CUPERTINO, Calif., Dec. 26, 2012 /PRNewswire/ -- Mission West
Properties, Inc. (NASDAQ: MSW) today announced that it has
completed the transactions to dispose of all of its real estate
assets for an enterprise value of approximately $1.3 billion. Mission West sold certain of
its real estate assets to a joint venture entity sponsored by
affiliates of Divco West and TPG Real Estate in exchange for
approximately $400 million in cash
and $398 million in assumed mortgage
debts and other obligations, as adjusted for certain closing costs,
escrows and other items. In addition, Mission West completed a
separate transaction with certain operating partnerships in which
the operating partnerships retained certain assets and liabilities
with an approximate net value of $525
million. Limited partners who did not convert their
ownership interests into common stock of the Company retained
ownership interests in those operating partnerships. Mission West
then withdrew as the general partner of each of the operating
partnerships and with respect to any limited partnership interests
it held in the operating partnerships.
The Board of Directors has declared December 28, 2012, as the record date for all
common stockholders to automatically become the holder of one unit
of beneficial interest in a liquidating trust to be established by
Mission West (the "Liquidating Trust") for each share of the
Company's common stock on a 1:1 basis. All cash, other assets and
remaining liabilities of the Company are expected to be transferred
to the Liquidating Trust on December
28, 2012. The Board of Directors anticipates the
initial distribution from the Liquidating Trust will be completed
on or before January 15,
2013. Subsequent distributions from the Liquidating Trust will
be based on cash available after satisfying outstanding debts,
applicable taxes and related transaction costs. At this time,
the Company estimates the total distributions to stockholders will
range from $9.20 to $9.28 per unit
interest in the Liquidating Trust with an initial distribution of
$9.18 per unit. All of the
distributions from the Liquidating Trust will be deemed a 2012
event for income tax purposes and each stockholder of record on
December 28, 2012, will receive
information from the Liquidating Trust reporting the amount of the
distribution in 2013.
Company Profile
Mission West Properties, Inc.
formerly operated as a self-managed, self-administered and fully
integrated REIT engaged in the management, leasing, marketing,
development and acquisition of commercial R&D properties,
primarily located in the Silicon Valley portion of the San Francisco Bay Area. For additional
information, please contact the Company's Chairman and CEO,
Carl E. Berg, at 408-725-0700.
Forward-Looking Statements
This news
release contains forward-looking statements that are subject to
risks, uncertainties and assumptions. If such risks or
uncertainties materialize or such assumptions prove incorrect, the
results of these statements could differ materially from those
expressed or implied by such forward-looking statements and
assumptions. All statements other than statements of historical
fact are statements that could be deemed forward-looking
statements, including management's plans relating to the
liquidation; the expected timing of the completion of the
liquidation or distributions; the estimated per unit distribution
from the liquidation; and any statements or assumptions underlying
any of the foregoing. Risks, uncertainties and assumptions include
the possibility that expected benefits of the transaction or
liquidation may not materialize as expected and other risks
detailed from time to time in the reports the Company files with
the Securities and Exchange Commission, including the Company's
Form 10-K for the year ended December 31,
2011, as amended, and Form 10-Q for the quarter ended
September 30, 2012, copies of which
are available on the SEC's website at www.sec.gov. These
forward-looking statements are not guarantees of future performance
and speak only as of the date hereof. Mission West disclaims any
obligation to update, or continue to provide information with
respect to, any forward-looking statement, whether as a result of
new information, future events or otherwise.
CONTACT:
Carl Berg
+1-408-725-0700
SOURCE Mission West Properties, Inc.