EXTRA SPACE STORAGE INC. 20,200,000 Shares Common Stock ($.01 Par Value) UNDERWRITING AGREEMENTUnderwriting Agreement • August 10th, 2004 • Extra Space Storage Inc. • Real estate investment trusts • New York
Extra Space Storage Inc., a Maryland corporation (the “Company”), and Extra Space Storage LP, a Delaware limited partnership, the indirect general partner and majority limited partner of which is the Company (the “Operating Partnership” and, together with the Company, the “Transaction Entities”), propose to issue and sell to the underwriters named in Schedule A annexed hereto (the “Underwriters”), for whom you are acting as representatives, an aggregate of 20,200,000 shares (the “Firm Shares”) of Common Stock, $.01 par value per share (the “Common Stock”), of the Company. In addition, solely for the purpose of covering over-allotments, the Transaction Entities propose to grant to the Underwriters the option to purchase from the Company up to an additional 3,030,000 shares of Common Stock (the “Additional Shares”). The Firm Shares and the Additional Shares are hereinafter collectively sometimes referred to as the “Shares.” The Shares are described in the Prospectus which is referred to
REGISTRATION RIGHTS AGREEMENT BY AND AMONG EXTRA SPACE STORAGE INC. AND CERTAIN PERSONS LISTED ON SCHEDULE 1 HERETO dated as of August [ ], 2004Registration Rights Agreement • August 10th, 2004 • Extra Space Storage Inc. • Real estate investment trusts • New York
This REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of August , 2004, is made and entered into by and among Extra Space Storage Inc., a Maryland corporation (the “Company”), and certain persons listed on Schedule 1 hereto (such persons, in their capacity as holders of Registrable Securities, the “Holders” and each the “Holder”). Capitalized terms not otherwise defined herein shall have the meanings ascribed to them in Section 1 hereto.
MEMBERSHIP INTEREST PURCHASE AGREEMENTMembership Interest Purchase Agreement • August 10th, 2004 • Extra Space Storage Inc. • Real estate investment trusts • Delaware
This MEMBERSHIP INTEREST PURCHASE AGREEMENT, dated as of August 9, 2004 (this “Agreement”), is made and entered into by and between Extra Space Storage LLC, a Delaware limited liability company (“Buyer”), FREAM No. 39 LLC, a Delaware limited liability company (“FREAM”), and Fidelity Pension Plan Real Estate Investment LLC (a/k/a Fidelity Pension Fund Real Estate Investment LLC), a Delaware limited liability company (“FPPREI” and together with FREAM the “Sellers” and each a “Seller”).
FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EXTRA SPACE STORAGE LP a Delaware limited partnershipLimited Partnership Agreement • August 10th, 2004 • Extra Space Storage Inc. • Real estate investment trusts • Delaware
THIS FIRST AMENDED AND RESTATED AGREEMENT OF LIMITED PARTNERSHIP OF EXTRA SPACE STORAGE LP, dated as of [ ], 2004 is entered into by and among ESS Holdings Business Trust I, a Massachusetts business trust (the “General Partner”) and the limited partners listed on Exhibit A hereto (each a “Limited Partner”).
