8-KMaterial AgreementsShareholder MattersCorporate Changes+1

Public Storage 8-K Report, Material Agreement (Jul 20, 2011)

Summary

Public Storage (PSA) filed an 8-K on July 20, 2011, to report the entry into a material definitive agreement concerning the sale of preferred stock. Specifically, the company entered into an Underwriting Agreement for the issuance of 17,000,000 depositary shares, each representing 1/1,000 of a 6.35% Cumulative Preferred Share of beneficial interest, Series R. This offering provides Public Storage with a significant capital infusion. The filing also details that the company granted the underwriters an option to purchase an additional 2,550,000 depositary shares to cover potential over-allotments, indicating strong market demand expectations. The terms of these preferred shares introduce certain restrictions on distributions, redemptions, or liquidation payments on junior or parity securities if the company fails to declare distributions on the Series R preferred shares during a distribution period. This action is part of the company's broader strategy to manage its capital structure and fund its ongoing operations and growth.

Key Highlights

  • 1Public Storage entered into an Underwriting Agreement for the sale of 17,000,000 depositary shares representing 6.35% Cumulative Preferred Shares, Series R.
  • 2The offering price for the preferred shares is not explicitly stated in this 8-K, but the size of the offering is substantial.
  • 3Underwriters have an option to purchase an additional 2,550,000 depositary shares for over-allotments.
  • 4The issuance of these preferred shares will result in certain restrictions on distributions or payments for junior or parity securities if preferred dividends are not declared.
  • 5The company filed Articles Supplementary to designate the Series R preferred shares.
  • 6The filing includes standard disclosures about the underwriters' prior business relationships with Public Storage.
  • 7The Series R preferred shares are cumulative, meaning missed dividend payments accrue.

Frequently Asked Questions