Current Report Filing (8-k)
August 10 2021 - 5:14PM
Edgar (US Regulatory)
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UNITED STATES
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
Date of Report (Date of earliest event reported): August 10, 2021
PUBLIC STORAGE
(Exact name of registrant as specified in its charter)
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Maryland
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001-33519
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95-3551121
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(State or other jurisdiction
of incorporation)
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(Commission
File Number)
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(IRS. Employer
Identification No.)
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701 Western Avenue,
Glendale, California
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91201-2349
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(Address of principal executive offices)
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(Zip Code)
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(818) 244-8080
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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☐
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:
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Title of Class
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Trading
Symbol
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Name of exchange
on which registered
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Common Shares, $0.10 par value
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PSA
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 4.900% Cum Pref Share, Series E, $0.01 par value
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PSAPrE
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 5.150% Cum Pref Share, Series F, $0.01 par value
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PSAPrF
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 5.050% Cum Pref Share, Series G, $0.01 par value
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PSAPrG
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 5.600% Cum Pref Share, Series H, $0.01 par value
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PSAPrH
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 4.875% Cum Pref Share, Series I, $0.01 par value
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PSAPrI
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 4.700% Cum Pref Share, Series J, $0.01 par value
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PSAPrJ
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 4.750% Cum Pref Share, Series K, $0.01 par value
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PSAPrK
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 4.625% Cum Pref Share, Series L, $0.01 par value
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PSAPrL
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 4.125% Cum Pref Share, Series M, $0.01 par value
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PSAPrM
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 3.875% Cum Pref Share, Series N, $0.01 par value
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PSAPrN
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 3.900% Cum Pref Share, Series O, $0.01 par value
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PSAPrO
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New York Stock Exchange
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Depositary Shares Each Representing 1/1,000 of a 4.000% Cum Pref Share, Series P, $0.01 par value
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PSAPrP
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New York Stock Exchange
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0.875% Senior Notes due 2032
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PSA32
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New York Stock Exchange
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act. ☐
On August 10, 2021, Public Storage (the “Company”) issued a press release announcing the pricing of its public offering of 3.950% Cumulative Preferred Share of Beneficial Interest, Series Q (the “Series P Preferred Shares”). The full text of the press release is included in Exhibit 99.1 to this Current Report on Form 8-K.
The Company expects to use the net proceeds for general corporate purposes, including the potential redemption of its 4.900% Cumulative Preferred Shares, Series E, which are redeemable as of October 14, 2021. The issuance reflects continuing execution of the Company’s strategy to lower the cost of its in-place capital. Since 2015, the Company has redeemed $4.9 billion of preferred equity, reducing its average in-place cost of preferred equity approximately 123 basis points to 4.6% (including the Series Q Preferred Shares). Over the same time period, the Company has issued $5 billion of unsecured debt at a 1.9% average rate to fund its strategic growth along with free cash flow.
Forward-Looking Statements
When used within this Current Report on Form 8-K, the words “outlook,” “guidance,” “expects,” “believes,” “anticipates,” “should,” “estimates” and similar expressions are intended to identify “forward-looking statements,” including but not limited to, statements about the completion, timing and size of the proposed offering of securities by the Company and the use of net proceeds of such offering. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, which may cause our actual results to be materially different from those expressed or implied in the forward-looking statements. Such factors include market conditions and the demand for the Company’s preferred securities and risks detailed in the Company’s prospectus and prospectus supplement filed with the Securities and Exchange Commission (the “SEC”) in connection with this offering and in the Company’s SEC reports, including quarterly reports on Form 10-Q, current reports on Form 8-K and annual reports on Form 10-K. 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, except as required by law.
Item 9.01.
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Financial Statements and Exhibits.
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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.
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PUBLIC STORAGE
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By:
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/s/ Nathaniel A. Vitan
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Date: August 10, 2021
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Nathaniel A. Vitan
Senior Vice President, Chief Legal Officer &
Corporate Secretary
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