8-KAcquisitions & DispositionsRegulation FDExhibits & Filings

Extra Space Storage Inc. 8-K Report, Acquisition Completed (Oct 1, 2015)

Filed October 1, 2015For Securities:EXR

Summary

Extra Space Storage Inc. (EXR) announced the completion of its acquisition of SmartStop Self Storage, Inc. on October 1, 2015. This significant transaction involved a two-step merger process, resulting in Extra Space Storage acquiring all outstanding shares of SmartStop common stock and its operating partnership units. The acquisition was completed with a cash payout of $13.75 per share for common stock and an option for SmartStop OP unit holders to receive either cash or, if accredited investors, Extra Space OP units at a conversion rate of 0.2031 units per SmartStop OP unit. This acquisition marks a substantial expansion for Extra Space Storage, integrating SmartStop's portfolio into its own. Notably, certain non-complementary assets of SmartStop, including its non-traded REIT platform and specific properties, were divested prior to the merger's completion. Investors should note that detailed financial statements and pro forma information related to this acquisition will be filed by amendment at a later date.

Key Highlights

  • 1Completion of the acquisition of SmartStop Self Storage, Inc. by Extra Space Storage Inc. on October 1, 2015.
  • 2The acquisition was executed through a merger of SmartStop into a subsidiary of Extra Space Storage.
  • 3SmartStop common stock holders received $13.75 in cash per share.
  • 4SmartStop OP unit holders received $13.75 in cash per unit or could elect to receive Extra Space OP units (0.2031 units per SmartStop OP unit) if they were accredited investors.
  • 5Certain non-complementary assets of SmartStop, including its non-traded REIT platform, were sold prior to the merger.
  • 6Financial statements and pro forma information will be filed by amendment within 71 days.
  • 7The transaction was announced via a press release filed as an exhibit.

Frequently Asked Questions

The main purpose of this 8-K filing was to announce the completion of Extra Space Storage Inc.'s acquisition of SmartStop Self Storage, Inc. and its related entities, detailing the transaction structure and consideration paid.

The filing states that SmartStop common stock holders received $13.75 per share. While the total number of outstanding shares and operating partnership units is not specified in this filing, the per-share/unit value is provided. Further financial details will be disclosed in subsequent filings.

Prior to the completion of the merger, Extra Space Storage identified certain assets of SmartStop that were not complementary to its portfolio. These assets, including SmartStop's non-traded REIT platform and specific real estate properties, were sold off.

The filing indicates that the required financial statements of the acquired business and pro forma financial information will be filed by amendment no later than 71 calendar days after the date this Current Report on Form 8-K was required to be filed.