8-KLeadership ChangesAcquisitions & DispositionsSecurities & Listing+2

Extra Space Storage Inc. 8-K Report, Acquisition Completed (Jul 20, 2023)

Filed July 20, 2023For Securities:EXR

Summary

This 8-K filing from Extra Space Storage Inc. (EXR) on July 20, 2023, confirms the completion of its acquisition of Life Storage, Inc. The merger, effective July 20, 2023, involved an exchange ratio of 0.895 shares of EXR common stock for each share of Life Storage common stock. This strategic acquisition significantly expands Extra Space Storage's market presence and portfolio. The filing details the conversion of Life Storage's outstanding equity awards, including restricted stock, performance stock units, and deferred stock units, into the merger consideration. It also outlines the completion of a partnership merger involving their respective operating subsidiaries, resulting in the issuance of Extra Space OP Units to former Life Storage OP unitholders. Additionally, the filing announces the expansion of EXR's Board of Directors with the appointment of three individuals from Life Storage.

Key Highlights

  • 1Extra Space Storage Inc. (EXR) has successfully completed the acquisition of Life Storage, Inc.
  • 2The merger was effective on July 20, 2023, with an exchange ratio of 0.895 EXR shares per Life Storage share.
  • 3All outstanding Life Storage equity awards (restricted stock, PSUs, DSUs) were converted into the merger consideration.
  • 4A partnership merger between operating subsidiaries also concluded, issuing Extra Space OP Units valued at approximately $249.5 million to former Life Storage OP unitholders.
  • 5Extra Space Storage's Board of Directors has been expanded from ten to thirteen members with the addition of three former Life Storage representatives: Joseph V. Saffire, Mark G. Barberio, and Susan Harnett.
  • 6The acquisition is expected to enhance Extra Space Storage's market position and operational scale.
  • 7Financial statements and pro forma information related to the acquisition were previously filed as part of the Form S-4 Registration Statement.

Frequently Asked Questions

This 8-K filing announces and provides details on the completion of Extra Space Storage's acquisition of Life Storage, Inc., which officially closed on July 20, 2023. It outlines the terms of the merger, the treatment of Life Storage's equity, and related corporate actions.

Shareholders of Life Storage received 0.895 shares of Extra Space Storage common stock for each share they held. The combined entity is expected to benefit from increased scale and market presence, potentially leading to synergies and improved financial performance over time. Investors should refer to previously filed financial statements and pro forma information for a deeper understanding of the combined company's financial outlook.

All outstanding Life Storage restricted stock, performance stock units (PSUs), and deferred stock units (DSUs) were accelerated, vested, and converted into the right to receive the merger consideration (0.895 shares of EXR common stock per Life Storage share) plus cash in lieu of fractional shares. There were no outstanding Life Storage stock options at the time of the merger.

As part of the merger, Extra Space OP issued 1,674,748 Extra Space OP Units to former unitholders of Life Storage OP, valued at approximately $249.5 million. These units are redeemable at Extra Space's option for cash or shares of Extra Space common stock, reflecting a part of the transaction structure involving the operating partnerships.