Gladstone Commercial Corp. (NASDAQ: GOOD) (the"Company") announced today that its offer to amend the terms of allstock options currently outstanding (the "Options") under theCompany's 2003 Equity Incentive Plan, as amended, to accelerate theexpiration date of the Options to December 31, 2006 (the "Offer") hasbeen accepted. The Offer was made to the executive officers anddirectors of the Company and the employees of the Company's externalinvestment adviser, Gladstone Management Corporation, who hold stockoptions (the "Optionees"), and was conditional upon its acceptance byall of the Optionees. All Optionees accepted the Offer prior to itsexpiration on August 31, 2006.
On July 11, 2006, the Company's Board of Directors accelerated infull the vesting of all outstanding Options. Following the acceptanceof the Offer, all Options must be either exercised or terminated priorto December 31, 2006.
The Company intends to implement, effective January 1, 2007 theproposed Investment Advisory and Management Agreement between theCompany and Gladstone Management Corporation and the AdministrationAgreement between the Company and Gladstone Administration, LLC, awholly owned subsidiary of Gladstone Management Corporation, which wasapproved by the Company's stockholders on May 24, 2006.
The Company filed a Schedule TO and related documentationregarding the offer with the Securities and Exchange Commission onJuly 12, 2006.
Gladstone Commercial Corporation is a publicly traded real estateinvestment trust that focuses on investing in and owning triple-netleased industrial and commercial real estate properties andselectively making long-term mortgage loans. Additional informationcan be found at www.GladstoneCommercial.com.
This press release may include statements that may constitute"forward-looking statements" within the meaning of Section 27A of theSecurities Act of 1933, as amended, and Section 21E of the SecuritiesExchange Act of 1934, as amended, including statements with regard tothe future performance of the Company and the closing of anytransaction. Words such as "may," "will," "believes," "anticipates,""intends," "expects," "projects," "estimates" and "future" or similarexpressions are intended to identify forward-looking statements. Theseforward-looking statements inherently involve certain risks anduncertainties, although they are based on the Company's current plans,expectations and beliefs that are believed to be reasonable as of thedate of this press release. Factors that may cause the Company'sactual results, levels of activity, performance or achievements to bematerially different from any future results, levels of activity,performance or achievements expressed or implied by suchforward-looking statements include, among others, those factors listedunder the caption "Risk Factors" of the Company's Annual Report onForm 10-K for the year ended, December 31, 2005, as filed with theSecurities and Exchange Commission on February 28, 2006, and theCompany's Quarterly Report on Form 10-Q for the quarter ended June 30,2006, as filed with the Securities and Exchange Commission on August8, 2006. The risk factors set forth in the Form 10-K under the caption"Risk Factors" are specifically incorporated by references into thispress release. All forward-looking statements are based on currentplans, expectations and beliefs and speak only as of the date of suchstatements. The Company undertakes no obligation to publicly update orrevise any forward-looking statements, whether as a result of newinformation, future events or otherwise.
