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

 

November 5, 2012

(Date of Report (Date of Earliest Event Reported))

 


 

EXTRA SPACE STORAGE INC.

(Exact Name of Registrant as Specified in Its Charter)

 


 

Maryland

 

001-32269

 

20-1076777

(State or Other Jurisdiction

 

(Commission File Number)

 

(IRS Employer

of Incorporation)

 

 

 

Identification Number)

 

2795 East Cottonwood Parkway, Suite 400

Salt Lake City, Utah 84121

(Address of Principal Executive Offices)

 


 

(801) 365-4600

(Registrant’s Telephone Number, Including Area Code)

 

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):

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 



 

ITEM 7.01 REGULATION FD DISCLOSURE

 

On November 5, 2012, Extra Space Storage Inc. issued a press release regarding the acquisitions described below. A copy of the press release is attached hereto as Exhibit 99.1. The information contained in Item 7.01 of this Current Report, including Exhibit 99.1, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any filing of Extra Space Storage Inc., whether made before or after the date hereof, regardless of any general incorporation language in such filing.

 

ITEM 8.01 OTHER EVENTS

 

The following sets forth certain recent developments for Extra Space Storage Inc.

 

Recent Developments

 

On November 1, 2012, we entered into a letter of intent to acquire a joint venture partner’s interest in one of our existing joint ventures that owns 21 self-storage properties in 11 states. All of the properties owned by the joint venture are currently operated by us under the Extra Space Storage brand. The joint venture properties contain approximately 1.7 million square feet of net rentable space in approximately 13,600 units. As of September 30, 2012, approximately 89.0% of the net rentable space at these properties was occupied. Upon closing, we expect to own 100% of the joint venture properties.

 

In addition, we have entered into definitive purchase agreements to acquire seven additional properties located in Florida, Maryland, Massachusetts and New Jersey, with an aggregate of approximately 575,000 square feet of net rentable space in approximately 5,800 units. As of September 30, 2012, approximately 86.6% of the net rentable space at these properties was occupied.

 

In total, we have agreed to acquire the above described properties for an aggregate purchase price of approximately $190.2 million, of which approximately $187.5 million is to be paid in cash at the respective closings and approximately $2.7 million of debt is to be assumed.

 

These acquisitions are subject to the completion of due diligence, the satisfaction of other closing conditions and, in the case of the acquisition of the joint venture partner’s interest, the negotiation and execution of a definitive purchase agreement. We intend to close each of these acquisitions by December 31, 2012; however, there can be no assurances that these conditions will be satisfied or that the acquisitions will close on the terms described herein, or at all.

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits

 

Exhibit
Number

 

Description of Exhibit

 

 

 

99.1

 

Press Release dated November 5, 2012.

 

2



 

SIGNATURES

 

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.

 

 

EXTRA SPACE STORAGE INC.

 

 

 

 

Date: November 5, 2012

By

/s/ P. Scott Stubbs

 

 

Name:

P. Scott Stubbs

 

 

Title:

Executive Vice President and Chief Financial Officer

 

3


Exhibit 99.1

 

 

Extra Space Storage Inc.
PHONE (801) 365-4600
FAX (801) 562-5579
2795 East Cottonwood Parkway, Suite 400
Salt Lake City, Utah 84121
www.extraspace.com

 

FOR IMMEDIATE RELEASE

 

Extra Space Storage Inc. Announces Acquisition of 21 Properties from Joint Venture Partner

 

SALT LAKE CITY, November 5, 2012 — Extra Space Storage Inc. (NYSE: EXR) (the “Company”) today announced that it entered into a letter of intent with a joint venture partner to acquire the partner’s interest in one of the Company’s existing joint ventures that  owns 21 self-storage properties in 11 states. These 21 assets are currently operated by the Company under the Extra Space Storage brand. The joint venture properties contain approximately 1.7 million square feet of net rentable space in approximately 13,600 units.  As of September 30, 2012, approximately 89.0% of the net rentable space at these properties was occupied.  Upon closing, the Company would own 100% of the joint venture properties.

 

In addition, the Company has entered into definitive purchase agreements to acquire seven additional properties located in Florida, Maryland, Massachusetts and New Jersey, with an aggregate of approximately 575,000 square feet of net rentable space in approximately 5,800 units.  As of September 30, 2012, approximately 86.6% of the net rentable space at these properties was occupied.  In total, with the acquisition of the joint venture partner’s interest, the Company now has 28 properties under contract or letter of intent, with an aggregate purchase price of approximately $190.2 million.

 

These acquisitions are subject to the completion of the Company’s due diligence, the satisfaction of other closing conditions and, in the case of the acquisition of the joint venture partner’s interest, the negotiation and execution of a definitive purchase agreement. The Company intends to close each of these acquisitions by December 31, 2012; however, there can be no assurances that these conditions will be satisfied or that the acquisitions will close on the terms described, or at all.

 

About Extra Space Storage Inc.:

 

Extra Space Storage Inc., headquartered in Salt Lake City, Utah, is a self-administered and self-managed REIT that owns and/or operates 910 self-storage properties in 34 states, Washington, D.C. and Puerto Rico.  The Company’s properties comprise approximately 610,000 units and approximately 66.7 million square feet of rentable space, offering customers a wide selection of conveniently located and secure storage solutions across the country, including boat storage, RV storage and business storage.  The Company is the second largest owner and/or operator of self-storage properties in the United States and is the largest self-storage management company in the United States.

 

Forward-Looking Statements:

 

Certain information set forth in this release contains “forward-looking statements” within the meaning of the federal securities laws, including, without limitation, statements related to the terms, timing and completion of the acquisitions described above.  In some cases, forward-looking statements can be identified by terminology such as “believes,” “expects,” “estimates,” “may,” “will,” “should,” “would,” “anticipates,” or “intends” or the negative of such terms or other comparable terminology.  All forward-looking statements are based upon our current expectations and various assumptions. Our expectations, beliefs and projections are expressed in good faith and we believe there is a reasonable basis for them, but there can be no assurance that management’s expectations, beliefs and projections will result or be achieved. There are a number of risks and uncertainties that could cause our actual results to differ materially from the forward-looking statements.  All forward-looking statements should be considered in light of the risks referenced in the “Risk Factors” section included in our most recent Annual Report on Form 10-K and Quarterly Reports on Form 10-Q.  Forward-looking statements apply only as of the date of this release.  We undertake no obligation to publicly update or revise forward-looking statements which may be made to reflect events or circumstances after the date of this release or to reflect the occurrence of unanticipated events.

 

For Information:

Clint Halverson

Extra Space Storage Inc.

(801) 365-4597

 

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