Regency Free to Pursue Monetization of Security Land Asset

Apr 22, 2003, 01:00 ET from Regency Affiliates, Inc.

    JENSEN BEACH, Fla., April 22 /PRNewswire/ --
 Regency Affiliates, Inc. (OTC Bulletin Board:   RAFI) announced today that the
 Court in the action entitled Gatz et al. v. Ponsoldt, Sr., et al. pending in
 the Federal District Court for the District of Nebraska, in which Regency is a
 defendant, denied plaintiffs' motion for a temporary restraining order with
 respect to a proposed loan to Security Land and Development Company Limited
 Partnership and held in abeyance plaintiffs' motion for a preliminary
 injunction with respect to Regency's use of proceeds of such loan.
     Regency is a limited partner in Security Land, a Maryland limited
 partnership that owns a two story office building and connected six story
 tower that is leased to the General Services Administration of the United
 States Government through October 2018 and occupied by the Social Security
 Administration of the United States Government.  Regency is also a limited
 partner in 1500 Woodlawn Limited Partnership, the general partner of Security
     Under the terms of the Eighth Amendment to the Security Land partnership
 agreement, the net proceeds of a "qualified financing" to Security Land would
 be distributed to Regency and the non-Regency partners on a 50/50 basis,
 provided that such allocation would result in a minimum distribution to
 Regency of $39,000,000 (a "qualified financing").  The amendment also provides
 that, following a qualified financing, Regency will be entitled to (i) 95% of
 Security Land's distributions of cash flow until it has received $2,000,000 of
 such distributions, and thereafter 50% of such distributions, (ii) once it has
 received $2,000,000 of cash flow distributions, a $180,000 annual management
 fee and (iii) a 50% interest in all other distributions from Security Land.
 The foregoing percentages are inclusive of Regency's interest as a limited
 partner in 1500 Woodlawn.  The Eighth Amendment, which is being held in escrow
 pending consummation of a qualified financing, will not become effective if a
 qualified financing is not consummated on or prior to August 5, 2003.
     While there can be no assurance that a qualified financing will be
 consummated, the general partner of Security Land has informed Regency that it
 is negotiating the terms of a new loan for the Partnership that would
 constitute a qualified financing, and that it intends to consummate the
 qualified financing as soon as possible.
     The plaintiffs in the Nebraska action sought a temporary restraining order
 and preliminary injunction with respect to the proposed qualified financing
 and Regency's use of the proceeds of the qualified financing following notice
 that the general partner of Security Land intended to consummate the qualified
 financing as soon as possible.  Regency understands that the plaintiffs intend
 to proceed with their motion for a preliminary injunction seeking to enjoin
 Regency from paying certain accrued obligations to Regency's prior and current
 management and Regency's prior and current controlling shareholders.
 Plaintiffs were granted permission by the Court to conduct certain depositions
 within the next 45 days in connection with their continuing pursuit of a
 preliminary injunction, after which the Court would determine whether to
 schedule a hearing.  Regency intends to oppose any effort by plaintiffs to
 interfere with Regency's use of proceeds of the proposed qualified financing.
 1995.  Statements in this press release may constitute "forward-looking
 statements" within the meaning of Section 27A of the Securities Act of 1933,
 as amended, and Section 21E of the Securities Exchange Act of 1934, as
 amended.  Any statements contained herein which are not statements of
 historical facts and that address activities, events or developments that
 Regency or its management expects, believes or anticipates will or may occur
 in the future shall be deemed to be forward-looking statements.  Forward-
 looking statements are inherently subject to risks and uncertainties, many of
 which cannot be predicted with accuracy and some of which might not be
 anticipated.  Future events, actual results of performance, financial or
 otherwise, could differ materially from those set forth in or contemplated by
 the forward-looking statements herein.  Readers are cautioned not to place
 undue reliance on these forward-looking statements, which speak only as of the
 date hereof.  Regency undertakes no obligation to release publicly any
 revisions to these forward-looking statements that may be made to reflect
 circumstances after the date hereof or to reflect the occurrence of
 unanticipated events.  The inclusion of any statement in this press release
 does not constitute an admission by Regency or any other person that the
 events or circumstances described in such statement are material.

SOURCE Regency Affiliates, Inc.