SmartStop Self Storage REIT, Inc. Files 2023 Annual Report on Form 10-K

TL;DR

<b>SmartStop Self Storage REIT, Inc. has filed its 2023 10-K report, outlining its financial performance and operational details.</b>

AI Summary

SmartStop Self Storage REIT, Inc. (SMA) filed a Annual Report (10-K) with the SEC on March 18, 2024. SmartStop Self Storage REIT, Inc. filed its annual report for the fiscal year ending December 31, 2023. The company's principal business is real estate investment trusts (SIC 6798). The filing details various agreements including advisory, administrative services, and merger agreements. Key dates mentioned include the merger agreement date of June 1, 2022, and a share redemption program date of January 15, 2024. The report references specific property locations such as San Gabriel, Lake Houston Parkway Humble, Sarasota, Port St. Lucie, and Airport Road Colorado Springs.

Why It Matters

For investors and stakeholders tracking SmartStop Self Storage REIT, Inc., this filing contains several important signals. This 10-K filing provides a comprehensive overview of SmartStop's financial health, operational strategies, and any significant corporate actions or agreements throughout the 2023 fiscal year. Investors and stakeholders can use this report to assess the company's performance, identify potential risks, and make informed investment decisions based on detailed financial data and disclosures.

Risk Assessment

Risk Level: medium — SmartStop Self Storage REIT, Inc. shows moderate risk based on this filing. The filing is a 10-K, which is a standard annual report for public companies, indicating a routine disclosure of financial and operational information. However, the breadth of agreements and specific property mentions suggest a complex operational structure that could introduce medium-level risks.

Analyst Insight

Review the detailed financial statements and risk factors within the 10-K to understand SmartStop's performance and potential challenges.

Key Numbers

• 2023-12-31 — Fiscal Year End (Report period)
• 2024-03-18 — Filed As Of Date (Submission date)
• 2022-06-01 — SSGTIIMergerAgreement (Date of merger agreement)
• 2024-01-15 — ShareRedemptionProgram (Date of share redemption program)

Key Players & Entities

• SmartStop Self Storage REIT, Inc. (company) — Filer name
• Strategic Storage Trust II, Inc. (company) — Former company name
• San Gabriel (location) — Property location
• Lake Houston Parkway Humble (location) — Property location
• Sarasota (location) — Property location
• Port St. Lucie (location) — Property location
• Airport Road Colorado Springs (location) — Property location
• Vaughan Ontario (location) — Property location

FAQ

Risk Factors

• Financial Covenants and Debt Obligations [medium — financial]: The company is subject to various financial covenants and debt obligations, which could impact its ability to operate or pursue growth opportunities if not met.
• Property Management and Operations [medium — operational]: The success of the company relies heavily on the effective management and operation of its self-storage properties, including occupancy rates and rental income.
• REIT Compliance [medium — regulatory]: As a Real Estate Investment Trust (REIT), SmartStop must comply with specific tax laws and regulations to maintain its status, failure of which could have significant financial implications.

Key Dates

• 2023-12-31: Fiscal Year End — Defines the reporting period for the 10-K.
• 2024-03-18: Filing Date — Date the 10-K was officially submitted to the SEC.
• 2022-06-01: SSGTIIMergerAgreement — Indicates a significant corporate transaction or agreement.

Key Financial Figures

• $0.001 — ction 12(g) of the Act: Common Stock, $0.001 par value per share Indicate by check
• $150 million — greement"), pursuant to which we issued $150 million of Senior Notes due April 19, 2032 (the
• $500 million — with an initial aggregate commitment of $500 million (the "Credit Facility"), which consiste
• $250 million — Credit Facility"), which consisted of a $250 million revolving credit facility and a $250 mi
• $451 million — initial draw proceeds of approximately $451 million primarily to pay off certain existing i
• $200 m — nts on the revolving credit facility by $200 million, to $450 million. As a result of
• $450 million — ing credit facility by $200 million, to $450 million. As a result of this amendment, the agg
• $700 million — itment under the Credit Facility is now $700 million. On April 19, 2022, we amended the Cr
• $1.0 billion — 2014, in which we offered a maximum of $1.0 billion in common shares for sale to the public
• $95.0 million — the public (the "Primary Offering") and $95.0 million in common shares for sale pursuant to o
• $493 million — ck ("Class T Shares") for approximately $493 million and $73 million respectively. In Nove
• $73 million — es") for approximately $493 million and $73 million respectively. In November 2016, we fi
• $100.9 million — 3, which registered up to an additional $100.9 million in shares under our distribution reinve
• $77.8 million — illion Class T Shares for approximately $77.8 million and $11.1 million, respectively, in our
• $11.1 m — res for approximately $77.8 million and $11.1 million, respectively, in our DRP Offerin

Filing Documents

• ck0001585389-20231231.htm (10-K) — 8310KB
• ck0001585389-ex3_4.htm (EX-3.4) — 36KB
• ck0001585389-ex4_3.htm (EX-4.3) — 66KB
• ck0001585389-ex21_1.htm (EX-21.1) — 6KB
• ck0001585389-ex23_1.htm (EX-23.1) — 5KB
• ck0001585389-ex31_1.htm (EX-31.1) — 14KB
• ck0001585389-ex31_2.htm (EX-31.2) — 15KB
• ck0001585389-ex32_1.htm (EX-32.1) — 8KB
• ck0001585389-ex32_2.htm (EX-32.2) — 8KB
• ck0001585389-ex99_1.htm (EX-99.1) — 4KB
• img135885920_0.jpg (GRAPHIC) — 30KB
• 0000950170-24-032792.txt (&nbsp;) — 33149KB
• ck0001585389-20231231.xsd (EX-101.SCH) — 3689KB
• ck0001585389-20231231_htm.xml (XML) — 8045KB

BUSINESS

BUSINESS 3 ITEM 1A.

RISK FACTORS

RISK FACTORS 9 ITEM 1B. UNRESOLVED STAFF COMMENTS 34 ITEM 1C. CYBERSECURITY 34 ITEM 2.

PROPERTIES

PROPERTIES 35 ITEM 3.

LEGAL PROCEEDINGS

LEGAL PROCEEDINGS 36 ITEM 4. MINE SAFETY DISCLOSURES 36 PART II ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES 37 ITEM 6. [RESERVED] 47 ITEM 7.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS 48 ITEM 7A.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK 64 ITEM 8.

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA 65 ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE 66 ITEM 9A.

CONTROLS AND PROCEDURES

CONTROLS AND PROCEDURES 66 ITEM 9B. OTHER INFORMATION 66 ITEM 9C. DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS 66 PART III ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE 67 ITEM 11.

EXECUTIVE COMPENSATION

EXECUTIVE COMPENSATION 67 ITEM 12.

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS 67 ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE 67 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES 67 PART IV ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES 68 ITEM 16. FORM 10-K SUMMARY 68

SIGNATURES

SIGNATURES INDEX TO FINANCIAL STATEMENTS F- 1 CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS Certain statements contained in this Form 10-K of SmartStop Self Storage REIT, Inc., other than historical facts, may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the "Securities Act") and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). We intend for all such forward-looking statements to be covered by the applicable safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Exchange Act, as applicable. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as "may," "will," "expect," "intend," "anticipate," "estimate," "believe," "seek," "continue," or other similar words. Any such forward-looking statements are based on current expectations, estimates and projections about the industry and markets in which we operate, and beliefs of, and assumptions made by, our management and involve uncertainties that could significantly affect our financial results. Such statements include, but are not limited to: (i) statements about our plans, strategies, initiatives, and prospects; and (ii) statements about our future results of operations, capital expenditures, and liquidity. Such statements are subject to known and unknown risks and uncertainties, which could cause actual results to differ materially from those projected or anticipated, including, without limitation: We have paid, and may continue to pay, distributions from sources other than cash flow from operations; therefore, we will have fewer funds available for the acquisition of properties, and our stockholders' overall return may be reduced. There is currently no public trading market for our shares and there may never be one; therefore, it will be difficult for our stockholders t

BUSINESS

ITEM 1. BUSINESS Overview SmartStop Self Storage REIT, Inc., a Maryland corporation (the "Company"), is a self-managed and fully-integrated self storage real estate investment trust ("REIT"), formed on January 8, 2013 under the Maryland General Corporation Law. Our year-end is December 31. As used in this report, "we," "us," "our," and "Company" refer to SmartStop Self Storage REIT, Inc. and each of our subsidiaries. Business Objectives and Strategy We focus on the acquisition, ownership, and operation of self storage properties located primarily within the top 100 metropolitan statistical areas, or MSAs, throughout the United States and Canada. Based on the Inside Self Storage Top-Operators List ranking for 2023, and after accounting for recent market transactions, we are the 10th largest owner and operator of self storage properties in the United States based on rentable square footage. As of December 31, 2023, our wholly-owned portfolio consisted of 154 operating self storage properties diversified across 19 states and Canada comprising approximately 104,000 units and 11.9 million net rentable square feet. Additionally, we owned a 50% equity interest in eleven unconsolidated real estate ventures located in Canada, which consisted of eight operating self storage properties, two parcels of land currently under development into self storage facilities, and one single tenant industrial building, which we plan to convert into a self storage property over the long term. Further, through our Managed REIT Platform (as defined below), we serve as the sponsor of Strategic Storage Trust VI, Inc., a publicly-registered non-traded REIT ("SST VI"), and Strategic Storage Growth Trust III, Inc., a private REIT ("SSGT III" and together with SST VI, the "Managed REITs"), and manage one additional self storage property, all of which pay us fees to manage these programs and manage their 32 operating self storage properties (as of December 31, 2023). Our primary business mo

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View this 10-K filing on SEC EDGAR