Public Storage 2003 Annual Report Download - page 108

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PUBLIC STORAGE, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2003
F-29
institution paid us $910,000, the amount of which was reflected as an increase to our paid-in capital. The right
expired without being exercised.
At December 31, 2003, we had 7,548,494 shares of common stock reserved in connection with the
Companys stock option plans Note 12 and 237,935 shares reserved for the conversion of Convertible Units.
Class B Common Stock
The 7,000,000 shares of Class B Common Stock was converted into 7,000,000 shares of Common
Stock on January 1, 2003. During 2002 and 2001, the Class B Common Stock participated in distributions at
97% of the per share distributions on the Common Stock, which were subject to the condition (which was met)
that cumulative distributions of at least $0.22 per quarter per share had been paid on the Common Stock. The
Class B Common Stock could not participate in liquidating distributions, and Class B shareholders were not
entitled to vote (except as expressly required by California law).
Equity Stock
The Company is authorized to issue up to 200,000,000 shares of Equity Stock. The Articles of
Incorporation provide that the Equity Stock may be issued from time to time in one or more series and gives the
Board of Directors broad authority to fix the dividend and distribution rights, conversion and voting rights,
redemption provisions and liquidation rights of each series of Equity Stock.
Equity Stock, Series A
As of December 31, 2003, there were 8,776,102 depositary shares, each representing 1/1,000 of a
share, of Equity Stock, Series A outstanding. The following table summarizes the activity:
2003 2002 2001
Depositary
Shares
Issuance
Amount
Depositary
Shares
Issuance
Amount
Depositary
Shares
Issuance
Amount
(Dollar amounts in thousands)
Amount at beginning
of year .......................
8,776,102
$ 188,174 8,776,102
$ 188,174
5,635,602
$ 113,354
Public offerings ............ - - - - 2,210,500 51,836
Direct placements ......... - - - - 930,000 22,984
Amount at end of year .. 8,776,102 $ 188,174 8,776,102 $ 188,174 8,776,102 $ 188,174
The issuance amounts have been recorded as part of paid-in capital on the consolidated balance sheet.
The Equity Stock, Series A ranks on parity with our common stock and junior to the Cumulative
Preferred Stock with respect to general preference rights and has a liquidation amount which cannot exceed
$24.50 per share. Distributions with respect to each depositary share shall be the lesser of: a) five times the per
share dividend on the common stock or b) $2.45 per annum. Except in order to preserve the Companys federal
income tax status as a REIT, we may not redeem the depositary shares before March 31, 2010. On or after
March 31, 2010, we may, at our option, redeem the depositary shares at $24.50 per depositary share. If the
Company fails to preserve its federal income tax status as a REIT, each depositary share will be convertible into
0.956 shares of our common stock. The depositary shares are otherwise not convertible into common stock.
Holders of depositary shares vote as a single class with our holders of common stock on shareholder matters,
but the depositary shares have the equivalent of one-tenth of a vote per depositary share. We have no obligation
to pay distributions if no distributions are paid to common shareholders.