What changed in this filing

/stocks — the workspaceLOADING

Item 1. Business

2022-02-09 compared with 2021-02-10 · 24 added, 12 removed, 151 unchanged (19% of the section changed)

4 unchanged sentences

Infill locations are geographic locations surrounded by high concentrations of already developed land and existing buildings.

As of December 31, 2020, we owned a total of 222 buildings aggregating approximately 13.2 million square feet, 25 improved land parcels consisting of approximately 91.5 acres and one property under redevelopment expected to contain approximately 0.2 million square feet upon completion.

As of December 31, 2020, the buildings and improved land parcels were approximately 97.8% and 98.6% leased, respectively, to 488 customers, the largest of which accounted for approximately 5.4% of our total annualized base rent.

As of December 31, 2021, we owned a total of 253 buildings aggregating approximately 15.1 million square feet, 36 improved land parcels consisting of approximately 127.1 acres and four properties under redevelopment that, upon completion, will consist of two properties aggregating approximately 0.2 million square feet and two improved land parcels aggregating approximately 12.1 acres.

As of December 31, 2021, the buildings and improved land parcels were approximately 95.5% and 94.8% leased (including 0.4 million square feet of vacancy acquired during the fourth quarter of 2021), respectively, to 554 customers, the largest of which accounted for approximately 4.9% of our total annualized base rent.

We are an internally managed Maryland corporation and elected to be taxed as a REIT under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, or the Code, commencing with our taxable year ended December 31, 2010.

19 unchanged sentences

• Interior access via grade-level and/or dock-high doors

Table of Content s

• Staging for moderate truck activity

34 unchanged sentences

Competitive Strengths

Table of Content s

We believe we distinguish ourselves from our competitors through the following competitive advantages:

24 unchanged sentences

• have staggered debt maturities that are aligned to our expected average lease term (5-7 years), positioning us to re-price parts of our capital structure as our rental rates change with market conditions.

We intend to preserve a flexible capital structure with a long-term goal to maintain our investment grade rating and be in a position to issue additional unsecured debt and additional perpetual preferred stock.

We intend to preserve a flexible capital structure with a long-term goal to maintain our investment grade rating and be in a position to issue additional unsecured debt and perpetual preferred stock.

Fitch Ratings assigned us an issuer rating of BBB with a stable outlook.

3 unchanged sentences

In the event our current credit rating is downgraded, it may become difficult or expensive to obtain additional financing or refinance existing obligations and commitments.

We intend to primarily utilize senior unsecured notes, term loans, credit facilities, dispositions of properties, common stock and perpetual preferred stock.

We intend to primarily utilize senior unsecured notes, term loans, credit facilities, dispositions of properties, and proceeds from the issuance of common stock and perpetual preferred stock.

We may also assume debt in connection with property acquisitions which may have a higher loan-to-value ratio.

3 unchanged sentences

We are not structured as an Umbrella Partnership Real Estate Investment Trust, or UPREIT, although we could put in place a similar structure to facilitate an acquisition if needed.

We currently own our properties indirectly through subsidiaries and may utilize one or more taxable REIT subsidiaries as appropriate.

Table of Content s

currently own our properties indirectly through subsidiaries and may utilize one or more taxable REIT subsidiaries as appropriate.

Our Tax Status

15 unchanged sentences

In addition to the discussion below, see “Item 1A – Risk Factors” for a discussion of material risks to us, including, to the extent material, to our competitive position, relating to governmental regulations, and see “Item 7.

Management’s Discussion and Analysis of Financial Condition and Results of Operation” together with our audited consolidated financial statements and the related notes thereto for a discussion of material information relevant to an assessment of our financial condition and results of operations, including, to the extent material, the effects that compliance with governmental regulations may have upon our capital expenditures and earnings.

Management’s Discussion and Analysis of Financial Condition and Results of Operations” together with our audited consolidated financial statements and the related notes thereto for a discussion of material information relevant to an assessment of our financial condition and results of operations, including, to the extent material, the effects that compliance with governmental regulations may have upon our capital expenditures and earnings.

Environmental Matters

5 unchanged sentences

Furthermore, various court decisions have established that third parties may recover damages for injury caused by property contamination.

For instance, a person exposed to asbestos at one of our properties may seek to recover damages if he

or she suffers injury from the asbestos.

For instance, a person exposed to asbestos at one of our properties may seek to recover damages if he or she suffers injury from the asbestos.

Lastly, some of these environmental laws restrict the use of a property or place conditions on various activities.

An example would be laws that require a business using chemicals to manage them carefully and to notify local officials that the chemicals are being used.

Table of Content s

We could be responsible for any of the costs discussed above.

6 unchanged sentences

We were not aware of any significant or material exposures as of December 31, 2021 and 2020.

General Uninsured Losses

We carry property and rental loss, liability and terrorism insurance.

We believe that the policy terms, conditions, limits and deductibles are adequate and appropriate under the circumstances, given the relative risk of loss, the cost of such coverage and current industry practice.

In addition, our properties are located, or may in the future be located, in areas that are subject to earthquake and flood activity.

As a result, we have obtained, as applicable, limited earthquake and flood insurance on those properties.

There are, however, certain types of extraordinary losses, such as those due to acts of war that may be either uninsurable or not economically insurable.

Although we have obtained coverage for certain acts of terrorism, with policy specifications and insured limits that we believe are commercially reasonable, there can be no assurance that we will be able to collect under such policies.

Should an uninsured loss occur, we could lose our investment in, and anticipated profits and cash flows from, a property.

We were not aware of any significant or material exposures as of December 31, 2021 or 2020.

Employees and Human Capital

10 unchanged sentences

Our employees are encouraged to make healthy lifestyle decisions that can ultimately benefit the company by reducing insurance claims and boosting productivity.

We are headquartered in San Francisco and, in response to the COVID-19 pandemic, our employees have been working remotely in accordance with recommendations by the City of San Francisco since March 2020.

Our local, third-party property managers are also generally working remotely, as recommended by their municipalities.

Investors should refer to our COVID-19 disclosure in "Item 6 - Management's Discussion and Analysis of Financial Condition and Results of Operations".

We also provide our employees with highly competitive health and wellness benefits, including medical, dental, vision, life and short-term disability insurance, and also offer a wellness reimbursement program, a program to pay commuting and office parking costs with pre-tax income and a competitive vacation policy, including paid holidays and personal time off.

Available Information

2 unchanged sentences

The information on our website is neither part of nor incorporated by reference in this Annual Report on Form 10-K.

We make available, free of charge, on or through our website certain reports and amendments to those reports that we file with or furnish to the SEC in accordance with the Exchange Act.

We make available, free of charge, on or through our website certain reports and amendments to those reports that we file with or furnish to the SEC in accordance with the

Table of Content s

Exchange Act.

These include our annual reports on Form 10-K, our quarterly reports on Form 10-Q, our current reports on Form 8-K and exhibits and amendments to these reports, and Section 16 filings.

2 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business