Public Storage 2000 Annual Report Download - page 24

P UBLIC S TORAGE , I NC . 2000 A NNUAL R EPORT
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On or after the respective dates, each of the series of Senior Preferred Stock will be redeemable, at the option of the Company, in
whole or in part, at $25 per share (or depositary share in the case of the Series G, Series H, Series I, Series J, Series K, Series L and
Series M), plus accrued and unpaid dividends.
Common stock
During 2000, 1999 and 1998, we issued and repurchased shares of our common stock as follows:
2000 1999 1998
(Dollar amount in thousands) Shares Amount Shares Amount Shares Amount
Public offerings — $ ——$ — 7,951,821 $234,521
In connection with mergers (Note 3) ——13,009,485 347,223 433,526 13,817
Exercise of stock options 242,598 4,608 511,989 10,000 219,596 3,339
Issuance to affiliates —— — —853,700 26,362
Conversion of OP Units 255,853 6,829 241,071 6,434 ——
Conversion of Convertible
Preferred Stock —— — —3,589,552 53,308
Acquisition of interests in real
estate entities
(a)
——1,557,960 40,027 635,005 16,679
Repurchases of stock (3,491,600) (77,799) (4,589,427) (108,565) (2,819,400) (72,256)
(2,993,149) $(66,362) 10,731,078 $ 295,119 10,863,800 $275,770
(a) The amounts for 1999 include the conversion of 241,071 OP Units with an approximate value of $6,434,000.
Shares of common stock issued to affiliates in 1998 were in exchange for interests in real estate entities. All the shares of common
stock, with the exception of the shares issued in connection with the exercise of stock options, were issued at the prevailing market
price at the time of issuance.
On June 12, 1998, we announced that the Board of Directors authorized the repurchase from time to time of up to 10,000,000
shares of the Company’s common stock on the open market or in privately negotiated transactions. On March 4, 2000, the Board of
Directors increased the authorized number of shares which the Company could repurchase to 15,000,000. On March 15, 2001, the
Board of Directors increased the authorized number of shares the Company could repurchase to 20,000,000. Cumulatively through
December 31, 2000, we repurchased a total of 10,900,427 shares of common stock at an aggregate cost of approximately
$258,620,000.
On March 12, 1999, we issued 13,009,485 shares of common stock pursuant to the merger with Storage Trust Realty.
At December 31, 2000, the Company had 6,445,747 shares of common stock reserved in connection with the Company’s stock
option plans (Note 11), 7,000,000 shares of common stock reserved for the conversion of the Class B Common Stock and 237,935
shares reserved for the conversion of OP Units.
Class B Common Stock
Commencing January 1, 2000, the Class B Common Stock participates in distributions at the rate of 97% of the per share distributions
on the Common Stock, provided that cumulative distributions of at least $0.22 per quarter per share have been paid on the Common
Stock. The Class B Common Stock will (i) not participate in liquidating distributions, (ii) not be entitled to vote (except as expressly
required by California law) and (iii) automatically convert into Common Stock, on a share for share basis, upon the later to occur of
FFO per common share aggregating $3.00 during any period of four consecutive calendar quarters or January 1, 2003.
For these purposes, FFO means net income (loss) (computed in accordance with generally accepted accounting principles) before
(i) gain (loss) on early extinguishment of debt, (ii) minority interest in income and (iii) gain (loss) on disposition of real estate, adjusted
as follows: (i) plus depreciation and amortization (including the Company’s pro-rata share of depreciation and amortization of
unconsolidated equity interests and amortization of assets acquired in a merger, including property management agreements and
goodwill), and (ii) less FFO attributable to minority interest. For these purposes, FFO per Common Share means FFO less preferred
stock dividends (other than dividends on convertible preferred stock) divided by the outstanding weighted average shares of Common
Stock assuming conversion of all outstanding convertible securities and the Class B Common Stock.
For these purposes, FFO per share of Common Stock (as defined) was $2.59 for the year ended December 31, 2000.