Bedford erty (NYSE:BED)
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Bedford Property Investors, Inc. (NYSE:BED) and LBA
Realty LLC today jointly announced that stockholders of Bedford
Property Investors, Inc. overwhelmingly approved its merger with LBA
Realty Fund II -- WBP I LLC, an affiliate of LBA Realty LLC. Approval
of the merger required the affirmative vote of the holders of a
majority of Bedford's outstanding common stock. Holders of
approximately 73.36% of the outstanding shares of Bedford common stock
voted to approve the merger.
The proposed merger is expected to close May 5, 2006, subject to
the satisfaction or waiver of all conditions to closing in the merger
agreement. Under the terms of the merger agreement, upon the effective
time of the merger, each share Bedford common stock will be canceled
and converted into the right to receive $27.00 in cash. Letters of
transmittal regarding the procedures to deliver shares of Bedford
common stock will be sent to former Bedford stockholders in the near
future. Shares of Bedford's 8.75% Series A Cumulative Redeemable
Preferred Stock and 7.625% Series B Cumulative Redeemable Preferred
Stock will remain issued and outstanding after the effective time of
the merger. As a result of the merger, Bedford common stock and
Bedford Series B Preferred Stock will no longer be listed on the New
York Stock Exchange, and Bedford's common stock will be deregistered
from under the Securities Exchange Act of 1934.
About Bedford Property Investors
Bedford Property Investors is a self-administered equity real
estate investment trust (REIT) with investments in suburban office
buildings and industrial properties concentrated in the western United
States. Its common stock was previously traded on the New York Stock
Exchange and the Pacific Exchange under the symbol "BED" and its web
site is www.bedfordproperty.com.
About LBA Realty
LBA Realty LLC (LBA) is a full service real estate investment and
management company. LBA, with its headquarters in Irvine and offices
in Los Angeles, San Diego and San Jose, operates in California as well
as other western markets including the Pacific Northwest, Colorado and
Arizona. In addition to the acquisition of Bedford, LBA owns a
portfolio of office and industrial properties totaling over 12 million
square feet and invests on behalf of LBA's institutional investment
funds.
Legal Disclosure
This press release contains forward-looking statements within the
meaning of Section 21E of the Securities Exchange Act of 1934 that
represent current expectations and beliefs, including, among other
things, statements relating to the proposed merger and the timing and
ability of Bedford and LBA to successfully complete the proposed
merger. 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 that are described in Bedford's filings
with the Securities and Exchange Commission, including its Definitive
Proxy Statement on Schedule 14A and its 2005 Annual Report on Form
10-K. Bedford 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.