Maryland
|
16-1194043
|
(State
or other jurisdiction of
incorporation
or organization)
|
(I.R.S.
Employer
Identification
No.)
|
Part
I.
Item
1.
|
Financial
Information
Financial
Statements
|
(dollars in thousands,
except share data)
|
June
30,
2009
(unaudited)
|
December
31,
2008
|
Assets
|
||
Investment
in storage facilities:
|
||
Land
|
$ 240,525
|
$ 240,525
|
Building,
equipment, and construction in progress
|
1,160,632
|
1,148,676
|
1,401,157
|
1,389,201
|
|
Less:
accumulated depreciation
|
(233,429)
|
(216,644)
|
Investment
in storage facilities, net
|
1,167,728
|
1,172,557
|
Cash
and cash equivalents
|
10,089
|
4,486
|
Accounts
receivable
|
2,199
|
2,971
|
Receivable
from related parties
|
-
|
14
|
Receivable
from unconsolidated joint venture
|
161
|
336
|
Investment
in unconsolidated joint ventures
|
19,989
|
20,111
|
Prepaid
expenses
|
4,854
|
4,691
|
Other
assets
|
6,580
|
7,460
|
Total
Assets
|
$ 1,211,600
========
|
$ 1,212,626
========
|
Liabilities
|
||
Line
of credit
|
$ -
|
$ 14,000
|
Term
notes
|
500,000
|
500,000
|
Accounts
payable and accrued liabilities
|
20,586
|
23,979
|
Deferred
revenue
|
5,524
|
5,659
|
Fair
value of interest rate swap agreements
|
19,883
|
25,490
|
Accrued
dividends
|
-
|
14,090
|
Mortgages
payable
|
108,314
|
109,261
|
Total
Liabilities
|
654,307
|
692,479
|
Noncontrolling
redeemable Operating Partnership Units
|
10,331
|
15,118
|
Equity
|
||
Common
stock $.01 par value, 100,000,000 shares authorized,
23,391,184
shares
outstanding (22,016,348 at December 31, 2008)
|
246
|
232
|
Additional
paid-in capital
|
698,176
|
666,633
|
Accumulated
deficit
|
(118,018)
|
(122,581)
|
Accumulated
other comprehensive loss
|
(19,349)
|
(25,162)
|
Treasury
stock at cost, 1,171,886 shares
|
(27,175)
|
(27,175)
|
Total
Shareholders' Equity
|
533,880
|
491,947
|
Noncontrolling
interest - consolidated joint venture
|
13,082
|
13,082
|
Total
Equity
|
546,962
|
505,029
|
Total
Liabilities and Equity
|
$ 1,211,600
========
|
$ 1,212,626
========
|
See
notes to financial statements.
|
(dollars in thousands,
except per share data)
|
April
1, 2009
to
June 30,
2009
|
April
1, 2008
to
June 30,
2008
|
||
Revenues
|
||||
Rental
income
|
$ 46,709
|
$ 48,432
|
||
Other
operating income
|
2,090
|
1,688
|
||
Total
operating revenues
|
48,799
|
50,120
|
||
Expenses
|
||||
Property
operations and maintenance
|
12,440
|
13,355
|
||
Real
estate taxes
|
5,141
|
4,823
|
||
General
and administrative
|
4,338
|
4,095
|
||
Depreciation
and amortization
|
8,522
|
8,508
|
||
Total
operating expenses
|
30,441
|
30,781
|
||
Income
from operations
|
18,358
|
19,339
|
||
Other
income (expenses)
|
||||
Interest
expense
|
(11,699)
|
(8,978)
|
||
Interest
income
|
20
|
86
|
||
Equity
in income of joint ventures
|
63
|
7
|
||
Income
from continuing operations
|
6,742
|
10,454
|
||
Income
from discontinued operations (including gain on
disposal
of $716 in 2008)
|
-
|
712
|
||
Consolidated
net income
|
6,742
|
11,166
|
||
Less:
net income attributable to noncontrolling interests
|
(456)
|
(625)
|
||
Net
income attributable to controlling interests
|
$ 6,286
=======
|
$ 10,541
=======
|
||
Earnings
per common share attributable to
controlling
interests – basic
|
||||
Continuing
operations
|
$ 0.28
|
$ 0.45
|
||
Discontinued
operations
|
0.00
|
0.04
|
||
Earnings
per common share – basic
|
$ 0.28
=======
|
$ 0.49
=======
|
||
Earnings
per common share attributable to
controlling
interests – diluted
|
||||
Continuing
operations
|
$ 0.28
|
$ 0.45
|
||
Discontinued
operations
|
0.00
|
0.03
|
||
Earnings
per common share – diluted
|
$ 0.28
=======
|
$ 0.48
=======
|
||
Common
shares used in basic earnings per share calculation
|
22,613,518
|
21,727,506
|
||
Common
shares used in diluted earnings per share calculation
|
22,616,553
|
21,760,891
|
||
Dividends
declared per common share
|
$ 0.00
=======
|
$ 0.63
=======
|
(dollars in thousands,
except per share data)
|
January
1, 2009
to
June 30,
2009
|
January
1, 2008
to
June 30,
2008
|
|
Revenues
|
|||
Rental
income
|
$ 94,368
|
$ 96,490
|
|
Other
operating income
|
3,975
|
3,250
|
|
Total
operating revenues
|
98,343
|
99,740
|
|
Expenses
|
|||
Property
operations and maintenance
|
25,877
|
27,150
|
|
Real
estate taxes
|
10,285
|
9,563
|
|
General
and administrative
|
8,724
|
8,220
|
|
Depreciation
and amortization
|
17,063
|
17,109
|
|
Total
operating expenses
|
61,949
|
62,042
|
|
Income
from operations
|
36,394
|
37,698
|
|
Other
income (expenses)
|
|||
Interest
expense
|
(21,678)
|
(17,933)
|
|
Interest
income
|
53
|
178
|
|
Equity
in income of joint ventures
|
94
|
19
|
|
Income
from continuing operations
|
14,863
|
19,962
|
|
Income
from discontinued operations (including gain on
disposal
of $716 in 2008)
|
-
|
794
|
|
Consolidated
net income
|
14,863
|
20,756
|
|
Less:
net income attributable to noncontrolling interests
|
(942)
|
(1,262)
|
|
Net
income attributable to controlling interests
|
$ 13,921
=======
|
$ 19,494
=======
|
|
Earnings
per common share attributable to
controlling
interests – basic
|
|||
Continuing
operations
|
$ 0.62
|
$ 0.86
|
|
Discontinued
operations
|
0.00
|
0.04
|
|
Earnings
per common share – basic
|
$ 0.62
=======
|
$ 0.90
=======
|
|
Earnings
per common share attributable to
controlling
interests – diluted
|
|||
Continuing
operations
|
$ 0.62
|
$ 0.86
|
|
Discontinued
operations
|
0.00
|
0.04
|
|
Earnings
per common share – diluted
|
$ 0.62
=======
|
$ 0.90
=======
|
|
Common
shares used in basic earnings per share calculation
|
22,291,292
|
21,687,436
|
|
Common
shares used in diluted earnings per share calculation
|
22,294,457
|
21,712,668
|
|
Dividends
declared per common share
|
$ 0.64
=======
|
$ 1.26
=======
|
(dollars in
thousands)
|
January
1, 2009
to
June 30,
2009
|
January
1, 2008
to
June 30,
2008
|
|
Operating
Activities
|
|||
Net
income
|
$ 14,863
|
$ 20,756
|
|
Adjustments
to reconcile net income to net cash provided
by
operating activities:
|
|||
Depreciation
and amortization
|
17,693
|
17,717
|
|
Gain
on sale
|
-
|
(716)
|
|
Equity
in income of joint ventures
|
(94)
|
(19)
|
|
Distributions
from unconsolidated joint venture
|
361
|
-
|
|
Non-vested
stock earned
|
689
|
705
|
|
Stock
option expense
|
180
|
137
|
|
Changes
in assets and liabilities:
|
|||
Accounts
receivable
|
772
|
225
|
|
Prepaid
expenses
|
(148)
|
(1,354)
|
|
Accounts
payable and other liabilities
|
(3,154)
|
(2,424)
|
|
Deferred
revenue
|
(135)
|
439
|
|
Net
cash provided by operating activities
|
31,027
|
35,466
|
|
Investing
Activities
|
|||
Acquisition
of storage facilities
|
-
|
(14,037)
|
|
Improvements,
equipment additions, and construction in progress
|
(11,999)
|
(21,666)
|
|
Net
proceeds from the sale of storage facility
|
-
|
7,002
|
|
Investment
in unconsolidated joint venture
|
(179)
|
(6,206)
|
|
Reimbursement
of advances to joint ventures
|
175
|
-
|
|
Property
deposits
|
-
|
(1,245)
|
|
Receipts
from related parties
|
14
|
13
|
|
Net
cash used in investing activities
|
(11,989)
|
(36,139)
|
|
Financing
Activities
|
|||
Net
proceeds from sale of common stock
|
30,688
|
6,306
|
|
Proceeds
from line of credit
|
24,000
|
-
|
|
Payments
on line of credit
|
(38,000)
|
(206,000)
|
|
Proceeds
from term notes
|
-
|
250,000
|
|
Financing
costs
|
-
|
(2,946)
|
|
Dividends
paid-common stock
|
(28,228)
|
(27,403)
|
|
Distributions
to noncontrolling interest holders
|
(948)
|
(1,417)
|
|
Redemption
of operating partnership units
|
-
|
(9)
|
|
Mortgage
principal and capital lease payments
|
(947)
|
(808)
|
|
Net
cash (used in) provided by financing activities
|
(13,435)
|
17,723
|
|
Net
increase in cash
|
5,603
|
17,050
|
|
Cash
at beginning of period
|
4,486
|
4,010
|
|
Cash
at end of period
|
$ 10,089
=======
|
$ 21,060
=======
|
|
Supplemental
cash flow information
Cash
paid for interest
|
$ 20,617
|
$ 18,362
|
|
Fair
value of net liabilities assumed on the acquisition of
storage
Facilities *
|
-
|
68
|
|
* See
Note 4 for fair value of land, building, and equipment
acquired
during
the period
|
January
1, 2009
|
January
1, 2008
|
|
to
|
to
|
|
(dollars
in thousands)
|
June 30,
2009
|
June 30,
2008
|
Consolidated
net income
|
$ 14,863
|
$ 20,756
|
Other
comprehensive income:
|
||
Change
in fair value of derivatives
|
5,813
|
(2,830)
|
Total
other comprehensive income
|
20,676
|
17,926
|
Less:
comprehensive income attributable to noncontrolling
interest
|
(1,045)
|
(1,208)
|
Comprehensive
income attributable to controlling interest
|
$ 19,631
=======
|
$ 16,718
=======
|
1.
|
BASIS
OF PRESENTATION
|
2.
|
ORGANIZATION
|
(dollars
in thousands)
|
Parent
|
Noncontrolling
Interests
|
Total
|
Balance
at December 31, 2008
|
$ 491,947
|
$ 13,082
|
$ 505,029
|
Net
income attributable to the parent
|
13,921
|
-
|
13,921
|
Net
income attributable to noncontrolling interest holders
|
-
|
680
|
680
|
Change
in fair value of derivatives
|
5,813
|
-
|
5,813
|
Dividends
|
(14,138)
|
-
|
(14,138)
|
Distributions
to noncontrolling interest holders
|
-
|
(680)
|
(680)
|
Adjustment
of noncontrolling redeemable Operating
Partnership
units to carrying value
|
4,780
|
-
|
4,780
|
Net
proceeds from issuance of stock through Dividend
Reinvestment
and Stock Purchase Plan
|
30,688
|
-
|
30,688
|
Other
|
869
|
-
|
869
|
Balance
at June 30, 2009
|
$ 533,880
|
$ 13,082
|
$ 546,962
|
3.
|
STOCK
BASED COMPENSATION
|
4.
|
INVESTMENT
IN STORAGE FACILITIES
|
Cost:
|
|
Beginning
balance
|
$ 1,389,201
|
Improvements
and equipment additions
|
8,612
|
Net
increase in construction in progress
|
3,402
|
Dispositions
|
(58)
|
Ending
balance
|
$ 1,401,157
|
Accumulated
Depreciation:
|
|
Beginning
balance
|
$ 216,644
|
Depreciation
expense during the period
|
16,828
|
Dispositions
|
(43)
|
Ending
balance
|
$ 233,429
|
5.
|
DISCONTINUED
OPERATIONS
|
(dollars in
thousands)
|
Apr.
1, 2009
to
Jun. 30,
2009
|
Apr.
1, 2008
to
Jun. 30,
2008
|
Jan.
1, 2009
to
Jun. 30,
2009
|
Jan.
1, 2008
to
Jun. 30,
2008
|
Total
revenue
|
$ -
|
$ 15
|
$ -
|
$ 233
|
Property
operations and maintenance expense
|
-
|
(12)
|
-
|
(76)
|
Real
estate tax expense
|
-
|
(7)
|
-
|
(33)
|
Depreciation
and amortization expense
|
-
|
-
|
-
|
(46)
|
Net
realized gain on sale of property
|
-
|
716
|
-
|
716
|
Total
income from discontinued operations
|
$ -
|
$ 712
|
$ -
|
$ 794
|
6.
|
UNSECURED
LINE OF CREDIT AND TERM NOTES
|
7.
|
MORTGAGES
PAYABLE
|
(dollars in
thousands)
|
June
30,
2009
|
December
31,
2008
|
7.80%
mortgage note due December 2011, secured by 11 self-storage facilities
(Locke Sovran I) with an aggregate net book value of $43.1 million,
principal and interest paid monthly
|
$ 28,743
|
$ 29,033
|
7.19%
mortgage note due March 2012, secured by 27 self-storage facilities (Locke
Sovran II) with an aggregate net book value of $80.4 million, principal
and interest paid monthly
|
42,045
|
42,603
|
7.25%
mortgage note due December 2011, secured by 1 self-storage facility with
an aggregate net book value of $5.7 million, principal and interest paid
monthly. Estimated market rate at time of acquisition
5.40%
|
3,440
|
3,510
|
6.76%
mortgage note due September 2013, secured by 1 self-storage facility with
an aggregate net book value of $2.0 million, principal and interest paid
monthly
|
989
|
1,000
|
6.35%
mortgage note due March 2014, secured by 1 self-storage facility with an
aggregate net book value of $3.8 million, principal and interest paid
monthly
|
1,085
|
1,098
|
5.55%
mortgage notes due November 2009, secured by 8 self-storage facilities
with an aggregate net book value of $34.5 million, interest only paid
monthly. Estimated market rate at time of acquisition
6.44%
|
26,029
|
25,930
|
7.50%
mortgage notes due August 2011, secured by 3 self-storage facilities with
an aggregate net book value of $14.1 million, principal and interest paid
monthly. Estimated market rate at time of acquisition
6.42%
|
5,983
|
6,087
|
Total
mortgages payable
|
$ 108,314
|
$ 109,261
|
Expected
Maturity Date Including
Discount
|
|
|||||||
(dollars
in thousands)
|
2009
|
2010
|
2011
|
2012
|
2013
|
Thereafter
|
Total
|
Fair
Value
|
Line
of credit - variable rate LIBOR + 1.75
(2.06%
at June 30, 2009)…………………..
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
Notes
Payable:
|
||||||||
Term
note - variable rate LIBOR+2.0%
(2.31%
at June 30, 2009)…………………..
|
-
|
-
|
-
|
$250,000
|
-
|
-
|
$250,000
|
$250,000
|
Term
note - variable rate LIBOR+1.50%
(3.30%
at June 30, 2009)…………………..
|
-
|
-
|
-
|
-
|
$ 20,000
|
-
|
$ 20,000
|
$ 20,000
|
Term
note - fixed rate 6.26%.............................
|
-
|
-
|
-
|
-
|
$ 80,000
|
-
|
$ 80,000
|
$ 72,033
|
Term
note - fixed rate 8.38%.............................
|
-
|
-
|
-
|
-
|
-
|
$ 150,000
|
$150,000
|
$145,246
|
Mortgage
note - fixed rate 7.80%......................
|
$ 296
|
$ 630
|
$ 27,817
|
-
|
-
|
-
|
$ 28,743
|
$ 29,655
|
Mortgage
note - fixed rate 7.19%......................
|
$ 570
|
$ 1,211
|
$ 1,301
|
$ 38,963
|
-
|
-
|
$ 42,045
|
$ 43,527
|
Mortgage
note - fixed rate 7.25%......................
|
$ 71
|
$ 149
|
$ 3,220
|
-
|
-
|
-
|
$ 3,440
|
$ 3,421
|
Mortgage
note - fixed rate 6.76%......................
|
$ 12
|
$ 25
|
$ 27
|
$ 29
|
$ 896
|
-
|
$ 989
|
$ 996
|
Mortgage
note - fixed rate 6.35%......................
|
$ 13
|
$ 28
|
$ 30
|
$ 31
|
$ 34
|
$ 949
|
$ 1,085
|
$ 1,076
|
Mortgage
notes - fixed rate 5.55%.....................
|
$ 26,029
|
-
|
-
|
-
|
-
|
-
|
$ 26,029
|
$ 23,316
|
Mortgage
notes - fixed rate 7.50%.....................
|
$ 104
|
$ 222
|
$ 5,657
|
-
|
-
|
-
|
$ 5,983
|
$ 6,147
|
Interest
rate derivatives – liability…………….
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
$ 19,883
|
8.
|
DERIVATIVE
FINANCIAL INSTRUMENTS
|
Notional
Amount
|
Effective
Date
|
Expiration
Date
|
Fixed
Rate
Paid
|
Floating
Rate
Received
|
$50
Million…………..
|
11/14/05
|
9/1/09
|
4.3900%
|
1
month LIBOR
|
$20
Million…………..
|
9/4/05
|
9/4/13
|
4.4350%
|
6
month LIBOR
|
$50
Million…………..
|
10/10/06
|
9/1/09
|
4.4800%
|
1
month LIBOR
|
$50
Million…………..
|
7/1/08
|
6/25/12
|
4.2825%
|
1
month LIBOR
|
$100
Million…………
|
7/1/08
|
6/22/12
|
4.2965%
|
1
month LIBOR
|
$75
Million…………..
|
9/1/09
|
6/22/12
|
4.7100%
|
1
month LIBOR
|
$25
Million…………..
|
9/1/09
|
6/22/12
|
4.2875%
|
1
month LIBOR
|
(dollars in
thousands)
|
Jan.
1, 2009
to
Jun. 30,
2009
|
Jan.
1, 2008
to
Jun. 30,
2008
|
Adjustments
to interest expense:
|
||
Realized
loss reclassified from accumulated other comprehensive loss to interest
expense
|
$ (4,924)
|
$ (300)
|
Adjustments
to other comprehensive income (loss):
|
||
Realized
loss reclassified to interest expense for 2009 and 2008,
respectively
|
4,924
|
300
|
Unrealized
gain (loss) from changes in the fair value of the effective portion of the
interest rate swaps for 2009 and 2008, respectively
|
889
|
(3,130)
|
Gain
(loss) included in other comprehensive loss
|
$ 5,813
|
$ (2,830)
|
9.
|
FAIR
VALUE MEASUREMENTS
|
Asset
(Liability)
|
Level
1
|
Level
2
|
Level
3
|
|
Interest
rate swaps……..
|
(19,883)
|
-
|
(19,883)
|
-
|
10.
|
INVESTMENT
IN JOINT VENTURES
|
(dollars
in thousands)
|
Sovran
HHF
Storage
Holdings
LLC
|
Iskalo
Office
Holdings,
LLC
|
Balance Sheet
Data:
|
||
Investment
in storage facilities, net
|
$ 169,261
|
$ -
|
Investment
in office building
|
-
|
5,416
|
Other
assets
|
3,837
|
654
|
Total
Assets
|
$ 173,098
=======
|
$ 6,070
=======
|
Due
to the Company
|
$ 161
|
$ -
|
Mortgages
payable
|
79,256
|
7,102
|
Other
liabilities
|
2,414
|
205
|
Total
Liabilities
|
81,831
|
7,307
|
Unaffiliated
partners' equity (deficiency)
|
73,014
|
(707)
|
Company
equity (deficiency)
|
18,253
|
(530)
|
Total
Liabilities and Partners' Equity (deficiency)
|
$ 173,098
=======
|
$ 6,070
======
|
Income Statement
Data:
|
||
Total
revenues
|
$ 8,764
|
$ 575
|
Total
expenses
|
8,463
|
547
|
Net
income
|
$ 301
=======
|
$ 28
======
|
11.
|
INCOME
TAXES
|
12.
|
EARNINGS
PER SHARE
|
(in thousands except
per share data)
|
Three
Months
Ended
Jun. 30,
2009
|
Three
Months
Ended
Jun. 30,
2008
|
Six
Months
Ended
Jun. 30,
2009
|
Six
Months
Ended
Jun. 30,
2008
|
Numerator:
|
||||
Net
income from continuing operations
attributable
to controlling interests
|
$ 6,286
|
$ 9,829
|
$ 13,921
|
$ 18,700
|
Denominator:
|
||||
Denominator
for basic earnings per share -
weighted
average shares
|
22,614
|
21,728
|
22,291
|
21,687
|
Effect
of Dilutive Securities:
|
||||
Stock
options, warrants and non-vested stock
|
3
|
33
|
3
|
26
|
Denominator
for diluted earnings per share -
adjusted
weighted average shares and
assumed
conversion
|
22,617
|
21,761
|
22,294
|
21,713
|
Basic
earnings per common share from
continuing
operations
|
$ 0.28
|
$ 0.45
|
$ 0.62
|
$ 0.86
|
Basic
earnings per common share
|
$ 0.28
|
$ 0.49
|
$ 0.62
|
$ 0.90
|
Diluted
earnings per common share from
continuing
operations
|
$ 0.28
|
$ 0.45
|
$ 0.62
|
$ 0.86
|
Diluted
earnings per common share
|
$ 0.28
|
$ 0.48
|
$ 0.62
|
$ 0.90
|
13.
|
RECENT
ACCOUNTING PRONOUNCEMENTS
|
14.
|
COMMITMENT
AND CONTINGENCIES
|
15.
|
SUBSEQUENT
EVENT
|
Item
2.
|
Management's
Discussion and Analysis of Financial Condition and Results
of Operations
|
Six months
ended
|
||
(in
thousands)
|
June 30,
2009
|
June 30,
2008
|
Net
income attributable to controlling interests
|
$ 13,921
|
$ 19,494
|
Net
income attributable to noncontrolling interest
|
942
|
1,262
|
Depreciation
of real estate and amortization
of
intangible assets exclusive of deferred
financing
fees
|
17,063
|
17,155
|
Depreciation
and amortization from
unconsolidated
joint ventures
|
416
|
29
|
Gain
on sale of real estate
|
-
|
(716)
|
Funds
from operations allocable to
noncontrolling
redeemable Operating Partnership Units
|
(584)
|
(691)
|
Funds
from operations allocable to
noncontrolling
interest in consolidated joint venture
|
(680)
|
(884)
|
FFO
available to controlling shareholders
|
$ 31,078
=======
|
$ 35,649
======
|
*
|
7.80%
mortgage note due December 2011, secured by 11 self-storage facilities
(Locke Sovran I) with an aggregate net book value of $43.1 million,
principal and interest paid monthly. The outstanding balance at
June 30, 2009 on this mortgage was $28.7 million.
|
*
|
7.19%
mortgage note due March 2012, secured by 27 self-storage facilities (Locke
Sovran II) with an aggregate net book value of $80.4 million, principal
and interest paid monthly. The outstanding balance at June 30,
2009 on this mortgage was $42.0 million.
|
*
|
7.25%
mortgage note due December 2011, secured by 1 self-storage facility with
an aggregate net book value of $5.7 million, principal and interest paid
monthly. Estimated market rate at time of acquisition
5.40%. The outstanding balance at June 30, 2009 on this
mortgage was $3.4 million.
|
*
|
6.76%
mortgage note due September 2013, secured by 1 self-storage facility with
an aggregate net book value of $2.0 million, principal and interest paid
monthly. The outstanding balance at June 30, 2009 on this
mortgage was $1.0 million.
|
*
|
6.35%
mortgage note due March 2014, secured by 1 self-storage facility with an
aggregate net book value of $3.8 million, principal and interest paid
monthly. The outstanding balance at June 30, 2009 on this
mortgage was $1.1 million.
|
*
|
5.55%
mortgage notes due November 2009, secured by 8 self-storage facilities
with an aggregate net book value of $34.5 million, interest only paid
monthly. Estimated market rate at time of acquisition
6.44%. The outstanding balance at June 30, 2009 on this
mortgage was $26.0 million.
|
*
|
7.50%
mortgage notes due August 2011, secured by 3 self-storage facilities with
an aggregate net book value of $14.1 million, principal and interest paid
monthly. Estimated market rate at time of acquisition
6.42%. The outstanding balance at June 30, 2009 on this
mortgage was $6.0 million.
|
Notional
Amount
|
Effective
Date
|
Expiration
Date
|
Fixed
Rate
Paid
|
Floating
Rate
Received
|
$50
Million…………..
|
11/14/05
|
9/1/09
|
4.3900%
|
1
month LIBOR
|
$20
Million…………..
|
9/4/05
|
9/4/13
|
4.4350%
|
6
month LIBOR
|
$50
Million…………..
|
10/10/06
|
9/1/09
|
4.4800%
|
1
month LIBOR
|
$50
Million…………..
|
7/1/08
|
6/25/12
|
4.2825%
|
1
month LIBOR
|
$100
Million…………
|
7/1/08
|
6/22/12
|
4.2965%
|
1
month LIBOR
|
$75
Million…………..
|
9/1/09
|
6/22/12
|
4.7100%
|
1
month LIBOR
|
$25
Million…………..
|
9/1/09
|
6/22/12
|
4.2875%
|
1
month LIBOR
|
Item
3.
|
Quantitative
and Qualitative Disclosures About Market
Risk
|
Item
4.
|
Controls
and Procedures
|
PART
II.
Item
1.
|
Other
Information
Legal
Proceedings
|
Item
1A.
|
Risk
Factors
|
Item
2.
|
Unregistered
Sales of Equity Securities and Use of
Proceeds
|
Item
3.
|
Defaults
Upon Senior Securities
|
Item
4.
|
Submission
of Matters to a Vote of Security
Holders
|
The
Annual Meeting of Shareholders was held on Monday, May 21,
2009. Results of shareholder voting at the Annual Meeting were
as follows:
|
||||
a.)
|
Directors
|
Votes
For
|
Votes
Withheld
|
|
Robert
J. Attea
|
20,519,473
|
321,280
|
||
Kenneth
F. Myszka
|
20,537,328
|
303,425
|
||
John
E. Burns
|
20,391,287
|
449,466
|
||
Anthony
P. Gammie
|
20,369,587
|
471,166
|
||
Charles
E. Lannon
|
19,245,468
|
1,595,285
|
||
James
R. Boldt
|
20,605,721
|
235,032
|
||
b.)
|
Adoption
of the Sovran Self Storage, Inc. 2009 Outside Directors' Stock Option and
Award Plan.
|
|||
Votes
For
|
11,793,855
|
|||
Votes
Against
|
5,808,924
|
|||
Abstentions
|
96,922
|
|||
Broker
Non-Vote
|
3,141,052
|
|||
c.)
|
The
ratification of the appointment of Ernst & Young LLP as independent
auditors of the Company for the fiscal year ending December 31,
2009.
|
|||
Votes
For
|
20,412,568
|
|||
Votes
Against
|
375,797
|
|||
Abstentions
|
52,386
|
Item
5.
|
Other
Information
|
Item
6.
|
Exhibits
|
||
31.1
|
Certification
of Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a)
of the Securities Exchange Act, as amended.
|
||
31.2
|
Certification
of Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a)
of the Securities Exchange Act, as amended.
|
||
32
|
Certification
of Chief Executive Officer and Chief Financial Officer Pursuant to 18
U.S.C. Section 1350 as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
|
Sovran
Self Storage, Inc.
|
|
By: / S / David
L.
Rogers
David
L. Rogers
Chief
Financial Officer
(Principal
Accounting Officer)
|
|
August 7,
2009
Date
|