Exhibit 99 - Unaudited pro forma condensed consolidated financial statements

 

SELF STORAGE GROUP, INC.

UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

Upon receiving the deregistration order from the Securities and Exchange Commission declaring that the Company has ceased to be an investment company, the Company will adopt a different method of accounting and financial reporting. Under this change in accounting principle the Company will report its assets and liabilities at historical costs and its financial statements will be prepared on a consolidated basis to include the financial position, results of operations, and cash flows of the Company and its wholly owned subsidiaries, rather than by  the current investment company fair valuation approach.

The following table presents the Company's pro forma financial position and results of operations after applying the change in accounting principle from fair value accounting to historical cost. The pro forma balance sheet of the Company has been prepared as if the deregistration order was effective on December 31, 2014. The pro forma statement of operations of the Company for the year ended December 31, 2014 assumes that the deregistration order was effective on January 1, 2014.

The pro forma financial statements are based upon available information and upon certain assumptions, as set forth in the notes to the pro forma financial statements that the Company believes are reasonable under the circumstances. The pro forma financial statements consider the Company's change in the method of accounting for its investments in its wholly owned subsidiaries to cost and consolidating the accounts of the subsidiaries with the accounts of the Company. These pro forma financial statements do not purport to represent what the Company's financial position or results of operations would actually have been if the deregistration order in fact had occurred on such dates or at the beginning of such periods or the Company's financial position or results of operations for any future dates or periods.

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SELF STORAGE GROUP, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET
December 31, 2014

						Pro Forma Adjustments
		SELF				Self Storage									Pro Forma
		Historical (A)				Properties (B)				Other					Combined
Assets
Self storage properties		$	-			$	27,377,216								$	27,377,216
Less accumulated depreciation			-				(1,001,873	)								(1,001,873	)
Self storage properties, net			-				26,375,343				-					26,375,343
Investments, at value
Wholly-owned subsidiaries (cost $27,275,000 )			30,830,000				-				(30,830,000	)	(C)			-
Unaffiliated issuers (cost $5,946,503)			7,383,682				-				(7,383,682	)	(D) (E)			-
Cash / Cash and cash equivalents			29,754				535,385				3,421,192		(D)			3,986,331
Available-for-sale securities			-				-				3,962,490		(E)			3,962,490
Accounts receivable			-				87,996									87,996
Dividends receivable			13,202				-									13,202
Due from wholly-owned subsidiaries			3,372				-				(3,372	)	(F)			-
Prepaid expenses			-				122,065									122,065
Other assets			10,195				-									10,195
Total assets		$	38,270,205			$	27,120,789			$	(30,833,372	)			$	34,557,622
Liabilities
Accounts payable and accrued expenses		$	125,223			$	308,665				(3,372	)	(F)		$	430,516
Due to affiliates			44,074				219									44,293
Deferred revenue			-				73,960									73,960
Total liabilities			169,297				382,844				(3,372	)				548,769
Net Assets / Stockholders Equity
Capital stock and additional paid in capital			33,159,940				-									33,159,940
Undistributed net investment loss			(97,728	)			-				97,728		(G)			-
Net unrealized appreciation on investments and foreign currencies			5,038,696				-				(5,038,696	)	(C)			-
Member capital			-				27,275,000				(27,275,000	)	(C)			-
Accumulated other comprehensive income			-				-				1,483,696		(E)			1,483,696
Retained earnings (deficit)			-				(537,055	)			(97,728	)	(G)			(634,783	)
Total net assets / stockholders equity			38,100,908				26,737,945				(30,830,000	)				34,008,853
Total liabilities and net assets / stockholders equity		$	38,270,205			$	27,120,789			$	(30,833,372	)			$	34,557,622

See notes to unaudited pro forma condensed consolidated financial statements.

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SELF STORAGE GROUP, INC.
UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS
Year Ended December 31, 2014

						Pro Forma Adjustments
		SELF				Self Storage									Pro Forma
		Historical (AA)				Properties (BB)				Other					Combined
Investment Income / Revenue
Rental revenue		$	-			$	3,851,751								$	3,851,751
Other property related revenue			-				128,109									128,109
Dividends
Wholly-owned subsidiaries			2,178,000								(2,178,000	)	(CC)			-
Unaffiliated issuers (net of $2,270 foreign tax withholding)			259,401								(259,401	)	(DD)			-
Total investment income / Total revenue			2,437,401				3,979,860				(2,437,401	)				3,979,860
Expenses
Property operating expenses			-				1,313,489									1,313,489
Compensation and benefits			778,843				463,870									1,242,713
Depreciation and amortization			-				711,095									711,095
Professional services			-								268,989		(EE)			268,989
General and administrative			-				27,825				165,893		(FF)			193,718
Legal			190,768								(190,768	)	(EE)			-
Occupancy and other office expenses			110,396								(110,396	)	(FF)			-
Bookkeeping and pricing			84,123								(84,123	)	(GG)			-
Directors			39,236								(39,236	)	(EE)			-
Auditing			38,985								(38,985	)	(EE)			-
Stockholder communications			24,607								(24,607	)	(FF)			-
Transfer agent			14,600								(14,600	)	(FF)			-
Insurance			13,630								(13,630	)	(FF)			-
Custodian			9,815								(9,815	)	(GG)			-
Interest on bank credit facility			3,395								(3,395	)	(GG)			-
Other			2,660								(2,660	)	(FF)			-
Total expenses			1,311,058				2,516,279				(97,333	)				3,730,004
Net investment income / Income from operations			1,126,343				1,463,581				(2,340,068	)				249,856
Realized and Unrealized Gain (Loss) / Other Income
Dividend income											259,401		(DD)			259,401
Net realized gain on investments in unaffiliated issuers			1,505,832													1,505,832
Net unrealized appreciation
Wholly-owned subsidiaries			3,092,500								(3,092,500	)	(HH)			-
Unaffiliated issuers			364,113								(364,113	)	(HH)			-
Net realized and unrealized gain /  Other income			4,962,445				-				(3,456,613	)				1,505,832
Net increase in net assets resulting from operations / Net income before taxes			6,088,788				1,463,581				(5,796,681	)				1,755,688
Income taxes (a)			-				27,582									27,582
Net increase in net assets resulting from operations / Net income		$	6,088,788			$	1,435,999			$	(5,796,681	)			$	1,728,106
Earnings per share															$	0.23
Weighted average shares outstanding																7,416,766

^(a) As a real estate investment trust ("REIT"), the Company is not subject to federal income tax with respect to that portion of its income which meets certain criteria and is distributed annually to stockholders, however the Company is subject to certain state and local taxes.

See notes to unaudited pro forma condensed consolidated financial statements.

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SELF STORAGE GROUP, INC.
NOTES TO UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

1. BASIS OF PRESENTATION

The unaudited pro forma condensed consolidated financial statements included the accounts of the Company and its wholly-owned subsidiaries SSG Bolingbrook LLC ("Bolingbrook"), SSG Dolton LLC ("Dolton"), SSG Merrillville LLC ("Merrillville"), SSG Rochester LLC ("Rochester"), SSG Sadsbury LLC ("Sadsbury"), SSG Summerville I LLC ("Summerville I"), and SSG Summerville II LLC ("Summerville II") (collectively the "Self Storage Properties").

2. ADJUSTMENTS TO UNAUDITED PRO FORMA CONDENSED CONSOLIDATED BALANCE SHEET

(A) Historical Statement of Assets and Liabilities. Represents the historical assets and liabilities of the Company as of December 31, 2014.

(B) Represents the combined balance sheets of the Company's wholly-owned subsidiaries as of December 31, 2014.

		Combined
		Balance Sheets				Bolingbrook				Dolton				Merrillville				Rochester				Sadsbury					Summerville I			Summerville II
Assets
Land		$	2,661,000			$	572,500			$	517,500			$	486,000			$	350,000			$	375,000			$	230,000			$	130,000
Buildings			23,664,107				5,100,246				4,609,608				4,324,608				3,102,193				3,335,666				2,042,975				1,148,811
Improvements and other			1,052,109				55,549				43,188				64,216				208,027				622,218				41,490				17,421
Total self storage properties			27,377,216				5,728,295				5,170,296				4,874,824				3,660,220				4,332,884				2,314,465				1,296,232
Accumulated depreciation			(1,001,873	)			(193,110	)			(174,425	)			(164,827	)			(171,472	)			(177,422	)			(79,732	)			(40,885	)
Self storage properties, net			26,375,343				5,535,185				4,995,871				4,709,997				3,488,748				4,155,462				2,234,733				1,255,347
Cash and cash equivalents			535,385				180,626				109,258				72,597				127,846				13,153				19,249				12,656
Accounts receivable			87,996				4,713				21,385				28,303				7,630				7,051				11,895				7,019
Prepaid expenses			122,065				5,919				6,902				6,348				57,488				37,704				4,886				2,818
Total assets		$	27,120,789			$	5,726,443			$	5,133,416			$	4,817,245			$	3,681,712			$	4,213,370			$	2,270,763			$	1,277,840
Liabilities and member capital
Accounts payable and accrued expenses		$	308,884			$	115,045			$	94,820			$	68,294			$	5,253			$	11,712			$	8,473			$	5,287
Deferred revenue			73,960				13,603				10,732				8,424				13,775				9,833				11,756				5,837
Total liabilities			382,844				128,648				105,552				76,718				19,028				21,545				20,229				11,124
Member Capital
Member capital			27,275,000				5,700,000				5,100,000				4,825,000				3,750,000				4,300,000				2,300,000				1,300,000
Retained earnings (deficit)			(537,055	)			(102,205	)			(72,136	)			(84,473	)			(87,316	)			(108,175	)			(49,466	)			(33,284	)
Total member capital			26,737,945				5,597,795				5,027,864				4,740,527				3,662,684				4,191,825				2,250,534				1,266,716
Total liabilities and member capital		$	27,120,789			$	5,726,443			$	5,133,416			$	4,817,245			$	3,681,712			$	4,213,370			$	2,270,763			$	1,277,840

(C) Represents the adjustments for the change in the Company's method of accounting for its wholly-owned subsidiaries upon deregistration from investment company fair value accounting to historical cost basis accounting and consolidating the accounts of the subsidiaries with the accounts of the Company.

(D) Represents the reclassification of the Company's investment in a money market fund which is deemed a cash equivalent to cash and cash equivalents.

(E) Represents the reclassification of common and preferred stock investments in securities to available-for-sale securities. Such investments will be accounted for at fair value with unrealized changes in fair value reflected as a separate component of "Other Comprehensive Income" a component of stockholders' equity.

(F) Represents the elimination of the intercompany balance among the Company and its subsidiaries.

(G) Represents the adjustment to reclassify undistributed net investment loss to pro forma retained earnings (deficit).

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SELF STORAGE GROUP, INC.
NOTES TO UNAUDITED PRO FORMA CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Continued)

3. ADJUSTMENTS TO UNAUDITED PRO FORMA CONDENSED CONSOLIDATED STATEMENT OF OPERATIONS

(AA) Historical Statement of Operations. Represents the historical statement of operations of the Company for the year ended December 31, 2014.

(BB) Represents the combined statements of income of the Company's wholly-owned subsidiaries as of December 31, 2014.

		Combined
		Statements
		of Income				Bolingbrook				Dolton				Merrillville				Rochester				Sadsbury				Summerville I				Summerville II
Revenue
Rental revenue		$	3,851,751			$	673,951			$	650,736			$	570,844			$	825,962			$	538,554			$	374,188			$	217,516
Other property related revenue			128,109				17,129				27,519				17,415				32,745				19,812				9,263				4,226
Total revenue			3,979,860				691,080				678,255				588,259				858,707				558,366				383,451				221,742
Expenses
Compensation and benefits			463,870				61,670				48,748				54,252				108,202				104,136				68,424				18,438
Property operating expenses			1,313,489				214,672				206,163				126,289				358,819				176,333				146,245				84,968
Depreciation and amortization			711,095				153,986				139,392				133,896				83,818				86,468				69,573				43,962
General and administrative			27,825				1,342				722				76				5,396				19,407				608				274
Total expenses			2,516,279				431,670				395,025				314,513				556,235				386,344				284,850				147,642
Net income before taxes			1,463,581				259,410				283,230				273,746				302,472				172,022				98,601				74,100
Income taxes			27,582				-				-				24,210				-				-				2,023				1,349
Net income		$	1,435,999			$	259,410			$	283,230			$	249,536			$	302,472			$	172,022			$	96,578			$	72,751

(CC) Represents the adjustment to eliminate the dividends paid to the Company by its wholly-owned subsidiaries.

(DD) Represents the reclassification of dividend income to Other Income.

(EE) Represents the reclassification of the following historical expenses of the Company incurred for the year ended December 31, 2014 to Professional services.

(FF) Represents the reclassification of the following historical expenses of the Company incurred for the year ended December 31, 2014 to General and administrative.

(GG) Represents the adjustment to eliminate the expenses which are attributable to the Company operating as an investment company.

(HH) Represents the adjustment to net unrealized appreciation to remove the income statement effect that was previously recorded by the Company under its existing accounting policy, assuming that the combined entity had followed historical cost basis of accounting for the period. Available-for-sale securities would have been accounted for at fair value with unrealized changes in fair value recorded as a separate component of "other comprehensive income", a component of stockholders' equity.