v3.25.3
Investments in Unconsolidated Real Estate Ventures
9 Months Ended
Sep. 30, 2025
Equity Method Investments and Joint Ventures [Abstract]  
Investments in Unconsolidated Real Estate Ventures

Note 4. Investments in Unconsolidated Real Estate Ventures

Nantucket Joint Venture

On July 18, 2024, we entered into a joint venture arrangement with an unaffiliated third party to develop a self storage property in Nantucket, Massachusetts (the "Nantucket Joint Venture"). On such date we agreed to purchase an indirect minority ownership in the property, and immediately funded approximately $4.9 million. We will be the property manager of the self storage property when it opens. This investment is accounted for pursuant to the equity method of accounting as we have the ability to exercise influence but not control.

On April 11, 2025, we funded an additional approximately $0.3 million, which represented the remaining unfunded capital commitment in connection with this joint venture arrangement.

On September 2, 2025, we executed an addendum to our subscription agreement related to the Nantucket Joint Venture to increase our ownership in the property. In connection therewith, we made an additional capital contribution of approximately $0.6 million.

As of September 30, 2025, and December 31, 2024, the carrying value of this investment was approximately $7.0 million and $6.0 million, respectively. As of September 30, 2025, such investment represented an approximately 42% minority ownership of the property.

 

SmartCentres Joint Ventures

We are party to joint venture agreements with a subsidiary of SmartCentres, an unaffiliated third party, to acquire, develop, and operate self storage facilities. In connection with such agreements, as 50% owner and SmartCentres as the other 50% owner of a joint venture subsidiary, we own 12 joint venture properties, ten of which were operational as of September 30, 2025.

For the three months ended September 30, 2025 and 2024, we recorded net aggregate loss of approximately $0.1 million and $0.4 million respectively, from our equity in earnings related to our unconsolidated real estate ventures in Canada.

For the nine months ended September 30, 2025 and 2024, we recorded net aggregate loss of approximately $0.4 million and $1.1 million respectively, from our equity in earnings related to our unconsolidated real estate ventures in Canada.

 

The following table summarizes our 50% ownership interests in investments in unconsolidated real estate ventures in Canada (the “Canadian JV Properties”) (in thousands):

 

Canadian JV Property

 

Date Real Estate Venture Became Operational

 

Carrying Value
of Investment as of
September 30, 2025

 

 

Carrying Value
of Investment as of
December 31, 2024

 

Dupont (1)(6)

 

October 2019

 

$

3,305

 

 

$

3,358

 

East York (2)(6)

 

June 2020

 

 

5,025

 

 

 

4,945

 

Brampton (2)(6)

 

November 2020

 

 

1,507

 

 

 

1,533

 

Vaughan (2)(6)

 

January 2021

 

 

1,980

 

 

 

2,019

 

Oshawa (2)(6)

 

August 2021

 

 

835

 

 

 

938

 

Scarborough (2)(5)

 

November 2021

 

 

1,981

 

 

 

1,969

 

Aurora (1)(5)

 

December 2022

 

 

1,768

 

 

 

1,935

 

Kingspoint (2)(5)

 

March 2023

 

 

3,247

 

 

 

3,299

 

Whitby (4)

 

January 2024

 

 

7,896

 

 

 

7,661

 

Markham (1)(7)

 

May 2024

 

 

2,493

 

 

 

2,470

 

Regent (3)

 

Under Development

 

 

3,675

 

 

 

2,655

 

Allard (8)

 

Under Development

 

 

1,187

 

 

 

—

 

 

 

 

 

$

34,899

 

 

$

32,782

 

 

(1)
These joint venture properties were acquired through our merger with Strategic Storage Growth Trust II, Inc., which closed on June 1, 2022.
(2)
These joint venture properties were acquired through our merger with Strategic Storage Trust IV, Inc., which closed on March 17, 2021.
(3)
This property was occupied pursuant to a single tenant industrial lease until October 2024. The property is under development to become a self storage facility.
(4)
This property was acquired on January 12, 2023 in connection with a purchase agreement assumed in our merger with Strategic Storage Growth Trust II, Inc., which closed on June 1, 2022.
(5)
These properties are encumbered by first mortgages pursuant to the RBC JV Term Loan II (defined below).
(6)
These properties are encumbered by first mortgages pursuant to the RBC JV Term Loan (defined below).
(7)
This property is encumbered by a first mortgage pursuant to the SmartCentres Financings (defined below).
(8)
On August 12, 2025, we acquired this joint venture parcel of land in Edmonton, Alberta, Canada, with SmartCentres, and intend to develop it into a self storage property.

 

As of September 30, 2025, we had ownership interests in the 12 Canadian JV Properties, and one unconsolidated real estate development project in Nantucket, Massachusetts, the Nantucket Joint Venture (collectively, the "JV Properties").

RBC JV Term Loan II

On July 17, 2024, three of our joint ventures with SmartCentres closed on a $46.0 million CAD term loan (the “RBC JV Term Loan II”) with Royal Bank Canada ("RBC") pursuant to which three of our joint venture subsidiaries that each own 50% of a Canadian JV Property serve as borrowers (the “RBC Borrowers II”). The RBC JV Term Loan II was secured by first mortgages on three of the Canadian JV Properties which were previously encumbered by the SmartCentres Financings. The maturity date of the RBC JV Term Loan II was November 3, 2025. Interest on the RBC JV Term Loan was a fixed annual rate of 4.97%, and payments were interest only during the term of the loan.

We and SmartCentres each served as a full recourse guarantor with respect to 50% of the secured obligations under the RBC JV Term Loan II. The RBC JV Term Loan II contained certain customary representations and warranties, affirmative, negative and financial covenants, and events of default. Pursuant to the terms of the RBC JV Term Loan II, a failure by either us or SmartCentres to observe any negative covenant under each of our respective (and separate) credit facilities (“Separate Credit Facilities”) would be an event of default under the RBC JV Term Loan II. We and SmartCentres entered into a separate Cross-Indemnity Agreement pursuant to which we and SmartCentres have each agreed to indemnify the other party with respect to any claims arising from a breach or default of the other party pursuant to the RBC JV Term Loan II or the Separate Credit Facilities.

The net proceeds from the RBC JV Term Loan II, in combination with cash on hand were used to fully repay the allocated loan amounts of approximately $46.4 million CAD or approximately $34.1 million USD under the SmartCentres Financings for each of the three Canadian JV Properties.

As of September 30, 2025, there was approximately $46.0 million CAD or approximately $33.1 million USD outstanding on the RBC JV Term Loan II.

The RBC JV Term Loan II was refinanced on October 31, 2025. See Note 14 – Subsequent Events, of the Notes to the Consolidated Financial Statements contained in this report for additional information.

 

RBC JV Term Loan

On November 3, 2023, five of our joint ventures with SmartCentres closed on a $70 million CAD term loan (the “RBC JV Term Loan”) with RBC pursuant to which five of our joint venture subsidiaries that each own 50% of a Joint Venture property serve as borrowers (the “RBC Borrowers”). The RBC JV Term Loan was secured by first mortgages on five of the Canadian JV Properties which were previously encumbered by the SmartCentres Financings (as defined below). The maturity date of the RBC JV Term Loan was November 2, 2025. Interest on the RBC JV Term Loan was a fixed annual rate of 6.21%, and payments were interest only during the term of the loan.

We and SmartCentres each served as a full recourse guarantor with respect to 50% of the secured obligations under the RBC JV Term Loan. The RBC JV Term Loan contains certain customary representations and warranties, affirmative, negative and financial covenants, and events of default. Pursuant to the terms of the RBC JV Term Loan, a failure by either us or SmartCentres to observe any negative covenant under each of our Separate Credit Facilities would be an event of default under the RBC JV Term Loan; in addition, certain actions by either us or SmartCentres may trigger an event of default under the RBC JV Term Loan. We and SmartCentres entered into a separate Cross-Indemnity Agreement pursuant to which we and SmartCentres have each agreed to indemnify the other party with respect to any claims arising from a breach or default of the other party pursuant to the RBC JV Term Loan or the Separate Credit Facilities.

The majority of net proceeds from the RBC JV Term Loan were used to fully repay the allocated loan amounts of approximately $68.9 million CAD under the SmartCentres Financings (as defined below) for each of the five Canadian JV Properties.

As of September 30, 2025, $70.0 million CAD or approximately $50.3 million in USD, was outstanding on the RBC JV Term Loan.

The RBC JV Term Loan was refinanced on October 31, 2025. See Note 14 – Subsequent Events, of the Notes to the Consolidated Financial Statements contained in this report for additional information.

 

SmartCentres Financings

In connection with the SST IV Merger, we, through our acquisition of the Oshawa, East York, Brampton, Vaughan, and Scarborough joint venture partnerships, also became party to a master mortgage commitment agreement (the “MMCA I”) with SmartCentres Storage Finance LP (the “SmartCentres Lender”) (the “SmartCentres Loan I”). The SmartCentres Lender is an affiliate of SmartCentres. On August 18, 2021, the Kingspoint Property was added to the MMCA I, increasing the available capacity.

On June 1, 2022, in connection with the SSGT II Merger, we assumed another loan with the SmartCentres Lender. SSGT II had previously entered into a master mortgage commitment agreement on April 30, 2021, which was subsequently modified on October 22, 2021 (the “MMCA II”), with the SmartCentres Lender in the amount of up to approximately $34.3 million CAD (the “SmartCentres Loan II”) (collectively with SmartCentres Loan I, the “SmartCentres Financings”). The borrowers under the SmartCentres Loan II are the joint venture entities in which we (SSGT II prior to June 1, 2022), and SmartCentres each hold a 50% limited partnership interest with respect to the Dupont and Aurora joint venture properties. In connection with the SmartCentres Loan II assumption, we became a recourse guarantor for 50% of the SmartCentres Financings. On September 13, 2022, the Markham Property was added to the MMCA II, increasing the available capacity.

The SmartCentres Loan I and SmartCentres Loan II have an accordion feature such that borrowings pursuant thereto may be increased up to approximately $120 million CAD each, subject to certain conditions set forth in the MMCA I and MMCA II agreements. Additionally, pursuant to the MMCA I and MMCA II agreements, the collective borrowings between all SmartCentres Financings, and loans made by the SmartCentres Lender to our affiliates, are limited to an overall combined capacity of $120 million CAD.

The SmartCentres Financings were amended on May 13, 2024, extending the maturity date to May 11, 2026, among other changes. Monthly interest payments initially increase the outstanding principal balance. Upon a Canadian JV Property generating sufficient net cash flow, the SmartCentres Financings provide for the commencement of quarterly payments of interest. The borrowings advanced pursuant to the SmartCentres Financings may be prepaid without penalty, subject to certain conditions set forth in the MMCA I and MMCA II.

The SmartCentres Financings contain customary affirmative and negative covenants, agreements, representations, warranties and borrowing conditions (including a loan to value ratio of no greater than 70% with respect to each Canadian JV Property) and events of default, all as set forth in the MMCA I and MMCA II. We serve as a full recourse guarantor with respect to 50% of the SmartCentres Financings. As of September 30, 2025, the joint ventures were in compliance with all such covenants.

On July 17, 2024, three of our joint ventures with SmartCentres closed on a $46.0 million CAD term loan with RBC pursuant to which three of our joint venture subsidiaries that each own 50% of a Canadian JV Property serve as borrowers. The RBC JV Term Loan II is secured by first mortgages on three of the Canadian JV Properties which were previously encumbered by the SmartCentres Financings. The net proceeds from such loan were used to fully repay the allocated loan amounts of approximately $46.4 million CAD or approximately $34.1 million USD under the SmartCentres Financings for each of the three Canadian JV Properties.

Interest on the SmartCentres Financings is a variable annual rate equal to the aggregate of: (i) the BA Equivalent Rate, plus: (ii) a margin based on the External Credit Rating, plus (iii) a margin under the Senior Credit Facility, each as defined and described further in the MMCA I and MMCA II. As of September 30, 2025, the total interest rate was approximately 5.6%.

As of September 30, 2025, approximately $18.8 million CAD or approximately $13.5 million in USD, was outstanding on the SmartCentres Financings. As of December 31, 2024, approximately $18.7 million CAD or approximately $13.0 million USD was outstanding on the SmartCentres Financings. The proceeds of the SmartCentres Financings have been and will generally be used to finance the acquisition, development, and construction of the Canadian JV Properties.

On October 31, 2025, we fully paid down the outstanding principal and interest due on the SmartCentres Financings. See Note 14 – Subsequent Events, of the Notes to the Consolidated Financial Statements contained in this report for additional information.