Attached files

file filename
EX-99.2 - EXHIBIT 99.2 - National Storage Affiliates Trustex992proformafinancialstat.htm
EX-99.1 - EXHIBIT 99.1 - National Storage Affiliates Trustex991rule3-14financialstat.htm
EX-23.1 - EXHIBIT 23.1 - National Storage Affiliates Trustex231ekshconsent-kayneande.htm


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549
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FORM 8‑K/A
(Amendment No. 1)
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 10, 2016
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National Storage Affiliates Trust
(Exact name of registrant as specified in its charter)
Maryland
001‑37351
46-5053858
(State or other jurisdiction
of incorporation)
(Commission File Number)
(IRS Employer
Identification No.)
5200 DTC Parkway, Suite 200
Greenwood Village, Colorado, 80111
(Address of principal executive offices)

(720) 630-2600
(Registrant's telephone number, including area code)

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Check the appropriate box below if the Form 8‑K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications 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))755000-4-2884-v0.3
Pre‑commencement communications pursuant to Rule 13e‑4(c) under the Exchange Act (17 CFR 240.13e‑4(c))
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Explanatory Note
This Current Report on Form 8-K/A amends and supplements the Current Report on Form 8-K filed by National Storage Affiliates Trust (the “Company”) on November 14, 2016 (the “Original Form 8-K”), as set forth below. In addition, this Current Report includes new financial statements prepared in accordance with Rule 3-14 and Article 11 of Regulation S-X, as set forth below.
Item 2.01.    Completion of Acquisition or Disposition of Assets.
On November 10, 2016, the Company, through its operating partnership, NSA OP, LP, completed its acquisition of a portfolio of 26 self storage properties, consisting of 1.8 million square feet with locations in four states, from unrelated third party sellers controlled by Kayne Anderson Real Estate Advisors, LLC (the "Kayne Anderson Portfolio") for approximately $185 million in cash, funded with cash on hand and borrowings under the Company's credit facility.
In connection with the acquisition of the portfolio, the Company filed the Original Form 8-K describing the acquisition. The Company is now filing this amendment to include the historical financial statements and pro forma financial information required by Item 9.01of Form 8-K, to amend and supplement the disclosures in the Original Form 8-K. The historical financial statements and pro forma financial information relating to the Kayne Anderson Portfolio described in Item 9.01 below should be read in conjunction with the Original Form 8-K and this amendment.
Item 9.01.    Financial Statements and Exhibits.
(a) Financial Statements of Properties Acquired
The following Statements of Revenues and Certain Expenses are set forth in Exhibit 99.1 which is incorporated herein by reference.
Report of Independent Auditors
Kayne Anderson Portfolio Combined Statements of Revenue and Certain Expenses for the Nine Months Ended September 30, 2016 (unaudited) and the Year Ended December 31, 2015
Notes to Combined Statements of Revenue and Certain Expenses
(b) Pro Forma Financial Information
The following pro forma financial statements for the Company are set forth in Exhibit 99.2 which is incorporated herein by reference.
Unaudited Pro Forma Condensed Consolidated Balance Sheet as of September 30, 2016.
Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Nine Months ended September 30, 2016.
Unaudited Pro Forma Condensed Consolidated Statement of Operations for the Year Ended December 31, 2015.
Notes to Unaudited Pro Forma Consolidated Financial Statements.
(c) Not applicable.
(d) Exhibits:
The following exhibits are furnished with this report:
Exhibit Number
Description
23.1
Consent of EKS&H LLLP
99.1
Historical Statements of Revenue and Certain Expenses of Acquisition Properties
99.2
Unaudited Pro Forma Consolidated Financial Statements of the Company

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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 hereunto duly authorized.
National Storage Affiliates Trust
 
 
By:
/s/ TAMARA D. FISCHER
Name:
Tamara D. Fischer
Title:
Executive Vice President and Chief Financial Officer
Date: January 26, 2017





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