STSR Strategic Student and Senior Housing Trust Inc (PK)

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): September 9, 2024

Strategic Student & Senior Housing Trust, Inc.

(Exact name of registrant as specified in its charter)

 

 

Maryland (State or other jurisdiction of incorporation)	333-220646 (Commission File Number)	81-4112948 (IRS Employer Identification No.)

 

19900 MacArthur Blvd. Suite 250

Irvine, California 92612

(Address of principal executive offices, including zip code)

(877) 327-3485

(Registrant’s telephone number, including area code)

None

(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:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
None		None		None

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. ☐

 

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Item 7.01. Regulation FD Disclosure.

On September 9, 2024, Strategic Student & Senior Housing Trust, Inc. (the "Company"), issued the letter to stockholders that is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Pursuant to the rules and regulations of the Securities and Exchange Commission, the information in this Item 7.01 disclosure (including Exhibit 99.1) is deemed to have been furnished and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any filing of the Company, whether made before or after the date hereof, regardless of any general incorporation language in such filing.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

99.1	Letter to Stockholders (furnished only)
104	Cover Page Interactive Data File (embedded within the inline XBRL document).

 

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

Strategic STUDENT & SENIOR HOUSING Trust, Inc.

Date: September 9, 2024	By:	/s/ John Strockis
		John Strockis
		Chief Executive Officer and President

 

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September 9, 2024

Re: Strategic Student & Senior Housing Trust, Inc. (“SSSHT” or the “Company”)

Second Quarter 2024 Letter to Stockholders

Dear Stockholder,

I am pleased to report that the sale of our Fayetteville student property closed on July 31, 2024, at the agreed upon price of $72.25M. This asset sale allowed the Company to: 1) pay off our entire $25.4M KeyBank bridge loan, 2) pay off the $34.5M first mortgage on the Fayetteville student property, 3) increase liquidity, and 4) allow for a stockholder distribution of the net capital gain anticipated to be paid in the fourth quarter of 2024.

With the sale of the Fayetteville student property now closed, the Company has four remaining senior housing properties. Unlike the more active Class A student housing capital markets, the senior housing capital markets have yet to fully recover post-Covid. Generally speaking, too few senior housing investors are pursuing an increasing supply of senior properties and it’s a difficult market to sell senior housing properties.

So, what is the Company’s plan going forward?

Below is a summary of our senior housing property operating results comparing the second quarter of 2024 to the second quarter of 2023:

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As of June 30, 2024, senior housing occupancies were approximately 92%, as compared to approximately 89% as of March 31, 2024. An increase of approximately 3%.

Update on Goals for 2024

We continue to meet our goals set forth in my 2024 Annual Stockholder letter:

Our emphasis continues to be on improving the financial performance at each of our senior housing properties until interest rates fall and the senior housing capital markets recover.

 

Sincerely,

John Strockis CEO and President

 

 

 

 

 

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Certain statements contained in this letter, other than historical facts, may be considered forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We intend for all such forward-looking statements to be covered by the applicable safe harbor provisions for forward-looking statements contained in Section 27A of the Securities Act and Section 21E of the Exchange Act, as applicable. Such forward-looking statements can generally be identified by our use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “anticipate,” “estimate,” “believe,” “seek,” “continue,” or other similar words. Such statements include, in particular, statements about our plans, strategies, and prospects and, in this letter, include our statements about expectations as to vaccination rates, resulting increased leads, tours and move-ins, student housing decisions and the pace of our expected recovery, all of which are subject to certain risks and uncertainties, including known and unknown risks, and are based on a number of assumptions which could cause actual results to differ materially from those projected or anticipated. Therefore, such statements are not intended to be a guarantee of our performance in future periods. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this letter. We cannot guarantee the accuracy of any such forward-looking statements contained in this letter, and we do not intend to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise. The risks, uncertainties, assumptions and other factors that could cause such forward-looking statements not to come to fruition include, among other things, future economic, competitive, and market conditions, including without limitation changes in the political and economic climate, economic conditions and fiscal imbalances in the United States and in the markets in which we operate, and other major developments, including wars, natural disasters, epidemics and pandemics, military actions, and terrorist attacks. The occurrence or severity of any such event or circumstance is difficult or impossible to predict accurately. To the extent that our assumptions differ from actual results, our ability to meet such forward-looking statements, including our ability to generate positive cash flow from operations and provide distributions to stockholders, and our ability to find suitable investment properties, may be significantly hindered. These risk and uncertainties that could cause forward-looking statements not to come to fruition also include those items that we identify as “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2023, our quarterly reports on Form 10-Q and other reports that we file from time to time with the Securities and Exchange Commission.

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v3.24.2.u1

Document and Entity Information	Sep. 09, 2024
Cover [Abstract]
Entity Registrant Name	Strategic Student & Senior Housing Trust, Inc.
Document Type	8-K
Amendment Flag	false
Entity Central Index Key	0001698538
Document Period End Date	Sep. 09, 2024
Entity Emerging Growth Company	false
Securities Act File Number	333-220646
Entity Incorporation, State or Country Code	MD
Entity Tax Identification Number	81-4112948
Entity Address, Address Line One	19900 MacArthur Blvd
Entity Address, Address Line Two	Suite 250
Entity Address, City or Town	Irvine
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	92612
City Area Code	(877)
Local Phone Number	327-3485
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false

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