SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
FORM 8-K/A
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 14, 1994
BEDFORD PROPERTY INVESTORS, INC.
(Exact name of Registrant as specified in its charter)
Maryland 1-12222 68-0306514
(State or other (Commission (I.R.S. Employer
jurisdiction of File Number) Identification
incorporation) Number)
270 Lafayette Circle, Lafayette, California 94549
(Address of principal executive offices) (Zip Code)
Registrant telephone number, including area code: 510-283-8910
<PAGE>
The undersigned Registrant hereby amends and supplements its
Report on Form 8-K, dated January 14, 1994, by adding the following
thereto:
Item 2. Acquisitions or Dispositions of Assets
On January 14, 1994, Bedford Property Investors, Inc., completed
the sale of its 152,000 square foot Texas Bank North office building
located in San Antonio, Texas to A.S., Inc. The cash sale price was
$8.5 million and produced a gain of approximately $1.2 million.
Item 7. Financial Statements and Exhibits
Pro Forma Financial Information
Pro forma financial information showing the effects
resulting from the January 14, 1994, sale of Texas Bank
North are being presented herein (see attachment.)
10.9 Sale Contract for Texas Bank North
99.4 Press Release dated January 18, 1994
SIGNATURE
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, thereto duly authorized.
BEDFORD PROPERTY INVESTORS, INC.
By:_____________________________
Donald A. Lorenz
Executive Vice President and
Chief Financial Officer
Date: November 8, 1995
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Bedford Property Investors, Inc.
Pro Forma Consolidated Statement of Operations
For the Year Ended December 31, 1993
(Unaudited)
(in thousands, except per share amounts)
<TABLE>
<CAPTION>
Sale of
Acquired Texas
Consolidated Properties Properties Bank Pro Forma Pro Forma
Historical (1) Sold (2) North (9) Adjustments Consolidated
<S> <C> <C> <C> <C> <C> <C>
Rental Income $7,207 $4,240 $(2,566) $(1,679) $ (537) (3) $6,665
Operating
Expenses 2,520 1,379 (1,204) (678) (143) (3) 1,874
Real Estate
Taxes 840 474 (311) (163) (28) (3) 812
Depreciation and
Amortization 2,250 - (1,233) (503) 258 (3)(4) 772
Income from
Property
Operations 1,597 2,387 182 (335) (624) 3,207
General and
Administrative
Expense (1,399) - - - - (1,399)
Interest Income 136 - - - - 136
Interest
Expense (620) (733) (5) 827 (5) 363 (5) - (163)
Income from
Joint Ventures 2,533 - (2,533) - 2,533 (7) 2,533
Income (Loss)
Before Gains
on Sales 2,247 1,654 (1,524) 28 1,909 4,314
Gains on Sales
of Real Estate
Investments 900 - (900) 485 (333)(6) 152
Net Income $3,147 $1,654 $(2,424) $ 513 $1,576 $4,466
Income (Loss) Per
Common Share $0.53 $0.28 $(0.41) $0.09 $0.26 $0.75
</TABLE>
(See accompanying notes)
<PAGE>
Bedford Property Investors, Inc.
Pro Forma Consolidated Balance Sheet
As of December 31, 1993
(Unaudited)
(in thousands)
Sale
of
Acquired Texas
Consolidated Properties Bank Pro Forma
Historical (8) North(9) Consolidated
Assets:
Real Estate Investments $41,225 $7,627 $(10,130) $38,722
Less Accumulated
Depreciation (5,263) - 3,023 (2,240)
Real Estate Investments,
Net 35,962 7,627 (7,107) 36,482
Cash 4,930 - 8,075 13,005
Other Assets 2,115 (250) (189) 1,676
Total Assets $43,007 $7,377 $ 779 $51,163
Liabilities:
Bank Loan Payable $ 3,621 $7,237 $ - $10,858
Accounts Payable and
Accrued Expenses 1,465 - (162) 1,303
Dividend Payable 418 - - 418
Acquisition Payable 1,500 - - 1,500
Other Liabilities 562 140 (58) 644
Total Liabilities 7,566 7,377 (220) 14,723
Stockholders' Equity:
Common Stock 60 - - 60
Additional Paid-In
Capital 107,147 - - 107,147
Accumulated Losses and
Distributions in Excess
of Net Income (71,766) - 999 (70,767)
Total Stockholders'
Equity 35,441 - 999 36,440
Total Liabilities and
Stockholders' Equity $43,007 $7,377 $ 779 $51,163
<PAGE>
Notes to Pro Forma Consolidated Financial Statements (dollars in
thousands)
(1) The unaudited pro forma consolidated statement of operations
reflects the acquisitions of Mariner Court, 1000 Town Center Drive, and
Woodlands II, and the sales of Texas Bank North, Point West Place,
University Tower, and the Edison Square partnerships as if such
transactions had occurred on January 1, 1993. The Company acquired
Mariner Court on January 5, 1994, 1000 Town Center on December 30,
1993, and Woodlands II on August 25, 1993, and sold Texas Bank North on
January 14, 1994, Point West Place on October 1, 1993, University Tower
on August 18, 1993, and the Edison Square partnerships on May 31, 1993.
The actual results of operations of 1000 Town Center Drive and
Woodlands II for the period subsequent to acquisition, which are
included in the Company's historical consolidated statement of
operations, are eliminated by pro forma adjustments to the Company's
historical results of operations.
The combined historical statement of operations for the year ended
December 31, 1993, for these three acquired properties are as follows:
1000
Town
Mariner Center Woodlands Acquired
Court Drive II Properties
Rental Income $1,738 $932 $1,570 $4,240
Operating Expenses 539 423 417 1,379
Real Estate Taxes 132 207 135 474
Income from
Property Operations $1,067 $302 $1,018 $2,387
(2) The unaudited pro forma consolidated statement of operations
reflects the elimination of the actual results of operations of Point
West Place, University Tower, and the Edison Square partnerships from
January 1, 1993 through their respective dates of sale.
(3) Adjusted to deduct the actual results of operations of 1000 Town
Center Drive and Woodlands II from the respective dates of acquisitions
by the Company (December 30, 1993 and August 25, 1993, respectively) to
December 31, 1993, which results of operations are included in the
Company's historical consolidated statement of operations.
(4) Adjusted to reflect pro forma straight-line depreciation and
amortization for the year ended December 31, 1993, for the three
acquired properties as follows:
Pro Forma Depreciation
and Amortization
Mariner Court $ 98
1000 Town Center Drive 75
Woodlands II 132
Total $305
The above amounts consist of pro forma depreciation on the buildings
located at the properties for the year ended December 31, 1993.
Depreciation has been calculated utilizing the straight-line method and
an estimated useful life of 45 years.
(5) Reflects additional borrowings of $11,126 on January 1, 1993, under
the Credit Facility in conjunction with the acquisition of Mariner
Court and 1000 Town Center Drive at a weighted assumed borrowing rate
of 6.59%. The acquisition of Woodlands II was funded from the sale
proceeds of University Tower. These additional borrowings resulted in
additional pro forma interest expense of $733. An increase in the
interest rate of .125% would result in additional interest of $14.
The proceeds from the sale of University Tower of $14,834 were
utilized to fund the acquisition of Woodlands Tower II ($6,668) and to
repay amounts outstanding under the Credit Facility. The proceeds from
the sale of Point West place of $6,964 were utilized to repay mortgage
loans of $5,113 and to repay amounts outstanding under the Credit
Facility. The proceeds from the sale of Texas Bank North of $8,289
were utilized to repay amounts outstanding under the Credit Facility.
A pro forma adjustment has been calculated on the mortgage loans at an
interest rate of 9.2% and on the Credit Facility at a weighted assumed
borrowing rate of 6.59%, resulting in an interest savings of $1,190.
(6) Adjusted to reflect the gain on the sales of Point West Place and
University Tower as of January 1, 1993; the actual dates of sale were
October 1, 1993 and August 18, 1993, respectively.
(7) Adjusted to reflect the gains on sale of the Edison Square
partnerships as of January 1, 1993; the actual date of sale was May 31,
1993.
(8) the unaudited pro forma consolidated balance sheet reflects the
acquisition of Mariner Court as of December 31, 1993. The Company
acquired Mariner Court on January 5, 1994.
The combined balance sheet as of December 31, 1993 for Mariner Court is
as follows:
Mariner Court
Assets:
Real Estate Investments $7,627
Other Assets (250)
Total Assets $7,377
Liabilities:
Bank Loans Payable $7,237
Acquisitions Payable -
Other Liabilities 140
Total Liabilities $7,377
(9) Reflects the sale of Texas Bank North on December 31, 1993. The
Company sold Texas Bank North on January 14, 1994.
