Attached files

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EX-5.1 - EX-5.1 - LIFE STORAGE, INC.d883416dex51.htm
EX-8.1 - EX-8.1 - LIFE STORAGE, INC.d883416dex81.htm
EX-1.1 - EX-1.1 - LIFE STORAGE, INC.d883416dex11.htm
EX-5.2 - EX-5.2 - LIFE STORAGE, INC.d883416dex52.htm

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

February 26, 2015

Date of Report (Date of Earliest Event Reported)

 

 

SOVRAN SELF STORAGE, INC.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Maryland   1-13820   16-1194043

(State of Other Jurisdiction

Of Incorporation)

 

(Commission

File Number)

 

(I.R.S. Employer

Identification Number)

6467 Main Street

Williamsville, New York 14221

(Address of Principal Executive Offices)

(716) 633-1850

(Registrants’ Telephone Number, Including Area Code)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions (see General Instruction A.2. below):

 

  ¨ Written Communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  ¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  ¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  ¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 1.01. Entry into a Material Definitive Agreement.

On February 26, 2015, Sovran Self Storage, Inc., or the Company, entered into an underwriting agreement (the “Underwriting Agreement”) with SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC, as representative of the several underwriters (the “Underwriters”), pursuant to which the Company agreed to issue and sell 1,200,000 shares of the Company’s common stock, par value $.01 per share, plus up to an additional 180,000 shares of common stock pursuant to the underwriters’ option, at a price to the public of $90.40 per share. On February 27, 2015, the Underwriters exercised their option in full. The offering of 1,380,000 shares of the Company’s common stock will close on March 3, 2015. Net proceeds to the Company from the offering of 1,380,000 shares, before expenses, will be $119,761,920.

The Company made certain customary representations, warranties and covenants in the Underwriting Agreement and also agreed to indemnify the Underwriters against certain liabilities, including liabilities under the Securities Act of 1933, as amended. A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and incorporated herein by reference.

The Company will use all of the net proceeds to repay borrowings under its line of credit. Affiliates of certain of the underwriters are lenders under such line of credit, and upon repayment of such line of credit in connection with the offering, such affiliates will receive a portion of the proceeds through repayment of those borrowings.

 

Item 9.01. Financial Statements and Exhibits.

 

  (d) The following exhibits are filed herewith:

 

Exhibit
No.
   Description

  1.1

   Underwriting Agreement, dated as of February 26, 2015, between Sovran Self Storage, Inc., Sovran Acquisition Limited Partnership, Sovran Holdings, Inc., SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC

  5.1

   Opinion of Phillips Lytle LLP as to the legality of the shares sold.

  5.2

   Opinion of Venable LLP as to all matters of Maryland law.

  8.1

   Opinion of Phillips Lytle LLP regarding certain tax matters.

23.1

   Consent of Phillips Lytle LLP (contained in the opinions filed as Exhibits 5.1 and 8.1 hereto).

23.2

   Consent of Venable LLP (contained in the opinion filed as Exhibit 5.2 hereto).


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this Report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    SOVRAN SELF STORAGE, INC.
Date: March 2, 2015
By

/s/ ANDREW J. GREGOIRE

Name: Andrew J. Gregoire
Title: Chief Financial Officer


EXHIBIT INDEX

 

Exhibit
No.
   Description
  1.1*    Underwriting Agreement, dated as of February 26, 2015, between Sovran Self Storage, Inc., Sovran Acquisition Limited Partnership, Sovran Holdings, Inc., SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC
  5.1*    Opinion of Phillips Lytle LLP as to the legality of the shares sold
  5.2*    Opinion of Venable LLP as to the legality of the shares sold
  8.1*    Opinion of Phillips Lytle LLP regarding certain tax matters
23.1*    Consent of Phillips Lytle LLP (contained in the opinions filed as Exhibits 5.1 and 8.1 hereto)
23.2*    Consent of Venable LLP (contained in the opinions filed as Exhibits 5.2

 

* Filed herewith