Attached files
| file | filename |
|---|---|
| EX-32.2 - EX-32.2 - SmartStop Self Storage REIT, Inc. | ck0001585389-ex322_6.htm |
| EX-32.1 - EX-32.1 - SmartStop Self Storage REIT, Inc. | ck0001585389-ex321_9.htm |
| EX-31.2 - EX-31.2 - SmartStop Self Storage REIT, Inc. | ck0001585389-ex312_7.htm |
| EX-31.1 - EX-31.1 - SmartStop Self Storage REIT, Inc. | ck0001585389-ex311_8.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
|
☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2017
|
☐ |
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File Number: 000-55617
Strategic Storage Trust II, Inc.
(Exact name of Registrant as specified in its charter)
|
Maryland |
46-1722812 |
|
(State or other jurisdiction of incorporation or organization) |
(IRS Employer Identification No.) |
10 Terrace Road
Ladera Ranch, California 92694
(Address of principal executive offices)
(877) 327-3485
(Registrant’s telephone number)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post
such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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Large accelerated filer |
☐ |
Accelerated filer |
☐ |
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Non-accelerated filer |
☒ (Do not check if a smaller reporting company) |
Smaller reporting company |
☐ |
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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 account standards provided pursuant to Section 13(a) of the Exchange Act. ☒
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
As of November 10, 2017, there were 49,142,991 outstanding shares of Class A common stock and 7,314,922 outstanding shares of Class T common stock of the registrant.
STRATEGIC STORAGE TRUST II, INC.
TABLE OF CONTENTS
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Page |
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3 |
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PART I. |
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4 |
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Item 1. |
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4 |
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Consolidated Balance Sheets as of September 30, 2017 (unaudited) and December 31, 2016 |
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5 |
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6 |
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7 |
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Consolidated Statement of Equity for the Nine Months Ended September 30, 2017 (unaudited) |
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8 |
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9 |
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10 |
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Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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36 |
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Item 3. |
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52 |
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Item 4. |
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53 |
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PART II. |
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53 |
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Item 1. |
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53 |
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Item 1A. |
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53 |
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Item 2. |
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54 |
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Item 3. |
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55 |
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Item 4. |
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55 |
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Item 5. |
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55 |
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Item 6. |
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55 |
2
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain statements contained in this Form 10-Q of Strategic Storage Trust II, 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 statements include, in particular, statements about our plans, strategies, and prospects and are subject to certain risks and uncertainties, including known and unknown risks, which could cause actual results to differ materially from those projected or anticipated. Therefore, such statements are not intended to be a guarantee of our performance in future periods. 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. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date this report is filed with the Securities and Exchange Commission. We cannot guarantee the accuracy of any such forward-looking statements contained in this Form 10-Q, and we do not intend to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Any such forward-looking statements are subject to risks, uncertainties, and other factors and are based on a number of assumptions involving judgments with respect to, among other things, future economic, competitive, and market conditions, all of which are difficult or impossible to predict accurately. To the extent that our assumptions differ from actual results, our ability to meet such forward-looking statements, including our ability to generate positive cash flow from operations and provide distributions to stockholders, and our ability to find suitable investment properties, may be significantly hindered. See the risk factors identified in the “Risk Factors” section of our Annual Report on Form 10-K for the year ended December 31, 2016, as filed with the Securities and Exchange Commission, as supplemented by the risk factors included in Part II, Item 1A of this Form 10-Q, for a discussion of some, although not all, of the risks and uncertainties that could cause actual results to differ materially from those presented in our forward-looking statements.
3
The information furnished in the accompanying unaudited consolidated balance sheets and related consolidated statements of operations, comprehensive loss, equity and cash flows reflects all adjustments (consisting of normal and recurring adjustments) that are, in management’s opinion, necessary for a fair and consistent presentation of the aforementioned financial statements.
The accompanying financial statements should be read in conjunction with the notes to our financial statements and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in this report on Form 10-Q. The accompanying financial statements should also be read in conjunction with our financial statements and notes thereto and Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year ended December 31, 2016. Our results of operations for the three and nine months ended September 30, 2017 are not necessarily indicative of the operating results expected for the full year.
4
STRATEGIC STORAGE TRUST II, INC. AND SUBSIDIARIES
|
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September 30, 2017 (Unaudited) |
|
|
December 31, 2016 |
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ASSETS |
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Real estate facilities: |
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|
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|
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Land |
|
$ |
272,526,014 |
|
|
$ |
249,051,278 |
|
|
Buildings |
|
|
514,081,210 |
|
|
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439,426,157 |
|
|
Site improvements |
|
|
42,722,450 |
|
|
|
38,978,298 |
|
|
|
|
|
829,329,674 |
|
|
|
727,455,733 |
|
|
Accumulated depreciation |
|
|
(29,683,363 |
) |
|
|
(14,855,188 |
) |
|
|
|
|
799,646,311 |
|
|
|
712,600,545 |
|
|
Construction in process |
|
|
7,446 |
|
|
|
1,740,139 |
|
|
Real estate facilities, net |
|
|
799,653,757 |
|
|
|
714,340,684 |
|
|
Cash and cash equivalents |
|
|
11,964,424 |
|
|
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14,993,869 |
|
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Restricted cash |
|
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5,594,170 |
|
|
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3,040,936 |
|
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Other assets, net |
|
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6,425,140 |
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|
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5,533,182 |
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Debt issuance costs, net of accumulated amortization |
|
|
1,052,299 |
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|
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1,550,410 |
|
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Intangible assets, net of accumulated amortization |
|
|
6,655,235 |
|
|
|
13,094,530 |
|
|
Total assets |
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$ |
831,345,025 |
|
|
$ |
752,553,611 |
|
|
LIABILITIES AND EQUITY |
|
|
|
|
|
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|
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Debt, net |
|
$ |
400,717,082 |
|
|
$ |
320,820,740 |
|
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Accounts payable and accrued liabilities |
|
|
10,034,612 |
|
|
|
4,601,422 |
|
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Due to affiliates |
|
|
2,915,835 |
|
|
|
3,178,235 |
|
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Distributions payable |
|
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2,743,955 |
|
|
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2,608,609 |
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Total liabilities |
|
|
416,411,484 |
|
|
|
331,209,006 |
|
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Commitments and contingencies (Note 8) |
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|
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|
|
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Redeemable common stock |
|
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21,211,360 |
|
|
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10,711,682 |
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Equity: |
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Strategic Storage Trust II, Inc. equity: |
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Preferred stock, $0.001 par value; 200,000,000 shares authorized; none issued and outstanding at September 30, 2017 and December 31, 2016 |
|
|
— |
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|
|
— |
|
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Class A common stock, $0.001 par value; 350,000,000 shares authorized; 49,113,162 and 47,174,543 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively |
|
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49,113 |
|
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47,174 |
|
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Class T common stock, $0.001 par value; 350,000,000 shares authorized; 7,300,856 and 6,585,799 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively |
|
|
7,301 |
|
|
|
6,586 |
|
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Additional paid-in capital |
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|
496,290,520 |
|
|
|
480,692,731 |
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Distributions |
|
|
(52,190,061 |
) |
|
|
(27,665,337 |
) |
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Accumulated deficit |
|
|
(56,312,261 |
) |
|
|
(43,777,711 |
) |
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Accumulated other comprehensive income |
|
|
1,352,367 |
|
|
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1,377,950 |
|
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Total Strategic Storage Trust II, Inc. equity |
|
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389,196,979 |
|
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410,681,393 |
|
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Noncontrolling interests in our Operating Partnership |
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4,525,202 |
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(48,470 |
) |
|
Total equity |
|
|
393,722,181 |
|
|
|
410,632,923 |
|
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Total liabilities and equity |
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$ |
831,345,025 |
|
|
$ |
752,553,611 |
|
See notes to consolidated financial statements.
5
STRATEGIC STORAGE TRUST II, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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Three Months Ended September 30, |
|
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Nine Months Ended September 30, |
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||||||||||
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2017 |
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2016 |
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2017 |
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2016 |
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Revenues: |
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Self storage rental revenue |
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$ |
19,804,298 |
|
|
$ |
14,374,412 |
|
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$ |
56,356,871 |
|
|
$ |
30,292,850 |
|
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Ancillary operating revenue |
|
|
135,214 |
|
|
|
83,138 |
|
|
|
366,963 |
|
|
|
198,478 |
|
|
Total revenues |
|
|
19,939,512 |
|
|
|
14,457,550 |
|
|
|
56,723,834 |
|
|
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30,491,328 |
|
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Property operating expenses |
|
|
6,456,088 |
|
|
|
4,813,732 |
|
|
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18,358,466 |
|
|
|
10,918,186 |
|
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Property operating expenses – affiliates |
|
|
3,307,619 |
|
|
|
1,860,606 |
|
|
|
8,145,469 |
|
|
|
3,776,193 |
|
|
General and administrative |
|
|
762,642 |
|
|
|
637,302 |
|
|
|
2,642,433 |
|
|
|
2,086,167 |
|
|
Depreciation |
|
|
5,145,952 |
|
|
|
3,741,831 |
|
|
|
14,865,271 |
|
|
|
7,635,527 |
|
|
Intangible amortization expense |
|
|
3,525,476 |
|
|
|
3,620,992 |
|
|
|
11,026,239 |
|
|
|
8,328,969 |
|
|
Acquisition expenses—affiliates |
|
|
— |
|
|
|
751,331 |
|
|
|
212,577 |
|
|
|
9,007,362 |
|
|
Other property acquisition expenses |
|
|
— |
|
|
|
327,309 |
|
|
|
292,022 |
|
|
|
2,758,340 |
|
|
Total operating expenses |
|
|
19,197,777 |
|
|
|
15,753,103 |
|
|
|
55,542,477 |
|
|
|
44,510,744 |
|
|
Operating income (loss) |
|
|
741,735 |
|
|
|
(1,295,553 |
) |
|
|
1,181,357 |
|
|
|
(14,019,416 |
) |
|
Other income (expense): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest expense |
|
|
(4,310,132 |
) |
|
|
(2,905,979 |
) |
|
|
(11,979,432 |
) |
|
|
(4,678,187 |
) |
|
Interest expense—accretion of fair market value of secured debt |
|
|
113,718 |
|
|
|
110,831 |
|
|
|
231,388 |
|
|
|
253,843 |
|
|
Interest expense—debt issuance costs |
|
|
(329,877 |
) |
|
|
(2,088,310 |
) |
|
|
(1,849,114 |
) |
|
|
(2,907,873 |
) |
|
Other |
|
|
(90,608 |
) |
|
|
(162,058 |
) |
|
|
(219,334 |
) |
|
|
(227,597 |
) |
|
Net loss |
|
|
(3,875,164 |
) |
|
|
(6,341,069 |
) |
|
|
(12,635,135 |
) |
|
|
(21,579,230 |
) |
|
Net loss attributable to the noncontrolling interests in our Operating Partnership |
|
|
34,389 |
|
|
|
2,713 |
|
|
|
100,585 |
|
|
|
11,544 |
|
|
Net loss attributable to Strategic Storage Trust II, Inc. common stockholders |
|
$ |
(3,840,775 |
) |
|
$ |
(6,338,356 |
) |
|
$ |
(12,534,550 |
) |
|
$ |
(21,567,686 |
) |
|
Net loss per Class A share – basic and diluted |
|
$ |
(0.07 |
) |
|
$ |
(0.14 |
) |
|
$ |
(0.22 |
) |
|
$ |
(0.58 |
) |
|
Net loss per Class T share – basic and diluted |
|
$ |
(0.07 |
) |
|
$ |
(0.14 |
) |
|
$ |
(0.22 |
) |
|
$ |
(0.58 |
) |
|
Weighted average Class A shares outstanding – basic and diluted |
|
|
48,958,361 |
|
|
|
40,557,461 |
|
|
|
48,609,924 |
|
|
|
34,205,460 |
|
|
Weighted average Class T shares outstanding – basic and diluted |
|
|
7,281,358 |
|
|
|
4,134,602 |
|
|
|
7,212,753 |
|
|
|
2,680,558 |
|
See notes to consolidated financial statements.
6
STRATEGIC STORAGE TRUST II, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(Unaudited)
|
|
|
Three Months Ended September 30, |
|
|
Nine Months Ended September 30, |
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||||||||||
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2017 |
|
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2016 |
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2017 |
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|
2016 |
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Net loss |
|
$ |
(3,875,164 |
) |
|
$ |
(6,341,069 |
) |
|
$ |
(12,635,135 |
) |
|
$ |
(21,579,230 |
) |
|
Other comprehensive income (loss): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Foreign currency translation adjustment |
|
|
3,083,732 |
|
|
|
(437,719 |
) |
|
|
4,446,136 |
|
|
|
1,269,877 |
|
|
Foreign currency forward contract gains (losses) |
|
|
(3,087,699 |
) |
|
|
461,866 |
|
|
|
(4,546,081 |
) |
|
|
(673,376 |
) |
|
Interest rate swap and cap contract gains (losses) |
|
|
156,426 |
|
|
|
141,541 |
|
|
|
74,362 |
|
|
|
(258,118 |
) |
|
Other comprehensive income (loss) |
|
|
152,459 |
|
|
|
165,688 |
|
|
|
(25,583 |
) |
|
|
338,383 |
|
|
Comprehensive loss |
|
|
(3,722,705 |
) |
|
|
(6,175,381 |
) |
|
|
(12,660,718 |
) |
|
|
(21,240,847 |
) |
|
Comprehensive loss attributable to noncontrolling interests: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Comprehensive loss attributable to the noncontrolling interests in our Operating Partnership |
|
|
33,036 |
|
|
|
2,642 |
|
|
|
100,789 |
|
|
|
11,363 |
|
|
Comprehensive loss attributable to Strategic Storage Trust II, Inc. common stockholders |
|
$ |
(3,689,669 |
) |
|
$ |
(6,172,739 |
) |
|
$ |
(12,559,929 |
) |
|
$ |
(21,229,484 |
) |
See notes to consolidated financial statements.
7
STRATEGIC STORAGE TRUST II, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENT OF EQUITY
(Unaudited)
|
|
|
Common Stock |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|||||||||||||
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Class A |
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Class T |
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|
|
|
|
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||||||||||
|
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Number of Shares |
|
|
Common Stock Par Value |
|
|
Number of Shares |
|
|
Common Stock Par Value |
|
|
Additional Paid-in Capital |
|
|
Distributions |
|
|
Accumulated Deficit |
|
|
Accumulated Other Comprehensive Income |
|
|
Total Strategic Storage Trust II, Inc. Equity |
|
|
Noncontrolling Interests in our Operating Partnership |
|
|
Total Equity |
|
|
Redeemable Common Stock |
|
||||||||||||
|
Balance as of December 31, 2016 |
|
|
47,174,543 |
|
|
$ |
47,174 |
|
|
|
6,585,799 |
|
|
$ |
6,586 |
|
|
$ |
480,692,731 |
|
|
$ |
(27,665,337 |
) |
|
$ |
(43,777,711 |
) |
|
$ |
1,377,950 |
|
|
$ |
410,681,393 |
|
|
$ |
(48,470 |
) |
|
$ |
410,632,923 |
|
|
$ |
10,711,682 |
|
|
Gross proceeds from issuance of common stock |
|
|
1,027,612 |
|
|
|
1,028 |
|
|
|
564,591 |
|
|
|
565 |
|
|
|
17,309,777 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
17,311,370 |
|
|
|
— |
|
|
|
17,311,370 |
|
|
|
— |
|
|
Offering costs |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1,733,335 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(1,733,335 |
) |
|
|
— |
|
|
|
(1,733,335 |
) |
|
|
— |
|
|
Issuance of limited partnership units in our Operating Partnership |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4,875,454 |
|
|
|
4,875,454 |
|
|
|
— |
|
|
Changes to redeemable common stock |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(11,986,832 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(11,986,832 |
) |
|
|
— |
|
|
|
(11,986,832 |
) |
|
|
11,986,832 |
|
|
Redemptions of common stock |
|
|
(111,574 |
) |
|
|
(112 |
) |
|
|
(4,061 |
) |
|
|
(4 |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(116 |
) |
|
|
— |
|
|
|
(116 |
) |
|
|
(1,487,154 |
) |
|
Distributions |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(24,524,724 |
) |
|
|
— |
|
|
|
— |
|
|
|
(24,524,724 |
) |
|
|
— |
|
|
|
(24,524,724 |
) |
|
|
— |
|
|
Distributions for noncontrolling interests |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(201,197 |
) |
|
|
(201,197 |
) |
|
|
— |
|
|
Issuance of shares for distribution reinvestment plan |
|
|
1,022,581 |
|
|
|
1,023 |
|
|
|
154,527 |
|
|
|
154 |
|
|
|
11,986,832 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
11,988,009 |
|
|
|
— |
|
|
|
11,988,009 |
|
|
|
— |
|
|
Stock compensation expense |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
21,347 |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
21,347 |
|
|
|
— |
|
|
|
21,347 |
|
|
|
— |
|
|
Net loss attributable to Strategic Storage Trust II, Inc. |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(12,534,550 |
) |
|
|
— |
|
|
|
(12,534,550 |
) |
|
|
— |
|
|
|
(12,534,550 |
) |
|
|
— |
|
|
Net loss attributable to the noncontrolling interests in our Operating Partnership |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(100,585 |
) |
|
|
(100,585 |
) |
|
|
— |
|
|
Foreign currency translation adjustment |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
4,446,136 |
|
|
|
4,446,136 |
|
|
|
— |
|
|
|
4,446,136 |
|
|
|
— |
|
|
Foreign currency forward contract loss |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
(4,546,081 |
) |
|
|
(4,546,081 |
) |
|
|
— |
|
|
|
(4,546,081 |
) |
|
|
— |
|
|
Interest rate swap and cap contract gains |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
74,362 |
|
|
|
74,362 |
|
|
|
— |
|
|
|
74,362 |
|
|
|
— |
|
|
Balance as of September 30, 2017 |
|
|
49,113,162 |
|
|
$ |
49,113 |
|
|
|
7,300,856 |
|
|
$ |
7,301 |
|
|
$ |
496,290,520 |
|
|
$ |
(52,190,061 |
) |
|
$ |
(56,312,261 |
) |
|
$ |
1,352,367 |
|
|
$ |
389,196,979 |
|
|
$ |
4,525,202 |
|
|
$ |
393,722,181 |
|
|
$ |
21,211,360 |
|
See notes to consolidated financial statements.
8
STRATEGIC STORAGE TRUST II, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
|
Nine Months Ended September 30, |
|
|||||
|
|
|
2017 |
|
|
2016 |
|
||
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net loss |
|
$ |
(12,635,135 |
) |
|
$ |
(21,579,230 |
) |
|
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: |
|
|
|
|
|
|
|
|
|
Depreciation and amortization |
|
|
25,891,510 |
|
|
|
15,964,496 |
|
|
Accretion of fair market value adjustment of secured debt |
|
|
(231,388 |
) |
|
|
(253,843 |
) |
|
Amortization of debt issuance costs |
|
|
1,096,071 |
|
|
|
2,101,477 |
|
|
Expense related to issuance of restricted stock |
|
|
21,347 |
|
|
|
26,609 |
|
|
Increase (decrease) in cash from changes in assets and liabilities: |
|
|
|
|
|
|
|
|
|
Other assets |
|
|
(2,563,309 |
) |
|
|
(1,435,611 |
) |
|
Restricted cash |
|
|
(1,710,698 |
) |
|
|
(957,777 |
) |
|
Accounts payable and accrued liabilities |
|
|
3,985,234 |
|
|
|
3,654,629 |
|
|
Due to affiliates |
|
|
117,085 |
|
|
|
419,619 |
|
|
Net cash provided by (used in) operating activities |
|
|
13,970,717 |
|
|
|
(2,059,631 |
) |
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Purchase of real estate |
|
|
(49,432,644 |
) |
|
|
(454,364,443 |
) |
|
Additions to real estate facilities |
|
|
(2,797,888 |
) |
|
|
(5,553,599 |
) |
|
Deposits on acquisition of real estate facilities |
|
|
— |
|
|
|
(5,300,100 |
) |
|
Settlement of foreign currency hedges |
|
|
(4,072,790 |
) |
|
|
— |
|
|
Restricted cash |
|
|
(735,138 |
) |
|
|
(956,614 |
) |
|
Net cash used in investing activities |
|
|
(57,038,460 |
) |
|
|
(466,174,756 |
) |
|
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
Gross proceeds from issuance of debt |
|
|
166,186,951 |
|
|
|
354,598,908 |
|
|
Pay down of debt |
|
|
(127,671,050 |
) |
|
|
(125,154,150 |
) |
|
Scheduled principal payments on debt |
|
|
(1,109,798 |
) |
|
|
(128,910 |
) |
|
Debt issuance costs |
|
|
(528,744 |
) |
|
|
(4,308,513 |
) |
|
Gross proceeds from issuance of common stock |
|
|
18,879,430 |
|
|
|
259,463,320 |
|
|
Offering costs |
|
|
(2,152,888 |
) |
|
|
(23,805,197 |
) |
|
Redemption of common stock |
|
|
(1,085,756 |
) |
|
|
(731,746 |
) |
|
Distributions paid to common stockholders |
|
|
(12,425,167 |
) |
|
|
(7,719,811 |
) |
|
Distributions paid to noncontrolling interests in our Operating Partnership |
|
|
(177,398 |
) |
|
|
(9,019 |
) |
|
Net cash provided by financing activities |
|
|
39,915,580 |
|
|
|
452,204,882 |
|
|
Impact of foreign exchange rate changes on cash |
|
|
122,718 |
|
|
|
(112,802 |
) |
|
Change in cash and cash equivalents |
|
|
(3,029,445 |
) |
|
|
(16,142,307 |
) |
|
Cash and cash equivalents, beginning of period |
|
|
14,993,869 |
|
|
|
28,104,470 |
|
|
Cash and cash equivalents, end of period |
|
$ |
11,964,424 |
|
|
$ |
11,962,163 |
|
|
Supplemental disclosures and non-cash transactions: |
|
|
|
|
|
|
|
|
|
Cash paid for interest |
|
$ |
11,694,161 |
|
|
$ |
3,759,238 |
|
|
Supplemental disclosure of noncash activities: |
|
|
|
|
|
|
|
|
|
Deposits applied to purchase of real estate facilities |
|
$ |
250,000 |
|
|
$ |
2,004,907 |
|
|
Proceeds from issuance of common stock in other assets |
|
$ |
— |
|
|
$ |
465,453 |
|
|
Debt and accrued liabilities assumed during purchase of real estate facilities |
|
$ |
39,967,786 |
|
|
$ |
33,039,762 |
|
|
Redemption of common stock included in accounts payable and accrued liabilities |
|
$ |
646,796 |
|
|
$ |
335,797 |
|
|
Transfer of construction in process to real estate facilities |
|
$ |
1,782,546 |
|
|
$ |
— |
|
|
Offering costs included in due to affiliates |
|
$ |
299,299 |
|
|
$ |
2,306,949 |
|
|
Offering costs included in accounts payable and accrued liabilities |
|
$ |
— |
|
|
$ |
27,959 |
|
|
Debt issuance costs included in accounts payable and accrued liabilities |
|
$ |
— |
|
|
$ |
20,789 |
|
|
Foreign currency contracts, interest rate swaps, and interest rate cap contract in accounts payable and accrued liabilities and other assets |
|
$ |
574,120 |
|
|
$ |
931,494 |
|
|
Issuance of shares pursuant to distribution reinvestment plan |
|
$ |
11,988,010 |
|
|
$ |
7,354,310 |
|
|
Distributions payable |
|
$ |
2,743,955 |
|
|
$ |
2,285,075 |
|
|
Issuance of units in our Operating Partnership for purchase of real estate facilities |
|
$ |
4,875,454 |
|
||||