With respect to the suspension, the entity only accepts subscription contracts if they are received by its transfer agent Strategic Transfer Services LLC on April 30, 2020 or before the closing of its operations. SmartStop and SST IV have set up special commissions independent of their boards of directors to negotiate and verify the merger. The respective special committees, as well as the SmartStop and SST IV boards of directors, unanimously approved the merger treaty, which is subject to the agreement of ESTS IV shareholders and other normal closing conditions. The transaction is expected to be completed in the first half of 2021. The merger agreement also provides that, in the event of termination of the SST IV merger agreement, SST IV is required, in certain circumstances, to pay SmartStop a termination fee of approximately $7.2 million. View original content for multimedia download:www.prnewswire.com/news-releases/smartstop-self-storage-reit-to-acquire-strategic-storage-trust-iv-inc-in-370-million-all-stock-transaction-301170410.html LADERA RANCH, Calif., Nov. 10, 2020 /PRNewswire/ — SmartStop Self REIT Storage, Inc. (“SmartStop”) and Strategic Storage Trust IV, Inc. (“SST IV”) announced today that the companies have entered into a definitive merger agreement in an all-stock transaction, in which SST IV will merge into a new subsidiary of SmartStop, creating a business with a portfolio of 136 100% real estate properties and a total gross pound value of approximately $1.5 billion in self-care assets. This transaction will enable the combined entity to achieve, among other things, other economies of scale and potentially create greater value by leveraging the benefits of a broader global portfolio. All forward-looking statements refer only to the date of this figure and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause actual results to differ materially from such forward-looking statements.
SST IV and SmartStop may not be able to complete the proposed transaction under the terms described above or on other acceptable conditions, or due to a number of factors, including, but not limited to: (i) the occurrence of an event, an amendment or any other circumstance that could lead to the termination of the merger agreement; (ii) failure to obtain the consent of NESS IV shareholders or non-compliance with other conditions for completing the merger; (iii) the risks associated with the interruption of management`s attention to the day-to-day operations of EST IV and SmartStop as a result of the transaction; and (iv) the impact of the announcement of the transaction on the parties` ability to maintain and recruit key personnel, maintain relationships with their customers and suppliers, and maintain their operating results and operations in general. Additional Information and Where to FindIn the context of the proposed merger, SmartStop intends to file a registration statement on Form S-4 with the Securities and Exchange Commission (SEC), which will contain a proxy statement of SST IV and will also constitute a Prospectus of SmartStop.