SHURGARD STORAGE CENTERS INC
DEFA14A, 1995-07-10
TRUCKING & COURIER SERVICES (NO AIR)
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                            SCHEDULE 14A INFORMATION

          PROXY STATEMENT PURSUANT TO SECTION 14(a) OF THE SECURITIES
                             EXCHANGE ACT OF 1934

Filed by the Registrant /X/
 
Filed by a Party other than the Registrant / /
 
Check the appropriate box:
 
<TABLE>
<S>                                             <C>
/ /  Preliminary Proxy Statement                / /  Confidential, for Use of the Commission
                                                     Only (as permitted by Rule 14a-6(e)(2))
/ /  Definitive Proxy Statement
/X/  Definitive Additional Materials
/ /  Soliciting Material Pursuant to sec.240.14a-11(c) or sec.240.14a-12
</TABLE>
 
                        SHURGARD STORAGE CENTERS, INC.
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                (Name of Registrant as Specified In Its Charter)


- --------------------------------------------------------------------------------
    (Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
Payment of Filing Fee (Check the appropriate box):
 
/ /  $125 per Exchange Act Rules 0-11(c)(1)(ii), or 14a-6(i)(1), or 14a-6(i)(2)
     or Item 22(a)(2) of Schedule 14A.
 
/ /  $500 per each party to the controversy pursuant to Exchange Act Rule
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/ /  Fee computed on table below per Exchange Act Rules 14a-6(i)(4) and 0-11.
 
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[SHURGARD LOGO]         1201 Third Avenue, Suite 2200, Seattle, Washington 98101
                                   Telephone: (206) 624-8100 Fax: (206) 624-1645
 
                                                                   July 10, 1995
 
Dear Shareholder:
 
     I am pleased to report that during the past few months, Shurgard Storage
Centers, Inc. has had a number of important developments. The following are just
a few of our recent accomplishments and our plans for pursuing our goal of
becoming a national leader in storage products and services.
 
     Dividend.  The Company declared a second quarter dividend of 46 cents per
share on May 9, 1995. This dividend will be paid on July 31, 1995 to
shareholders of record as of June 2, 1995.
 
     Common Stock.  On June 7, 1995, Shurgard sold 4,500,000 shares of Common
Stock, from which it received net proceeds of approximately $97 million. On July
7, 1995, the underwriters for this offering of Common Stock exercised their
option to purchase 420,000 additional shares to cover over-allotments. The
proceeds were used to repay approximately $96 million of outstanding debt under
the Company's two revolving credit facilities. The Company will use the
remainder of the proceeds to finance the acquisition of self storage properties,
to finance the development of properties and for general corporate purposes.
 
     Growth Strategy.  Shurgard's strategy for growth emphasizes both internal
and external growth. Our approach to internal growth is to increase cash flow by
achieving the highest rental rate structure consistent with strong occupancy
rates, containing costs and undertaking expansion of existing stores. In keeping
with that strategy, we recently expanded our Chesapeake storage center and a
storage center in St. Louis.
 
     The Company is also pursuing a strategy of external growth. During the past
few months, Shurgard completed several acquisitions of existing facilities. Most
significant of these was the purchase of all of the outstanding partnership
interests in the Shurgard Evergreen Limited Partnership, which directly owns
seven storage centers and, through a joint venture with public pension funds,
owns an interest in three additional centers. These storage centers have 631,000
aggregate net rentable square feet. In addition, the Company has acquired a
storage center in Puyallup, Washington, one in Orland Park, Illinois and one in
Madison Heights, Michigan, with approximately 44,000, 63,000 and 65,000 net
rentable square feet, respectively.
 
     As of June 30, 1995, Shurgard, directly and through its joint ventures, has
seven new storage centers under construction in the United States, and an
additional two in Europe. The Company intends to continue to actively seek
opportunities to develop new high-quality
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self storage properties and to selectively acquire properties, including
possible acquisitions of partnerships in which the Company and some of its
executive officers have a financial interest. In late June, the Company had
preliminary discussions concerning possible transactions involving some of these
partnerships, including possible acquisitions of interests in or mergers with
such partnerships. There are currently no agreements to acquire interests in or
merge with any of these partnerships, but the Company intends to pursue one or
more of these transactions in the near future. Of course, whether and when the
Company will pursue or consummate any particular transaction depends on a number
of factors, and there is no assurance that the Company will complete any such
transaction.
 
     At the Annual Meeting of Stockholders to be held on July 26, 1995, the
Company is seeking shareholder approval to amend its by-laws. Among other
things, the effect of this amendment would be to modify Section 12.6(b). As
described more fully in the proxy material previously sent to you, that section
places certain restrictions on the terms upon which the Company might acquire
assets from or interests in such partnerships. While the Company is not
currently intending to propose any transaction for which amendment of the
by-laws is required, it is possible that in some circumstances the by-law
amendment may facilitate transactions regarding these partnerships. If the
by-law amendment is adopted, any such transaction would still be subject to
approval by the disinterested directors of the Company.
 
     With regard to the Annual Meeting, if you have not already mailed your
proxy card, please take a moment to sign, date and mail your proxy card promptly
so that your shares will be represented and voted at the meeting. There are a
number of important matters to be considered at the meeting. We recommend that
you review the proxy materials dated June 8, 1995 that were previously sent to
you. If you did not receive your proxy materials or would like another copy of
them, we would be happy to forward additional copies to you. If you have any
questions or need assistance in completing or returning your proxy card, please
call our proxy solicitor for the Annual Meeting, D.F. King & Co., Inc. toll free
at 1-800-758-5378.
 
     Thank you again for your support.
 
                                          Sincerely,

                                          CHARLES K. BARBO
                                          ----------------
                                          Charles K. Barbo
                                          Chairman, President and
                                          Chief Executive Officer


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