10-Q: National Storage Affiliates Reports Q3 Decline
Quarterly Report
National Storage Affiliates Trust reported a decrease in total revenue, net income, and FFO for the third quarter and first nine months of 2025, primarily driven by lower occupancy and property dispositions.
Summary
- Total revenue decreased by $4.9 million (2.5%) to $188.7 million for the three months ended September 30, 2025, compared to $193.6 million in the prior year.
- Net income attributable to common shareholders decreased by $0.28 million (2.1%) to $13.31 million for the three months ended September 30, 2025.
- Diluted earnings per share (EPS) for the quarter was $0.17, down from $0.18 in the same period last year.
- Funds From Operations (FFO) per share and unit decreased to $0.56 for the quarter, from $0.61 in the prior year.
- Core FFO per share and unit decreased to $0.57 for the quarter, from $0.62 in the prior year.
- Total portfolio average occupancy decreased to 84.5% for the three months ended September 30, 2025, from 86.0% in the prior year.
- Same store portfolio Net Operating Income (NOI) decreased by $7.07 million (5.7%) to $117.42 million for the three months ended September 30, 2025.
- For the nine months ended September 30, 2025, total revenue decreased by $14.3 million (2.5%) to $565.9 million.
- Net income attributable to common shareholders for the nine months decreased by $43.9 million (55.3%) to $35.55 million.
- Diluted EPS for the nine months was $0.46, down from $1.03 in the prior year.
- FFO per share and unit for the nine months decreased to $1.61, from $1.81 in the prior year.
- Core FFO per share and unit for the nine months decreased to $1.66, from $1.84 in the prior year.
- The company acquired four self storage properties and two annexes for approximately $24.9 million and sold 12 self storage properties for net proceeds of $73.1 million during the nine months ended September 30, 2025.
- Cash provided by operating activities was $265.7 million for the nine months ended September 30, 2025, a decrease from $282.9 million in the prior year.
- The One Big Beautiful Bill Act (OBBB), enacted July 4, 2025, relaxed the REIT asset test for taxable REIT subsidiaries to 25% (from 20%) and permanently extended the pass-through qualified business income deduction for individuals.
Sentiment
Score: 3
Explanation: The company reported significant declines across key financial metrics including total revenue, net income, EPS, FFO, and occupancy for both the quarter and nine-month periods. Increased operating and interest expenses further pressured profitability. While the internalization of the PRO structure and recent tax law changes offer some long-term strategic benefits, the immediate financial performance indicates a challenging operating environment.
Positives
- Management fees and other revenue increased by $0.6 million (5.0%) for the three months and $6.4 million (20.9%) for the nine months ended September 30, 2025, primarily due to increased tenant insurance activity and property management fees from new joint ventures.
- General and administrative expenses decreased by $1.7 million (12.6%) for the three months and $7.6 million (16.8%) for the nine months ended September 30, 2025, largely due to the internalization of the PRO structure.
- Average annualized total portfolio rental revenue per occupied square foot slightly increased by 0.1% to $15.59 for the three months ended September 30, 2025.
- The 'One Big Beautiful Bill Act' (OBBB) enacted July 4, 2025, includes favorable tax changes for REITs, such as relaxing the asset test for taxable REIT subsidiaries and permanently extending the qualified business income deduction for individuals.
Negatives
- Total revenue decreased by 2.5% for both the three and nine months ended September 30, 2025, primarily due to decreased occupancy and property dispositions.
- Net income attributable to common shareholders decreased by 2.1% for the three months and 55.3% for the nine months ended September 30, 2025.
- Diluted EPS decreased from $0.18 to $0.17 for the quarter and from $1.03 to $0.46 for the nine months.
- FFO per share and unit decreased from $0.61 to $0.56 for the quarter and from $1.81 to $1.61 for the nine months.
- Core FFO per share and unit decreased from $0.62 to $0.57 for the quarter and from $1.84 to $1.66 for the nine months.
- Total portfolio average occupancy declined to 84.5% for the quarter and 83.8% for the nine months, compared to 86.0% and 85.8% respectively in the prior year.
- Same store portfolio rental revenues decreased by 2.2% for the quarter and 2.9% for the nine months.
- Same store portfolio property operating expenses increased by 4.9% for the quarter and 4.4% for the nine months, driven by increases in marketing, property tax, and utilities.
- Interest expense increased by $1.0 million (2.5%) for the quarter and $7.4 million (6.4%) for the nine months, mainly due to the maturity of interest rate swaps that had fixed SOFR at lower rates.
- Gain on sale of self storage properties significantly decreased to $11.0 million for the nine months ended September 30, 2025, from $63.8 million in the prior year.
Risks
- Market trends in the self-storage industry, interest rates, inflation, and the general economy could adversely affect performance.
- The ability to successfully acquire or dispose of properties and achieve underwritten capitalization rates is uncertain.
- Integration of properties managed by former participating regional operators (PROs) into the company's platforms may face challenges.
- The ability to achieve market rents and occupancy levels, reduce operating expenditures, and increase ancillary product sales is crucial.
- Changes in U.S. federal, state, and local government policies, regulations, tax laws, and rates could impact the business.
- The state of the U.S. economy generally or in specific geographic regions could negatively affect operations.
- The ability to obtain and maintain financing arrangements on favorable terms is subject to market conditions.
- Volatility of the securities markets could affect the company's ability to access capital.
- Impacts from major public health events could adversely affect occupancy levels, rental rates, and tenants' ability to pay rent.
- Risks associated with investing through joint ventures, including whether anticipated benefits are realized as expected.
- Natural disasters or acts of violence, terrorism, insurrection, or war could affect markets of operation.
- Recent tariff actions by the U.S. and other countries may have an adverse effect on business, financial condition, results of operations, and access to capital, leading to financial market volatility and reduced global trade.
Future Outlook
The company expects to fund short-term liquidity requirements from operating cash flow, cash on hand, and borrowings under its credit facility. Long-term liquidity needs are anticipated to be met with operating cash flow, cash on hand, secured and unsecured indebtedness, and the issuance of equity and debt securities. The company also notes that the 75% third-party interest in its unconsolidated real estate ventures, valued at approximately $2.1 billion, presents a potential future acquisition opportunity to drive growth. The recently enacted 'One Big Beautiful Bill Act' (OBBB) will relax the REIT asset test for taxable REIT subsidiaries to 25% from 20% for taxable years beginning on or after January 1, 2026, and permanently extend the pass-through qualified business income deduction for individuals, which could be favorable for REITs and their investors.
Management Comments
- Management believes that the internalization of the PRO structure was always a part of their long-term vision, contributing significantly to growth over the last decade.
- Management states that their historical results of operations are not necessarily comparable or indicative of future results due to acquisition, disposition, and PRO internalization activities.
- Management uses FFO and Core FFO as key performance indicators in evaluating the operations of their properties, considering them key supplemental measures of operating performance not specifically defined by GAAP.
Industry Context
The self-storage industry is subject to minor seasonal fluctuations, with a greater portion of revenues and profits generally realized from May through September. The company's performance reflects broader economic conditions impacting occupancy and rental rates, as well as the competitive landscape. The company's strategy of leveraging national scale by integrating experienced regional operators, now internalized, aims to maintain local operational focus while benefiting from larger-scale efficiencies. The potential acquisition of third-party interests in unconsolidated ventures aligns with a trend of consolidation and growth within the REIT sector.
Comparison to Industry Standards
- NA
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Tax Law Change | The 'One Big Beautiful Bill Act' (OBBB) relaxed the REIT asset test requirement for taxable REIT subsidiaries from 20% to 25% of gross asset value. | 2026-01-01 | Potentially increases flexibility for REITs in structuring their operations and investments in taxable REIT subsidiaries. |
| Tax Law Change | The OBBB permanently extended the pass-through qualified business income deduction, allowing individuals to deduct 20% of ordinary REIT dividends. | 2026-01-01 | Provides a long-term benefit to individual investors in REITs, potentially making REIT investments more attractive. |
| Tax Law Change | The OBBB permanently extended the maximum U.S. federal income tax rate of 37% for individuals and other non-corporate U.S. stockholders. | 2026-01-01 | Maintains the current tax environment for high-income individual investors, providing certainty. |
Legal Proceedings
- The company is not currently subject to any legal proceedings that it considers to be material.
Related Party Transactions
- Incurred $1.2 million in supervisory and administrative fees to former PROs under new asset management agreements for the three months ended September 30, 2025 (down from $3.4 million in Q3 2024).
- Incurred $4.0 million in supervisory and administrative fees to former PROs for the nine months ended September 30, 2025 (down from $10.2 million in 9M 2024).
- Incurred $1.5 million for payroll and related costs reimbursable to former PROs for the three months ended September 30, 2025 (down from $4.9 million in Q3 2024).
- Incurred $5.2 million for payroll and related costs reimbursable to former PROs for the nine months ended September 30, 2025 (down from $13.7 million in 9M 2024).
Stakeholder Impact
- Shareholders: Decreased net income and EPS may negatively impact shareholder returns and sentiment.
- Employees: Internalization of PRO structure has led to a transition of operations, potentially impacting former PRO employees and integrating them into the company's platform.
- Customers: Decreased occupancy suggests potential challenges in attracting or retaining customers, possibly due to competitive pricing or market conditions.
- Creditors: Increased interest expense and overall debt levels require careful monitoring, though the company remains in compliance with debt covenants.
- Joint Venture Partners: The company's 25% equity interest in unconsolidated real estate ventures experienced a decrease in losses, which is a positive for these partners.
Next Steps
- Continue to manage and control consolidated properties and unconsolidated real estate ventures through the internally-staffed property management platform.
- Monitor and adapt to market trends, interest rates, inflation, and tariff policies.
- Evaluate and execute on potential acquisition opportunities, including the 75% third-party interest in unconsolidated real estate ventures.
- Manage debt obligations and explore financing arrangements on favorable terms.
- Implement technology programs and adopt advancements in information technology.
- Assess the impact of the 'One Big Beautiful Bill Act' (OBBB) on REIT asset tests and tax deductions starting January 1, 2026.
Key Dates
| Date | Description |
|---|---|
| 2013-02-13 | NSA OP, LP (operating partnership) formed in Delaware. |
| 2013-05-16 | National Storage Affiliates Trust organized in Maryland. |
| 2015-12-31 | Company qualified to be taxed as a REIT commencing with this taxable year. |
| 2016-09-01 | Formation of 2016 Joint Venture with a state pension fund advised by Heitman Capital Management LLC. |
| 2017-10-10 | Series A Preferred Shares became redeemable by the Company. |
| 2018-09-01 | Formation of 2018 Joint Venture with an affiliate of Heitman America Real Estate REIT LLC. |
| 2019-08-30 | Operating partnership issued $100.0 million of 3.98% senior unsecured notes due August 30, 2029, and $50.0 million of 4.08% senior unsecured notes due August 30, 2031. |
| 2020-10-22 | Operating partnership issued $150.0 million of 2.99% senior unsecured notes due August 5, 2030, and $100.0 million of 3.09% senior unsecured notes due August 5, 2032. |
| 2021-05-26 | Operating partnership issued $55.0 million of 3.10% senior unsecured notes due May 4, 2033. |
| 2021-07-11 | Company approved a share repurchase program authorizing up to $400.0 million of common shares. |
| 2021-07-26 | Operating partnership issued $35.0 million of 2.16% senior unsecured notes due May 4, 2026, and $90.0 million of 3.00% senior unsecured notes due May 4, 2031. |
| 2021-12-14 | Operating partnership issued $75.0 million of 2.72% senior unsecured notes due November 30, 2030, $175.0 million of 2.81% senior unsecured notes due November 30, 2031, and $75.0 million of 3.06% senior unsecured notes due November 30, 2036. |
| 2022-01-28 | Operating partnership issued $125.0 million of 2.96% senior unsecured notes due November 30, 2033. |
| 2022-09-28 | Operating partnership issued $200.0 million of 5.06% senior unsecured notes due November 16, 2032. |
| 2023-03-16 | Entered into $50.0 million of forward starting interest rate swaps. |
| 2023-03-24 | Entered into a $25.0 million forward starting interest rate swap. |
| 2023-04-27 | Operating partnership issued $120.0 million of 5.61% senior unsecured notes due July 5, 2028. |
| 2023-12-01 | Company approved a new share repurchase program authorizing up to $275.0 million of common shares. |
| 2023-12-15 | Formation of 2023 Joint Venture with a state pension fund advised by Heitman Capital Management LLC. |
| 2024-01-01 | Start of period for which $10.2 million in supervisory and administrative fees were incurred to former PROs until June 30, 2024. |
| 2024-02-13 | Formation of 2024 Joint Venture with an affiliate of Heitman Capital Management LLC. |
| 2024-07-01 | Internalization of the PRO structure became effective, converting all outstanding subordinated performance units into OP units. |
| 2024-09-05 | Operating partnership issued $75.0 million of 5.40% senior unsecured notes due September 5, 2028, $125.0 million of 5.55% senior unsecured notes due September 5, 2031, and $150.0 million of 5.74% senior unsecured notes due September 5, 2034. |
| 2024-10-05 | Operating partnership issued $65.0 million of 6.46% senior unsecured notes due October 5, 2026, $100.0 million of 6.55% senior unsecured notes due October 5, 2028, $35.0 million of 6.66% senior unsecured notes due October 5, 2030, and $50.0 million of 6.73% senior unsecured notes due October 5, 2033. |
| 2024-11-14 | Company approved a new share repurchase program authorizing up to $350.0 million of common shares. |
| 2024-11-19 | Company and operating partnership entered into a sales agreement for an At-The-Market (ATM) program of up to $400.0 million of common shares. |
| 2025-07-04 | H.R. 1, the 'One Big Beautiful Bill Act' (OBBB), was enacted, making changes to the Code affecting REITs. |
| 2025-08-13 | Board of trustees declared a cash dividend of $0.57 per common share and OP unit, and $0.375 per Series A/B Preferred Share and Series A-1 preferred unit. |
| 2025-09-15 | Record date for cash dividend and distribution declared on August 13, 2025. |
| 2025-09-30 | End of the quarterly reporting period. |
| 2025-10-31 | 76,960,767 common shares of beneficial interest were outstanding. |
| 2025-11-04 | Date of filing of the 10-Q report. |
| 2026-01-01 | Effective date for relaxed REIT asset test (25% for TRS) and permanent extension of qualified business income deduction and maximum federal income tax rate for individuals. |
| 2026-07-01 | Maturity date for Term Loan D. |
| 2027-01-01 | Maturity date for Revolver (extendable up to January 2028). |
| 2027-03-01 | Maturity date for Term Loan E. |
| 2028-12-01 | Maturity date for 2028 Term Loan Facility. |
| 2029-04-01 | Maturity date for April 2029 Term Loan Facility. |
| 2029-06-01 | Maturity date for June 2029 Term Loan Facility. |
Recommendation
holdThe company's financial performance for the quarter and nine months ended September 30, 2025, shows significant declines in key metrics such as revenue, net income, EPS, FFO, and occupancy. This indicates a challenging operating environment, with increased property operating expenses and interest expenses further pressuring profitability. While the internalization of the PRO structure and favorable tax law changes offer long-term strategic benefits and improved operational control, the immediate financial results are weak. The self-storage sector is facing headwinds, and NSA's performance reflects this. A 'hold' recommendation is appropriate as the company navigates these challenges and integrates its new operational structure, with potential for future growth from joint venture acquisitions, but current performance does not warrant a 'buy' given the declines.
Keywords
Self Storage, REIT, Real Estate Investment Trust, National Storage Affiliates, NSA, 10-Q, Quarterly Report, Financial Results, Occupancy, Rental Revenue, FFO, Core FFO, Property Acquisitions, Property Dispositions, Interest Rates, Tariffs, Joint Ventures
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