v3.25.3
Subsequent Events
9 Months Ended
Sep. 30, 2025
Subsequent Events [Abstract]  
Subsequent Events

Note 14. Subsequent Events

Argus Transaction

 

On October 1, 2025, pursuant to a contribution agreement (the “Contribution Agreement”) we acquired Argus Professional Storage Management, LLC (“Argus”), a third-party property management company that (as of September 30, 2025) managed more than 225 operating properties across 27 states consisting of more than approximately 100,000 units and approximately 16.6 million rentable square feet. After the acquisition of Argus, we own or manage over 460 self-storage properties in North America. Under the terms of the Contribution Agreement, total upfront consideration provided in the transaction was approximately $21.1 million, composed of $8.5 million in cash, funded in part by a $5.0 million deposit made and outstanding as of September 30, 2025, and 328,343 units of limited partnership interests (“OP Units”) in our Operating Partnership. In addition, the Contribution Agreement includes a potential earnout of up to an additional $11.0 million based on revenues generated during fiscal year 2028, with 75% payable in cash and 25% being payable in OP Units. Our board of directors unanimously approved the transaction.

 

Through the Contribution Agreement we assumed various nominal amounts of current assets and liabilities, which are subject to a working capital adjustment to the consideration otherwise provided. The principal assets acquired were property management contracts, covering the management of more than approximately 225 properties and 400 employees, an operating lease for their corporate headquarters in Tucson, Arizona, other intellectual property and personal property. The Contribution Agreement contains customary representations, warranties, covenants, agreements, and indemnification obligations with respect to the sellers of Argus and us.

 

SST X Transactions

 

Subsequent to September 30, 2025, in late October, the nominating and corporate governance committee of our board approved: (i) an investment of $1.8 million in the operating partnership of SST X, and (ii) the sale of our Murfreesboro, Tennessee property to SST X for approximately $7.9 million, which was equal to the purchase price we paid for the property earlier this year, plus an additional amount to cover certain post-closing adjustments and capital improvements we made on the property since acquisition. These transactions were also approved by the nominating and corporate governance committee and the board of SST X, including its independent trustees.

 

On October 29, 2025, we, through one our subsidiaries, entered into a preferred unit purchase agreement with SST X OP (the "Series A Preferred Unit Purchase Agreement") for 72,000 Series A Preferred Units, in consideration for the $1.8 million investment described above. Distributions on the Series A Preferred Units are cumulative from the date of issuance and are payable monthly in arrears. Distributions are payable at a rate of: (a) 6% per annum from the date of issuance until the second anniversary after the date of issuance; (b) 7% per annum commencing the day following the second anniversary after the date of issuance until the third anniversary after the date of issuance; (c) 8% per annum commencing the day following the third anniversary after the date of issuance until the fourth anniversary after the date of issuance; and (d) 9% per annum thereafter. The Series A Preferred Unit Purchase Agreement provides that the purchase price for the Series A Preferred Units shall be equal to $25 per share. Pursuant to the agreement we are due an investment fee equal to 1.0% of the amount invested by us.

 

RBC JV Term Loan III

On October 31, 2025, ten of our joint ventures with SmartCentres closed on a $160 million CAD term loan (the “RBC JV Term Loan III”) with RBC pursuant to which ten of our joint venture subsidiaries that each own 50% of a Joint Venture property serve as borrowers (the “RBC Borrowers III”). The RBC JV Term Loan III is secured by first mortgages on ten of the Canadian JV Properties, most of which were previously encumbered by either the RBC JV Term Loan, the RBC JV Term Loan II or the SmartCentres Financings. The RBC JV Term Loan III matures on November 1, 2030, which may be extended by one additional year, subject to certain terms. Interest on the RBC JV Term Loan III is fixed at an annual rate of 3.87%, and monthly payments include interest and principal, amortized on a 30 year basis until maturity. Proceeds from the RBC JV Term Loan III were used by the Joint Ventures to fully pay down the outstanding principal and accrued interest on the RBC JV Term Loan, the RBC JV Term Loan II, and the SmartCentres Financing. We serve as a recourse guarantor with respect to $80 million CAD of the obligations under the RBC JV Term Loan III.

Winter Garden Acquisition

On November 4, 2025, we purchased a self storage facility located in the Orlando Florida MSA (the "Winter Garden Property"). The purchase price for the Winter Garden Property was approximately $15.3 million, plus closing costs. This acquisition was funded with proceeds drawn from the Credit Facility.

 

 

New York Preferred Investment

On October 31, 2025, we, through our TRS, invested approximately $4.8 million in an unaffiliated entity to facilitate its purchase of five self storage properties and one retail property in the state of New York (the “NY Preferred Investment”). Our investment was structured as preferred equity, carrying a 10.0% dividend. We will receive a 1.0% investment fee for all amounts invested, and a redemption fee of 1.0% for any amounts redeemed, unless redeemed within the first 90 days following the closing. We hold customary preferred equity rights and protections, and we have the right to call the NY Preferred Investment amounts after five years. The investment was utilized to purchase five self storage properties, all of which have us serving as Property Manager.