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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
Date of Report (Date of earliest event reported) August 2, 1996 (July 31, 1996)
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Storage USA, Inc.
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(Exact name of registrant as specified in its charter)
Tennessee 001-12910 62-1251239
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(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
10440 Little Patuxent Parkway, Suite 1100, 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 2: ACQUISITION OF ASSETS
Storage USA, Inc., (the "Company") has consummated the acquisition of 18
self-storage facilities through SUSA Partnership L.P. ("OP"), a limited
partnership controlled by the Company. The 18 facilities totaling
approximately 1,230,000 square feet are located in eight states and were
purchased for approximately $64 million.
The Company had an approximately 20% general partnership interest in one
facility (indicated with a *).
All of the facilities were acquired with cash or units of limited partnership
interest in the Operating Partnership ("Units"). The acquisitions were funded
by cash generated from operations, the issuance of Units, and borrowings under
the Company's lines of credit with The First National Bank of Chicago and First
Tennesse 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 18
facilities acquired:
<TABLE>
<CAPTION>
Location Seller Date of Acquisition
-------- ------ -------------------
<S> <C> <C>
Santa Rosa, CA Steele Lane Mini June 28, 1996
Sacramento, CA Sunrise Super Mini June 28, 1996
Gambrills, MD Romer Space Saver June 28, 1996
West Palm Beach, FL* Storage USA, of Palm Bach County LP July 1, 1996
Nashville, TN NSS Southeast, LP July 10, 1996
Charlotte, NC, Tyron Street NSS Carolina, LP July 10, 1996
Charlotte, NC, Sharon Amity NSS Carolina, LP July 10, 1996
Raleigh, NC NSS Carolina, LP July 10, 1996
Columbia, SC NSS Carolina, LP July 10, 1996
Charleston, SC NSS Carolina, LP July 10, 1996
Aloha, OR, 185th Avenue NSS Southwest, LP July 10, 1996
Aloha, OR, 229th Avenue NSS Southwest, LP July 10, 1996
Vancouver, WA NSS Southwest, LP July 10, 1996
Beaverton, WA NSS Southwest, LP July 10, 1996
Miramar, FL Wolnaf, Inc. July 12, 1996
Miami, FL Nafwol, Inc. July 12, 1996
Westminister, CA Space Saver of Westminister, Inc. July 16, 1996
La Puenta, CA O Hill Properties July 31, 1996
</TABLE>
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The following data related to the facilities is derived from the Company's
internal records as of the last day of the month following closing:
<TABLE>
<CAPTION>
Rent per
Square square Economic Physical
Location feet foot Occupancy Occupancy Total Units Contract Price
-------- ---- ------ --------- --------- ----------- --------------
<S> <C> <C> <C> <C> <C> <C>
Santa Rosa, CA 96,375 $ 7.57 97% 99% 1,017 $ 4,993,000
Sacramento, CA 92,976 5.70 90% 97% 700 3,026,000
Gambrills, MD 31,650 10.37 96% 99% 318 2,042,000
West Palm Beach, FL** 62,100 11.10 92% 95% 701 3,825,000
Nashville, TN 83,674 8.58 88% 94% 715 5,060,000
Charlotte, NC, Tyron Street 66,932 7.99 89% 95% 796 3,716,000
Charlotte, NC, Sharon Amity 70,652 6.87 87% 93% 633 3,511,000
Raleigh, NC 55,932 7.78 93% 94% 523 2,790,000
Columbia, SC 58,058 6.01 91% 98% 525 1,709,000
Charleston, SC 63,510 5.98 85% 93% 628 1,710,000
Aloha, OR, 185th Avenue 68,110 11.06 95% 98% 816 4,952,000
Aloha, OR, 229th Avenue 71,410 8.20 92% 95% 688 4,438,000
Vancouver, WA 62,550 6.90 94% 97% 590 2,789,000
Beaverton, WA 63,345 9.20 91% 98% 662 4,026,000
Miramar, FL 116,000 12.39 73% 72% 1,879 6,250,000
Miami, FL 36,475 12.28 80% 86% 858 2,400,000
Westminister, CA 65,000 7.68 78% 81% 718 3,105,000
La Puenta, CA 65,283 8.96 89% 92% 642 3,670,000
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Total 1,230,032 $ 8.54 88% 92% 13,409 $ 64,012,000
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</TABLE>
** - Contract Price represents the cost of acquiring the 80% partnership
interest not previously owned by the Company.
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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 and 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 of this
Report on Form 8-K any of the pro forma financial information
required 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: August 2, 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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