-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Gs63BgGNQT9cz6qX6FitaASQ5apRJ2nOxpWxdh5CTY22b6KG2/EL9hxEwpgTn5+I JPq/EnQg+3uXPMuRVeQEMw== 0000910079-04-000063.txt : 20040924 0000910079-04-000063.hdr.sgml : 20040924 20040923192214 ACCESSION NUMBER: 0000910079-04-000063 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040922 ITEM INFORMATION: Other Events ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20040924 DATE AS OF CHANGE: 20040923 FILER: COMPANY DATA: COMPANY CONFORMED NAME: BEDFORD PROPERTY INVESTORS INC/MD CENTRAL INDEX KEY: 0000910079 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 680306514 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-12222 FILM NUMBER: 041043748 BUSINESS ADDRESS: STREET 1: 270 LAFAYETTE CIRCLE STREET 2: P. O. BOX 1058 CITY: LAFAYETTE STATE: CA ZIP: 94549 BUSINESS PHONE: 9252838910 8-K 1 k8k092204.htm <B>UNITED STATES




UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 


CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934


Date of Report (Date of earliest event reported):   September 22, 2004


BEDFORD PROPERTY INVESTORS, INC.

(Exact name of registrant as specified in its charter)

 

 

Maryland

 

1-12222

 

68-0306514

(State or other jurisdiction of
incorporation)

 

(Commission File Number)

 

(IRS Employer Identification
Number)

 

270 Lafayette Circle
Lafayette, CA 94549

(Address of Principal Executive Offices including Zip Code)


Registrant’s telephone number, including area code: (925) 283-8910


Not Applicable

(Former name or former address, if changed since last report)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


o

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


o

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


o

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


o

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))








Item 8.01.  Other Events.


On September 22, 2004, Bedford Property Investors, Inc. issued a press release to announce that its Board of Directors will be undertaking a review of a broad range of strategic alternatives for the company.  A copy of this press release is attached to this report as Exhibit 99.1.


Item 9.01.  Financial Statements and Exhibits.


(c)

Exhibits.



Exhibit No.

Description

99.1

Press release, dated September 22, 2004, of Bedford Property Investors, Inc.








SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date:       September 22, 2004

THE BEDFORD PROPERTY INVESTORS, INC.

 

 (Registrant)

 

By:

  /s/ Hanh Kihara

 

 

Name:  Hanh Kihara
Title:  

Senior Vice President and

Chief Financial Officer

   









EXHIBIT INDEX

Exhibit No.

Description

99.1

Press release, dated September 22, 2004, of Bedford Property Investors, Inc.





EX-99 2 ex991.htm <I>FOR FURTHER INFORMATION:

Exhibit 99.1

FOR FURTHER INFORMATION:


Peter B. Bedford

Hanh Kihara

Chairman of the Board and

Chief Financial Officer

Chief Executive Officer

Telephone: (925) 283-8910


FOR IMMEDIATE RELEASE


Bedford Property Investors to Explore Strategic Alternatives

LAFAYETTE, CA – September 22, 2004 – Bedford Property Investors, Inc. (NYSE:BED), announced today that its Board of Directors will undertake a review of a broad range of strategic alternatives for the company.  These alternatives include the potential sale or merger of the company.  They also include selling certain of the company’s properties and either reinvesting these proceeds in other properties or dividending out the proceeds to the company’s stockholders.  The Board of Directors will carefully consider the company’s options and determine the course of action that it believes is in the best interest of its stockholders.

Commenting on the company’s decision to explore these alternatives, Peter Bedford, Chairman of the Board of Directors and Chief Executive Officer, stated, “We believe that this is an appropriate time for Bedford Property Investors to review its strategic direction.”  Mr. Bedford cautioned, however, that it was possible that no action would be taken.  “Whatever the strategic course of action the Board decides to pursue on behalf of the company, it will be one that is designed to continue to create value for our stockholders,” he concluded.

While the company is evaluating its strategic alternatives, it will suspend its previously announced search for a successor candidate to serve as its chief executive officer after Mr. Bedford’s retirement.  Mr. Bedford will continue to serve in his role as Chief Executive Officer and Chairman of the Board of Directors while these options are pursued.

Bedford Property Investors is a self-administered equity real estate investment trust with investments in suburban office buildings and industrial properties concentrated in the western United States.  Its common stock is traded on the New York Stock Exchange and the Pacific Exchange under the symbol “BED” and its web site is www.bedfordproperty.com.

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 or beliefs concerning future events.  These forward-looking statements are subject to certain risks and uncertainties that could cause the actual results, performance or achievements to be materially different from those expressed, expected or implied by the forward-looking statements.  The risks and uncertainties that could cause the actual results to differ from management’s estimates and expectations are contained in the company’s filings with the Securities and Exchange Commission, including its quarterly report on Form 10-Q for the quarter ended June 30, 2004.  The company does not undertake to update forward-looking information contained herein or elsewhere to reflect actual results, changes in assumptions or chang es in other factors affecting such forward-looking information.


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