Item 3.02 Unregistered Sales of Equity Securities.
On November 1, 2021, Extra Space Storage LP (the "Operating Partnership") of
Extra Space Storage Inc. (the "Company") issued a total of 71,644 common OP
units ("OP Units") in connection with the acquisition of two stores. The OP
Units were valued at a total of $13.0 million.
On December 31, 2021, the Operating Partnership issued a total of 826,159 OP
Units and 3,522,937 Series D preferred units (the "Series D Units") in
connection with the acquisition of ten stores. The OP Units were valued at a
total of $175.3 million and the Series D Units were valued at a total of
$88.1 million.
The terms of the OP Units and the Series D Units are governed by the Operating
Partnership's Fourth Amended and Restated Agreement of Limited Partnership (the
"Partnership Agreement"). The OP Units will be redeemable, at the option of the
holders following the expiration of a lock-up period of at least one year from
the date of issuance. The redemption obligation may be satisfied, at the
Company's option, in cash or shares of the Company's common stock ("Common
Stock"). If the Company chooses to satisfy its redemption obligations with
respect to the OP Units in Common Stock, each OP Unit would receive one share of
Common Stock, subject to adjustment pursuant to the Partnership Agreement. The
Series D Units will be redeemable at the option of the holders on the first
anniversary of the date of issuance, which redemption obligations may be
satisfied, at the Company's option, in cash or Common Stock. If the Company
chooses to satisfy its redemption obligations with respect to the Series D Units
in Common Stock, each Series D Unit would receive a number of shares of Common
Stock equal to $25.00 divided by the value of the Common Stock, calculated
pursuant to the Partnership Agreement.
The OP Units and the Series D Units described above were issued in private
placements in reliance on Section 4(a)(2) of the Securities Act of 1933, as
amended, and the rules and regulations promulgated thereunder.
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