Bedford erty (NYSE:BED)
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Bedford Property Investors, Inc. (NYSE:BED) has
established a March 24, 2006 record date for a special meeting of its
stockholders on May 3, 2006 to consider and vote upon a proposal to
approve the merger agreement between Bedford and an affiliate of LBA
Realty LLC. If stockholders approve the merger, Bedford anticipates
completing the transaction within two business days of such approval.
On February 10, 2006, Bedford announced that it had entered into a
definitive merger agreement with two affiliates of LBA Realty LLC
pursuant to which an affiliate of LBA will acquire all of Bedford's
outstanding shares of common stock for $27.00 per share in cash. The
merger agreement was unanimously approved by Bedford's board of
directors and is subject to approval by its stockholders at a special
meeting to be held on May 3, 2006.
Additional Information and Where to Find It
On March 3, 2006, Bedford filed with the SEC a preliminary proxy
statement relating to Bedford's solicitation of proxies with respect
to its special meeting of stockholders to be held on May 3, 2006.
Bedford will also file with the SEC a definitive proxy statement, and
provide such proxy statement to its stockholders as of the record
date. Bedford's stockholders are urged to read the proxy statement and
other relevant materials as they become available because they will
contain important information about the acquisition and Bedford.
Investors and security holders may obtain a free copy of the
definitive proxy statement (when available) and other documents filed
by Bedford at the SEC's Web site at http://sec.gov. The proxy
statement and such other documents may also be obtained for free by
going to Bedford's Investor Relations page on its corporate website at
www.bedfordproperty.com.
Investors should read the definitive proxy statement and related
documents carefully before making any voting or investment decision.
Participants in Solicitation
Bedford and its officers and directors may be deemed to be
participants in the solicitation of proxies from Bedford's
stockholders with respect to the acquisition. A description of any
interests that Bedford's officer and directors have in the acquisition
is included in Bedford's preliminary proxy statement described above
and may be updated in the definitive proxy statement which Bedford
will file prior to the special meeting.
Legal Disclosure
This press release contains forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934 that
represent the company's current expectations and beliefs, including,
among other things, statements relating to the proposed merger, the
timing and ability of Bedford and LBA Realty to successfully complete
the proposed merger and the outcomes and voting decisions of directors
and stockholders. These forward-looking statements are subject to
certain risks and uncertainties that could cause the actual results to
be materially different from those expressed, expected or implied by
the forward-looking statements. The risks and uncertainties that could
cause actual results to differ from management's estimates and
expectations include risks associated with uncertainties related to
the approval of the transaction by Bedford's shareholders, as well as
additional risk factors that are contained in the company's filings
with the Securities and Exchange Commission, including its Preliminary
Proxy Statement on Schedule 14A, its 2004 Annual Report on Form 10-K
and its most recent Quarterly Report on Form 10-Q. The company does
not undertake to update forward-looking information contained herein
or elsewhere to reflect actual results, changes in assumptions or
changes in other factors affecting such forward-looking information.