UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K/A
Amendment No. 1
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 17, 2021
SmartStop Self Storage REIT, Inc.
(Exact name of registrant as specified in its charter)
| | |
Maryland (State or other jurisdiction of incorporation) | 000-55617 (Commission File Number) | 46-1722812 (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. ☐
Explanatory Note
This Amendment No. 1 (this “Amendment”) is being filed by SmartStop Self Storage REIT, Inc. (the “Company”) to provide the financial statements that were previously omitted from the Current Report on Form 8-K filed on March 17, 2021 (the “Original Report”), relating to the acquisition of Strategic Storage Trust IV, Inc., a Maryland corporation (“SST IV”) by way of a merger.
The sole purpose of this Amendment is to incorporate by reference certain financial statements of SST IV and include the pro forma information required by Item 9.01, which were excluded from the Original Report.
Item 9.01 Financial Statements and Exhibits.
(a) | Financial Statements of Businesses Acquired |
The audited consolidated financial statements of SST IV as of and for the years ended December 31, 2019 and 2018 are incorporated herein by reference from SST IV’s Annual Report on Form 10-K for the year ended December 31, 2019, filed by SST IV with the Securities and Exchange Commission on March 20, 2020 (SEC File No. 000-55928).
The unaudited consolidated financial statements of SST IV as of and for the three and nine months ended September 30, 2020 and 2019 are incorporated herein by reference from SST IV’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2020, filed by SST IV on November 13, 2020 (SEC File No. 000-55928).
(b) | Pro Forma Financial Information |
The unaudited pro forma consolidated financial statements as of and for the nine months ended September 30, 2020 and for the year ended December 31, 2019 after giving effect to the acquisition of SST IV are filed as Exhibit 99.1 to this Amendment and are included herein by reference.
Signature(s)
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.
| | | SMARTSTOP SELF STORAGE REIT, Inc. |
Date: May 26, 2021 | By: | | /s/ James R. Barry |
| | | | | James R. Barry |
| | | | | Chief Financial Officer and Treasurer |
