UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) August 10, 2006
ONE LIBERTY PROPERTIES, INC.
(Exact name of Registrant as specified in charter)
Maryland 001-09279 13-3147497
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(State or other (Commission file No.) (IRS Employer
jurisdiction of I.D. No.)
incorporation)
60 Cutter Mill Road, Suite 303, Great Neck, New York 11021
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(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code 516-466-3100
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Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
-- Written communications pursuant to Rule 425 under the
Securities Act (17 CFR 230.425)
-- Soliciting material pursuant to Rule 14a-12 under the Exchange
Act (17 CFR 240.14a-12)
-- Pre-commencement communications pursuant to Rule 14d-2(b)
under the Exchange Act (17 CFR 240.14d-2(b))
-- Pre-commencement communications pursuant to Rule 13e-4(c)
under the Exchange Act (17 CFR 240.13e-4(c))
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Item 1.01. Entry into a Material Definitive Agreement.
On June l6, 2006, registrant announced that a contract of sale to sell nine
movie theater properties was executed by and among eight entities, which are
wholly-owned by two joint ventures of the registrant (the registrant holds a 50%
equity interest in each joint venture), and a wholly-owned subsidiary of the
registrant, collectively, as seller, with ECM Diversified Income & Growth Fund,
LLC (the "Buyer"). On July 31, 2006, the registrant announced that the contract
had been amended to extend the due diligence period under the contract to August
9, 2006.
On August 9, 2006, the contract was further amended to provide, among other
things, that the due diligence period under the contract had expired and that
the closing is conditioned upon the satisfaction, at or prior to closing, of
specific terms and conditions, and the delivery of specific documents.
Additionally, the amendment revised the contract to provide the Buyer with the
right to remove one property owned by one of the joint ventures from the
properties being purchased under the contract if certain conditions with respect
to this property are not satisfied. If the buyer exercises its removal right
with respect to this property, the aggregate contract purchase price will be
reduced from $151,885,050 to $133,217,944 and the aggregate amount allocated
under the contract to the properties owned by the joint ventures will be reduced
from $136,657,627 to $117,990,521. Closing of the transaction is subject to
other conditions which are set forth in the contract and the amendments to the
contract.
Reference is made to the registrant's Current Reports on Form 8-K filed on June
16, 2006, June 19, 2006, and August 1, 2006, which attach the contract and its
amendments as exhibits. A press release announcing the amendment dated as of
August 9, 2006 is filed as an exhibit to this Form 8-K.
Item 9.01. Financial Statements and Exhibits.
(a) Financial Statements of Businesses Acquired. Not applicable.
(b) Pro Forma Financial Information. Not applicable.
(c) Shell Company Transactions. Not applicable.
(d) Exhibits.
Exhibit 10.1 Amendment to Contract of Sale, dated as
of August 9, 2006, by and among OLP Chula
Vista Corp., OLP Norwalk LLC, OLP Austell,
LLC, OLP Beavercreek LLC, OLP Southlake,
LLC, OLP Roanoke, LLC, OLP Lubbock Venture
Limited Partnership, OLP Live Oak Limited
Partnership, OLP Henrietta, LLC and ECM
Diversified Income & Growth Fund, LLC.
Exhibit 99.1 Press release dated August 10, 2006.
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 hereunto duly authorized.
ONE LIBERTY PROPERTIES, INC.
Date: August 10, 2006 By: /s/ Mark H. Lundy
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Mark H. Lundy
Senior Vice President and Secretary
Exhibit 10.1
AMENDMENT TO CONTRACT OF SALE
OLP Chula Vista Corp.,
OLP Norwalk LLC,
OLP Austell, LLC,
OLP Beavercreek LLC,
OLP Southlake, LLC,
OLP Roanoke, LLC,
OLP Lubbock Venture Limited Partnership,
OLP Live Oak Limited Partnership,
and
OLP Henrietta, LLC
- Seller -
ECM Diversified Income & Growth Fund, LLC
- Purchaser -
as of August 9, 2006
AMENDMENT TO CONTRACT OF SALE
This AMENDMENT TO CONTRACT OF SALE (this "Amendment") is made and
entered into as of the 9th day of August, 2006 by and among OLP Chula Vista
Corp. ("OLP Chula Vista"), OLP Norwalk LLC ("OLP Norwalk"), OLP Austell ("OLP
Austell"), OLP Beavercreek LLC ("OLP Beavercreek"), OLP Southlake, LLC ("OLP
Southlake"), OLP Roanoke, LLC ("OLP Roanoke"), OLP Lubbock Venture Limited
Partnership ("OLP Lubbock"), OLP Live Oak Limited Partnership ("OLP Live Oak")
and OLP Henrietta, LLC ("OLP Henrietta") each having an office at 60 Cutter Mill
Road, Suite 303, Great Neck, New York 11021, severally, but not jointly, the
"Seller", and ECM Diversified Income & Growth Fund, LLC, a Delaware limited
liability company, having an office at 150 North Wacker Drive, Suite 800,
Chicago, Illinois 60606, as the "Purchaser" and is an amendment to that certain
Contract of Sale among Seller and Purchaser dated June 14, 2006 (as such
Contract of Sale has been amended from time to time, the "Contract").
Capitalized terms not otherwise defined herein shall have the meaning given to
them in the Contract.
W I T N E S S E T H :
- - - - - - - - - -
WHEREAS, Purchaser and each Seller desire to modify to modify the terms
of the Contract as provided herein.
NOW, THEREFORE, in consideration of the mutual covenants herein
contained, the sufficiency of which being hereby acknowledged, the parties
hereto do hereby agree as follows:
1. Earnest Money Payments. Seller acknowledges and agrees that
Purchaser has deposited with Escrow Agent, the Downpayment in the amount of Four
Million Dollars ($4,000,000.00). Notwithstanding anything to the contrary
contained in the Contract, Purchaser acknowledges and agrees that Three Million
Dollars ($3,000,000.00) of the Downpayment is non-refundable as of the date
hereof (the "Non-Refundable Deposit"). The Non-Refundable Deposit is fully
earned and payable to Seller subject only to Seller's satisfaction (or
Purchaser's waiver) of the conditions precedent contained in Paragraph 10(A) of
the Contract (as modified hereby) and Seller's compliance with paragraphs 13(A)
and 14 of the Contract. The Escrow Agent will hold the remaining One Million
Dollars ($1,000,000.00) of the Downpayment as a refundable deposit (the
"Refundable Deposit") in accordance with the terms of the Contract. The Contract
is hereby modified as the context may requires so that references in the
Contract to the return or refund of all or part of the Downpayment to Purchaser
will mean the return or refund of the Refundable Deposit, but not the
Non-Refundable Deposit; provided however, that, in the event Purchaser is
entitled to a return of the Downpayment as a result of (i) a failure of a
condition precedent in Paragraph 10(A) of the Contract (as modified hereby),
(ii) the failure by Seller to make its closing deliveries as required by
paragraph 13(A) of the Contract (except to the extent such deliveries have been
waived or deemed waived by Purchaser in accordance with the terms of the
Contract), or (iii) the failure by Seller to comply with the requirements of
paragraphs 14 of the Contract (except to the extent such deliveries have been
waived or deemed waived by Purchaser in accordance with the terms of the
Contract) and (iv) the occurrence of the events described in paragraphs 15 and
16 of the Contract, the return of such Downpayment shall mean and be deemed to
include both the Non-Refundable Deposit and the Refundable Deposit.
2. Due Diligence. Purchaser and Seller acknowledge and agree that the
Due Diligence Period has expired. Notwithstanding any provision to the contrary
contained in the Contract, except as expressly provided in Paragraphs 3 and 4
below, Purchaser expressly deems itself satisfied with all due diligence matters
relating to the Premises of every kind and nature, including without limitation
the physical condition of the Premises, the form and substance of all leases,
agreements and other documents relating to the Premises and all title, survey,
environmental and all other investigations and reviews of every kind or nature
with respect to the Premises. Except as expressly provided in Paragraph 10(A) of
the Contract, Purchaser hereby waives any and all rights to make objection to
any matters on the basis of the foregoing, and Purchaser hereby waives any and
all rights to extend the Closing Date, Due Diligence Period or terminate the
Contract on the basis of the foregoing. The foregoing shall not be deemed a
waiver of matters arising after the conclusion of the Due Diligence Period and
prior to Closing pursuant to paragraph 5(C) of the Contract.
3. Southlake Property Matters. Purchaser and Seller acknowledge that
certain work is required to be completed in order to comply with zoning
conditions applicable to the Southlake Property (the "Southlake Work"). Seller
has entered into certain contracts, ordered work and/or received bids for the
Southlake Work in the form of the work orders, bids and contracts attached
hereto as Schedule 3 (the "Southlake Work Agreements"). Seller will cause to be
deposited with Holt Ney Zatcoff & Wasserman, LLP (the "Southlake Escrow Agent"),
an amount equal to one hundred fifty percent (150%) of the cost of the Southlake
Work pursuant to the Southlake Work Agreements which remains unpaid as of the
Closing Date, pursuant to an escrow agreement to be reasonably agreed upon by
Seller, Purchaser and the Southlake Escrow Agent (the "Southlake Escrow
Agreement"). The Southlake Escrow Agreement will provide, among other things,
that (a) payments may be made out of the escrow account in order to pay for the
Southlake Work; (b) in the event the Department of Public Works for the City of
Morrow (the "Morrow Public Works") issues a letter to Seller and Purchaser
confirming that the zoning conditions for the Southlake Property have been
satisfied on or before September 15, 2007, the Southlake Escrow Agent will
return any remaining funds in the escrow account to Seller; and (c) in the event
Morrow Public Works does not issue a confirming that the zoning conditions for
the Southlake Property have been satisfied on or before September 15, 2007, the
Southlake Escrow Agent will return any remaining funds in the escrow account to
Purchaser.
4. Austell Property Matters. Seller will continue to proceed in good
faith to cause an additional 40 parking spaces to be made available on the
Austell Property, on a property adjoining the Austell Property or on a
combination of the Austell Property and adjoining properties. In the event
Purchaser (using its good faith efforts) is unable to obtain a customary 3.1
zoning endorsement (with parking) to its owner's title policy (or the mark-up of
the owner's commitment or signed proforma owner's policy used for closing
purposes) at Closing with respect to the Austell Property, or in the event
Purchaser provides evidence reasonably acceptable to Seller that Purchaser's
lender is unwilling to fund Purchaser's loan on the Austell Property solely on
the basis that the Austell Property does not have sufficient parking available
to it to be in compliance with applicable zoning ordinances, Purchaser may elect
to remove the Austell Property from the Premises being sold under this Contract,
in which event the Purchase Price will be reduced by Eighteen Million Six
Hundred Sixty-Seven Thousand One Hundred Six Dollars ($18,667,106.00). In such
event, Purchaser and Seller will proceed with the transactions contemplated by
the Contract in every respect and with respect to the entire Premises, except
that the Contract will be deemed to exclude the Austell Property for all
purposes (and from the Premises) as the context may require.
5. Estoppel and SNDA Matters. Purchaser acknowledges and agrees that
except for Estoppel Certificates for the Norwalk Property and the Southlake
Property (which Estoppel Certificates have not been received as of the date
hereof), Seller has satisfied the requirements of Paragraph 4(C) of the Contract
by the delivery of the Estoppel Certificates, SNDA's and Additional Estoppels to
the satisfaction of Purchaser on or before the date of this Amendment
(collectively, the "Conforming Certificates"). Paragraph 10(A)(iv) of the
Contract is hereby modified to read in its entirety as follows:
"On or before September 8, 2006 (the "Updated Estoppel Date"),
Purchaser shall have received acknowledgement from each tenant under a
Lease (a "Lease Tenant") that executed a Conforming Certificate that is
an estoppel certificate (a "Conforming Tenant Estoppel") or an SNDA
("Conforming Tenant SNDA") that Greenwich Capital (not Deutche Bank, as
acknowledged in the Conforming Estoppels and Conforming SNDA's) is
Purchaser's lender. Acknowledgement by Lease Tenants for Conforming
Tenant Estoppels may, at Seller's election, be in the form of (a) a
confirming letter from the Lease Tenant acknowledging or supplementing
the applicable Conforming Estoppel, (b) a confirming rider to a
Conforming Estoppel executed by the applicable Lease Tenant, (c) a
newly executed document from a Lease Tenant in form and substance
substantially similar to the applicable Conforming Estoppel, but
substituting Greenwich Capital for Deutche Bank as Purchaser's lender,
or (iv) an Estoppel Certificate to the extent and in the form required
by any such Lease, showing as applicable, Greenwich Capital as
Purchaser's lender (the foregoing, as applicable, are the "Updated
Conforming Estoppels"). Acknowledgement by Lease Tenants for Conforming
Tenant SNDA's will be in the form of a newly executed and recordable
document from a Lease Tenant in form and substance substantially
similar to the applicable Conforming Tenant SNDA, but substituting
Greenwich Capital for Deutche Bank as Purchaser's lender (the
foregoing, as applicable, are the "Updated Conforming SNDA's"). In the
event Seller is unable (or anticipates that it will be unable) to
provide Purchaser the Updated Conforming SNDA's and/or Updated
Conforming Estoppels (either in the form specified herein or with such
modifications as are acceptable to Purchaser and Seller) on or before
the Updated Estoppel Date, Seller may, by notice to Purchaser on or
before the then-Updated Estoppel Date, extend the Updated Estoppel Date
by up to fourteen (14) days, in which event the Closing Date will be
automatically extended by the same amount of time. In the event Seller
is unable to cause the Updated Conforming SNDA's and/or Updated
Conforming Estoppels to be delivered to the Purchaser on or before the
Updated Estoppel Date (as such date may have been extended pursuant to
the previous sentence), Seller will, within three (3) Business Days
after the Updated Estoppel Date, issue a letter to Purchaser confirming
(without the requirement of inquiry of any Lease Tenant) whether or not
Seller believes in good faith that any defaults exist in respect of the
Leases (and to the extent Seller believes that any such defaults do
exist, Seller will provide a description of such defaults). In the
event Seller is unable to cause the Updated Conforming SNDA's and/or
Updated Conforming Estoppels to be delivered to the Purchaser on or
before the Updated Estoppel Date (as such date may have been extended
pursuant to the previous sentence), Purchaser may either (1) terminate
the Contract on or before, but not after, the earlier of 5:00 p.m. EDT
on (a) the fifth (5th) Business Day after of notice from Seller that it
will not be able to obtain one or more of the Updated Conforming
Certificates prior to Closing, or (b) three (3) calendar days after the
Updated Estoppel Date (as such date may have been extended pursuant to
the previous sentence), and upon such termination, Purchaser will
receive the Downpayment and interest thereon, or (2) consummate the
transaction contemplated by this Contract notwithstanding Purchaser's
failure to receive the Updated Conforming SNDA's and/or Updated
Conforming Estoppels (as applicable), in which event Purchaser shall be
deemed to have waived the condition contained in this section. (and
Purchaser's failure to make an election under (1) on or before the
earlier of the dates in option (1)(a) or (1)(b) above in writing shall
be deemed an election of option (2)).
In the event Estoppel Certificate and SNDA for the Norwalk Property (to
the extent and in form and substance required to be delivered under the
Norwalk Property Lease by the Lease Tenant for the Norwalk Property)
have not been delivered to Purchaser on or before the Closing Date (as
such date may have been extended pursuant to this Paragraph 10(A)(iv)),
Purchaser may elect to remove the Norwalk Property from the Premises
being sold under this Contract, in which event the Purchase Price will
be reduced by Twenty-One Million Three Hundred Fifty-Seven Thousand
Nine Hundred Forty-Three Dollars ($21,357,943.00). In such event,
Purchaser and Seller will proceed with the transactions contemplated by
the Contract in every respect and with respect to the entire Premises,
except that the Contract will be deemed to exclude the Norwalk Property
for all purposes (and from the Premises) as the context may require.
In the event Estoppel Certificate and SNDA for the Southlake Property
(to the extent and in form and substance required to be delivered under
the Southlake Property Lease by the Lease Tenant for the Southlake
Property) have not been delivered to Purchaser on or before the Closing
Date (as such date may have been extended pursuant to this Paragraph
10(A)(iv)), Purchaser may elect to remove the Southlake Property from
the Premises being sold under this Contract, in which event the
Purchase Price will be reduced by Twenty Million Eight Hundred
Eighty-Three Thousand Three Hundred Twenty-Two Dollars
($20,883,322.00). In such event, Purchaser and Seller will proceed with
the transactions contemplated by the Contract in every respect and with
respect to the entire Premises, except that the Contract will be deemed
to exclude the Southlake Property for all purposes (and from the
Premises) as the context may require."
6. Closing Date. Paragraph 12(A) of the Contract is hereby
modified to read in its entirety as follows:
"The parties agree that, subject to express provisions contained herein
which allow for an adjustment to the date of Closing, the closing (the
"Closing") shall occur on September 15, 2006 (the "Closing Date"), or
on such earlier date as Purchaser and Seller agree in writing.
Purchaser shall have the one-time right to extend the Closing Date up
to (14) calendar days from the then-applicable Closing Date, such right
to be exercised in writing to Seller not earlier than not earlier than
seven (7) calendar days prior to the then-applicable Closing Date, and
not later than four Business Days prior to the then-applicable Closing
Date; provided, that in any event, the Closing Date must fall on a
Wednesday, Thursday or Friday. The Closing shall take place at the
offices of the Escrow Agent. If Purchaser shall have failed or been
unable to close on or by the Closing Date due to the breach of this
Contract by it, then this Contract shall terminate, neither party shall
have any further obligations to the other and Seller shall be entitled
to retain the entire Downpayment (including both the Non-Refundable
Deposit and the Refundable Deposit) and any interest earned thereon."
7. Miscellaneous.
A. This Amendment amends and modifies certain provisions of
the Contract, and the terms and provisions of this Amendment are hereby deemed
part of the Contract for all purposes. Except as modified hereby, the Contract
will remain in full force and effect as written.
B. If any party shall be required to employ an attorney to
enforce or defend the rights of such party related to this Amendment, the
prevailing party shall be entitled to recover reasonable attorneys' fees and
costs. This Paragraph 7.B shall survive the Closing or earlier termination of
the Contract.
C. This Amendment contains the complete agreement between the
parties as to the matters described herein, supersedes all prior agreements
(oral or written) as to the matters described herein and no term hereof may be
waived or amended except by the written agreement of the party to be charged by
such waiver or amendment. This Amendment has been negotiated and shall not be
construed against its drafter. The parties agree that there are no oral
agreements, understandings, representations or warranties which are not
expressly set forth herein.
D. This Amendment shall not be binding until executed and
delivered by Seller and Purchaser. Once fully executed and delivered, this
Amendment shall be binding upon and inure to the benefit of the parties hereto
and their respective heirs, executors, administrators, successors and permitted
assigns.
E. This Amendment shall be governed by and construed in
accordance with the laws of the State of New York.
F. If any provision hereof shall be deemed unenforceable, the
remaining terms of this Amendment shall be unaffected thereby and shall remain
in full force and effect.
G. The headings herein are for reference purposes only and
shall not be deemed to affect the interpretation of this Amendment.
H. SELLER AND PURCHASER HEREBY WAIVE ANY AND ALL RIGHTS THAT
EITHER MAY HAVE TO A JURY TRIAL IN RESPECT OF ANY DISPUTE CONCERNING THIS
AMENDMENT OR THE PREMISES.
I. Each Seller and Purchaser expressly understands and agrees
and acknowledges that neither party would have entered this Amendment without
the express provisions of this Subparagraph 7.I. Subject to the continuing
effectiveness of Subparagraph 20.K of the Contract, except as specifically
permitted under Subparagraph 7.J of this Amendment, in no event shall either
party ever be liable to the other party for consequential, compensatory or any
other monetary damages in respect of the matters contained in this Amendment. In
addition, each party hereby agrees that in no event shall either party make or
bring any claim for any matter whatsoever against any member, shareholder,
partner, officer, director, trustee, employee, agent, representative or counsel
of or for the other party. Each party acknowledges that it agrees to this 4.I
and that it has consulted with counsel of its own choosing in so agreeing. This
Subparagraph 7.I shall survive the Closing or earlier termination of the
Contract.
J. Purchaser understands and agrees that it shall not be
permitted to record this Amendment or a memorandum hereof and any breach of this
provision shall constitute a default by Purchaser under this Amendment in which
event Seller shall be entitled to the Downpayment, the Contract shall be
terminated and Seller shall (notwithstanding any other provisions of this
Amendment or the Contract) be entitled to such remedies as are available in law
or equity.
K. Time is of the essence hereunder.
[signature page(s) follow]
IN WITNESS WHEREOF, the undersigned have executed and delivered this
Amendment as of the date first hereinabove written.
OLP Chula Vista Corp., as Seller OLP Roanoke, LLC, as Seller
Tax ID # 20-0875446 Tax ID # 11-3637745
By: By:
------------------------- -------------------------
Richard M. Figueroa Richard M. Figueroa
Title: Vice President Title: Vice President of the Sole
Member of its Sole Member's
Manager
OLP Norwalk LLC, as Seller OLP Henrietta, LLC, as Seller
Tax ID # 11-3637745 Tax ID # 04-3705309
By: By:
--------------------------- -------------------------
Richard M. Figueroa Richard M. Figueroa
Title: Vice President of the Sole Title: Vice President of the Sole
Member of its SoleMember's Manager Member of its Sole Member's
Manager
OLP Austell LLC, as Seller OLP Lubbock Venture Limited
Partnership, as Seller
Tax ID # 11-3637745 Tax ID #20-0663194
By: By:
---------------------------- -------------------------
Richard M. Figueroa Richard M. Figueroa
Title: Vice President of the Title: Vice President of its
Sole Member of its Sole General Partner
Member's Manager
OLP Beavercreek, LLC, as Seller OLP Live Oak Limited Partnership,
as Seller
Tax ID # 11-3637745 Tax ID # 20-0663258
By: By:
--------------------------- ----------------------------
Richard M. Figueroa Richard M. Figueroa
Title: Vice President of the Sole
Member of its Sole Title: Vice President of its
Member's Manager General Partner
OLP Southlake LLC, as Seller
Tax ID # 11-3637745
By: -------------------------
Richard M. Figueroa
Title: Vice President of the Sole
Member of its Sole Member's Manager
One Liberty Properties, Inc., ECM Diversified Income & Growth
a Maryland corporation, Fund, LLC, as Purchaser
solely for the purpose of
agreeing to be responsible Tax ID # 20-1965319
for any post-Closing liabilities
of the Sellers, as provided in By:
Subparagraph 20. N of the Contract, ------------------------
as such Contract is modified hereby Shelby E.L. Pruett
Title: Managing Principal
By:
-------------------------
Richard M. Figueroa
Title: Vice President
Schedule 3 to Amendment
Exhibit 99.1
ONE LIBERTY PROPERTIES, INC.
60 Cutter Mill Road - Suite 303
Great Neck, New York 11021
www.onelibertyproperties.com
Telephone 516.466.3100
Telecopier 516.466.3132
CONTRACT ENTERED INTO BY ONE LIBERTY JOINT VENTURES
AND ONE LIBERTY TO SELL NINE MOVIE THEATER PROPERTIES IS AMENDED
Great Neck, New York - August 10, 2006 - One Liberty Properties, Inc. (NYSE:OLP)
announced that the contract entered into by two joint ventures of OLP (in which
OLP holds a 50% equity interest) to sell eight properties to a single buyer, and
by a wholly-owned subsidiary of OLP to sell one property to the same buyer, has
been amended. The amendment provides, among other things, that the due diligence
period under the contract has expired and that the closing is conditioned upon
the satisfaction, at or prior to closing, of specific terms and conditions, and
delivery of specific documents, as set forth in the contract and its amendments.
A copy of the contract and its prior amendments were filed by OLP with the
Securities and Exchange Commission on Form 8-Ks on June 16, 2006, June 19, 2006
and July 31, 2006, and a copy of this amendment will be filed by OLP with the
SEC on Form 8-K. A copy of these filings may be found by accessing OLP's website
at: www.onelibertyproperties.com.
One Liberty is a New York-based REIT that specializes in the acquisition and
ownership of a diverse portfolio of real estate properties under long term net
leases. One Liberty's leases generally provide for contractual rent increases
with all operating expenses and most or all other property related expenses paid
by the tenant. For more information on One Liberty, please visit our website at
www.onelibertyproperties.com.
Caution Concerning Forward-Looking Statements: Materials included in this
filing may contain "forward-looking statements" within the meaning of the
Private Securities Litigation Reform Act of 1995. Such forward-looking
statements involve known and unknown risks, uncertainties and other factors that
could cause actual results to be materially different from historical results or
from any future results expressed or implied by such forward-looking statements.
Statements that include the words "may," "will," "would," "could," "should,"
"believes," "estimates," "projects," "potential," "expects," "plans,"
"anticipates," "intends," "continues," "forecast," "designed," "goal," or the
negative of those words or other comparable words should be considered uncertain
and forward-looking.
Contact: Mark Lundy - 516.466.3100