GLOBAL SELF STORAGE, INC. (NASDAQ:SELF) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
Global Self Storage, Inc.’s (the “Company”) Current Report on
Form 8-K filed on November 30, 2016 (the “Prior Form 8-K”) is
incorporated herein by reference. On December 30, 2016, as
indicated in the Prior Form 8-K, in connection with the
completion of the Company’s acquisition (the “Acquisition”)
from Tuxis Corporation (“Tuxis”), a Company affiliate, of all
of the membership interests of each of Tuxis Self Storage I LLC,
Tuxis Self Storage II LLC, and Tuxis Real Estate II LLC, each a
wholly owned Tuxis subsidiary (collectively, the
“Subsidiaries”), the Company entered into a registration rights
agreement (the “Registration Rights Agreement”) which permits
Tuxis to request the registration of the 202,703 unregistered and
restricted shares of Company common stock issued to Tuxis as part
of the Purchase Price (defined herein).
The information provided in Item 1.01 of the Prior Form 8-K is
incorporated by reference into this Item 1.01. The foregoing
description is qualified in its entirety by the full terms and
conditions of the Registration Rights Agreement, filed as Exhibit
4 to the Prior Form 8-K and incorporated herein by reference.
Item 2.01 Completion of Acquisition or Disposition of Assets.
As indicated in Item 1.01 of the Prior Form 8-K, on November 23,
2016, the Company entered into an agreement (the “Purchase
Agreement”) with Tuxis to acquire all of the membership
interests of the Subsidiaries for the aggregate purchase price of
$7,800,000 (the “Purchase Price”), comprised of $5,925,000
payable in cash, $975,000 in shares of the Company’s common
stock, and, contingent upon the satisfaction of certain
conditions described in the Purchase Agreement, an additional
$900,000 cash payment.
On December 30, 2016, the Company completed the Acquisition for
$5,925,000 in cash and 202,703 unregistered and restricted shares
of the Company’s common stock. Upon the satisfaction of certain
conditions described in the Purchase Agreement, an additional
$900,000 cash payment shall be made by the Company. The cash
included in the consideration used to complete the Acquisition
consisted of cash on hand and a portion of the proceeds from the
Company’s loan agreement with Insurance Strategy Funding IV,
LLC, a special purpose vehicle of J.P. Morgan Investment
Management, Inc. The number of shares included in the
consideration used to complete the Acquisition was determined
based on a volume weighted average price per share as described
in the Purchase Agreement and the Prior Form 8-K.
The information provided in Item 1.01 of the Prior Form 8-K is
incorporated by reference into this Item 2.01. The foregoing
description is qualified in its entirety by the full terms and
conditions of the Purchase Agreement, filed as Exhibit 10 to the
Prior Form 8-K and incorporated herein by reference.
The Company’s press release announcing the completion of the
Acquisition is filed as Exhibit 99.1 to this Current Report on
Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
(a) Not applicable.
(b) Not applicable.
(c) Not applicable.
(d) Exhibits. The following exhibit is being furnished herewith
to this Current Report on Form 8-K.
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Exhibit No. |
Description |
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99.1 |
Global Self Storage, Inc. Press Release, dated January 3, 2017, announcing the completion of the Acquisition. |
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About GLOBAL SELF STORAGE, INC. (NASDAQ:SELF)
Global Self Storage, Inc., formerly Self Storage Group, Inc., is a self-administered and self-managed real estate investment trust. The Company is focused on the ownership, operation, acquisition, development and redevelopment of self-storage facilities. Its self-storage facilities are designed to offer storage space for residential and commercial customers. It owns and operates approximately eight self-storage properties located in New York, Pennsylvania, Illinois, Indiana, South Carolina and Ohio. Its facilities include approximately 485,580 net rentable square feet and over 3,810 storage units. Its facilities feature both covered and outside auto/recreational vehicle (RV)/boat storage. Its facilities feature a rental and payment center. It owns and operates self-storage properties through its subsidiaries, including SSG Bolingbrook LLC, SSG Dolton LLC, SSG Merrillville LLC, SSG Rochester LLC, SSG Sadsbury LLC, SSG Summerville I LLC, SSG Summerville II LLC and SSG Operations LLC. GLOBAL SELF STORAGE, INC. (NASDAQ:SELF) Recent Trading Information
GLOBAL SELF STORAGE, INC. (NASDAQ:SELF) closed its last trading session down -0.09 at 4.40 with 21,190 shares trading hands.
