3
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
Quarterly Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 for the quarter ended
June 30, 1994.
Transition Report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934 for the transition period
from ____________ to ______________.
Commission File Number 1-8822
BEDFORD PROPERTY INVESTORS, INC.
(Exact name of Registrant as specified in
its charter)
MARYLAND 68-
0306514
(State or other jurisdiction of
(I.R.S. Employer
incorporation or organization)
Identification No.)
3658 Mt. Diablo Blvd., Suite 210, Lafayette, CA
94549
(Address of principal executive offices)
(Zip Code)
Registrant's telephone number, including area code
(510) 283-8910
Indicate by check mark whether Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that Registrant was required to file
such reports) and (2) has been subject to such filing
requirements for the past 90 days. Yes x No__
Indicate the number of shares outstanding of each of the issuer's
classes of common stock as of the latest practicable date.
Class
Outstanding as of August 11, 1994
Common Stock, $0.01 par value 5,976,900
BEDFORD PROPERTY INVESTORS, INC.
INDEX
PART I. FINANCIAL INFORMATION
Page
ITEM 1. FINANCIAL STATEMENTS
Statement 2
Consolidated Balance Sheets as of June 30, 1994
and December 31, 1993 3
Consolidated Statements of Income for the three
and six months ended June 30, 1994 and 1993 4
Consolidated Statements of Stockholders' Equity
for the six months ended June 30, 1994
and the year ended December 31, 1993 5
Consolidated Statements of Cash Flows
for the
six months ended June 30, 1994 and 1993 6
Notes to Consolidated Financial Statements 7-9
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS
Management's Discussion and Analysis of Results of
Operations
and Financial Condition 9-11
PART II. OTHER INFORMATION
Items 1-6 11-13
SIGNATURES
13
BEDFORD PROPERTY INVESTORS, INC.
PART 1. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
STATEMENT
The financial statements included herein have been prepared by
the Company, without audit, pursuant to the rules and regulations
of the Securities and Exchange Commission. The information
furnished reflects all adjustments which are, in the opinion of
management, necessary for a fair presentation of results of
operations for the interim periods. Such adjustments are of a
normal recurring nature. These financial statements should be
read in conjunction with the notes to financial statements
appearing in the annual report to stockholders for the year ended
December 31, 1993.
BEDFORD PROPERTY INVESTORS, INC.
CONSOLIDATED BALANCE SHEETS
(in thousands, except share and
per share amounts)
June 30, December 31,
1994 1993
(Unaudit
ed)
Assets:
Real estate investments:
Office buildings - held for sale $8,904 $19,019
Office buildings - held for
investment 19,878 12,074
Industrial buildings
20,030 10,132
48,812 41,225
Less accumulated depreciation
2,611 5,263
46,201 35,962
Cash
4,112 4,930
Other assets
2,100 2,115
Total assets $52,413 $43,007
Liabilities and Stockholders'
Equity:
Bank loan payable
12,245 3,621
Accounts payable and accrued
expenses 743 1,465
Dividend payable
538 418
Acquisition payable
1,500 1,500
Other liabilities
804 562
Total liabilities
15,830 7,566
Stockholders' equity:
Preferred stock, par value $0.01
per share;
authorized 10,000,000 shares, - -
issued none
Common stock, par value $0.01 per
share;
authorized 30,000,000 shares,
issued and
outstanding 5,976,900 shares in
1994,
5,975,900 shares in 1993
60 60
Additional paid-in capital
107,151 107,147
Accumulated losses and
distributions in
excess of net income
(70,628) (71,766)
Total stockholders'
equity 36,583 35,441
Total liabilities and $52,413 $43,007
stockholders' equity
See accompanying notes to
consolidated financial statements.
BEDF
ORD
PROP
ERTY
INVE
STOR
S,
INC.
CONS
OLID
ATED
STAT
EMEN
TS
OF
INCO
ME
FOR
THE
THRE
E
AND
SIX
MONT
HS
ENDE
D
JUNE
30,
1994
AND
1993
(una
udit
ed)
(in
thou
sand
s,
exce
pt
shar
e
and
per
shar
e
amou
nts)
Three
Months Six Months
1994 1993 1994 1993
Inco
me:
Prop
erty
Oper
atio
ns:
$1,976 $2,040 $3,832 $4,178
Rent
al
inco
me
Rent
al
expe
nses
:
Oper 552 637 1,067 1,387
atin
g
expe
nses
Real 218 240 423 509
esta
te
taxe
s
Depr 211 534 605 1,005
ecia
tion
and
amor
tiza
tion
Inco 995 629 1,737 1,277
me
from
prop
erty
oper
atio
ns
Inte 17 8 36 19
rest
inco
me
- (153)
Equi - -
ty
in
join
t
vent
ure
part
ners
hip
oper
atio
ns
1,012 637
1,773 1,143
Expe
nses
:
72 207
Inte 94 405
rest
375 340
Gene 718 730
ral
and
admi
nist
rati
ve
447 547
812 1,135
Inco 565 90
me 961 8
befo
re
gain
s on
sale
s
Gain
s on
sale
s:
Real - - 1,193 -
esta
te
inve
stme
nts
2,686
Join - - 2,686
t
vent
ure
part
ners
hips
2,686
Tota - 1,193 2,686
l
gain
s on
sale
s
Net $565 $2,776 $2,154 $2,694
inco
me
Per
shar
e:
0.09 0.01 0.16
Inco -
me
befo
re
gain
s on
sale
s
Gain - 0.45 0.19 0.45
s on
sale
s
Net
inco
me
per
comm
on
and
comm
on
equi
vale
nt
$0.09 $0.46 $0.35 $0.45
shar
e
Weig
hted
aver
age
numb
er
of
comm
on
6,136, 5,975,
and 263 900 6,140, 5,975,
comm 557 900
on
equi
vale
nt
shar
es
See
acco
mpan
ying
note
s to
cons
olid
ated
fina
ncia
l
stat
emen
ts.
BE
DF
OR
D
PR
OP
ER
TY
IN
VE
ST
OR
S,
IN
C.
CO
NS
OL
ID
AT
ED
ST
AT
EM
EN
TS
OF
ST
OC
KH
OL
DE
RS
'
EQ
UI
TY
FO
R
TH
E
SI
X
MO
NT
HS
EN
DE
D
JU
NE
30
,
19
94
(u
na
ud
it
ed
)
AN
D
TH
E
YE
AR
EN
DE
D
DE
CE
MB
ER
31
,
19
93
(i
n
th
ou
sa
nd
s,
ex
ce
pt
pe
r
sh
ar
e
da
ta
)
Accumula
ted
Additi losses
onal and
Common paid- distribu Total
in tions
stock capita in stockhol
l excess ders'
of
net equity
income
Balance, December $60 $107,1 ($73,837 $33,370
31, 1992 47 )
Net income - - 3,147 3,147
Dividends ($0.18 per - - (1,076) (1,076)
share)
Balance, December (71,766) 35,441
31, 1993 60 107,14
7
Issuance of common - - 4
stock 4
Net income - -
2,154 2,154
Dividends ($0.17 per - - (1,016) (1,016)
share)
Balance, June 30, $60 $107,1 ($70,628 $36,583
1994 51 )
See accompanying
notes to
consolidated
financial
statements.
BEDFORD PROPERTY INVESTORS, INC.
CONSOLIDATED STATEMENTS OF CASH
FLOWS
FOR THE SIX MONTHS ENDED JUNE
30, 1994 AND 1993 (unaudited)
(in thousands)
1994 1993
Operating Activities:
Net income $2,154 $2,694
Adjustments to reconcile net
income to net cash
provided by operating
activities:
Depreciation and
amortization 715 1,018
Gain on sale of real
estate investment (1,193) -
Gain on sale of joint
venture partnerships - (2,686
)
Equity in joint venture
partnership operations
(including depreciation -
of $191) 153
Change in operating assets
and liabilities, net (793) (533)
Net cash provided by operating 883 646
activities
Investing Activities:
Investments in real estate
(17,718 (788)
)
Proceeds from sale of real
estate investment 8,289 -
Net cash used by investing
activities (9,429) (788)
Financing Activities:
Proceeds from bank loan
22,683 600
Repayments of bank loan
(14,059 -
)
Payment of dividends -
(896)
Net cash provided by financing
activities 7,728 600
Net increase (decrease) in cash
(818) 458
Cash at beginning of period
4,930 175
Cash at end of period $4,112 $633
.
Supplemental disclosure of cash
flow information:
Cash paid during the period $40 $399
for interest
See accompanying notes to
consolidated financial
statements.
Note 1. The Company and Basis of Presentation
The Company
On July 1, 1993, the Company (formerly known as ICM Property
Investors Incorporated) reincorporated from the State of Delaware
to the State of Maryland under a new name, Bedford Property
Investors, Inc. As of July 1, 1993, the Company's Common Stock
has traded under the symbol "BED" on both the New York and
Pacific Stock Exchanges. Concurrent with the reincorporation,
the number of authorized shares of Preferred Stock was increased
from 1,000,000 shares to 10,000,000 shares and the number of
authorized shares of Common Stock was increased from 10,000,000
to 30,000,000 shares. Also, the par value of both the Preferred
and Common Stock was reduced from $1.00 to $0.01 per share and
the Treasury Stock was eliminated.
Basis of Presentation
The accompanying unaudited financial statements have been
prepared in accordance with the instructions to Form 10-Q and,
therefore, do not include all information and footnotes necessary
for a fair presentation of financial condition, results of
operations, and cash flows in conformity with generally accepted
accounting principles. When necessary, reclassifications have
been made to prior period balances to conform to current period
presentation.
Per Share Data
Per share data are based on the weighted average number of common
and common equivalent shares outstanding during the period.
Stock options issued under the Company's stock option plans are
considered common stock equivalents and are included in the
calculation of per share data if, upon exercise, they would have
a dilutive effect.
Note 2. Real Estate Investments
IBM Building
The Company continues to offer the IBM Building for sale.
Texas Bank North Building
In December, 1993, the Company entered into a contract to sell
the Texas Bank North Building, San Antonio, Texas, for a cash
sale price of $8,500,000, or $56 per square foot. The sale was
completed on January 14, 1994 and resulted in a gain of
$1,193,000.
Contra Costa Diablo Industrial Park (Buildings 3 and 8), Mason
Industrial Park (Building 18), 99th Street Park (Building 3) and
Cody Street Park (Building 6)
On December 5, 1990, the Company purchased these industrial
properties from Peter B. Bedford for the aggregate purchase price
of $9,050,000, plus closing and acquisition costs.
Acquisitions
As fully discussed below, fees paid to Mr. Bedford relating to
property acquisitions are capitalized.
Woodlands Tower II
The property, a suburban six-story office building located in
Salt Lake City, Utah, was purchased for $6,750,000, or $59 per
square foot, on August 25, 1993. The Company recorded
acquisition costs of $101,000 paid to Peter B. Bedford, Chairman
of the Board and Chief Executive Officer of the Company (Note 3).
1000 Town Center Drive
The property, a suburban six-story office building located in
Oxnard, California, was purchased for $5,100,000, or $47 per
square foot, on December 30, 1993. The purchase price consisted
of $3,600,000 in cash and $1,500,000 to be paid in December,
1994. The Company recorded acquisition costs of $77,000 paid to
Peter B. Bedford, Chairman of the Board and Chief Executive
Officer of the Company (Note 3).
Mariner Court
The property, a suburban three-story office building located in
Torrance, California, was purchased for $7,500,000, or $71 per
square foot, on January 5, 1994. The Company recorded
acquisition costs of $113,000 paid to Peter B. Bedford, Chairman
of the Board and Chief Executive Officer of the Company (Note 3).
Dupont Industrial Center
The property, a three-building industrial complex located in
Ontario, California, was purchased for $9,750,000, or $22 per
square foot, on May 24, 1994. The Company recorded acquisition
costs of $146,000 paid to Peter B. Bedford, Chairman of the Board
and Chief Executive Officer of the Company (see Note 3). Because
the property was only 68% leased at the time of purchase, the
purchase contract established a Rental Income Guarantee Fund of
$400,000 which disburses to the Company a monthly sum equal to
27.3 for each square foot of vacant space in excess of 22,560
square feet. The Rental Income Guarantee Fund will terminate
either when all funds are disbursed or at least 90% of the space
is leased. As of June 30, 1994, the Company had received $33,000
from the Rental Income Guarantee Fund. This amount has been
accounted for as a reduction of the cost of the property .
Subsequent Events
Village Green
The property, a suburban three-building office complex located
in Lafayette, California, was purchased for $1,792,000 or $106
per square foot, on July 7, 1994. The Company recorded
acquisition costs of $27,000 paid to Peter B. Bedford, Chairman
of the Board and Chief Executive Officer of the Company (Note
3).
Milpitas Town Center
The property consists of two suburban research and development
buildings and 3.1 acres of undeveloped land. The property,
located in Milpitas, California, was purchased for $6,320,000, or
$62 per square foot excluding the undeveloped land, on August 10,
1994. The Company will record acquisition costs of $95,000,
which will be paid to Peter B. Bedford, Chairman of the Board and
Chief Executive Officer of the Company (Note 3).
The Company internally manages all its properties and maintains
centralized financial recordkeeping. On the IBM Building and
Woodlands Tower II, the Company has subcontracted on-site
maintenance to local maintenance firms.
There has been no significant development in environmental
matters or proceedings since the filing of the Company's 1993
Annual Report on Form 10-K.
Note 3. Related Party Transactions
In 1993, BPI Acquisitions was formed as a separate division of
the Company to engage in the solicitation of financings and
equity capital and the acquisition of properties. The salaries
and costs associated with the division are funded by Mr. Bedford.
To the extent financings are obtained, capital is raised, or
properties are acquired, the Company pays a fee to Mr. Bedford at
a rate of one and one half percent (1.5%) of such transaction.
Such fees, which are capitalized, do not exceed costs incurred by
Mr. Bedford for financings, capital raising, or property
acquisitions. To the extent that the accrued expenses of BPI
Acquisitions exceed the amount paid to Mr. Bedford, the excess
amount is carried forward until the next completed transaction.
As of June 30, 1994, Mr. Bedford had funded $243,000 of costs
related to BPI Acquisitions in excess of fees received.
In June, 1994, the furniture and equipment currently being used
by the staff of the Company was purchased from Bedford Properties
Holdings, Ltd., Inc., a company wholly owned by Peter B. Bedford.
The purchase price of $68,000 was based on independent outside
appraisals.
Note 4. Bank Loan Payable
In December, 1993, the Company concluded an agreement with Bank
of America for a $20 million revolving line of credit for real
estate acquisitions. This facility, which matures on January 1,
1997, carries an interest rate option of either prime plus 0.75%
or an offshore interest rate, similar to LIBOR, plus 3.00% and
was secured at June 30, 1994 by deeds of trust on the Woodlands
Tower II, IBM Building, and Mariner Court. The outstanding
amount on the facility was $12,245,000 at June 30, 1994.
The daily weighted average amount owing to the bank was
$2,592,000 and $4,980,000 in the first six months of 1994 and
1993, respectively. The weighted average interest rate in these
periods was 7.35% and 6.60%, respectively.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF
OPERATIONS AND FINANCIAL CONDITION
Six Months Ended June 30, 1994 Compared with Six Months Ended
June 30, 1993
Income
Income from property operations increased $460,000 (36%) in the
six months ended June 30, 1994 as compared to the same period in
1993. This is due primarily to a decrease in rental expenses of
$806,000 for the first six months in 1994 compared to the first
six months in 1993, offset by a decrease in rental income of
$346,000. The decrease in rental income is primarily
attributable to the fact that the newly acquired buildings
(Woodlands Tower II, 1000 Town Center Drive and Mariner Court)
have less rentable square footage and, therefore, produce less
rental income than the buildings which were sold (University
Tower and Point West Place in 1993 and Texas Bank North in
January, 1994). The decrease in rental expenses is primarily
attributable to the decrease in the amortization of leasing
commissions. The newly acquired buildings have not yet incurred
significant leasing commission costs.
Equity in joint venture partnership operations produced a loss of
$153,000 for the first six months in 1993. The Company's
ownership interests in these joint venture partnerships were sold
in May, 1993.
Expenses
Interest expense for the six months ended June 30, 1994 decreased
$311,000 (77%) from the same period in 1993. The decrease is
attributable to the Company's paying off all of its mortgage
loans with Kemper Insurance related entities in November, 1993
and lower levels of borrowings on its bank credit facility in
1994. General and administrative expenses remained relatively
unchanged as compared with the same period in 1993.
Gains on Sales
On May 1, 1993, the Company sold its interest in the Edison
Square joint venture partnerships and recorded a gain of
$2,686,000. On January 14, 1994, the Company sold its investment
in the Texas Bank North Building for $8,500,000 and recorded a
gain of $1,193,000.
Three Months Ended June 30, 1994 Compared with Three Months Ended
June 30, 1993
Income
Income from property operations increased $366,000 (58%) in the
three months ended June 30, 1994 as compared to the same period
in 1993. This is due primarily to a decrease in rental expenses
of $430,000 for the three months ended June 30, 1994 compared to
the three months ended June 30, 1993, offset by a decrease in
rental income of $64,000. The decrease in rental income is
primarily attributable to the fact that the newly acquired
buildings (Woodlands Tower II, 1000 Town Center Drive and Mariner
Court) have less rentable square footage and, therefore, produce
less rental income than the buildings which were sold (University
Tower and Point West Place in 1993 and Texas Bank North in
January, 1994). The decrease in rental expenses is primarily
attributable to the decrease in the amortization of leasing
commissions. The newly acquired buildings have not yet incurred
significant leasing commission costs.
Expenses
Interest expense for the three months ended June 30, 1994
decreased $135,000 (65%) from the same period in 1993. The
decrease is attributable to the Company's paying off all of its
mortgage loans with Kemper Insurance related entities in
November, 1993 and lower levels of borrowings on its bank credit
facility in 1994. General and administrative expenses remained
relatively unchanged as compared with the same period in 1993.
Gain on Sale
On May 1, 1993, the Company sold its interest in the Edison
Square joint venture partnerships and recorded a gain of
$2,686,000.
Liquidity and Capital Resources
During the six months ended June 30, 1994, the Company's
operating activities, the sale of Texas Bank North Building, and
bank borrowings provided cash flow in the amount of $31,855,000.
The Company funded $17,718,000 of real estate investments, paid
down the Bank of America credit facility by $14,059,000, and
distributed dividends of $896,000.
In December, 1993, the Company secured a $20 million revolving
credit facility with Bank of America, which was used, in part, to
finance the acquisitions of Mariner Court and Dupont Industrial
Center during the first six months of 1994. At June 30, 1994,
the Company was in compliance with covenants and requirements of
its revolving credit facility with Bank of America.
The Company anticipates that the cash flow generated by its real
estate investments and funds available under the above credit
facility will be sufficient to meet its short-term liquidity
requirements.
The capital resources for long-term liquidity requirements,
including the repayment of the revolving credit facility, may be
provided by some or all of the following: (a) the cash flow
generated by the Company's real estate investments, (b) other
bank borrowings, (c) the financing of real estate investments,
(d) the sale of real estate investments, and (e) sale of new
equity.
The ability to obtain mortgage loans on income producing property
is dependent upon the ability to attract and retain tenants and
the economics of the various markets in which the properties are
located, as well as the willingness of mortgage lending
institutions to make loans secured by real property. The ability
to sell real estate investments is partially dependent upon the
ability of purchasers to obtain financing.
Dividends
Dividends declared for the first quarter 1994 and paid in the
second quarter were $0.08 per share. Dividends declared for the
second quarter 1994 and payable in the third quarter were $0.09
per share.
Funds From Operations
Funds From Operations (FFO) during the three and six months ended
June 30, 1994 amounted to $837,000 and $1,676,000, respectively.
For the same periods last year, Funds From Operations were
$644,000 and $1,179,000, respectively. Funds From Operations, as
adopted by the National Association of Real Estate Investment
Trusts, is defined as net income, excluding gains or losses from
debt restructuring and sales of property, plus depreciation and
amortization, after adjustments for unconsolidated ventures.
Funds From Operations, therefore, does not represent cash
generated from operating activities in accordance with generally
accepted accounting principles and should not be considered an
alternative to net income as an indication of the Company's
performance or to cash flow as a measure of liquidity or its
ability to pay distributions.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults upon Senior Securities
None
Item 4. Submission of Matters to Vote of Security Holders
At the Annual Meeting held on May 18, 1994, stockholders approved
(results are included) the Company's proposals to:
Re-elect Claude M. Ballard, Peter B. Bedford, Anthony Downs,
Anthony M. Frank and Martin I. Zankel as directors for the
ensuing year.
For Withheld
Claude M. Ballard 5,272,167 23,772
Peter B. Bedford 5,270,382 25,557
Anthony Downs 5,270,112 25,827
Anthony M. Frank 5,272,167 23,772
Martin I. Zankel 5,272,412 23,527
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
A. Exhibits
Exhibit No. Exhibit
2.1 Agreement and Plan of Merger dated July 1, 1993
between ICM Property Investors Incorporated, a Delaware
Corporation, and Bedford Property Investors, Inc., a
Maryland Corporation, is incorporated herein by reference
to the Company's registration statement on Form 8-B/A
filed March 6, 1994.
3.1 Articles of Incorporation of Bedford Property
Investors, Inc. are incorporated herein by reference to
the Company's registration statement on Form 8-B/A filed
March 6, 1994.
3.2 Bylaws of Bedford Property Investors, Inc. are
incorporated herein by reference to the Company's
registration statement on Form 8-B/A filed March 6, 1994.
4.3 Registration Rights Agreement dated as of December
5, 1990, between ICM Property Investors Incorporated and
Peter B. Bedford is incorporated herein by reference to
Exhibit D filed with the Company's Form 8-K dated
December 13, 1990.
10.2 The Company's Automatic Dividend Reinvestment and Share
Purchase Plan, as adopted by the Company, is incorporated
herein by reference to Exhibit 4.1 filed with Amendment
No. 2 to the Registration Statement No. 2-94354 of ICM
Property Investors Incorporated dated January 25, 1985.
10.3 Contract of Sale dated July 31, 1992 by and among ICMPI
(Irvine) Inc. as Seller and In-N-Out Burger, Inc. and
Rich Snyder, Revocable InterVivos Trust U.D.T 10/11/89,
jointly and severally as Purchaser for University Tower,
is incorporated herein by reference to the Company's Form
10-Q for the quarter ended September 30, 1993 and amended
on Form 8-K/A(2) on March 21, 1994.
10.4 Real Estate Purchase and Sale Agreement dated June 4,
1993 by and between Bay Street Number Two, Ltd., as
Seller, and ICM Property Investors Incorporated, as
Purchaser, for Woodlands Tower II and Woodlands
Commercial Center, Plan II and Related Properties, filed
with the Company's Form 8-K filed on August 31, 1993 and
amended certain items reported on Form 8-K/A(2) on March
21, 1994.
10.5 1989 ICM Property Investors Incorporated Share Equivalent
Plan (as Amended and Restated as of January 1, 1991), as
adopted by the Company, incorporated herein by reference
to Exhibit 10.6 to the Company's quarterly report on Form
10-Q filed for the quarter ended September 30, 1993.
10.6 Bedford Property Investors, Inc. Employee Stock Option
Plan, effective September 16, 1985, amended as of June 9,
1993, as adopted by the Company on September 27, 1993,
and amended and restated as of February 7, 1994
incorporated herein by reference to the Company's
registration statement on Form 8-B/A filed March 6, 1994.
10.7 Bedford Property Investors, Inc. Directors' Stock Option
Plan effective May 20, 1992, as adopted by the Company on
September 27, 1993 and amended and restated as of
February 7, 1994 incorporated herein by reference to the
Company's registration statement on Form 8-B/A filed
March 6, 1994.
10.9 Purchase and Sale Agreement dated December 14, 1993, by
and between NCEC Realty, Inc., as Seller, and Bedford
Property Investors, Inc., as Purchaser, for 1000 Town
Center Drive is incorporated herein by reference to the
Company's Form 8-K filed January 13, 1994 and amended on
Form 8-K/A on March 17, 1994.
10.10 Purchase and Sale Agreement dated January 5, 1994, by and
between Mariner Court Associates, as Seller, and Bedford
Property Investors, Inc., as Purchaser, for Mariner Court
is incorporated herein by reference to the Company's Form
8-K filed January 13, 1994 and amended on Form 8-K/A
filed March 17, 1994.
10.11 Agreement to Purchase Real Property dated June 11, 1993,
by and between Country Hollow Associates, as Seller, and
A.S., Inc., as Purchaser, for Texas Bank North Building
is incorporated herein by reference to the Company's Form
8-K filed January 27, 1994.
10.12 Purchase and Sale Agreement dated May 24, 1994 by and
between NCEC Realty, as Seller, and Bedford Property
Investors, Inc., as Purchaser, for Dupont Industrial
Center is incorporated herein by reference by the
Company's Form 8-K filed on June 8, 1994.
B. Reports on Form 8-K
For the quarter ended March 31, 1994, the Company filed a
report on Form 8-K dated December 30, 1993, announcing
the acquisitions of 1000 Town Center Drive and Mariner
Court.
During the quarter ended March 31, 1994, the Company
filed a report on Form 8-K dated January 14, 1994
relating to the sale of Texas Bank North.
During the quarter ended March 31, 1994, the Company
filed a report on Form 8-K on March 17, 1994 which
amended items reported on Form 8-K dated December 30,
1993 regarding the acquisition of 1000 Town Center Drive
and Mariner Court.
During the quarter ended March 31, 1994, the Company
filed a report on Form 8-K/A(2) on March 21, 1994 to
amend items reported on Form 8-K dated August 18, 1993
and filed August 31, 1993 regarding the sale of
University Tower and the acquisition of Woodlands Tower
II.
During the quarter ended June 30, 1994, the Company filed
a report on Form 8-K dated May 24, 1994, announcing the
acquisition of Dupont Industrial Center.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, Sections 13 or 15(a), Registrant has duly caused this
report to be signed on its behalf by the undersigned thereunto
duly authorized.
Dated: August 12, 1994
BEDFORD PROPERTY INVESTORS, INC.
(Registrant)
By:/s/Peter B. Bedford
Chief Executive Officer and
Chairman of the Board
By:/s/Jay Spangenberg
Chief Financial Officer
(Principal Financial Officer)
By:/s/Hanh Kihara
Controller
(Principal Accounting Officer)
