Bedford Property Investors, Inc. Announces Proposed Private Offering of Series A Cumulative Redeemable Preferred Stock.Business Editors LAFAYETTE, Calif.--(BUSINESS WIRE)--July 21, 2003 Bedford Property Investors, Inc. (NYSE NYSE See: New York Stock Exchange :BED) announced today that it intends, subject to market and other conditions, to sell approximately $40 million of its Series A Cumulative Redeemable Preferred Stock Stock shares that have preferential rights to dividends or to amounts distributable on liquidation, or to both, ahead of common shareholders. Preferred stock is given preference over common stock. Holders of preferred stock receive dividends at a fixed annual rate. through a private placement. Bedford Property Investors expects the terms of the offering to include an over-allotment option for up to an additional $6 million of shares of its Series A preferred stock. The offering will be made only to qualified institutional buyers In law, a Qualified Institutional Buyer is a purchaser of securities that is financially sophisticated and is legally recognized by security market regulators to need less protection from sellers than most members of the public. pursuant to Rule 144A Rule 144A A Securities & Exchange Commission rule modifying a two-year holding period requirement on privately placed securities to permit qualified institutional buyers to trade these positions among themselves. under the Securities Act of 1933, as amended (the "Securities Act"). Bedford Property Investors intends to use the net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). from the offering to finance the potential acquisition or development of properties, or for general corporate uses, which may include opportunistic repurchases of our outstanding common shares from time to time. The securities to be offered have not been registered under the Securities Act, or any state securities laws, and unless so registered, may not be offered or sold in the United States United States, officially United States of America, republic (2005 est. pop. 295,734,000), 3,539,227 sq mi (9,166,598 sq km), North America. The United States is the world's third largest country in population and the fourth largest country in area. except pursuant to an exemption from the registration requirements of the Securities Act and applicable state laws. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering would be unlawful. Cautionary Statement: Bedford Property Investors' statements in this press release that are not historical facts and that relate to future plans or events are forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. within the meaning of the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. These forward-looking statements include Bedford Property Investors' intention to raise proceeds through the offering and sale of Series A Cumulative Redeemable Preferred Stock, the intended use of proceeds and the anticipated terms of such security. There can be no assurance that Bedford Property Investors will complete the offering on the anticipated terms or at all. Bedford Property Investors' ability to complete the offering will depend, among other things, on market conditions. In addition, Bedford Property Investors' ability to complete this offering and Bedford Property Investors' business are subject to the risks described in the Company's filings with the Securities and Exchange Commission. --30--NJ/
CONTACT: Bedford Property Investors
Peter B. Bedford, 925-283-8910
(Chairman of the Board and Chief Executive Officer)
Hanh Kihara, 925-283-8910
(Senior V.P. and Chief Financial Officer)
KEYWORD: CALIFORNIA
INDUSTRY KEYWORD: BANKING REAL ESTATE
SOURCE: Bedford Property Investors
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