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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 OR 15(b) of The Securities Exchange Act of 1934
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Date of Report (Date of earliest event reported) December 19, 1996 (December 5, 1996)
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001-12910
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(Commission File Number)
STORAGE USA, INC.
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(Exact name of registrant as specified in its charter)
Tennessee 62-1251239
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State or other jurisdiction of (I.R.S. Employer
incorporation or organization Identification Number)
10440 Little Patuxent Parkway, Columbia, Maryland 21044
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (410) 730-9500
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ITEM 5: OTHER EVENTS
Storage USA, Inc., (the "Company") has, since October 15, 1996, consummated the
acquisition of 26 self-storage facilities through SUSA Partnership, L.P.
("OP"), a limited partnership in which the Company is the general partner and
owns approximately a 95% interest. The 26 facilities totaling approximately
1,741,000 square feet are located in 9 states and were purchased for
approximately $ 102.7 million.
The Company managed, for a fee, the one facility acquired on November 26, 1996
(indicated with a *).
All of the facilities were acquired with cash or units of limited partnership
interest in the OP ("Units"). The acquisitions were funded by cash generated
from operations, the issuance of Units, the issuance of $100 million of 7.125%
Notes of SUSA Partnership, L.P. due on November 1, 2003, the assumption of
certain mortgages payable, and borrowings under the Company's lines of credit
with The First National Bank of Chicago and First Tennessee Bank. Each of the
facilities acquired was used by the seller as a self-storage facility prior to
its acquisition by the Company, and the Company intends to continue the use of
all facilities for that purpose. The Company's management determined the
contract price through arms-length negotiations, after taking into
consideration such factors as: the age and condition of the facility; the
projected amounts of maintenance costs; anticipated capital improvements; the
facility's current revenues; comparable facilities competing in the applicable
market; market rental rates for comparable facilities; the occupancy rate of
the facility; and the estimated amount of taxes, utility costs, personnel
costs, and other anticipated expenses.
The following provides certain additional information concerning the 26
facilities acquired:
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LOCATION SELLER DATE OF ACQUISITION
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Troy, Michigan NSS Michigan, LP October 16, 1996
Grand Rapids, Michigan NSS Michigan, LP October 16, 1996
Grandville, Michigan NSS Michigan, LP October 16, 1996
Mesa, Arizona A Advance Stor N Lock October 29, 1996
Sugarland, Texas C. W. Hurd, Jr. November 5, 1996
Nashville, Tennessee Haywood Lane Joint Venture November 5, 1996
Nashville, Tennessee Murfreesboro Road Joint Venture November 5, 1996
Mesa, Arizona White, Howell, & Hall, LLC November 5, 1996
Birmingham, Alabama Colonial Realty, LP November 12, 1996
Fredricksburg, Virginia Westwood Self Storage Park, LP November 15, 1996
Fredricksburg, Virginia Four Mile Fork Self Storage November 15, 1996
Stafford, Virginia Aquia Self Storage, LP November 15, 1996
Charlottesville, Virginia RIO-29 Self Storage, LP November 15, 1996
Nashville, Tennessee Estate of E. Schatten & The Paul Gold Family Trust November 18, 1996
Antioch, Tennessee Bruce H. Gold & The Paul Gold Family Trust November 18, 1996
Nashville, Tennessee Bruce H. Gold, et al November 18, 1996
Nashville, Tennessee Shirley S. Gold, et al November 18, 1996
Franklin, Tennessee Bruce H. Gold & The Paul Gold Family Trust November 18, 1996
Sacramento, California Chartwell Mini-Storage, LP November 18, 1996
Baltimore, Maryland * Terminal Building Associates November 26, 1996
Harrison, New Jersey International American Company December 5, 1996
Orange, New Jersey Orange Mini-Storage, LP December 5, 1996
Secaucus, New Jersey Larosan Enterprises, LLC December 5, 1996
Flanders, New Jersey P.F.Rosenberg Assoc. LLC, et al December 5, 1996
Hackensack, New Jersey Larosan Enterprises, LLC December 5, 1996
Phoenix, Arizona Four S Properties December 17, 1996
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The following unaudited data related to the facilities is derived from the
Company's internal records as of the last day of the month following closing,
or the most current information available:
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SQUARE RENT PER ECONOMIC PHYSICAL
LOCATION FEET SQUARE FOOT OCCUPANCY OCCUPANCY TOTAL UNITS CONTRACT PRICE
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Troy, Michigan 59,180 $11.06 91% 97% 511 $ 4,677,000
Grand Rapids, Michigan 53,943 6.98 91% 95% 638 2,213,000
Grandville, Michigan 59,754 6.18 86% 90% 599 2,414,000
Mesa, Arizona 59,825 6.57 74% 90% 602 2,052,000
Sugarland, Texas 54,910 9.11 46% 54% 478 2,500,000
Nashville, Tennessee 48,225 6.98 84% 92% 466 1,525,000
Nashville, Tennessee 35,925 7.13 75% 83% 350 1,250,000
Mesa, Arizona 122,328 5.47 55% 71% 865 3,355,000
Birmingham, Alabama 36,250 7.45 70% 74% 272 1,283,000
Fredricksburg, Virginia 50,258 10.50 64% 71% 564 3,117,000
Fredricksburg, Virginia 47,475 10.30 66% 74% 471 2,468,000
Stafford, Virginia 51,286 10.60 67% 73% 469 2,773,000
Charlottesville, Virginia 46,425 10.66 55% 64% 484 2,763,000
Nashville, Tennessee 55,432 11.42 75% 82% 538 4,680,000
Antioch, Tennessee 65,300 8.93 71% 75% 567 3,092,000
Nashville, Tennessee 101,475 8.25 82% 81% 684 5,302,000
Nashville, Tennessee 101,875 7.85 64% 68% 699 4,496,000
Franklin, Tennessee 72,600 7.97 72% 72% 566 3,099,000
Sacramento, California 77,869 6.76 76% 89% 711 2,356,000
Baltimore, Maryland 82,174 9.84 81% 85% 846 5,650,000
Harrison, New Jersey 29,812 19.34 79% 82% 585 2,903,000
Orange, New Jersey 80,815 18.56 84% 85% 1,018 8,516,000
Secaucus, New Jersey 117,950 15.23 83% 92% 1,181 10,127,000
Flanders, New Jersey 25,840 14.44 71% 88% 216 2,207,000
Hackensack, New Jersey 123,735 17.75 79% 82% 1,482 13,073,000
Phoenix, Arizona 80,115 10.93 68% 70% 708 4,855,000
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1,740,776 $10.32 75% 80% 16,570 $102,746,000
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ITEM 7: FINANCIAL STATEMENTS AND EXHIBITS
(a) FINANCIAL STATEMENTS APPLICABLE TO REAL ESTATE PROPERTIES ACQUIRED.
It is impracticable to provide at the time of filing this Report on
Form 8-K any of the financial statements or the additional information
specified by Rule 3-14 of Regulation S-X as required by Item 7(a)(3).
The required financial information and additional information will be
filed by amendment within 60 days of the date of filing of this
Report.
(b) PRO FORMA FINANCIAL INFORMATION
It is impracticable to provide at the time of filing this Report on
Form 8-K any of the pro forma financial information pursuant to
Article 11 of Regulation S-X as required by Item 7(b)(1). The
required pro forma financial information will be filed by amendment
within 60 days of the date of filing this Report.
(c) EXHIBITS
None.
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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 thereunto duly authorized.
DATED: December 19, 1996
STORAGE USA, INC.
By: /s/ Thomas E. Robinson
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Thomas E. Robinson
President and
Chief Financial Officer
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