BFC Financial Corporation and Bluegreen Corporation Terminate

BFC Financial Corporation and Bluegreen Corporation Terminate Prior
Stock Merger and Announce a Definitive Agreement for BFC to Acquire
Bluegreen in a Cash Transaction 
FORT LAUDERDALE, FL -- (Marketwire) -- 11/15/12 --  BFC Financial
Corporation ("BFC" or the "Company") (OTCQB: BFCF) and Bluegreen
Corporation ("Bluegreen") (NYSE: BXG) today announced that the
parties have terminated their November 2011 merger agreement
("Bluegreen") (NYSE: BXG) and entered into a definitive agreement
pursuant to which Bluegreen will be acquired in a cash transaction.  
BFC, through its wholly-owned subsidiary, Woodbridge Holdings
("Woodbridge"), currently owns approximately 54% of Bluegreen's
outstanding Common Stock. Under the terms of the agreement,
Woodbridge will acquire the remaining approximate 46% of Bluegreen's
outstanding Common Stock for $10.00 per share in cash (approximately
$150 million) in a merger between a wholly-owned subsidiary and
Bluegreen. Once the transaction is completed, Bluegreen will become a
direct wholly-owned subsidiary of Woodbridge. The all-cash offer
represents a 73.6% premium above the $5.76 closing price of
Bluegreen's Common Stock on November 14, 2012.  
The merger agreement, which was unanimously approved by a special
committee comprised of Bluegreen's independent directors as well as
the boards of directors of both companies, is subject to approval of
Bluegreen's shareholders, Woodbridge obtaining the financing
necessary to complete the transaction and the satisfaction of certain
other customary closing conditions. Woodbridge plans to fund the
acquisition through debt or equity financing, including by issuing up
to 46% of the equity interests in Woodbridge and utilizing
Bluegreen's assets. It is currently anticipated that the transaction
will be completed promptly after all conditions to closing are
satisfied.  
BFC's Chairman and Chief Executive Officer, Alan B. Levan, commented,
"We believe this merger validates our long standing commitment to
Bluegreen, and our belief in its operating platform and management."  
About BFC Financial Corporation: BFC is a holding company whose
principal holdings include controlling interests in Bluegreen
Corporation (NYSE: BXG) and BBX Capital Corporation (NYSE: BBX). For
more information, visi
t www.BFCFinancial.com.  
About Blugreen Corporation: Founded in 1966 and headquartered in Boca
Raton, FL, Bluegreen Corporation (NYSE: BXG) is a leading timeshare
sales, marketing and resort management company. Bluegreen manages,
markets and sells the Bluegreen Vacation Club, a flexible,
points-based, deeded vacation ownership plan with more than 160,000
owners, over 59 owned or managed resorts, and access to more than
4,000 resorts worldwide. Bluegreen also offers a portfolio of
comprehensive, turnkey, fee-based service resort management,
financial services, and sales and marketing on behalf of third
parties. For more information, visit www.bluegreencorp.com. 
This press release contains forward-looking statements based on
current expectations that involve a number of risks and
uncertainties. The forward looking statements in this press release
are also forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933 and Section 21E of the Securities
Exchange Act of 1934, and involve substantial risks and
uncertainties. These risks and uncertainties include, but are not
limited to: those relating to the proposed acquisition of Bluegreen
described in this press release, the potential benefits of the
proposed transaction, that financing for the transaction may not be
obtainable on acceptable terms, or at all, and the risk that the
proposed transaction may not otherwise be consummated in accordance
with the contemplated terms, or at all. Reference is also made to the
risks and uncertainties detailed in reports filed by BFC and
Bluegreen with the SEC, including the "Risk Factors" sections
thereof, which may be viewed on the SEC's website at www.sec.gov. The
companies caution that the foregoing factors are not exclusive.  
Additional Information and Where to Find It 
 This communication is
being made in respect of the proposed acquisition of Bluegreen. The
proposed transaction will be submitted to the shareholders of
Bluegreen for their consideration. In connection with the proposed
transaction, Bluegreen will prepare a proxy statement to be filed
with the Securities and Exchange Commission (the "SEC"). The
definitive proxy statement will be mailed to Bluegreen's
shareholders. Bluegreen may also file with the SEC other documents
regarding the proposed transaction. BLUEGREEN'S SHAREHOLDERS ARE
URGED TO READ THE PROXY STATEMENT REGARDING THE PROPOSED TRANSACTION
AND ANY OTHER RELEVANT DOCUMENTS CAREFULLY AND IN THEIR ENTIRETY WHEN
THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT THE PROPOSED TRANSACTION. Copies of all documents filed by
Bluegreen with the SEC are available, free of charge, on the SEC's
website at www.sec.gov and on Bluegreen's website at
www.bluegreencorp.com under the tab "Investors - SEC Filings." In
addition, Bluegreen's shareholders may obtain free copies of the
documents filed with the SEC by Bluegreen by directing a request by
mail to Bluegreen Corporation, Corporate Secretary, 4960 Conference
Way North, Suite 100, Boca Raton, Florida 33431, or by phone at
561-912-8000. 
Participant Information
 Bluegreen and its directors and executive
officers may, under the rules of the SEC, be deemed to be
participants in the solicitation of proxies from the shareholders of
Bluegreen in connection with the proposed transaction. Information
regarding Bluegreen's directors and executive officers is set forth
in Bluegreen's Annual Report on Form 10-K for the fiscal year ended
December 31, 2011, which was filed with the SEC on March 28, 2012.
Additional information regarding persons who may be deemed to be
participants in the solicitation of proxies in respect of the
proposed transaction will be contained in the proxy statement to be
filed by Bluegreen with the SEC when it becomes available.  
BFC Contact:
Leo Hinkley
SVP, Investor Relations Officer 
Phone: 954-940-4994
 Email: InvestorRelations@BFCFinancial.com 
Bluegreen Contact: 
Bluegreen Corporation 
Tony Puleo 
Chief Financial Officer 
(561) 912-8270 
tony.puleo@bluegreencorp.com  
Investor Relations:
The Equity Group Inc.
Devin Sullivan
Senior Vice President
(212) 836-9608 
dsullivan@equityny.com 
 
 
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