Item 1.01 Entry Into a Material Definitive Agreement

On January 17, 2020, Public Storage (the "Company") entered into an underwriting agreement (the "Underwriting Agreement"), among the Company and J.P. Morgan Securities plc and Morgan Stanley & Co. International plc, as representatives of the several underwriters named therein (the "Underwriters"), for the sale of €500 million aggregate principal amount of Senior Notes due 2032 (the "Notes"). The Notes will bear interest at an annual rate of 0.875%, will be issued at 99.502% of par value and will mature on January 24, 2032. 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. 333-231510) filed by the Company with the Securities and Exchange Commission ("SEC") on May 15, 2019. A preliminary prospectus supplement, dated January 17, 2020, 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 Company's revolving credit facility include, among other financial institutions from time to time as lenders party thereto, JP Morgan Chase Bank B.A., an affiliate of J.P. Morgan Securities plc; Morgan Stanley Bank, N.A., an affiliate of Morgan Stanley & Co. International plc; and UBS AG, Stamford Branch, an affiliate of UBS AG London Branch.

Item 9.01. Financial Statements and Exhibits




(d) Exhibits

 Exhibit
   No.

    1.1            Underwriting Agreement, dated January 17, 2020, by and among the
                 Company and J.P. Morgan Securities plc and Morgan Stanley & Co.
                 International plc, as representatives of the several underwriters
                 named therein

    5.1            Opinion of Hogan Lovells US LLP

   23.1            Consent of Hogan Lovells US LLP (included in Exhibit 5.1)

   104           Cover Page Interactive Data File (embedded within the Inline XBRL
                 document)

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