Glenborough calls all 7.75% convertible preferreds

By Jennifer Chiou

New York, Nov. 9 - Glenborough Realty Trust Inc. said it will redeem all of its 3,740,807 shares of 7.75% series A convertible preferred stock on Nov. 29.

The redemption is contingent on the closing of the acquisition of Glenborough by funds managed by Morgan Stanley Real Estate.

The San Mateo, Calif., office real estate investment trust will pay $25.5825 per share plus accrued dividends, which will be calculated using $0.484375 multiplied by the quotient of the number of days between the last day of the last dividend period for which full dividends have been declared and paid and the redemption date, and the total number of days in the dividend period during which the redemption date occurs.

Until 5 p.m. on Nov. 29, the preferreds are convertible into Glenborough shares at a conversion price of $32.83 per share. The company's shares closed at $26.04 on Thursday.

If a conversion occurs on or before the redemption date and the acquisition is complete, each Glenborough common share issued will be entitled to receive the per share consideration to be issued to holders of Glenborough shares linked to the merger.

While each holder of Glenborough common stock will be entitled to receive $26.18 per share, which is comprised of the $26.00 per share payable plus a pro rata portion of Glenborough's regular quarterly dividend for the fourth quarter of 2006 based on a closing date of Nov. 29, as consideration in connection with the merger, each preferred converted based on the 0.7615 conversion rate will be entitled to receive $19.93 per share - determined by multiplying the 0.7615 conversion rate times the $26.18 per share amount payable to each Glenborough shareholder.

Registrar and Transfer Co. is the transfer agent (800 368-5948).

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