Bedford Property Investors, Inc. Announces the Closing of Private Offering of its 8.75% Series A Cumulative Redeemable Preferred Stock.Business Editors LAFAYETTE, Calif.--(BUSINESS WIRE)--Aug. 5, 2003 Bedford Property Investors, Inc. (NYSE NYSE See: New York Stock Exchange : BED) today announced the closing of a private placement of $40.25 million of its 8.75% 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. . The offering was made only to qualified institutional buyers 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 and for general corporate uses, which may include opportunistic repurchases of its outstanding common shares from time to time. The company will pay cumulative dividends on the shares from the date of original issuance at the rate of 8.75% of the $50.00 liquidation preference per share per year, which is equivalent to $4.375 per share per year. Dividends on the shares will be payable quarterly in arrears, beginning on October 15, 2003. The shares have no stated maturity Stated maturity For the CMO tranche, the date the last payment would occur at zero CPR. , will not be subject to any sinking fund sinking fund, sum set apart periodically from the income of a government or a business and allowed to accumulate in order ultimately to pay off a debt. A preferred investment for a sinking fund is the purchase of the government's or firm's bonds that are to be paid or mandatory redemption and will not be convertible into any other securities. The shares will be redeemable at the company's option beginning in August 2008, or earlier if necessary in limited circumstances to preserve the company's status as a real estate investment trust, or REIT REIT See: Real Estate Investment Trust REIT See real estate investment trust (REIT). . The securities being 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 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 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 and are subject to risks and uncertainties. These forward-looking statements include but are not limited to Bedford Property Investors' intended use of proceeds. In addition, Bedford Property Investors' business is subject to the risks described in the Company's filings with the Securities and Exchange Commission. |
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