National Storage Affiliates Trust Announces Pricing of Public Offering of Common Shares to Fund Capital Contribution to Joint Venture Slated to Acquire a $1.325 Billion Portfolio from Simply Self Storage

National Storage Affiliates Trust (the “Company”) (NYSE: NSA) today
announced the pricing of its previously announced underwritten public
offering of 5,900,000 common shares of beneficial interest of the
Company for total estimated gross proceeds of approximately $177.0
million. The Company has also granted the underwriter a 30-day option to
purchase up to an additional 885,000 common shares.

The Company expects to close the offering on or about July 13, 2018,
subject to the satisfaction of customary closing conditions.

As previously announced, the Company intends to initially use a portion
of the proceeds from the offering to repay all of the borrowings
outstanding under its revolving line of credit (the “Revolver”). The
Company expects to use the additional proceeds from the offering,
together with amounts it expects to redraw from the Revolver, to make
approximately $160.8 million in capital contributions to, in exchange
for a 25% ownership interest in, a joint venture (the “JV”) with an
affiliate of Heitman Capital Management LLC (“JV Investor”) that has
been recently formed to acquire from Simply Self Storage, a portfolio
company of a private real estate fund managed by Brookfield Asset
Management, two REITs that own a portfolio of self storage properties
(the “Portfolio”) for an aggregate purchase price of approximately
$1.325 billion (the “Acquisition”).

The Portfolio consists of 112 self storage properties containing
approximately 8.7 million rentable square feet, configured in over
68,000 storage units and located across 17 states and Puerto Rico.
Following the closing of the Acquisition, the Company expects to rebrand
nearly all of the Portfolio under its iStorage brand, and the Company’s
iStorage management platform will operate the properties.

The Company also expects to use such net proceeds to fund $64.0 million
in additional capital contributions to the JV to spin-out the six self
storage properties in the Portfolio located in Puerto Rico and a single
self storage property in the Portfolio located in Ohio (the
“Distribution Properties”), which will be distributed by the JV to the
Company immediately following the closing of the Acquisition. The
balance of the equity capital needed by the JV to complete the
Acquisition will by provided by the JV Investor that has committed
approximately $482.3 million to the JV in exchange for a 75% ownership
interest. The size of the JV Investor’s capital commitment may be
decreased to a minimum of approximately $241.1 million (with a
corresponding increase in the capital provided by the Company) in the
event the JV investor is not able to complete the arrangements for all
of the co-investment capital that the JV Investor is currently targeting
to fund its capital contributions to the JV.

The JV has signed a non-binding term sheet with two institutional
lenders to provide approximately $643.0 million in 10-year secured debt
financing carrying an interest rate of 4.34% per annum, which if
obtained, would be used by the JV to fund the balance of the purchase
price for the Acquisition. Although the Company expects the JV’s debt
financing to be agreed as outlined in the term sheet, the term sheet
does not represent a binding commitment, and there can be no assurance
that the debt financing needed by the JV to complete the Acquisition
will actually be arranged on the above terms or at all.

BMO Capital Markets Corp. is acting as book-running manager and sole
underwriter for the offering. The underwriter proposes to offer the
shares from time to time in negotiated transactions or otherwise at
market prices prevailing at the time of sale, at prices related to
prevailing market prices or at negotiated prices.

The offering of the common shares will be made under an effective shelf
registration statement filed with the Securities and Exchange Commission
(“SEC”) and only by means of a prospectus supplement and accompanying
prospectus. Copies of the final prospectus supplement and accompanying
prospectus related to the offering can be obtained, when available, by
visiting the SEC website at
or by contacting:

This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of these
securities in any state or jurisdiction in which such offer,
solicitation or sale of these securities would be unlawful prior to
registration or qualification under the securities laws of any such
state or jurisdiction.

About National Storage Affiliates Trust

National Storage Affiliates Trust is a Maryland real estate investment
trust focused on the ownership, operation and acquisition of
self-storage properties located within the top 100 metropolitan
statistical areas throughout the United States.


Certain statements contained in this press release constitute
forward-looking statements as such term is defined in Section 27A of the
Securities Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended, and such statements are intended to be
covered by the safe harbor provided by the same. Forward-looking
statements are subject to substantial risks and uncertainties, many of
which are difficult to predict and are generally beyond the Company’s
control. These forward-looking statements include information about
possible or assumed future results of the Company’s business, financial
condition, liquidity, results of operations, plans and objectives.
Changes in any circumstances may cause the Company’s actual results to
differ significantly from those expressed in any forward-looking
statement. When used in this release, the words “believe,” “expect,”
“anticipate,” “estimate,” “plan,” “continue,” “intend,” “should,” “may”
or similar expressions are intended to identify forward-looking
statements. Statements regarding the following subjects, among others,
may be forward-looking: the use of the net proceeds of the offering
described in the preliminary prospectus supplement, market trends in the
Company’s industry, interest rates, the debt and lending markets or the
general economy; the Company’s business and investment strategy; the
acquisition of properties, including those under contract to be acquired
by the JV described above, the timing of the closing of the Acquisition
by the JV and the timing of other acquisitions under contract; the
timing and ability of the JV to secure the debt financing required by
the JV to complete the Acquisition on the terms outlined above or at
all; changes in the size of the Company’s capital contribution to, and
the Company’s percentage ownership interest in, the JV, the Company’s
expectations with respect to funding such additional capital
contributions and the impact of such changes on the Company’s financial
reporting analysis; and the risks of investing through joint ventures,
including the JV, including whether the anticipated benefits from a
joint venture are realized or may take longer to realize than expected.
For a further list and description of such risks and uncertainties, see
the Company’s preliminary prospectus supplement dated July 10, 2018 and
Annual Report on Form 10-K filed with the Securities and Exchange
Commission on February 27, 2018, and the other documents incorporated by
reference into the Company’s registration statement. The forward-looking
statements, and other risks, uncertainties and factors are based on the
Company’s beliefs, assumptions and expectations of its future
performance, taking into account all information currently available to
the Company. Forward-looking statements are not predictions of future
events. The Company disclaims any intention or obligation to update or
revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by law.

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