8-K
Strategic Storage Trust VI, Inc. (SGST)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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): May 16, 2025
Strategic Storage Trust VI, Inc.
(Exact name of registrant as specified in its charter)
| Maryland | 000-56545 | 85-3494431 |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
10 Terrace Road, Ladera Ranch, California 92694
(Address of principal executive offices, including zip code)
(877) 327-3485
(Registrant’s telephone number, including area code)
Not Applicable
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
☐ Written communications 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 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered |
|---|---|---|
| None | None | None |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Item 7.01. Regulation FD Disclosure.
On May 16, 2025, Strategic Storage Trust VI, Inc. (the “Company”) issued a press release discussing its financial results for the three months ended March 31, 2025. A copy of the press release is furnished as Exhibit 99.1 to this Current Report and is incorporated by reference herein.
Pursuant to the rules and regulations of the Securities and Exchange Commission, the information in this Current Report, including Exhibit 99.1 and information set forth therein, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
99.1 Press Release, dated May 16, 2025
104 Cover Page Interactive Data File (embedded within the Inline XBRL document)
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.
| STRATEGIC STORAGE TRUST VI, INC. | |
|---|---|
| Date: May 16, 2025 | By: /s/ Matt F. Lopez |
| Matt F. Lopez | |
| Chief Financial Officer and Treasurer |
EX-99.1
Exhibit 99.1
FOR IMMEDIATE RELEASE
May 16, 2025
Strategic Storage Trust VI, Inc. Reports First Quarter 2025 Results
Total revenues increased 11.1% compared to the same period in 2024.
Increased Same-Store Revenues by 6.8% for the Quarter.
Increased Same-Store Net Operating Income ("NOI") by 13.6% for the Quarter.
Increased Same-Store Average Physical Occupancy by 2.1% for the Quarter.
LADERA RANCH, CA – May 16, 2025 – Strategic Storage Trust VI, Inc. (“SST VI”) announced operating results for the three months ended March 31, 2025.
"This quarter marks an important milestone for our company as we report our first same-store results." commented H. Michael Schwartz, President and CEO of Strategic Storage Trust VI, Inc. "I'm pleased to share that these results exceeded our expectations and reflect the underlying strength and quality of our portfolio across both the United States and Canada. In addition, we completed the refinancing of all our Canadian debt at significantly lower interest rates. This strategic move enhances our financial flexibility and positions us well for continued operational and capital efficiency moving forward."
Key Highlights for the Three Months Ended March 31, 2025:
• Total revenues were approximately $7.3 million, an increase of approximately $0.7 million when compared to the same period in 2024.
• Increased same-store revenues and NOI by 6.8% and 13.6%, respectively, for the three months ended March 31, 2025 compared to the three months ended March 31, 2024.
• Increased same-store average physical occupancy by approximately 2.1% to 92.0% for the three months ended March 31, 2025 from 89.9% for the three months ended March 31, 2024.
• Increased same-store annualized rent per occupied square foot by approximately 3.7% to $17.01 for the three months ended March 31, 2025 from $16.40 for the three months ended March 31, 2024.
Capital Transactions:
Debt Transactions
On January 8, 2025, we entered into a CAD $64.0 million financing with National Bank of Canada (the “National Bank of Canada — Four Property Loan”). The National Bank of Canada — Four Property Loan has a term of three years, maturing on January 8, 2028. Payments consist of both principal and interest, calculated using a 25-year amortization, and are payable monthly. Amounts outstanding bear an interest rate equal to CORRA, plus a CORRA adjustment of approximately 0.30%, plus 2.25%. In addition, we entered into an interest rate swap agreement with a notional amount of CAD $64.0 million, whereby CORRA is fixed at approximately 3.03% that fixes the all in interest rate at 5.58% through the maturity of the loan. This addressed the upcoming 2025 maturities and will effectively reduced this portfolio’s interest rate by approximately 100 basis points as compared to the previous financing arrangements.
On March 6, 2025, we entered into a credit agreement with Meridian Credit Union Limited (the “Meridian Credit Agreement”) with a maximum borrowing capacity of approximately CAD $16.0 million (the "Meridian Loan"). At close, we borrowed approximately CAD $2.1 million. The Meridian Loan is secured by a first mortgage
10 Terrace Road, Ladera Ranch, CA 92694 | 866.412.5161 | info@StrategicREIT.com
on our development property in Etobicoke, Ontario Canada (the "Etobicoke Property"). The proceeds of the Meridian Loan will be used to fund development of a self storage facility on the Etobicoke Property. As of March 31, 2025 we had approximately CAD $2.1 million outstanding and approximately CAD $13.9 million of available capacity.
Pursuant to the Meridian Credit Agreement, amounts outstanding under the Meridian Loan bear interest at an annual rate equal to the Canada Prime Rate plus 1.50%, subject to a minimum all-in floor rate of 6.70% per annum. The Meridian Loan has an initial term of three years, maturing on March 5, 2028, with two six-month extension options. Payments under the Meridian Loan are payable monthly and interest-only.
On March 7, 2025, we entered into a CAD $164.5 million financing with QuadReal Finance, LP (the “QuadReal — Seven Property Loan”). The QuadReal — Seven Property Loan has an initial term of five years, maturing on April 1, 2030. Payments under the QuadReal — Seven Property Loan are interest only during the term of the QuadReal - Seven Property Loan, payable monthly, with the full amount of the outstanding balance of the QuadReal - Seven Property Loan due on the maturity date. Upon the closing of the QuadReal - Seven Property Loan, we drew approximately CAD $147.0 million as the Initial Advance. The interest rate on the Initial Advance bears interest at an annual fixed rate equal to 5.59%. This strategic move addressed the upcoming 2025 maturities and will effectively reduced this portfolio’s interest rate by approximately 170 basis points as compared to the previous financing arrangements.
About Strategic Storage Trust VI, Inc. (SST VI):
SST VI is a public non-traded REIT that elected to qualify as a REIT for federal income tax purposes. SST VI’s primary investment strategy is to invest in income-producing and growth self-storage facilities and related self-storage real estate investments in the United States and Canada. As of May 16, 2025, SST VI has a portfolio of 13 operating properties in the United States comprising approximately 9,015 units and 1,079,395 rentable square feet (including parking); 11 properties with approximately 10,205 units and 1,067,715 rentable square feet (including parking) in Canada, joint venture interests in two operational and three development properties in two Canadian provinces (Ontario and Québec) and one wholly owned development property in Ontario.
About SmartStop Self Storage REIT, Inc. (SmartStop):
SmartStop Self Storage REIT, Inc. (“SmartStop”) (NYSE:SMA), is a self-managed REIT with a fully integrated operations team of approximately 590 self-storage professionals focused on growing the SmartStop® Self Storage brand. SmartStop, through its indirect subsidiary SmartStop REIT Advisors, LLC, also sponsors other self-storage programs. As of May 16, 2025, SmartStop has an owned or managed portfolio of 220 operating properties in 23 states, the District of Columbia, and Canada, comprising approximately 157,100 units and 17.7 million rentable square feet. SmartStop and its affiliates own or manage 41 operating self-storage properties in Canada, which total approximately 34,400 units and 3.5 million rentable square feet. Additional information regarding SmartStop is available at www.smartstopselfstorage.com.
Contact:
David Corak
SVP of Corporate Finance & Strategy
SmartStop Self Storage REIT, Inc.
IR@smartstop.com
STRATEGIC STORAGE TRUST VI, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
| December 31,<br>2024 | |||||
|---|---|---|---|---|---|
| ASSETS | |||||
| Real estate facilities: | |||||
| Land | 109,195,229 | $ | 109,097,324 | ||
| Buildings | 375,916,070 | 375,539,122 | |||
| Site improvements | 13,681,272 | 13,655,534 | |||
| 498,792,571 | 498,291,980 | ||||
| Accumulated depreciation | (30,749,798 | ) | (27,645,170 | ) | |
| 468,042,773 | 470,646,810 | ||||
| Construction in process | 11,138,675 | 9,144,864 | |||
| Real estate facilities, net | 479,181,448 | 479,791,674 | |||
| Cash and cash equivalents | 14,241,422 | 10,827,415 | |||
| Restricted cash | 2,615,217 | 6,738,149 | |||
| Investments in unconsolidated real estate ventures | 18,995,066 | 18,207,135 | |||
| Other assets, net | 11,932,251 | 13,564,907 | |||
| Total assets | 526,965,404 | $ | 529,129,280 | ||
| LIABILITIES, TEMPORARY EQUITY AND EQUITY | |||||
| Debt, net | 278,152,442 | $ | 274,056,356 | ||
| Accounts payable and accrued liabilities | 11,539,916 | 13,433,815 | |||
| Distributions payable | 4,389,378 | 4,409,505 | |||
| Due to affiliates | 16,859,809 | 13,877,191 | |||
| Total liabilities | 310,941,545 | 305,776,867 | |||
| Commitments and contingencies | |||||
| Redeemable common stock | 11,705,939 | 10,279,772 | |||
| Series B Convertible Preferred Stock, 0.001 par value; 150,000 shares authorized; 150,000 and 150,000 issued and outstanding at March 31, 2025 and December 31, 2024, respectively, with aggregate liquidation preferences of 153,088,356 and 153,148,361 at March 31, 2025 and December 31, 2024, respectively | 148,599,723 | 148,599,723 | |||
| Equity: | |||||
| Strategic Storage Trust VI, Inc.: | |||||
| Preferred Stock, 0.001 par value; 200,000,000 shares authorized; 0 issued and outstanding at March 31, 2025 and December 31, 2024 | — | — | |||
| Class P Common stock, 0.001 par value; 30,000,000 shares authorized; 11,380,819 and 11,280,098 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively | 11,381 | 11,280 | |||
| Class A Common stock, 0.001 par value; 230,000,000 shares authorized; 3,397,253 and 3,383,583 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively | 3,397 | 3,384 | |||
| Class T Common stock, 0.001 par value; 100,000,000 shares authorized; 5,398,325 and 5,373,889 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively | 5,398 | 5,374 | |||
| Class W Common stock, 0.001 par value; 70,000,000 shares authorized; 709,730 and 704,761 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively | 710 | 705 | |||
| Class Y Common stock, 0.001 par value; 200,000,000 shares authorized; 4,709,618 and 4,049,909 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively | 4,710 | 4,050 | |||
| Class Z Common stock, 0.001 par value; 70,000,000 shares authorized; 388,958 and 346,393 shares issued and outstanding at March 31, 2025 and December 31, 2024, respectively | 389 | 346 | |||
| Additional paid-in capital | 214,160,380 | 207,773,199 | |||
| Distributions | (35,829,740 | ) | (32,142,866 | ) | |
| Accumulated deficit | (121,568,570 | ) | (111,392,263 | ) | |
| Accumulated other comprehensive loss | (5,736,815 | ) | (4,432,786 | ) | |
| Total Strategic Storage Trust VI, Inc. equity | 51,051,240 | 59,830,423 | |||
| Noncontrolling interests in our Operating Partnership | (44,733 | ) | 225,081 | ||
| Noncontrolling Series C Subordinated Units in our Operating Partnership | 4,711,690 | 4,417,414 | |||
| Total noncontrolling interest | 4,666,957 | 4,642,495 | |||
| Total equity | 55,718,197 | 64,472,918 | |||
| Total liabilities, temporary equity and equity | 526,965,404 | $ | 529,129,280 |
All values are in US Dollars.
STRATEGIC STORAGE TRUST VI, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
| Three Months Ended March 31, | ||||||
|---|---|---|---|---|---|---|
| 2025 | 2024 | |||||
| Revenues: | ||||||
| Self storage rental revenue | $ | 7,303,641 | $ | 6,577,587 | ||
| Ancillary operating revenue | 45,717 | 39,324 | ||||
| Total revenues | 7,349,358 | 6,616,911 | ||||
| Operating expenses: | ||||||
| Property operating expenses | 2,939,080 | 2,928,714 | ||||
| Property operating expenses – affiliates | 1,240,267 | 1,280,595 | ||||
| General and administrative | 1,703,808 | 1,554,738 | ||||
| Depreciation | 3,118,402 | 3,175,232 | ||||
| Intangible amortization expense | — | 1,039,598 | ||||
| Acquisition expense – affiliates | 107,876 | 178,423 | ||||
| Other property acquisition expenses | 14,020 | 54,041 | ||||
| Total operating expenses | 9,123,453 | 10,211,341 | ||||
| Operating loss | (1,774,095 | ) | (3,594,430 | ) | ||
| Other income (expense): | ||||||
| Interest expense | (4,107,295 | ) | (4,710,295 | ) | ||
| Interest expense – debt issuance costs | (488,397 | ) | (276,258 | ) | ||
| Derivative fair value adjustment | (531,449 | ) | 1,616,316 | |||
| Other | 79,014 | 187,818 | ||||
| Equity in loss of unconsolidated real estate venture | (222,528 | ) | — | |||
| Foreign currency adjustment | (195,936 | ) | (2,206,103 | ) | ||
| Net loss | (7,240,686 | ) | (8,982,952 | ) | ||
| Less: Distributions to preferred stockholders | (3,088,356 | ) | (3,166,042 | ) | ||
| Net loss attributable to the noncontrolling interests in our Operating Partnership | 152,735 | 225,373 | ||||
| Net loss attributable to Strategic Storage Trust VI, Inc. common stockholders | $ | (10,176,307 | ) | $ | (11,923,621 | ) |
| Net loss per Class P share—basic and diluted | $ | (0.40 | ) | $ | (0.55 | ) |
| Net loss per Class A share—basic and diluted | $ | (0.40 | ) | $ | (0.55 | ) |
| Net loss per Class T share—basic and diluted | $ | (0.40 | ) | $ | (0.55 | ) |
| Net loss per Class W share—basic and diluted | $ | (0.40 | ) | $ | (0.55 | ) |
| Net loss per Class Y share—basic and diluted | $ | (0.40 | ) | $ | (0.55 | ) |
| Net loss per Class Z share—basic and diluted | $ | (0.40 | ) | $ | (0.55 | ) |
| Weighted average Class P shares outstanding—basic and diluted | 11,331,153 | 11,137,137 | ||||
| Weighted average Class A shares outstanding—basic and diluted | 3,389,986 | 3,351,907 | ||||
| Weighted average Class T shares outstanding—basic and diluted | 5,386,419 | 5,302,182 | ||||
| Weighted average Class W shares outstanding—basic and diluted | 707,444 | 690,352 | ||||
| Weighted average Class Y shares outstanding—basic and diluted | 4,372,891 | 940,270 | ||||
| Weighted average Class Z shares outstanding—basic and diluted | 366,596 | 86,161 |
STRATEGIC STORAGE TRUST VI, INC. AND SUBSIDIARIES
COMPUTATION OF SAME-STORE OPERATING RESULTS
(UNAUDITED)
Same-Store Facility Results - three months ended March 31, 2025 and 2024
The following table sets forth operating data for our same-store facilities (stabilized and comparable properties that have been included in the consolidated results of operations since January 1, 2024) for the three months ended March 31, 2025 and 2024. We consider the following data to be meaningful as this allows for the comparison of results without the effects of acquisition, lease up, or development activity.
| Same-Store Facilities | Non Same-Store Facilities | Total | ||||||
|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | % Change | 2025 | 2024 | % Change | 2025 | 2024 | |
| Revenues(1) | $3,466,639 | $3,246,360 | 6.8% | $3,882,719 | $3,370,551 | N/M | $7,349,358 | 6,616,911 |
| Property operating expenses(2) | 1,425,618 | 1,450,018 | (1.7)% | 1,958,894 | 1,871,202 | N/M | 3,384,512 | 3,321,220 |
| Net operating income | $2,041,021 | $1,796,342 | 13.6% | $1,923,825 | $1,499,349 | N/M | $3,964,846 | 3,295,691 |
| Number of Facilities | 12 | 12 | 12 | 12 | 24 | 24 | ||
| Rentable square feet(3) | 892,610 | 892,665 | 1,254,500 | 1,204,615 | 2,147,110 | 2,097,280 | ||
| Average physical occupancy(4) | 92.0% | 89.9% | 2.1% | 87.0% | 80.6% | N/M | 89.0% | 84.6% |
| Annualized rent per occupied square foot(5) | $17.01 | $16.40 | 3.7% | N/M | N/M | N/M | $16.29 | 15.92 |
All values are in US Dollars.
N/M Not meaningful
- Revenue includes rental revenue, ancillary revenue, administrative and late fees.
- Property operating expenses excludes corporate general and administrative expenses, asset management fees, interest expense, depreciation, amortization expense and acquisition expenses, but includes property management fees.
- Of the total rentable square feet, parking represented approximately 199,780 and 247,900 square feet as of March 31, 2025 and 2024, respectively. On a same-store basis, for the same periods, parking represented approximately 43,000 square feet.
- Determined by dividing the sum of the month-end occupied square feet for the applicable group of facilities for each applicable period by the sum of their month-end rentable square feet for the period.
- Determined by dividing the aggregate realized rental income for each applicable period by the aggregate of the month-end occupied square feet for the period. Properties are included in the respective calculations in their first full month of operations, as appropriate. We have excluded the realized rental revenue and occupied square feet related to parking herein for the purpose of calculating annualized rent per occupied square foot.
Our increase in same-store revenue of approximately $0.2 million was primarily the result of increased average physical occupancy of approximately 2% and an increase in revenue per occupied square foot of approximately 3.7% for the three months ended March 31, 2025 over the three months ended March 31, 2014.
Our same-store property operating expenses decreased by approximately $24,000 for the three months ended March 31, 2025 compared to the three months ended March 31, 2014.
Net Operating Income (“NOI”)
NOI is a non-GAAP measure that SST VI defines as net income (loss), computed in accordance with GAAP, generated from properties, before corporate general and administrative expenses, asset management fees, interest expense, depreciation, amortization, acquisition expenses and other non-property related expenses. SST VI believes
STRATEGIC STORAGE TRUST VI, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
that NOI is useful for investors as it provides a measure of the operating performance of its operating assets because NOI excludes certain items that are not associated with the ongoing operation of the properties. Additionally, SST VI believes that NOI is a widely accepted measure of comparative operating performance in the real estate community. However, SST VI’s use of the term NOI may not be comparable to that of other real estate companies as they may have different methodologies for computing this amount.
The following table presents a reconciliation of net loss as presented on our consolidated statements of operations to NOI, as stated above, for the periods indicated:
| Three Months Ended | ||||||
|---|---|---|---|---|---|---|
| March 31,<br>2025 | March 31,<br>2024 | |||||
| Net Loss | $ | (7,240,686 | ) | $ | (8,982,952 | ) |
| Adjusted to exclude: | ||||||
| Asset management fees(1)(2) | 794,835 | 888,089 | ||||
| General and administrative | 1,703,808 | 1,554,738 | ||||
| Depreciation | 3,118,402 | 3,175,232 | ||||
| Intangible amortization expense | — | 1,039,598 | ||||
| Acquisition expenses—affiliates | 107,876 | 178,423 | ||||
| Other property acquisition expenses | 14,020 | 54,041 | ||||
| Interest expense | 4,107,295 | 4,710,295 | ||||
| Interest expense—debt issuance costs | 488,397 | 276,258 | ||||
| Derivative fair value adjustment | 531,449 | (1,616,316 | ) | |||
| Other | (79,014 | ) | (187,818 | ) | ||
| Equity in loss of unconsolidated joint venture | 222,528 | — | ||||
| Foreign currency adjustment | 195,936 | 2,206,103 | ||||
| Total property net operating income | $ | 3,964,846 | $ | 3,295,691 |
- Asset management fees are included in Property operating expenses – affiliates in the consolidated statements of operations.
- Includes amortization of Advisor contract of approximately $0.2 million for each of the three months ended March 31, 2025 and 2024.