Strategic Student & Senior Housing Trust

Filed: 21 May 20, 4:30pm





Washington, D.C. 20549






Current Report

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 16, 2020



Strategic Student & Senior Housing Trust, Inc.

(Exact name of registrant as specified in its charter)




Maryland 333-220646 81-4112948

(State or other jurisdiction

of incorporation)



File Number)


(IRS Employer

Identification No.)

10 Terrace Road

Ladera Ranch, California 92694

(Address of principal executive offices, including zip code)


(Registrant’s telephone number, including area code)


(Former name or former address, if changed since last report)



Check the appropriate box below if the Form8-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 Rule14a-12 under the Exchange Act (17 CFR240.14a-12)


Pre-commencement communications pursuant to Rule14d-2(b) under the Exchange Act (17 CFR240.14d-2(b))


Pre-commencement communications pursuant to Rule13e-4(c) under the Exchange Act (17 CFR240.13e-4(c))

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


Title of Each Class





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 Rule12b-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.  ☒




Item 8.01.

Other Events.

On May 15, 2020, Strategic Student & Senior Housing Trust, Inc. (the “Company”), through a wholly-owned subsidiary of the Company’s operating partnership, SSSHT Operating Partnership, L.P. (the “Operating Partnership”), entered into an unsecured promissory note under the Paycheck Protection Program (the “PPP”) which was established under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). On May 16, 2020, the Company, through three wholly-owned subsidiaries of the Operating Partnership, entered into three additional unsecured promissory notes under the PPP (such four promissory notes each a “PPP Loan” and collectively the “PPP Loans” and such four borrowers each a “Borrower” and collectively the “Borrowers”). Each of the PPP Loans was provided by KeyBank National Association (the “Lender”). The amount of the PPP Loans is $1.95 million in the aggregate. As of May 20, 2020, one of the PPP Loans totaling approximately $0.9 million has been funded and the remaining three PPP Loans totaling approximately $1.05 million have been approved but are awaiting funding. There can be no assurances that any funds will be received from any of the PPP Loans which have not yet been funded.

Each PPP Loan has a term of two years, accrues interest at a rate of 1.00%, and may be prepaid in whole or in part without penalty. No interest payments are due for the first six months of the term of each loan. After the initialsix-month deferral period, each PPP Loan requires monthly payments of principal and interest until maturity with respect to any portion of such loan which is not forgiven pursuant to the terms of the CARES Act, as described further below. The promissory note evidencing each PPP Loan contains customary events of default relating to, among other things, payment defaults, breach of representations and warranties, or provisions of the promissory note. The Company intends to use the proceeds from the PPP Loans primarily for eligible payroll costs associated with the Company’s senior housing properties, which amounts are intended to be eligible for forgiveness, subject to the provisions of the CARES Act. No assurance is provided that any Borrower will obtain forgiveness under any of the PPP Loans in whole or in part.


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.





Date: May 21, 2020 By: 

/s/ Michael A. Crear

    Michael A. Crear
    Chief Financial Officer and Treasurer