DENVER: National Storage Affiliates Trust (NYSE: NSA) has commenced an underwritten public offering of 4,500,000 common shares of beneficial interest of the Company in connection with the forward sale agreements described below, subject to market and other conditions.
The forward sellers or their respective affiliates expect to grant the underwriters a 30-day option to purchase up to an additional 675,000 common shares.
The Company expects to enter into forward sale agreements with affiliates of each of Morgan Stanley & Co. LLC and Citigroup Global Markets Inc. with respect to 4,500,000 of the Company’s common shares (or an aggregate of 5,175,000 of the Company’s common shares if the underwriters exercise their option to purchase additional shares in full).
In connection with the forward sale agreements, the forward purchasers or their respective affiliates, at the Company’s request, are expected to borrow from third parties and sell to the underwriters an aggregate of 4,500,000 of the Company’s common shares (or an aggregate of 5,175,000 of the Company’s common shares if the underwriters exercise their option to purchase additional shares in full) for resale by the underwriters in such offering.
Subject to its right to elect cash or net share settlement subject to certain conditions, the Company intends to issue and deliver to the forward purchasers, upon physical settlement of such forward sale agreements on one or more dates specified by the Company occurring within approximately six months of today, an aggregate of 4,500,000 of the Company’s common shares (or an aggregate of 5,175,000 of the Company’s common shares if the underwriters exercise their option to purchase additional shares in full) in exchange for cash proceeds per share equal to the applicable forward sale price per share, which will initially be equal to the public offering price per share of the Company’s common shares in the offering less underwriting discounts and commissions.
The initial forward sale price is subject to subsequent adjustments from time to time as provided in the forward sale agreements.
The Company will not receive any proceeds from the sale of the Company’s common shares by the forward purchasers or their respective affiliates to the underwriters. The Company may contribute the net proceeds, if any, it receives upon the settlement of the forward sale agreements to its operating partnership, which it expects will subsequently use a portion of the net proceeds to fund potential property acquisitions and for general corporate purposes, which may include using it for working capital, capital expenditures or repaying or repurchasing indebtedness (including amounts outstanding from time to time under its Revolver). Pending application of the net proceeds for those purposes, the operating partnership may temporarily invest such proceeds in marketable securities.
Morgan Stanley and Citigroup will act as joint book-running managers for the offering.
National Storage Affiliates Trust is a real estate investment trust headquartered in Denver, Colorado, focused on the ownership, operation and acquisition of self storage properties located within the top 100 metropolitan statistical areas throughout the United States.
As of June 30, 2020, the Company held ownership interests in and operated 784 self storage properties located in 35 states and Puerto Rico with approximately 49.2 million rentable square feet. NSA is one of the largest owners and operators of self storage properties among public and private companies in the United States.
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