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): July 06, 2024 |
GLOBAL SELF STORAGE, INC.
(Exact name of registrant as specified in its charter)
Maryland |
001-12681 |
13-3926714 |
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(State or other jurisdiction |
(Commission File Number) |
(IRS Employer |
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3814 Route 44 |
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Millbrook, New York |
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12545 |
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(Address of principal executive offices) |
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(Zip Code) |
Registrant’s telephone number, including area code: (212) 785-0900 |
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(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:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Common Stock, $0.01 par value |
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SELF |
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The Nasdaq Stock Market LLC |
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 1.01 Entry into Material Definitive Agreements.
Loan Agreement and Guarantee
Effective as of July 6, 2024, certain wholly owned subsidiaries (the “Subsidiaries”) of Global Self Storage, Inc. (the “Company”) entered into a second amendment to the revolving credit loan agreement (the “Loan Agreement”) between the Subsidiaries and The Huntington National Bank, successor by merger to TCF National Bank (the “Lender”). Under the Loan Agreement, the Subsidiaries are borrowing from the Lender in the principal amount of up to $15 million pursuant to a second amended and restated promissory note (the “Promissory Note”). The Promissory Note bears an interest rate equal to 3.00% over the Secured Overnight Financing Rate and is due to mature on July 6, 2027. The obligations under the Loan Agreement are secured by certain real estate assets owned by the Subsidiaries.
The Company entered into a second amended and restated guaranty of payment effective as of July 6, 2024 (the “Guaranty,” and together with the Loan Agreement, the Promissory Note and related instruments, the “Loan Documents”) to guarantee the payment to Lender of certain obligations of the Subsidiaries under the Loan Agreement.
The Loan Documents require the Subsidiaries and the Company to comply with certain covenants, including, among others, customary financial covenants. The Lender may accelerate amounts outstanding under the Loan Documents upon the occurrence of an Event of Default (as defined in the Loan Agreement) including, but not limited to, the failure to pay amounts due to the Lender or commencement of bankruptcy proceedings.
The Company and the Subsidiaries are paying customary fees and expenses in connection with their entry into the Loan Documents.
There is no material relationship between the Company, the Subsidiaries or their affiliates (other than the Subsidiaries) and the Lender, other than in respect of the Loan Documents and a separate revolving credit agreement entered into by a group of entities that may be deemed Company affiliates with The Huntington National Bank prior to its merger with TCF National Bank.
The foregoing description is qualified in its entirety by the full terms and conditions of the Guaranty and the Second Amendment to the Loan Documents, filed as Exhibits 10.1 and 10.2, respectively, to this Current Report on Form 8-K and incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of the Registrant.
The information set forth under Item 1.01 above is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
In connection with the execution of the Loan Documents, the Company issued a press release, which is attached as Exhibit 99.1 hereto. The information contained in this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing made by the Company under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such a filing.
The Company believes that certain statements in the information attached as Exhibit 99.1 may constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are made on the basis of management’s views and assumptions regarding future events and business performance as of the time the statements are made. Actual results may differ materially from those expressed or implied. Information concerning factors that could cause actual results to differ materially from those in forward-looking statements is contained from time to time in the Company’s filings with the Securities and Exchange Commission.
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits. The following exhibits are being furnished herewith to this Current Report on Form 8-K.
Exhibit No. |
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Description |
10.1 |
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10.2 |
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99.1 |
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Global Self Storage, Inc. Press Release, dated July 11, 2024. |
104 |
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Cover Page Interactive Data File (embedded within the Inline XBRL document). |
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SIGNATURES
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.
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GLOBAL SELF STORAGE, INC. |
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Date: |
July 11, 2024 |
By: |
/s/ Mark C. Winmill |
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Name: Mark C. Winmill |
EXHIBIT 10.1
SECOND AMENDED AND RESTATED GUARANTY OF PAYMENT
This SECOND AMENDED AND RESTATED GUARANTY OF PAYMENT (this “Guaranty”) is dated to be effective as of July 6, 2024, irrespective of the actual date of execution, and is executed by GLOBAL SELF STORAGE, INC., a Maryland corporation (the “Guarantor”), to and for the benefit of THE HUNTINGTON NATIONAL BANK, successor by merger to TCF National Bank (“Lender”).
R E C I T A L S:
NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which hereby are acknowledged, Guarantor hereby agrees as follows:
A G R E E M E N T S:
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To Lender: |
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The Huntington National Bank 2655 Warrenville Road, Suite 100 Downers Grove, IL 60515 Attn: James Straka |
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With a copy to: |
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Polsinelli PC 1401 Lawrence Street, Suite 2300 Denver, CO 80202 Attn: Michael Strand |
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To Guarantor: |
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Global Self Storage, Inc. 3814 Route 44 Millbrook, NY 12545 Attn: Mark C. Winmill |
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With a copy to: |
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McCarter & English, LLP 825 Eighth Avenue, 31st Floor New York, NY 10019 Attn: Curtis B. Leitner and Howard M. Berkower |
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or to any other address as to any of the parties hereto, as such party shall designate in a written notice to the other parties hereto. All notices sent pursuant to the terms of this Section shall be deemed received (i) if personally delivered, then on the date of delivery, (ii) if sent by overnight, express carrier, then on the next federal banking day immediately following the day sent, or (iii) if sent by registered or certified mail, then on the earlier of the third federal banking day following the day sent or when actually received.
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IN WITNESS WHEREOF, Guarantor has executed this Second Amended and Restated Guaranty of Payment as of the date first above written.
GUARANTOR:
GLOBAL SELF STORAGE, INC.,
a Maryland corporation
By: /s/ Donald Klimoski II
Name: Donald Klimoski II
Title: General Counsel
ACKNOWLEDGMENT
State of New York
County of Kings
On the 3rd day of July in the year 2024 before me, the undersigned, personally appeared Donald Klimoski II, personally known to me or proved to me on the basis of satisfactory evidence to be the individual(s) whose name(s) is (are) subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their capacity(ies), and that by his/her their signature(s) on the instrument, the individual(s), or the person upon behalf of which the individual(s) acted, executed the instrument.
/s/ Daniel Ross, Notary Public
_____________________________
Signature and Office of individual
taking acknowledgment
(Signature Page to Second A&R Guaranty of Payment (Single Guarantor))
EXHIBIT 10.2
SECOND AMENDMENT TO LOAN DOCUMENTS
This Second Amendment to Loan Documents (this “Amendment”), dated to be effective as of July 6, 2024 (the “Effective Date”), irrespective of the actual date of execution, is by and among SSG MILLBROOK LLC, a New York limited liability company, SSG CLINTON LLC, a New York limited liability company, SSG FISHERS LLC, a Delaware limited liability company, SSG LIMA LLC, a Delaware limited liability company, SSG WEST HENRIETTA LLC, a Delaware limited liability company (collectively, “Borrower”), GLOBAL SELF STORAGE, INC., a Maryland corporation (“Guarantor”), and THE HUNTINGTON NATIONAL BANK, successor by merger to TCF National Bank (“Lender”).
RECITALS
AGREEMENTS
In consideration of the mutual promises, covenants, and conditions set forth herein, the parties hereto hereby agree as follows:
“Capital Expenditures” means any expenditures or commitments to expend money for any purchase or other acquisition of any asset which would be classified as a fixed or capital asset on a consolidated balance sheet of Guarantor in accordance with GAAP.
“Corporate Leverage Ratio” means, on a consolidated basis, as of December 31 of each year, (a) the aggregate amount of Funded Debt divided by (b) Total Assets.
“Distributions” means, on a consolidated basis, any dividend, distribution, or other payment (whether in cash, securities, or other assets and including any sinking fund or similar deposit) in respect of the equity or ownership interests of Guarantor or on account of the purchase, redemption, retirement, acquisition, cancellation or termination of any such interest, or on account of any return of capital to Guarantor’s shareholders, partners, members, or other Persons with equivalent ownership interests.
“EBITDA” on a consolidated basis, the total of net income for such period, plus the following items to the extent deducted in determining net income for such period, (a) Interest Expense, (b) income tax expense, (c) depreciation expense, (d) amortization expense, (e) unusual or non-recurring charges, expenses or losses, (f) other non-cash charges, expenses or losses (excluding any such non-cash charge to the extent it represents an accrual or reserve for potential cash charge in any future period or amortization of a prepaid cash charge that was paid in a prior period), and (g) any losses realized from the disposition of assets outside the ordinary course of business minus, to the extent included in determining net income for such period, the sum of (i) unusual or non-recurring gains and non-cash income, (ii) any other non-cash income or gains increasing net income for such period (excluding any such non-cash gain to the extent it represents the reversal of an accrual or reserve for potential cash charge in any prior period) and (iii) any gains realized from the disposition of assets outside of the ordinary course of business, all as determined on a consolidated basis.
“Fixed Charge Coverage Ratio” means, on a consolidated basis, as of December 31 of each year, the ratio of (a) EBITDA minus Non-Financed Capital Expenditures minus cash taxes, minus cash Distributions, plus Lease/Rent Expense, to (b) the sum of (i) Interest Expense, plus (ii) scheduled principal payments on Funded Debt, plus (iv) Lease/Rent Expense.
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“Funded Debt” means, on a consolidated basis, without duplication (a) all outstanding obligations for borrowed money, whether or not evidenced by notes, bonds, debentures or similar instruments, (b) all lease obligations, and (c) all obligations in respect of letters of credit, bankers’ acceptances and similar instruments.
“Interest Expense” means, on a consolidated basis, total interest expense, including the interest component of any payments in respect of capital lease obligations, capitalized or expensed during such period (whether or not actually paid during such period).
“Lease/Rent Expense” means the aggregate consolidated cash rental expenses of Guarantor determined in accordance with GAAP which are under leases of real estate or personal property (net of income from subleases thereof), whether or not such expenses are reflected as expenses on a consolidated income statement of Guarantor.
“Non-Financed Capital Expenditures” means Capital Expenditures to the extent not made using Indebtedness or cash on hand as of January 1 of the particular year in question.
“Total Assets” means, on a consolidated basis, the total dollar amount of assets of the Guarantor as reflected on its consolidated balance sheet as of December 31 which shall equal the sum of Guarantor’s total liabilities and stockholders’ equity.
“Applied Debt Service” means the payments of principal and interest that would be due and payable on the Loan during a twelve (12) month period, assuming required monthly principal and interest payments that would be necessary to fully amortize the full Loan Amount over a twenty-five year period at an interest rate per annum equal to the higher of (i) the Interest Rate (as defined in the Note) as such Interest Rate may be effectively lowered pursuant to the terms of any Swap Agreement then in effect, (ii) the Ten-Year Treasury Rate, plus two and one half percent (2.50%), or (iii) six percent (6.00%) per annum in effect on the date the Applied Debt Service is determined.
“Guarantor’s Financial Covenants” means the requirement that until the Loan is repaid in full:
(a) the Guarantor owns solely in its own name Liquid Assets having a value of not less than $1,000,000.00, determined semi-annually as of June 30 and December 31; (b) the Guarantor maintains, on a consolidated basis, a Total Liabilities to Total Equity Ratio of not greater than 1.00 to 1.00, determined annually as of December 31;
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(c) the Guarantor maintains, on a consolidated basis, an Interest Coverage Ratio of not less than 1.75 to 1.00, determined annually as of December 31 and for the twelve months then ended;
(d) the Guarantor maintains, on a consolidated basis, a Fixed Charge Coverage Ratio of not less than 1.40 to 1.00, determined annually as of December 31 and for the twelve months then ended; and
(e) the Guarantor maintains, on a consolidated basis, a Corporate Leverage Ratio equal to or less than sixty five percent (65%) determined annually as of December 31.
“Guaranty” means, collectively, all guaranties required pursuant to this Agreement and all guaranties pursuant to which any Person now or hereafter partially or fully guarantees the payment or performance of any Obligations to Lender under any Loan Document, and currently means the Second Amended and Restated Guaranty of Payment dated as of July 6, 2024 given by Guarantor in favor of Lender.
“Indebtedness” of any Person means, without duplication, (a) all obligations of such Person for borrowed money or with respect to deposits or advances of any kind, (b) all obligations of such Person evidenced by bonds, debentures, notes or similar instruments, (c) all obligations of such Person upon which interest charges are customarily paid, (d) all obligations of such Person under conditional sale or other title retention agreements relating to property acquired by such Person, (e) all obligations of such Person in respect of the deferred purchase price of property or services (excluding accrued expenses and current accounts payable incurred in the ordinary course of business), (f) all indebtedness of others secured by (or for which the holder of such Indebtedness has an existing right, contingent or otherwise, to be secured by) any lien on property owned or acquired by such Person, whether or not the indebtedness secured thereby has been assumed, (g) all guarantees by such Person of indebtedness of others, (h) all obligations, contingent or otherwise, of such Person as an account party in respect of letters of credit and letters of guaranty, (i) all obligations, contingent or otherwise, of such Person in respect of bankers’ acceptances, and (j) all Swap Obligations of such Person. The Indebtedness of any Person shall include the Indebtedness of any other entity (including any partnership in which such Person is a general partner) to the extent such Person is liable therefor as a result of such Person’s ownership interest in or other relationship with such entity, except to the extent the terms of such Indebtedness provide that such Person is not liable therefor.
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“Maturity Date” means July 6, 2027, unless the Maturity Date is extended to July 6, 2028 by Borrower in accordance with Section 2.14.
“Note” means that certain Second Amended and Restated Promissory Note in the stated aggregate principal amount of $15,000,000.00 dated as of July 6, 2024, made by Borrower and payable to the order of Lender, as the same may be amended, restated, modified or supplemented and in effect from time to time..
“Operating Revenues” means for any period for which the calculation thereof is being made, all revenues, including without limitation Rents, parking reserves, and tenant reimbursements for Operating Expenses, of a recurring nature, from the Property received by Borrower, determined on a cash basis, derived from the ownership, operation, use, leasing and occupancy of the Property during such period; however, that in no event shall Operating Revenues include (i) any Loan Proceeds; (ii) proceeds or payments under insurance policies (except proceeds of business interruption insurance); (iii) condemnation proceeds; (iv) any security deposits received from Tenants in the Property, unless and until the same are applied to rent or other obligations in accordance with the applicable Leases; or (v) any other extraordinary items as reasonably approved by the Lender.
“Swap Agreement” means any agreement, contract or transaction that constitutes a “swap” within the meaning of Section 1a(47) of the Commodity Exchange Act.
“(c) Notwithstanding anything to the contrary herein or in any of the other Loan Documents, if, on July 6, 2025 (the “First Reduction Date”), the Principal Balance is in excess of $14,750,000.00, Borrower shall, within five (5) days after notice from Lender sent following the First Reduction Date, make a payment to Lender or authorize Lender to make a withdrawal from Borrower’s account in an amount sufficient to reduce the Principal Balance to no more than $14,750,000.00. Thereafter, Loan Amount and Loan Proceeds shall not exceed $14,750,000.00. Notwithstanding anything to the contrary herein or in any of the other Loan Documents, if, on July 6, 2026 (the “Second Reduction Date”), the Principal Balance is in excess of $14,500,000.00, Borrower shall, within five (5) days after notice from Lender sent following the Second Reduction Date, make a payment to Lender or authorize Lender to make a withdrawal from Borrower’s account in an amount sufficient to reduce the Principal Balance to no more than $14,500,000.00. Thereafter, the Loan Amount and Loan Proceeds shall not exceed $14,500,000.00.”
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“(a) Loan Proceeds may be used for the following lawful purposes, (i) to satisfy costs related to the acquisition of self-storage properties by any Guarantor subsidiary, including, but not limited to earnest money deposits, environmental reports, property condition reports, appraisals, attorney fees (associated with such acquisitions), and acquisition price (collectively “Self-Storage Property Acquisition Costs”), (ii) to satisfy construction costs incurred to (A) convert to self-storage any non-self storage portions of the Property and other real property owned by Guarantor’s wholly-owned subsidiaries, or (B) expand the Property (as further set forth in Section 11 below) and other real property owned by Guarantor’s wholly-owned subsidiaries, provided, however, that Loan Proceeds used for construction costs as set forth in this subsection (ii) shall not exceed fifty percent (50%) of the Loan Amount at any time, or (iii) to make equity contributions necessary to fulfill the co-invest requirements or pay organizational and transactional costs of any joint ventures entered into with respect to the acquisition of self-storage properties. Notwithstanding anything herein to the contrary, Loan Proceeds shall not be used to fund dividends, operating losses, stock buy-backs, executive or employee compensation, other capital maneuvers, or any other expenses not expressly permitted under this Section 2.10(a).”
“2.13 Unused Facility Fees. Borrower shall pay Lender an annual unused facility fee based on the daily average of the unadvanced amount of the Loan during the trailing twelve (12)-month period ending each June 30. The fee will be calculated at 0.25% per annum if the daily average of the unadvanced amount of the Loan during such trailing twelve (12)-month period was greater than fifty percent (50%), and will be calculated at 0.15% if the daily average of the unadvanced amount of the Loan during such trailing twelve (12)-month period was less than or equal to fifty percent (50%). This fee will be calculated by Lender and is due within ten (10) Business Days after each of June 30, 2025, June 30, 2026, June 30, 2027 and, if Borrower extends the maturity of the Loan in accordance with Section 2.14, June 30, 2028.
“2.14 Extension Option. Borrower shall have the right to extend the Maturity Date for twelve (12) months from July 6, 2027 to July 6, 2028 subject to fulfillment of the following conditions:
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(a) Borrower shall have delivered to Lender a written request for the extension not less than sixty (60) nor more than one hundred twenty (120) days prior to the then current Maturity Date;
(b) No Event of Default shall have occurred and be continuing;
(c) Borrower shall have paid to Lender a non-refundable extension fee equal to $21,375.00;
(d) Lender shall have received prior to the effectiveness of the extension of the Maturity Date an updated Appraisal of the Property at Borrower’s cost reflecting the Loan Amount, as reduced pursuant to the next clause, is not more than fifty-five percent (55%) of the “as-is” value of the Property;
(e) The Loan Amount shall be reduced to $14,250,000.00 upon the effectiveness of the extension of the Maturity Date; and
(f) No later than the effectiveness of the extension of the Maturity Date, Borrower shall have entered into a Swap Agreement for at least fifty percent (50%) of the Loan Amount covering the period through and including the extended Maturity Date and containing such terms and conditions, and provided by a counterparty, acceptable to Lender in its reasonable discretion. If such Swap Agreement is not a Lender Swap Agreement, Borrower shall have its rights with respect to the Swap Agreement collaterally assigned to Lender in a form acceptable to Lender in its reasonable discretion.”
“2.15 Borrower Right to Terminate. Provided there is then no outstanding Principal Balance, Borrower may terminate this Agreement at any time effective upon not less than fifteen (15) calendar days’ prior written notice to Lender, which written notice shall set forth the effective date of the termination. Provided that Borrower has fully performed and indefeasibly paid in full all Obligations on or before the requested date of termination, excluding any unasserted contingent portion of the Obligations such as indemnification obligations, the Loan and the Loan Documents shall be considered terminated on the requested date of termination except for any portion of the Obligations and provisions of the Loan Documents which expressly survive termination, and Lender shall release and terminate its interest in all collateral securing the Loan. For avoidance of doubt, Borrower may not request an Advance from and after the date of the written notice of termination.”
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“(g) In no event shall the Principal Balance and the amount of the proposed Advance cause the Debt Service Coverage Ratio to be less than 1.35 to 1.00 as determined by Lender based on trailing twelve (12)-month NOI and Applied Debt Service.”
“7.7 Borrower/Guarantor Accounts. Borrower and Guarantor shall establish and maintain their primary operating deposit and interest-bearing liquidity accounts, including Guarantor’s primary checking account, with the Lender (collectively, the “Lender Deposit Accounts”); provided that, any of the following shall not, under any circumstance, constitute a violation or breach of this Section: (a) Borrower or Guarantor maintaining or establishing ancillary accounts at other financial institutions or in the case of Borrower, accounts at other financial institutions for making deposits in situations where the Lender does not have a nearby physical location, and (b) the withdrawal from or use of funds in Lender Deposit Accounts by Borrower or Guarantor for any purpose (including, but not limited to (i) conducting its business operations, (ii) funding acquisitions, either directly or through joint ventures, and expansion projects, (iii) funding dividends, operating losses, stock buy-backs, executive or employee compensation, or other capital maneuvers, or (iv) as determined to be in the best interests of Guarantor’s stockholders pursuant to the good faith exercise of business judgment). For purposes of this Section 7.7, the term “primary” shall be defined as a majority of the cash and cash equivalents held by Guarantor and Borrower combined, excluding marketable securities.”
“8.6 Limitations on Additional Indebtedness; Other Prohibited Transactions. Borrower will not create, assume, incur, suffer to exist, or in any manner become liable, directly, indirectly or contingently in respect to, any Indebtedness other than the following: (a) Indebtedness owed to the Lender, and its Affiliates, including the Obligations under this Agreement, (b) Indebtedness owed under any Swap Agreement; (b) Indebtedness listed in the current financial statements of Borrower and any rearrangements, extensions or refinancings thereof which do not increase the amount thereof; and (c) Indebtedness in the form of accounts payable to trade creditors for goods or services which are not aged more than ninety (90) days from the billing date and current operating liabilities (other than for borrowed money) including accrued expenses which are not more than ninety (90) days past due, in each case incurred in the ordinary course of business, as presently conducted, and paid within the specified time, unless contested in good faith and by appropriate proceedings.”
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To Lender: The Huntington National Bank
2655 Warrenville Road, Suite 100
Downers Grove, IL 60515
Attn: James Straka
With a copy to: Polsinelli PC
Denver, CO 80202
Attn: Michael Strand
To the Borrower: c/o Global Self Storage, Inc.
3814 Route 44
Millbrook, NY 12545
Attn: Mark C. Winmill
With a copy to: McCarter & English, LLP
825 Eighth Avenue
31st Floor
New York, NY 10019
Attn: Curtis B. Leitner and Howard M. Berkower
“(u) The occurrence of a breach of the Debt Service Coverage Ratio requirements under Section 8.9, provided, however, that Borrower shall have a period of thirty (30) days after receiving notice of such breach from Lender to cure the breach by (i) agreeing to reduce the Loan Amount to an amount necessary to bring the Loan into compliance with the requirements of Section 8.9 hereof, which reduction shall be of no further force or effect upon Lender determining that the Debt Service Coverage Ratio is back in compliance with Section 8.9 based on a regular semi-annual determination, or (ii) depositing with Lender an amount that, if applied as a principal payment on the Loan, would bring the Loan into compliance with the requirements of Section 8.9 hereof, such deposit to be released by Lender after the next successful semi-annual test, or earlier, in Lender’s sole discretion, and until release such deposit shall serve as additional collateral for the Loan as described in Section 12.22; or”
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IN WITNESS WHEREOF, Borrower, Guarantor and Lender have executed this Amendment as of the day and year first above written.
BORROWER:
SSG MILLBROOK LLC,
a New York limited liability company
By: /s/ Donald Klimoski II
Name: Donald Klimoski II
Title: General Counsel
SSG CLINTON LLC,
a New York limited liability company
By: /s/ Donald Klimoski II
Name: Donald Klimoski II
Title: General Counsel
SSG FISHERS LLC,
a Delaware limited liability company
By: /s/ Donald Klimoski II
Name: Donald Klimoski II
Title: General Counsel
SSG LIMA LLC,
a Delaware limited liability company
By: /s/ Donald Klimoski II
Name: Donald Klimoski II
Title: General Counsel
SSG WEST HENRIETTA LLC,
a Delaware limited liability company
By: /s/ Donald Klimoski II
(Signature Page to Second Amendment to Loan Documents)
Name: Donald Klimoski II
Title: General Counsel
GUARANTOR:
GLOBAL SELF STORAGE, INC.,
a Maryland corporation
By: /s/ Donald Klimoski II
Name: Donald Klimoski II
Title: General Counsel
(Signatures continue on the following page)
(Signature Page to Second Amendment to Loan Documents)
LENDER:
THE HUNTINGTON NATIONAL BANK,
successor by merger to TCF National Bank
By: /s/James Straka
James Straka, Vice President
(End of signatures)
(Signature Page to Second Amendment to Loan Documents)
REPLACEMENT EXHIBIT C
LOAN DOCUMENTS
[Intentionally Omitted]
Replacement Exhibit C
EXHIBIT 99.1
Global Self Storage Extends $15 Million Revolving Credit Facility
Millbrook, NY – July 11, 2024 – Global Self Storage, Inc. (NASDAQ: SELF), a real estate investment trust that owns, operates, manages, acquires, and redevelops self-storage properties, has extended its $15 million revolving credit facility with The Huntington National Bank for another three years with a one-year extension option available thereafter.
The revolving credit line bears interest on withdrawn funds at a rate equal to one-month SOFR plus 3.00%. It is secured by the company’s properties in Millbrook, NY; West Henrietta, NY; Lima, OH; Fishers, IN; and Clinton, CT.
“Our robust balance sheet enables us to pursue growth through self-storage property acquisitions, joint ventures, and expansion of our existing properties,” noted president and CEO of Global Self Storage, Mark C. Winmill. “We continue to explore opportunities in select regions across the U.S., particularly where we find supply growth is limited and competition from other professionally managed operators is generally less.
“We focus on opportunities where we can apply our professional management techniques to optimize occupancy, revenue generation, and NOI. Our strong track record of operational performance positions us well to execute our strategic business plan and continue to build value over the long term for our stockholders.”
Additional details of the revolving credit facility are available in the company’s current report on Form 8-K filed with the U.S. Securities and Exchange Commission at www.sec.gov on July 11, 2024.
Company Objective
The objective of the company is to increase value over time for the benefit of its stockholders. Toward this end, the company will continue to execute its strategic business plan, which includes funding acquisitions, either directly or through joint ventures, and expansion projects at its existing properties. The company's board of directors regularly reviews the strategic business plan, with emphasis on capital formation, debt versus equity ratios, dividend policy, use of capital and debt, FFO and AFFO performance, and optimal cash levels.
The management of Global Self Storage believes that the company's continued operational performance and capital resources position it well to continue to execute its strategic business plan.
About Global Self Storage
Global Self Storage is a self-administered and self-managed REIT that owns, operates, manages, acquires, and redevelops self-storage properties. The company’s self-storage properties are designed to offer affordable, easily accessible and secure storage space for residential and commercial customers. Through its wholly owned subsidiaries, the company owns and/or manages 13 self-storage properties in Connecticut, Illinois, Indiana, New York, Ohio, Pennsylvania, South Carolina, and Oklahoma.
For more information, go to ir.globalselfstorage.us or visit the company’s customer site at www.globalselfstorage.us. You can also follow Global Self Storage on X, LinkedIn and Facebook.
Cautionary Note Regarding Forward Looking Statements
Certain information presented in this press release may contain “forward-looking statements” within the meaning of the federal securities laws including, but not limited to, the Private Securities Litigation Reform Act of 1995. Forward looking statements include statements concerning the company’s plans, objectives, goals, strategies, future events, future revenues or performance, capital expenditures, financing needs, plans or intentions, and other information that is not historical information. In some cases, forward looking statements can be identified by terminology such as “believes,” “plans,” “intends,” “expects,” “estimates,” “may,” “will,” “should,” “anticipates,” or the negative of such terms or other comparable terminology, or by discussions of strategy. All forward-looking statements by the company involve known and unknown risks, uncertainties and other factors, many of which are beyond the control of the company, which may cause the company’s actual results to be materially different from those expressed or implied by such statements. The company may also make additional forward looking statements from time to time. All such subsequent forward-looking statements, whether written or oral, by the company or on its behalf, are also expressly qualified by these cautionary statements. Investors should carefully consider the risks, uncertainties, and other factors, together with all of the other information included in the company’s filings with the Securities and Exchange Commission, and similar information. All forward-looking statements, including without limitation, the company’s examination of historical operating trends and estimates of future earnings, are based upon the company’s current expectations and various assumptions. The company’s expectations, beliefs and projections are expressed in good faith, but there can be no assurance that the company’s expectations, beliefs and projections will result or be achieved. All forward looking statements apply only as of the date made. The company undertakes no obligation to publicly update or revise forward looking statements which may be made to reflect events or circumstances after the date made or to reflect the occurrence of unanticipated events. The amount, nature, and/or frequency of dividends paid by the company may be changed at any time without notice.
Company Contact:
Thomas O’Malley
Chief Financial Officer
Global Self Storage
1 (212) 785-0900, ext. 267
tomalley@globalselfstorage.us
Investor Relations Contact:
Ron Both
CMA Investor Relations
Tel (949) 432-7566
Email Contact
Media Contact:
Tim Randall
CMA Media Relations
Tel (949) 432-7572
Email Contact