IPO - SmartStop Self Storage REIT, Inc.

Form Type: 8-K

Filing Date: 2025-04-03

Corporate Action: Ipo

Type: New

Accession Number: 000119312525072350

Filing Summary: On April 3, 2025, SmartStop Self Storage REIT, Inc. closed its underwritten public offering of 31,050,000 shares of common stock at a par value of $0.001 per share. This offering included an over-allotment option of 4,050,000 shares exercised in full by underwriters. The company entered into an Underwriting Agreement with several financial institutions on April 1, 2025, detailing the conditions for the closing. The Board authorized the granting of equity awards totaling 289,410 shares of Class A restricted stock, 55,484 restricted stock units, and 287,080 LTIP Units to certain executives and employees with varied vesting schedules. Additionally, an amended and restated executive severance plan was adopted, effective April 1, 2025, along with a prohibition against electing to be subject to the Maryland Unsolicited Takeovers Act, following the filing of Articles Supplementary on April 2, 2025. The company also adopted new bylaws and amended its Code of Ethics. Subsequently, on the same day, the company issued a letter to stockholders regarding the new listing on the New York Stock Exchange and provided details on upcoming dividend distributions for April 2025.

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Form Type: 424B4

Filing Date: 2025-04-02

Corporate Action: Ipo

Type: New

Accession Number: 000119312525071444

Filing Summary: SmartStop Self Storage REIT, Inc. is offering 27,000,000 shares of its common stock through an initial public offering (IPO) with an expected price of $30.00 per share, aiming to raise approximately $810 million. This marks the company's first public offering as it seeks to establish trading on the New York Stock Exchange under the symbol 'SMA'. Founded in January 2013 and having elected to be taxed as a REIT since 2014, SmartStop specializes in owning and managing self-storage facilities across the U.S. and Canada. It boasts a portfolio of 208 operating stores, with significant growth over the past years and a robust pipeline in the Greater Toronto Area (GTA), which is undersupplied and offers favorable demographic trends. The company sets restrictions on stock ownership to maintain its REIT status and has also implemented a reverse stock split earlier in March 2025 to enhance share value. The underwriters have reserved 10% of the shares for company executives' friends and family, and have an option to purchase an additional 4,050,000 shares within 30 days from the offering date. The expected delivery of shares is around April 3, 2025. The prospectus includes detailed sections on risk factors, management's discussion, and use of proceeds, aiming to provide potential investors with comprehensive insights into the investment opportunity.

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