982 Employees' Incentive Stock Option Plan.
Incorporated herein by reference to Exhibit 4(g) to
Company's Registration Statement on Form S-8,
registration number 2-78904.
10(i) Annual Executive Bonus Plan adopted by the Company on
November 13, 1986. Incorporated herein by reference
to Exhibit 10(x) to the Company's Annual Report on
Form 10-K for the year ended December 26, 1986.
10(j) 1987 Stock Incentive Plan adopted by the Company on
November 13, 1986, subject to the approval of the
Company's stockholders. Incorporated herein by
reference to Exhibit 10(y) to the Company's Annual
Report on Form 10-K for the year ended December 26,
1986.
10(k) Resolution of the Board of Directors of Company adopted
February 25, 1987, amending the 1982 Employees' Incentive
Stock Option Plan. Incorporated herein by reference to
Exhibit 10(d) to the Company's Annual Report on Form 10-K
for the year ended December 26, 1986.
10(l) Amendment to Annual Executive Bonus Plan, as adopted
by the Company on October 20, 1988.**
10(m) Amendment to 1987 Stock Incentive Plan, as adopted by the
Company on October 20, 1988.**
51
Sequentially
Exhibit Numbered
Number Exhibits Page
----------- ------------------------------------------------------------ ------------
10(n) Settlement Agreement, made and entered into by and
between the National Audubon Society, ▇▇▇▇▇▇▇ County
Conservancy, Florida Audubon Society, Environmental
Defense Fund, Florida Division of the ▇▇▇▇▇ ▇▇▇▇▇▇
League, Department of Environmental Regulation of the
State of Florida, the Board of Trustees of the
Internal Improvement Trust Fund, the Department of
Veteran and Community Affairs of the State of
Florida, the South Florida Water Management District
and Company dated July 20, 1982, and Agreement of
Exchange executed pursuant thereto, dated March 24,
1984. Incorporated herein by reference to Exhibit
10(c) to the Company's Quarterly Report on Form 10-Q
for the quarter ended June 30, 1984.
10(o) Agreement, retroactive to June 19, 1992, amending the
Employment Agreement dated June 15, 1992 between the
Company and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇▇▇▇, ▇▇. Incorporated
herein by reference to Exhibit 10(o) to the Company's
Annual Report on Form 10-K for the year ended
December 31, 1993.
10(p) Employment Agreement, effective July 15, 1992,
between the Company and ▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇, ▇▇.
Incorporated herein by reference to Exhibit 10(p) to
the Company's Annual Report on Form 10-K for the year
ended December 31, 1993.
10(q) Sale, Purchase, Repurchase and Servicing Agreement dated
October 7, 1988 between the Company and Morsemere Federal
Savings Bank.**
10(r) Agreement dated February 27, 1989 between Company and
Oxford Finance Companies, Inc.***
10(s) Agreement dated February 7, 1990 between Company and
Oxford Finance Companies, Inc.****
10(t) Promissory Note dated October 12, 1990 from the Company
to Empire of Carolina, Inc.+
10(u) Settlement Agreement dated November 6, 1989 between
Company and Topeka Group Incorporated. Incorporated
herein by reference to Exhibit 10 to the Company's
Quarterly Report on Form 10-Q for the quarter ended
September 29, 1989.
10(v) Loan and Escrow Agreement dated June 15, 1992 between
Company and Selex Sittard B.V., including therewith
the Mortgage and Mortgage Note entered into pursuant
thereto.++
10(w) Agreement dated June 12, 1992 between Company and The
Oxford Finance Companies, Inc., including therewith
the Collateral Trust Agreement entered into pursuant
thereto.++
10(x) The 1992 Deltona Consent Order, dated June 17, 1992,
between Company and the State of Florida, Department
of Business Regulation, Division of Florida Land
Sales, Condominiums and Mobile Homes (the
"Division"), including therewith the Escrow Agreement
entered into pursuant thereto.++
10(y) The St. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ Restated Consent Order, dated
June 17, 1992, between Company and the Division.++
10(z) The Consent Order, dated June 15, 1992, between Company
and the Division pertaining to ad valorem taxes on real
estate.++
10(aa) Agreement of Purchase and Sale dated December 2, 1992
between the Company and Scafholding, B.V.+++
10(bb) Citrus Springs Joint Venture Agreement dated December 2,
1992 between the Company and Citony Development
Corporation.+++
10(cc) Agreement of Purchase and Sales dated December 2, 1992
between the Company, Margolf Investments, Inc. and Five
Points Title Service Co., Inc., as Escrow Agent.+++
10(dd) Lease Agreement dated December 2, 1992 between Margolf as
Landlord and the Company as Tenant.+++
10(ee) Loan Agreement dated December 2, 1992 between Scafholding
B.V. and the Company.+++
10(ff) Employment Agreement, effective March 15, 1993, between the
Company and ▇▇▇▇▇ ▇. ▇▇▇▇▇▇. Incorporated herein by
reference to Exhibit 10(ff) to the Company's Annual Report
on Form 10-K for the year ended December 31, 1993.
10(gg) Agreement dated March 10, 1993 between the Company
and ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇▇▇▇ concerning the sale of
contracts and mortgages receivable. Incorporated
herein by reference to Exhibit 10 to the Company's
Quarterly Report on Form 10-Q for the quarter ended
March 26, 1993.
10(hh) Agreement for Purchase and Sale of Land in St. ▇▇▇▇▇ County,
Florida dated March 8, 1994. Incorporated herein by
reference to Exhibit 10 to the Company's Report on
Form 8-K dated February 17, 1994.
10(ii) Agreement of Purchase and Sale between the Company
and Swan Development Corporation concerning the sale
of all remaining inventory in St. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Subdivision dated November 13, 1997.++++
52
Sequentially
Exhibit Numbered
Number Exhibits Page
----------- ------------------------------------------------------------ ------------
Sequentially
10(jj) Agreement between the Company and Swan Development
Corporation concerning the St. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇
Exchange Program dated November 13, 1997.++++
10(kk) Agreement of Purchase and Sale between the Company
and Scafholding, B.V. concerning the sale of contracts
and mortgages receivable dated November 13, 1997.++++
10(ll) Lot Exchange Trust Agreement between the Company,
Five Points Title Services, Company, Inc. and the
Divison of Florida Land Sales, Condominiums and
Mobile Homes dated November 13, 1997.++++
10(mm) Letter from the Divison of Florida Land Sales,
Condominiums and Mobile Homes dated December 30, 1997
approving the sale of St. ▇▇▇▇▇▇▇▇▇ ▇▇▇▇▇▇ to Swan
Development Corporation, Inc.++++
10(nn) Letter from the Division of Florida Land Sales,
Condominiums and Mobile Homes dated December 30, 1997
approving the material change for the sale of common
stock, sale of receivables, Lot Exchange Trust
Agreement and release of liens.++++
11 Statement of computation of net income (loss) per common
share.
18 Letter dated March 22, 1991 from Deloitte & Touche regarding
a change in the method of applying accounting principles or
practices by Company.+
21 Subsidiaries of Company.
23 Consent of Deloitte & Touche.
27 Financial Data Schedule.
--------------------------
* Incorporated by reference to such exhibit to
Company's Annual Report on Form 10-K for the year
ended December 25, 1987.
** Incorporated by reference to such exhibit to
Company's Quarterly Report on Form 10-Q for the
quarter ended September 23, 1988.
*** Incorporated by reference to such exhibit to
Company's Annual Report on Form 10-K for the year
ended December 30, 1988.
**** Incorporated by reference to such exhibit to
Company's Annual Report on Form 10-K for the year
ended December 29, 1989.
+ Incorporated by reference to such exhibit to
Company's Annual Report on Form 10-K for the year
ended December 28, 1990.
++ Incorporated by reference to such exhibit to
Company's Annual Report on Form 10-K for the year
ended December 27, 1991.
+++ Incorporated by reference to such exhibit to
Company's Report on Form 8-K dated December 2, 1992.
++++ Incorporated by reference to such exhibit to
Company's Annual Report on Form 10-K for the year
ended December 31, 1997.
53