Business Context and Reporting Period
This Form 8-K Current Report was filed by CubeSmart and CubeSmart, L.P. on October 19, 2015. The filing discloses the entry into a material definitive agreement regarding a public debt offering.
Key Financial Metrics
- Debt Issuance: $250.0 million aggregate principal amount of 4.000% senior notes due 2025.
- Interest Rate: 4.000%.
- Maturity Date: 2025.
- Guarantee: CubeSmart has fully and unconditionally guaranteed the payment of principal, make-whole premium, and interest.
- Underwriters: Merrill Lynch, Pierce, Fenner & Smith Incorporated and Wells Fargo Securities, LLC.
Material Changes and Use of Proceeds
The Operating Partnership intends to use the net proceeds from the offering to:
- Repay all outstanding indebtedness under the unsecured revolving portion of the Company's credit facility maturing in 2020.
- Fund working capital and other general corporate purposes.
- Potentially repay or repurchase other indebtedness.
Affiliates of the underwriters act as lenders under the credit facility and may receive a portion of the proceeds through the repayment of those borrowings.
Outlook and Management Commentary
The offering and sale of the Notes and related Guarantee were expected to be completed on October 26, 2015. The transaction was registered pursuant to a registration statement on Form S-3. The filing includes a press release announcing the pricing of the Notes.
Investor Verification Checklist
- Verify the final closing date of the $250.0 million note offering (expected October 26, 2015).
- Confirm the full repayment of the unsecured revolving credit facility maturing in 2020.
- Review the full text of the Underwriting Agreement (Exhibit 1.1) for specific covenants and indemnification terms.
- Check the press release (Exhibit 99.1) for any additional pricing details or market commentary.