SmartStop Self Storage REIT, Inc. 8-K

What Happened
SmartStop Self Storage REIT, Inc. (filed 8‑K on Feb 18, 2026) announced it and its operating partnership entered into a second amended and restated credit agreement (the “2026 Credit Agreement”) providing a $500 million senior unsecured revolving credit facility. The facility closed on February 18, 2026, replaces the prior 2024 credit facility, and may be increased up to a $1.6 billion aggregate capacity subject to conditions.

Key Details

• Facility size and sublimits: $500 million revolving credit facility; incremental increase option up to $1.1 billion (total potential $1.6 billion). Includes sublimits of up to $25 million for letters of credit and up to $50 million for swingline loans (all within the $500M commitment).
• Maturity and extension: Matures Feb 18, 2030 with a one‑year extension option (extension fee 0.125% on outstanding commitments). Prepayment allowed without penalty (lenders may be indemnified for certain breakage costs).
• Pricing and initial borrowing: Borrowings may be in USD or CAD and priced as Base Rate, SOFR, or CORRA loans with pricing tied to the company’s leverage ratio or credit rating. Initial advances are Daily Simple SOFR loans at 105 basis points over DS‑SOFR. Facility fee on commitments ranges (generally 15–30 bps now; 10–30 bps if investment grade).
• Security, guarantees and parity: The Credit Facility is unsecured but fully recourse (joint and several) to the company, the borrower and certain subsidiary guarantors. The facility is pari passu with the company’s outstanding 2032 Private Placement Notes and certain Canadian notes. The outstanding balance under the prior 2024 facility (~$68.3 million) remained unchanged at closing.
• Covenants and defaults: Includes customary reps, affirmative/negative covenants and financial covenants (maximum leverage ratio, minimum fixed charge coverage, minimum tangible net worth, limits on secured debt, unencumbered pool leverage ratio, unsecured interest coverage ratio). Defaults include payment defaults on recourse debt ≥ $50M or non‑recourse debt ≥ $100M.

Why It Matters
This new credit facility provides SmartStop with a larger and flexible source of liquidity in both U.S. and Canadian dollars, giving the company borrowing capacity for operations, opportunistic needs or refinancing. Pricing and covenants tie borrowing cost and constraints to SmartStop’s leverage and future credit rating, so improvements in credit profile could lower interest and fees. The facility is unsecured but fully recourse, meaning the company and certain subsidiaries fully guarantee repayment; investors should note covenant tests and default thresholds that could affect financial flexibility. A press release about the closing was attached as Exhibit 99.1 to the 8‑K.