Item 1.01 Entry Into a Material Definitive Agreement
On April 10, 2019, Public Storage (the Company) entered into an underwriting agreement (the Underwriting Agreement), among the
Company and Citigroup Global Markets Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein (the Underwriters), for the sale of
$500 million aggregate principal amount of Senior Notes due 2029 (the Notes). The Notes will bear interest at an annual rate of 3.385%, will be issued at 99.998% of par value and will mature on May 1, 2029. The Underwriting
Agreement is filed as Exhibit 1.1 hereto and is incorporated herein by reference.
The offering of the Notes was made pursuant to a shelf registration
statement on Form
S-3
(File
No. 333-211758)
filed by the Company with the Securities and Exchange Commission (SEC) on June 1, 2016, as amended by
the Post-Effective Amendment No. 1 filed by the Company with the SEC on September 13, 2017, in the form in which it became effective on September 13, 2017. A preliminary prospectus supplement, dated April 10, 2019, relating to
the Notes and supplementing the prospectus was filed with the SEC pursuant to Rule 424(b)(5) under the Securities Act of 1933, as amended.
The
Underwriters have performed investment banking and advisory services for the Company from time to time for which they have received customary fees and expenses. The Underwriters may, from time to time, engage in transactions with and perform
services for the Company in the ordinary course of their business.
The lenders under the Companys revolving credit facility include Citibank, N.A.,
an affiliate of Citigroup Global Markets Inc.; Bank of America, N.A., an affiliate of Merrill Lynch, Pierce, Fenner & Smith Incorporated; and Wells Fargo Bank, National Association, an affiliate of Wells Fargo Securities, LLC. Wells Fargo
Bank, National Association is agent of the facility and also a lender under the revolving credit facility. Wells Fargo Bank, National Association is also the trustee under the indenture that will govern the Notes.