UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (date of earliest event reported) March 31, 2005
PUBLIC STORAGE PROPERTIES IV, LTD.
(Exact name of registrant as specified in its charter)
California 0-8908 95-3192402
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(State or Other Jurisdiction (Commission File Number) (I.R.S. Employer
Of Incorporation) Identification Number)
701 Western Avenue, Glendale, California 91201-2349
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (818) 244-8080
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Check the appropriate box below if the Form 8-K is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ] Written communication pursuant to Rule 425 under the Securities Act
(17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 40.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4 (c))
ITEM 2.01 Completion of acquisition or disposition of assets
On March 31, 2005, Public Storage Properties IV, a California Limited
Partnership (the "Partnership"), distributed substantially all its holdings in
Public Storage, Inc. common stock to unitholders of records as of January 1,
2005. Prior to the distribution, the Partnership's holdings in Public Storage,
Inc. marketable securities included 381,980 shares of Public Storage, Inc.
common stock. As a result of the disposition of its holdings of Public Storage,
Inc. common stock, the Partnership will reflect a gain of approximately
$15,658,000 (based on the March 31, 2005 closing market price of $56.94 per
common share of Public Storage, Inc.) in its financial statements for the three
months ended March 31, 2005. Pro forma financial information is presented in
Item 9.01 to reflect the historical results and adjustments related to the
disposition described above.
ITEM 9.01 Financial statements and exhibits
(a) Financial Statements of Businesses Acquired.
Not applicable.
(b) Pro Forma Financial Information.
The following unaudited pro forma financial information for Public Storage
Properties IV, Ltd. gives effect to the disposition of the Partnership's
holdings in Public Storage, Inc. common stock as described in this Current
Report on Form 8-K. The Partnership's holdings in Public Storage marketable
securities are accounted for under the guidelines of Statement on Financial
Accounting Standards, No. 130, Reporting Comprehensive Income and were
designated as "held for sale."
The December 31, 2004 unaudited Pro Forma Condensed Balance Sheet is
presented as if the disposition occurred prior to December 31, 2004.
The unaudited Pro Forma Condensed Statement of Income and Comprehensive
Income for the year ended December 31, 2004 is presented as if the
disposition was effective December 31, 2003. The pro forma information is
based on historical financial statements of Public Storage Properties IV,
Ltd. giving effect for the disposition of the Partnership's holdings of
Public Storage, Inc. common stock.
The Partnership's gain on disposition, estimated at approximately
$15,658,000, is not considered in the Pro Forma Condensed Statement of
Income and Comprehensive Income.
The assumptions, estimates and adjustments are preliminary and have been
made solely for the purpose of developing such pro forma information. The
unaudited pro forma condensed financial information should be read in
conjunction with the financial statements and related footnotes included in
Public Storage Properties IV, Ltd.'s 2004 Annual Report on Form 10-K.
PUBLIC STORAGE PROPERTIES IV, LTD.
PRO FORMA CONDENSED BALANCE SHEET
December 31, 2004
Historical (1) Pro Forma Pro Forma December
December 31, 2004 Adjustments (2) 31, 2004
-------------------- ------------------- --------------------
ASSETS
Cash and cash equivalents $ 2,595,000 $ - $ 2,595,000
Marketable securities of affiliate (historical
cost of $6,340,000 and pro forma cost of $248,000) 21,644,000 (21,295,000) 349,000
Real estate facilities, net of accumulated
depreciation 6,551,000 - 6,551,000
Receivables and other assets 210,000 - 210,000
-------------------- ------------------- --------------------
Total assets $ 31,000,000 $ (21,295,000) $ 9,705,000
==================== =================== ====================
LIABILITIES AND PARTNERS' EQUITY
Accounts payable and other liabilities $ 540,000 $ - $ 540,000
Partners' equity
Limited partners' equity, $500 per
unit, 40,000 units authorized, issued and
outstanding 11,253,000 (4,523,000) 6,730,000
General partners' equity 3,903,000 (1,569,000) 2,334,000
Other comprehensive income 15,304,000 (15,203,000) 101,000
-------------------- ------------------- --------------------
Total partners' equity 30,460,000 (21,295,000) 9,165,000
-------------------- ------------------- --------------------
Total liabilities and partners' equity $ 31,000,000 $ (21,295,000) $ 9,705,000
==================== =================== ====================
1)Historical data presented reflects amounts reported on Form 10-K filed
on March 31, 2005.
2)Represents the pro forma adjustments to Public Storage
Properties IV, Ltd.'s Condensed Balance Sheet to reflect the
distribution of 381,980 shares of Public Storage, Inc. common
stock, as follows:
a) Marketable Securities of Affiliate were reduced $21,295,000,
representing the elimination of the amount reflected on the Condensed
Balance Sheet at December 31, 2004 with respect to the 381,980 shares
(at $55.75 per share).
b) Limited Partners' Equity was reduced $4,523,000, representing the
Limited Partners' 74.25% share of the historical cost of the common
stock of $6,092,000 which was distributed to unitholders and
therefore no longer held by the Partnership.
c) General Partners' Equity was reduced $1,569,000, representing the
General Partners' 25.75% share of the historical cost of the common
stock of $6,092,000 which was distributed to unitholders and
therefore no longer held by the Partnership.
d) Other Comprehensive Income was reduced $15,203,000, representing the
difference between the December 31, 2004 fair value ($21,295,000) and
the historical cost ($6,092,000) of the common stock that was
distributed to the unitholders and is therefore no longer held by the
Partnership.
PUBLIC STORAGE PROPERTIES IV, LTD.
PRO FORMA CONDENSED STATEMENT OF INCOME AND COMPREHENSIVE INCOME
For the year ended December 31, 2004
Historical (1) Pro Forma Pro Forma
2004 Adjustments (2) 2004
---------------------- -------------------- ------------------
REVENUES:
Rental income $ 10,325,000 $ - $ 10,325,000
Dividends from marketable securities of affiliate 718,000 (688,000) 30,000
Revenues from Affiliate under Performance Agreement 1,066,000 - 1,066,000
Other income 101,000 - 101,000
---------------------- -------------------- ------------------
12,210,000 (688,000) 11,522,000
---------------------- -------------------- ------------------
COSTS AND EXPENSES:
Cost of operations 2,695,000 - 2,695,000
Management fees paid to affiliate 619,000 - 619,000
Depreciation 565,000 - 565,000
Administrative 98,000 - 98,000
---------------------- -------------------- ------------------
3,977,000 - 3,977,000
---------------------- -------------------- ------------------
NET INCOME $ 8,233,000 $ (688,000) $ 7,545,000
====================== ==================== ==================
Limited partners' share of net income ($157.10 per unit
for historical 2004 and $144.33 per unit for pro forma
2004) $ 6,284,000 $ (511,000) $ 5,773,000
General partners' share of net income 1,949,000 (177,000) 1,772,000
---------------------- -------------------- ------------------
$ 8,233,000 $ (688,000) $ 7,545,000
====================== ==================== ==================
COMPREHENSIVE INCOME:
Net income $ 8,233,000 $ (688,000) $ 7,545,000
Other comprehensive income (change in unrealized
gain of marketable equity securities) 4,699,000 (4,721,000) (22,000)
---------------------- -------------------- ------------------
$ 12,932,000 $ (5,409,000) $ 7,523,000
====================== ==================== ==================
1)Historical data presented reflects amounts reported on Form 10-K filed
on March 31, 2005.
2)Represents the pro forma adjustments to Public Storage Properties IV,
Ltd.'s Condensed Statement of Income and Comprehensive Income to reflect
the impact of the distribution of 381,980 shares of Public Storage
common stock to unitholders, as if the transaction had occurred at
December 31, 2003:
a) Dividends from Marketable Securities of Affiliate were reduced
$688,000, representing the distributions of $1.80 per share received
in the year ended December 31, 2004 on the 381,980 shares of Common
Stock which will no longer be received by the Partnership.
b) Limited Partner's share of net income was reduced $511,000,
representing the Limited Partners' 74.25% share of the reduced
dividends from marketable securities of affiliate.
c) General Partners' share of net income was reduced $177,000,
representing the General Partners' 25.75% share of the reduced
dividends from marketable securities of affiliate.
d) Other Comprehensive Income was reduced $4,721,000 to eliminate the
impact of the increase in unrealized gain for the year ended December
31, 2004, as the Partnership will no longer own these securities.
e) The gain on disposition of approximately $15,658,000 is not reflected
on the Pro Forma Condensed Statement of Income and Comprehensive
Income.
(c) Exhibits.
Not applicable.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
PUBLIC STORAGE PROPERTIES IV, LTD.
Dated: April 6, 2005
By: /s/ John Reyes
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John Reyes
Chief Financial Officer of
Public Storage, Inc.,
Corporate General Partner