See notes to consolidated financial statements.
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from -------------- to-------------
For Quarter Ended September 30, 1994 Commission file number 0-23466
SHURGARD STORAGE CENTERS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 91-1603837
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1201-3RD AVENUE, SUITE 2200, SEATTLE, WASHINGTON 98101
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) 206-624-8100
Indicate by check mark whether the registrant (1) has filed
all reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months
(or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
Indicate the number of shares outstanding of each of the
issuer's classes of common stock, as of the latest practicable
date.
Shares outstanding at October 14, 1994:
Class A Common Stock, $.001 par value, 16,829,283 shares
outstanding
Class B Common Stock, $.001 par value, 154,604 shares
outstanding
<PAGE>
Shurgard Storage Centers, Inc.
Part I, Item 1: Consolidated Balance Sheet
September 30, 1994
(unaudited)
(Amounts in thousands except share data)
Assets:
Storage centers:
Land $ 87,908
Buildings and equipment, net 363,891
-------
451,799
Cash and cash equivalents, including
restricted cash of $ 2,717 19,299
Investment in joint venture 2,450
Other assets 11,226
-------
Total assets $484,774
========
Liabilities and Stockholders' Equity:
Accounts payable and other liabilities $ 10,539
Line of credit 30,000
Notes payable 125,121
-------
Total liabilities 165,660
Stockholders' equity:
Class A common stock and Class B
convertible common stock, $0.001
par value; 120,000,000 and 500,000
shares authorized; 16,829,283 and
154,604 issued and outstanding 319,114
-------
Total liabilities and
stockholders' equity $484,774
========
See notes to consolidated financial statements.
<PAGE>
Shurgard Storage Centers, Inc.
Part I, Item 1: Consolidated Statements of Income
(unaudited)
(Amounts in thousands except per share data)
Three Months Nine Months
Ended Sept. 30, Ended Sept. 30,
1994 1994
--------------- --------------
Rental revenue $ 20,465 $ 45,701
Income from joint venture 50 109
Interest income 242 473
--------------- --------------
20,757 46,283
Operating expense 4,875 10,567
Management fees 1,233 2,739
Depreciation and amortization 3,303 7,594
Real estate taxes 1,757 4,083
General and administrative 706 1,517
Other 57 172
Interest 2,822 5,814
--------------- -------------
14,753 32,486
--------------- --------------
Income before extraordinary item 6,004 13,797
Extraordinary item - loss on (1,180)
retirement of debt --------------- --------------
Net Income $ 6,004 $ 12,617
=============== ==============
Net Income per Common and Common Equivalent Share:
Income before extraordinary item $ 0.35 $ 0.81
Extraordinary item - loss on (0.07)
retirement of debt ------- ------
Net Income $ 0.35 $ 0.74
======= ======
See notes to consolidated financial statements.
<PAGE>
Shurgard Storage Centers, Inc.
Part I, Item 1: Consolidated Statement of Cash Flows
Nine Months Ended September 30, 1994
(unaudited)
(Amounts in thousands)
Operating activities:
Net Income $ 12,617
Adjustments to reconcile earnings to net cash
provided by operating activities:
Depreciation and amortization 7,594
Loss on retirement of debt 1,180
Earnings in excess of distributions
from joint venture (29)
Changes in operating accounts:
Other assets (474)
Accounts payable and other liabilities 875
----------
Net cash provided by operating activities 21,763
----------
Investing activities:
Acquisition of and improvements to storage centers (100,875)
----------
Net cash used in investing activities (100,875)
----------
Financing activities:
Dividends paid (9,851)
Proceeds from line of credit 30,000
Proceeds from notes payable 227,180
Payment of financing costs (8,088)
Payment of assumed consolidation liabilities (11,662)
Principal payments on notes payable (129,168)
----------
Net cash provided by financing activities 98,411
----------
Increase in cash and short-term investments 19,299
Cash and short-term investments at beginning of year
----------
Cash and short-term investments at end of period $ 19,299
==========
Supplemental schedule of cash flow information:
Cash paid during the period for interest $ 5,631
=========
See notes to consolidated financial statements
<PAGE>
Shurgard Storage Centers, Inc.
Part I, Item 1: Notes to Consolidated Financial Statements
Nine Months Ended September 30, 1994
(unaudited)
Note A _ Organization
Shurgard Storage Centers, Inc. (the Company) was organized
under the laws of the State of Delaware on July 23, 1993, to
serve as a vehicle for investments in, and ownership of, a
professionally managed real estate portfolio consisting
primarily of self-service storage properties which provide
month-to-month leases for business and personal use.
On March 1, 1994, the Company completed the acquisition of 17
publicly-held limited partnerships (the Partnerships)
administered by Shurgard Incorporated (Shurgard) as a means
for assembling an initial portfolio of real estate investments
(Note E).
Note B _ Summary of Significant Accounting Policies
Basis of presentation: The consolidated financial statements
include the accounts of the Company, SSC Property Holdings,
Inc., SSC Acquisitions, Inc., Shurgard-Freeman Medical Center
Joint Venture and Capitol Hill Partners. SSC Property
Holdings, Inc. was established as a wholly-owned subsidiary to
hold all storage centers which secure the note payable to a
financial services company (Note G). SSC Acquisitions, Inc.
was established as a wholly owned subsidiary to hold all
storage centers which will secure the line of credit with the
same financial service company (Note F). The Company holds a
90% ownership interest in Capitol Hill Partners and a 67%
interest in Shurgard-Freeman Medical Center Joint Venture.
Both joint ventures are with unaffiliated parties and own one
storage center or a development site on which one will be
built. All intercompany balances and transactions have been
eliminated upon consolidation.
The consolidated financial statements included in this report
are unaudited. In the opinion of the Company, all adjustments
necessary for a fair presentation of such financial statements
have been included. Such adjustments consisted only of normal
recurring items. Interim results are not necessarily
indicative of results for a full year. Operating activity
began March 1, 1994; prior to that date, the Company was
inactive.
Storage centers: Storage centers are recorded at cost.
Depreciation on buildings and equipment is recorded on a
straight-line basis over their estimated useful lives which
range from three to 30 years.
Investment in joint ventures: The Company consolidates the
accounts of those joint ventures in which the Company has a
greater than 50% interest. All other investments in joint
ventures are accounted for on the equity method.
Cash equivalents: Cash equivalents consist of money market
instruments and securities with original maturities of 90 days
or less.
Financing costs: Financing costs are included in other assets
and are amortized on the effective interest method over the
life of the related debt.
Federal income taxes: The Company intends to qualify as a
real estate investment trust (REIT) as defined in Section 856
of the Internal Revenue Code. As a REIT, the Company will not
be subject to federal income taxes provided that it
distributes annually at least 95% of its taxable income and
meets certain other requirements. As a result, no provision
for federal income taxes has been made in the Company's
financial statements.
Revenue recognition: Revenue is recognized when earned under
accrual accounting principles.
Net income per share: Net income per share is calculated
based on the weighted average shares outstanding during the
periods presented.
Financial instruments: The carrying values reflected in the
balance sheet at September 30, 1994, reasonably approximate
the fair value of cash and cash equivalents, other assets,
and notes payable. The Company estimates that the fair value
of its notes from shareholders is $2.2 million.
Note C _ Advisory and Management Agreements
The Company has entered into advisory and management
agreements under which Shurgard advises the Company with
respect to its investments, manages the day-to-day operations
of the Company, and provides property management services.
The agreements provide for an annual advisory fee, incentive
advisory fees, reimbursement for certain costs and expenses,
and property management fees. The property management fee is
equal to 6% of gross storage center revenues and 5% of office
and business park revenues. The annual advisory fee is equal
to 0.5% of the fair market value of new properties acquired
after the initial acquisition (Note E), mortgage loans
receivable held and the average daily cash equivalents
invested in excess of cash equivalents acquired from the
Partnerships. The incentive advisory fee equals 10% of
realized gain on sale or refinancing of properties acquired
after the initial acquisition.
Note D _ Storage Centers
Storage centers consist of the following (amounts in
thousands):
Land $ 87,908
Buildings 366,966
Equipment 4,526
---------
459,400
Less accumulated depreciation (7,601)
---------
$451,799
=========
Note E _ Acquisitions
On March 1, 1994, the Company acquired the assets, subject to
existing liabilities, of each of the Partnerships for a cost
of $387 million. A summary of the assets and liabilities
assumed in this transaction are as follows (amounts in
thousands):
Real estate $417,218
Interest in joint ventures 7,074
Cash, receivables and other assets 10,642
Notes Payable (26,192)
Other liabilities (21,326)
--------
$387,416
========
The acquisition was funded by the issuance of 16,983,728
shares of common stock and $67,074,813 in proceeds from a note
payable to a financial services company. Real estate assets
acquired in the Acquisition consist of 134 self-service
storage centers and two business parks located in seventeen
states, as well as an interest in two joint ventures owning an
additional five storage centers.
On September 1, 1994, the Company purchased twenty storage
centers for $34 million from an unaffiliated seller. These
centers, located in Maryland, Virginia and North Carolina,
were financed through a $30 million draw on the Company's
credit facility, a $1 million note to the seller and
approximately $2.5 million from cash reserves. The note to
the seller is due in two $500,000 installments in September
1995 and 1996 which include accrued interest. The discounted
value of these notes is estimated to be $917,000.
During the quarter, the Company also entered into a joint
venture with a storage operator and developer to develop a
property in Nashville, Tennessee. Shurgard will have a 67%
interest in this project, which will initially have 59,700 net
rentable square feet and is expected to be complete in early
1995. The Company's investment in this project is $600,000.
Note F _ Line of Credit
During the quarter, the Company established a $50 million
revolving two-year credit facility with a commercial bank
group. This credit facility is secured by real estate and
accrues interest at 7.33% for the first six months, thereafter
at either the banks' prime rate or LIBOR plus 200 basis points
(at the Company's option). The commitment fee for the
revolving period was 75 basis points of the commitment amount.
Upon the expiration of the revolving period, for an additional
fee of 37.5 basis points of the amount outstanding, the
Company can extend any outstanding balance for a one year
term. At September 30 1994, $30 million was outstanding on
this credit facility.
Additionally, during the quarter, the Company executed a
commitment letter with Nomura Securities International, Inc. to
provide a second $50 million two-year revolving credit facility.
This credit facility will be secured by real estate, bear interest
at LIBOR plus 175 basis points, and require a draw fee equal
to 25 basis points of the amount drawn. The commitment fee
for the revolving period will br 100 basis points of the
commitment amount. The commitment is subject to customary
contingencies and due diligence.
Note G _ Notes Payable
Notes payable consist of the following (amounts in thousands):
Note payable to financial services company $122,580
Mortgage note payable 1,468
Other notes payable 1,073
---------
$125,121
=========
On June 9, 1994, the Company refinanced substantially all of
its existing debt with Nomura Asset Capital Corp., a
subsidiary of Nomura Securities International, Inc. through a
debt purchase transaction. The $122.58 million loan provides
the Company with funds for seven years at a fixed rate equal
to 8.28% and requires monthly payments of interest only until
maturity. The refinancing of existing debt resulted in a loss
on early retirement of $1.18 million, consisting of
unamortized loan fees. As required by the loan agreement, the
Company deposited $2.78 million in reserve accounts to fund
certain expenses including real estate taxes and insurance.
The mortgage note is secured by a deed of trust on the
Bellingham storage center. It is due in monthly installments
of $13,441, including principle and interest at 10.25%, and
matures April 2001. Other notes payable consists of local
improvement district warrants and a note taken in connection
with a real estate acquisition. The approximate maturities of
principle over the next five fiscal years range from $20,000
to $516,000.
Note H _ Stockholders' Equity
Stockholders' equity consists of the following (amounts in thousands):
Class A common stock $317,434
Class B convertible common stock 2,916
Loans to stockholders (4,002)
Retained earnings 2,766
--------
$319,114
========
In addition to the rights, privileges and powers of Class A
common stock, Class B common stockholders received loans from
the Company to fund certain obligations to the Partnerships.
The loans are due between 2001 and 2003 and are secured by the
Class B stock. Class B common stock is convertible to Class A
stock at a one-to-one ratio as the loans are repaid.
The Company has authorized 40,000,000 shares of preferred
stock, of which 2,800,000 shares have been designated as
Series A Junior Participating Preferred Stock, and none are
issued and outstanding at September 30, 1994. The Board of
Directors is authorized to determine the rights, preferences
and privileges of the preferred stock including the number of
shares constituting any such series, and the designation
thereof.
Note I _ Stock Options
The Company has established the 1993 Stock Option Plan (the
Plan) for the purpose of attracting and retaining the
Company's directors, executive officers and other employees.
The Plan provides for the granting of options for up to 3% of
the Company's outstanding shares of Class A common stock at
the end of each year, limited in the aggregate to 5,000,000
shares. In general, the options vest ratably over five years
and must be exercised within ten years from date of grant.
The exercise price for qualified incentive options under the
Plan must be at least equal to fair market value at date of
grant and at least 85% of fair market value at date of grant
for non qualified options. The Plan expires in 2003. As of
September 30, 1994, 32,000 options had been granted under the
Plan at an exercise price of $18.90.
The Company also established the Stock Option Plan for
Nonemployee Directors (the Nonemployee Plan) for the purpose
of attracting and retaining the services of experienced and
knowledgeable outside directors. The Nonemployee Plan
provides for the annual granting of options to purchase 400
shares of Class A common stock. Such options vest upon
continued service until the next annual meeting of the
Company. The total shares reserved under the Nonemployee Plan
is 20,000. The exercise price for options granted under the
Nonemployee Plan is equal to fair market value at date of
grant. As of September 30, 1994, 1,200 options had been
granted under the Nonemployee Plan at an exercise price of the
average market price of the Company's stock during the first
30 days of trading.
Note J _ Shareholder Rights Plan
In March 1994, the Company adopted a Shareholder Rights Plan
and declared a dividend distribution of one Right for each
outstanding share of common stock. Under certain conditions,
each Right may be exercised to purchase one one-hundredth of a
share of Series A Junior Participating Preferred Stock at a
purchase price of $65, subject to adjustment. The Rights will
be exercisable only if a person or group has acquired 10% or
more of the outstanding shares of common stock, or following
the commencement of a tender or exchange offer for 10% or more
of such outstanding shares of common stock. If a person or
group acquires more than 10% of the then outstanding shares of
common stock, each Right will entitle its holder to receive,
upon exercise, common stock (or, in certain circumstances,
cash, property or other securities of the Company) having a
value equal to two times the exercise price of the Right. In
addition, if the Company is acquired in a merger or other
business combination transaction, each Right will entitle its
holder to purchase that number of the acquiring Company's
common shares having a market value of twice the Right's
exercise price. The Company will be entitled to redeem the
Rights at $.0001 per Right at any time prior to the earlier of
the expiration of the Rights in March 2004 or the time that a
person has acquired a 10% position. The Rights do not have
voting or dividend rights, and until they become exercisable,
have no dilutive effect on the earnings of the Company.
<PAGE>
Part I, Item 2: Management's Discussion and Analysis of
Financial Condition and Results of Operations
Liquidity and Capital Resources
On March 1, 1994, the Company completed the acquisition of
seventeen publicly-held limited partnerships administered by
Shurgard as a means for assembling an initial portfolio of
real estate investments. The Company acquired the assets,
subject to existing liabilities, of each of the Partnerships
for a cost of $387.4 million. The acquisition was funded by
the issuance of 16,983,728 shares of common stock and $67.1 in
proceeds from a note payable to a financial services company.
Real estate assets acquired consist of 134 self-service
storage centers and two business parks located in seventeen
states, as well as interests in two joint ventures owning an
additional five storage centers.
On June 9, 1994, the Company refinanced substantially all of
it's existing debt (including the $104.6 million incurred in
connection with the acquisition discussed above) with Nomura
Asset Capital Corp., a subsidiary of Nomura Securities
International, Inc. through a debt purchase transaction. The
$122.58 million loan provides the Company with funds for seven
years at a fixed rate equal to 8.28% and requires monthly
payments of interest only until maturity. In connection with
this transaction, the Company incurred a $1.2 million loss on
early retirement of debt due to the write off of unamortized
loan fees. Through this refinancing, the Company has
stabilized its debt service costs and provided greater
flexibility for the Company's future growth.
On September 1, 1994, the Company purchased twenty storage
centers from an unaffiliated storage operator based in
Raleigh, North Carolina for an aggregate purchase price of $34
million. The new properties acquired by the Company were 98%
occupied with average rent per square foot of $7.34 as of June 30,
1994. The average age of these properties is 7.6 years.
Selected information regarding the newly acquired centers are
as follows:
Metropolitan No. of No. of No. of
Area Stores Units Sq. Ft.
------------------ ------ ------- --------
Washington D.C. 7 2,399 252,807
Raleigh, NC 5 1.567 195,130
Richmond, VA 3 926 105,225
Virginia Beach, VA 4 1,196 147,550
Charlottesville, VA 1 300 31,600
--- ------- --------
20 6,384 732,312
==== ====== =======
In connection with this purchase, the Company borrowed $30
million on its $50 million two-year revolving credit facility.
This credit facility is secured by real estate and interest is
payable monthly at 7.33% for the first six months, thereafter
at either the banks' prime rate or LIBOR plus 200 basis points
(at the Company's option). The commitment fee for the
revolving period was 75 basis points of the commitment amount
and, upon the expiration of the revolving period, for an
additional fee of 37.5 basis points of the amount outstanding,
the Company may extend any outstanding balance for a one-year
term. The Company's total debt at September 30, 1994 was
$155.1 million with an weighted average interest rate of 8.1%.
Additionally, during the quarter, the Company executed a
commitment letter with a financial services company to provide
a second $50 million two-year revolving credit facility. This
credit facility will be secured by real estate, bear interest
at LIBOR plus 175 basis points, and require a draw fee equal
to 25 basis points of the amount drawn. The commitment fee
for the revolving period is 100 basis points of the commitment
amount. The commitment is subject to customary contingencies
and due diligence.
During the quarter, the Company entered into a joint venture
with a storage operator and developer to develop a property in
Nashville, Tennessee. Shurgard will have a 67% interest in
this project, which will initially have 59,700 net rentable
square feet and is expected to be complete in early 1995. The
Company's investment in this project is $600,000.
Additionally, the Company is evaluating a second $600,000
development opportunity in Nashville under a similar
arrangement with the same joint venturer.
The Company anticipates that cash flow from operating
activities will continue to provide adequate capital for all
principal payments as well as dividend payments in accordance
with REIT requirements. Cash provided by operating activities
for the seven months of operations was $21.8 million. The
Company declared a dividend of $0.44 per share on October 28,
1994.
Results of Operations
Three Months Ended September 30, 1994
The Company operates a professionally-managed real estate
portfolio consisting primarily of self-service storage
properties which provide month-to-month leases for business
and personal use. Income for the quarter was $6 million, or
$0.35 per share, reflecting three months of consolidated
operations for 139 storage centers and two business parks, as
well as one month of operations for the 20 storage centers
purchased on September 1.
March 1, 1994 (beginning of operations) through September 30,
1994
Income before extraordinary item for the period was $13.8
million, or $0.74 per share, reflecting seven months of
consolidated operations for 139 storage centers and two
business parks, and one month of operations for the 20 newly
purchased storage properties in the following states:
Percentage of Portfolio Year-to-date 1994
Based on Original Cost Annualized Property
As of Sept. 30, 1994 Performance
---------------------- -------------------
California 15.2% 11.1%
Florida 5.8% 10.7%
New York 5.4% 12.4%
Texas 14.6% 10.9%
Virginia 9.0% 11.7%
Washington 20.2% 11.6%
Other 29.8% 12.5%
------ ------
Total 100% 12.5%
====== ======
The annualized property performance percentages are determined
by dividing the annualized property level net operating income
(rental revenue less operating expenses, real estate taxes and
management fees) for the seven months ended September 30, 1994
by the original acquisition cost. This performance is not
necessarily indicative of what the actual property performance
percentages for the full year will be. Net operating income
is not reduced by depreciation or certain general and
administrative expenses and, had it been, the percentages
would be lower.
Pro Forma Results of Operations
As the Company did not begin operating the properties until
March 1, 1994, management believes the pro forma information
included below is necessary to provide the reader with more
meaningful comparative information for the three and nine
months ended September 30, 1994.
Pro forma information for 1993 and 1994, as if the Company had
owned its original portfolio of real estate and its current
debt was outstanding for the entire period (note that 1994
information includes one month of operating activity for the
20 storage centers acquired on September 1, 1994), is as
follows:
Three Months Ended Nine Months Ended
September 30, September 30,
------------------- ------------------
1994 1993 1994 1993
-------- -------- --------- -------
Pro forma rental revenues $ 20,515 $ 18,800 $ 58,169 $ 54,037
Pro forma net operating $ 12,650 $ 11,310 $ 35,913 $ 32,927
income
Pro forma net income (1) $ 6,004 $ 5,376 $ 16,059 $ 14,699
Pro forma net income per $ 0.35 $ 0.32 $ 0.95 $ 0.87
share (2)
Funds from operations $ 9,335 $ 8,390 $ 26,518 $ 23,661
(FFO)(1,3)
FFO per share(2,3) $ 0.55 $ 0.49 $ 1.56 $ 1.39
(1) Assumes the Company's fixed rate seven-year debt
(8.28%) was outstanding during the entire period..
(2) Assumes 16,983,887 shares of the Company's common stock
were outstanding during the entire period.
(3) Funds from Operations ("FFO") are calculated as
earnings plus depreciation and amortization minus certain
non-recurring revenue plus non-recurring expenses.
Total funds from operations for the third quarter of 1994,
which include the acquisition of 20 properties on September 1,
1994, increased 11.3% to $9.34 million, or $0.55 per share.
Funds from operations for the third quarter on a same store
basis increased by 9.6% to $9.20 million, or $0.54 per share,
from pro forma funds from operations of $8.4 million, or $0.49
per share, for the same period in 1993.
Total 1994 third quarter revenues increased 9% to $20.52
million. Revenues for the third quarter on a same store basis
increased by 7% to $20.07 million, compared with pro forma
revenues of $18.8 million in 1993. Rental rates for this
original portfolio increased by 7.5% to $8.51 per square foot
for the third quarter of 1994 compared to $7.91 per square
foot for the same quarter of 1993. Occupancy rates were
unchanged at 90% for the third quarter of 1994, and the same
for the third quarter of 1993.
For the nine-month period ended September 30, 1994, funds from
operations, on a pro forma basis assuming formation of the
REIT on January 1, 1993, and the Company's 8.28% fixed rate
seven-year debt was outstanding during the entire period, were
$26.52 million, or $1.56 per share, an increase of 12% over
pro forma funds from operations of $23.66 million, or $1.39
per share, for the same period a year ago. Earnings for the
period, on a pro forma basis, increased by 9% to $16.06
million from pro forma earnings of $14.7 million for the same
period in 1993. Pro forma revenues for the nine-months
increased by 8% to $58.17 million, compared with pro forma
revenues of $54.04 million in 1993.
Part II, Item 1. Legal Proceedings.
This discussion updates the discussion of litigation set forth
in the Shurgard Storage Centers, Inc. Second Supplement to
Prospectus/Consent Solicitation Statement/Offer to Purchase
dated February 2, 1994 (File No. 33-57794) and updated in the
Company's Form 10-Q for the period ended June 30, 1994.
The tentative settlement of class action lawsuits discussed in
earlier disclosures was approved by the court. Attorneys
fees in the amount of $800,000 were agreed to between the
plaintiffs counsel and the defendants and payment was made
subsequent to the end of the quarter out of previously
reserved funds.
Part II, Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits (numbered in accordance with Item 601 of Regulation S-K)
(11) Statement of computation of per share earnings.
(b) Reports on Form 8-K.
September 22, 1994 Press Release re. Acquisition
SIGNATURE
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, thereunto duly authorized.
SHURGARD STORAGE CENTERS, INC.
Date: October 31, 1994 By: HARRELL BECK
Harrell Beck
President, Chief Financial Officer and
Authorized Signatory
<PAGE>
Shurgard Storage Centers, Inc.
Exhibit (11) - Statement Re: Computation of Earnings per Share
Three Months Nine Months
Ended Ended
Primary Earnings per Share: Sept. 30, 1994 Sept. 30, 1994
-------------- --------------
Net Income $6,004,000 $12,617,000
----------- -----------
Weighted average common and common
equivalent shares outstanding:
Weighted average common
shares outstanding 16,983,887 16,983,887
Net effect of dilutive stock options -
based on treasury stock method
using average market price 5,852 5,852
----------- -----------
Total 16,989,739 16,989,739
=========== ===========
Primary earnings per common and common
equivalent share $0.35 $0.74
=========== ===========
Fully-diluted Net Income Per Common and Common
Equivalent Share
The Company has no further dilutive securities.
