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What changed in CubeSmart's 10-K2023 vs 2024

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Paragraph-level year-over-year comparison of CubeSmart's 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+119 added124 removedSource: 10-K (2025-02-28) vs 10-K (2024-02-29)

Top changes in CubeSmart's 2024 10-K

119 paragraphs added · 124 removed · 102 edited across 6 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

22 edited+5 added7 removed158 unchanged
Biggest changeIn addition, LAACO’s classification as a corporation for U.S. federal income tax purposes would mean that it has corporate income tax liabilities for all tax years during which it is classified as a corporation for U.S. federal income tax purposes. Failure of the Operating Partnership (or a subsidiary partnership or joint venture) to be treated as a partnership would have serious adverse consequences to our shareholders. If the IRS were to successfully challenge the tax status of the Operating Partnership or any of its subsidiary partnerships or joint ventures for federal income tax purposes, the Operating Partnership or the affected subsidiary partnership or joint venture would be taxable as a corporation.
Biggest changeIn addition, we would no longer be required to pay any distributions to shareholders. Failure of the Operating Partnership (or a subsidiary partnership or joint venture) to be treated as a partnership would have serious adverse consequences to our shareholders. If the IRS were to successfully challenge the tax status of the Operating Partnership or any of its subsidiary partnerships or joint ventures for federal income tax purposes, the Operating Partnership or the affected subsidiary partnership or joint venture would be taxable as a corporation.
In addition, due to the relatively low cost of each individual self-storage property, other developers, owners and operators have the capability to build additional stores that may compete with our stores. If our competitors build new stores that compete with our stores or offer space at rental rates near or below the rental rates we currently charge our customers, we may lose potential customers, and we may be pressured to reduce our rental rates below those we currently charge in order to retain customers when our customers’ leases expire.
In addition, due to the relatively low cost of each individual self-storage property, other developers, owners and operators have the capability to build additional stores that may compete with our stores. If our competitors build new stores that compete with our stores or offer self-storage space at rental rates near or below the rental rates we currently charge our customers, we may lose potential customers, and we may be pressured to reduce our rental rates below those we currently charge in order to retain customers when our customers’ leases expire.
Events or conditions beyond our control that may adversely affect our operations or the value of our properties include but are not limited to: 18 Table of Contents downturns in the national, regional and local economic climate; local or regional oversupply, increased competition or reduction in demand for self-storage space; vacancies or changes in market rents for self-storage space; inability to collect or delay in collecting rent from customers; increased operating costs, including maintenance, personnel, insurance premiums, customer acquisition costs and real estate taxes; changes in interest rates and availability of financing; hurricanes, earthquakes and other natural disasters, civil disturbances, terrorist acts or acts of war that may result in uninsured or underinsured losses; significant expenditures associated with acquisitions and development projects, such as debt service payments, real estate taxes, insurance and maintenance costs which are generally not reduced when circumstances cause a reduction in revenues from a property; costs of complying with changes in laws and governmental regulations, including those governing usage, zoning, the environment and taxes; and the relative illiquidity of real estate investments. In addition, prolonged periods of economic slowdown or recession, rising interest rates, declining demand for self-storage, geopolitical tensions, military conflicts, pandemics or the fear or public perception that any of these events may occur, could result in a general decline in rental revenues, which could impair our ability to satisfy our debt service obligations and to make distributions to our shareholders. Rental revenues are significantly influenced by demand for self-storage space generally, and a decrease in such demand would likely have a greater adverse effect on our rental revenues than if we owned a more diversified real estate portfolio. Because our real estate portfolio consists primarily of self-storage properties, we are subject to risks inherent in investments in a single industry.
Events or conditions beyond our control that may adversely affect our operations or the value of our properties include but are not limited to: downturns in the national, regional and local economic climate; local or regional oversupply, increased competition or reduction in demand for self-storage space; vacancies or changes in market rents for self-storage space; inability to collect or delay in collecting rent from customers; increased operating costs, including maintenance, personnel, insurance premiums, customer acquisition costs and real estate taxes; changes in interest rates and availability of financing; hurricanes, earthquakes and other natural disasters, civil disturbances, terrorist acts or acts of war that may result in uninsured or underinsured losses; significant expenditures associated with acquisitions and development projects, such as debt service payments, real estate taxes, insurance and maintenance costs which are generally not reduced when circumstances cause a reduction in revenues from a property; costs of complying with changes in laws and governmental regulations, including those governing usage, zoning, the environment and taxes; and the relative illiquidity of real estate investments. In addition, prolonged periods of economic slowdown or recession, rising interest rates, declining demand for self-storage, geopolitical tensions, military conflicts, pandemics or the fear or public perception that any of these events may occur, could result in a general decline in rental revenues, which could impair our ability to satisfy our debt service obligations and to make distributions to our shareholders. Rental revenues are significantly influenced by demand for self-storage space generally, and a decrease in such demand would likely have a greater adverse effect on our rental revenues than if we owned a more diversified real estate portfolio. Because our real estate portfolio consists primarily of self-storage properties, we are subject to risks inherent in investments in a single industry.
The customer service, marketing skills and knowledge of local market demand and competitive dynamics of our store managers are contributing factors to our ability to maximize our rental income and to achieve the highest sustainable rent levels at each of our stores. Competitive pressures and the impact of inflation may require that we enhance our pay and benefits package to compete effectively for such personnel.
The customer service, marketing skills and knowledge of local market demand and competitive dynamics of our store managers are contributing factors to our ability to maximize our income and to achieve the highest sustainable rent levels at each of our stores. Competitive pressures and the impact of inflation may require that we enhance our pay and benefits package to compete effectively for such personnel.
Additionally, if the types of information that artificial intelligence applications assist in producing are or are alleged to be deficient, inaccurate, or biased, our business, financial condition, and results of operations may be adversely affected. If we are unable to attract and retain team members or contract with third parties having the specialized skills or technologies needed to support our systems, implement improvements to our customer-facing technology in a timely manner, allow accurate visibility to product availability when customers are ready to rent, quickly and efficiently fulfill our customers rental and payment methods they demand or provide a convenient and consistent experience for our customers regardless of the ultimate sales channel, our ability to compete and our results of operations could be adversely affected. Risks Related to the Real Estate Industry Our performance and the value of our self-storage properties are subject to risks associated with our properties and with the real estate industry. Our rental revenues, operating costs and the value of our real estate assets, and consequently the value of our securities, are subject to the risk that if our stores do not generate revenues sufficient to meet our operating expenses, including debt service and capital expenditures, our cash flow and ability to pay distributions to our shareholders will be adversely affected.
Additionally, if the types of information that artificial intelligence applications assist in producing are or are alleged to be deficient, inaccurate, or biased, our business, financial condition, and results of operations may be adversely affected. If we are unable to attract and retain team members or contract with third parties having the specialized skills or technologies needed to support our systems, implement improvements to our customer-facing technology in a timely manner, allow accurate visibility to product availability when customers are ready to rent, quickly and efficiently fulfill our customers rental and payment methods they demand or provide a convenient and consistent experience for our customers regardless of the ultimate sales channel, our ability to compete and our results of operations could be adversely affected. 18 Table of Contents Risks Related to the Real Estate Industry Our performance and the value of our self-storage properties are subject to risks associated with our properties and with the real estate industry. Our rental revenues, operating costs and the value of our real estate assets, and consequently the value of our securities, are subject to the risk that if our stores do not generate revenues sufficient to meet our operating expenses, including debt service and capital expenditures, our cash flow and ability to pay distributions to our shareholders will be adversely affected.
In addition, if the damaged stores are subject to recourse indebtedness, we would continue to be liable for the indebtedness, even if these stores were irreparably damaged. Additionally, we use a combination of insurance products, some of which include deductibles and self-insured retention amounts, to provide risk mitigation for potential liabilities associated with automobiles, workers’ compensation, employment practices, general contractors, cyber risks, crime, directors and officers, employee health-care benefits, fiduciary obligations, managerial errors and omissions, and personal injuries that might be sustained at our stores.
In addition, if the damaged stores are subject to recourse indebtedness, we would continue to be liable for the indebtedness, even if these stores were irreparably damaged. Additionally, we use a combination of insurance products, some of which include deductibles and self-insured retention amounts, to provide risk mitigation for potential liabilities associated with automobiles, workers’ compensation, employment practices, workplace violence, general contractors, cyber risks, crime, directors and officers, employee health-care benefits, fiduciary obligations, managerial errors and omissions, and personal injuries that might be sustained at our stores.
Therefore, even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of financial statements.
Therefore, even effective internal controls can provide only reasonable assurance with respect to the preparation and fair presentation of the consolidated financial statements.
If we are unable to obtain external sources of capital, we may not be able to acquire or develop properties when strategic opportunities exist, satisfy our debt obligations, make distributions to shareholders that would permit us to qualify as a REIT or avoid paying tax on our REIT taxable income. 15 Table of Contents If we are unable to promptly re-lease our cubes or if the rates upon such re-letting are significantly lower than expected, our business and results of operations would be adversely affected . We derive revenues principally from rents received from customers who rent cubes at our self-storage properties under month-to-month leases.
If we are unable to obtain external sources of capital, we may not be able to acquire or develop properties when strategic opportunities exist, satisfy our debt obligations, make distributions to shareholders that would permit us to qualify as a REIT or avoid paying tax on our REIT taxable income. 15 Table of Contents If we are unable to promptly re-lease our cubes or if the rates upon such re-letting are significantly lower than expected, our business and results of operations would be adversely affected . We derive revenues principally from rents received from customers who rent cubes at our self-storage properties under month-to-month leases and fees earned from managing stores.
Therefore, we may not be able to dispose of properties promptly, or on favorable terms, in response to economic or other market conditions, which may adversely affect our financial position. Risks Related to our Qualification and Operation as a REIT Failure to qualify as a REIT would subject us to U.S. federal income tax which would reduce the cash available for distribution to our shareholders. We operate our business to qualify to be taxed as a REIT for federal income tax purposes.
Therefore, we may not be able to dispose of properties promptly, or on favorable terms, in response to economic or other market conditions, which may adversely affect our financial position. 19 Table of Contents Risks Related to our Qualification and Operation as a REIT Failure to qualify as a REIT would subject us to U.S. federal income tax which would reduce the cash available for distribution to our shareholders. We operate our business to qualify to be taxed as a REIT for federal income tax purposes.
We also are required to distribute to our shareholders with respect to each year at least 90% of our REIT taxable income, excluding net capital gains. The fact that we hold 19 Table of Contents substantially all of our assets through the Operating Partnership and its subsidiaries and joint ventures further complicates the application of the REIT requirements for us.
We also are required to distribute to our shareholders with respect to each year at least 90% of our REIT taxable income, excluding net capital gains. The fact that we hold substantially all of our assets through the Operating Partnership and its subsidiaries and joint ventures further complicates the application of the REIT requirements for us.
Furthermore, any terrorist attacks, armed conflicts or active-shooter situations could result in increased volatility in or damage to the United States and worldwide financial markets and economy. Environmental, social and governance (“ESG”) issues may have an adverse effect on our business, financial condition and results of operations and damage our reputation. Companies across all industries are facing increasing scrutiny relating to their ESG policies.
Furthermore, any terrorist attacks, armed conflicts or active-shooter situations could result in increased volatility in or damage to the United States and worldwide financial markets and economy. ESG issues may have an adverse effect on our business, financial condition and results of operations and damage our reputation. Companies across all industries are facing increasing scrutiny relating to their ESG policies.
Moreover, if we have net income from “prohibited transactions,” that income will be 20 Table of Contents subject to a 100% penalty tax. In general, prohibited transactions are sales or other dispositions of property held primarily for sale to customers in the ordinary course of business.
Moreover, if we have net income from “prohibited transactions,” that income will be subject to a 100% penalty tax. In general, prohibited transactions are sales or other dispositions of property held primarily for sale to customers in the ordinary course of business.
Furthermore, we have experienced, and could continue to experience, a shortage of labor for certain positions due to certain market trends and conditions which could further decrease the pool of available talent for key functions. As of December 31, 2023, we had 2,553 property-level personnel involved in the management and operation of our stores.
Furthermore, we have experienced, and could continue to experience, a shortage of labor for certain positions due to certain market trends and conditions which could further decrease the pool of available talent for key functions. As of December 31, 2024, we had 2,604 property-level personnel involved in the management and operation of our stores.
We compete with numerous developers, owners and operators of self-storage properties, including other REITs, as well as on-demand storage providers, some of which own or may in the future own stores similar to ours in the same submarkets in which our stores are located and some of which may have greater capital resources.
We compete with numerous developers, owners and operators of self-storage properties, including other REITs, some of which own or may in the future own stores similar to ours in the same submarkets in which our stores are located and some of which may have greater capital resources.
Our stores in New York, Florida, California and Texas accounted for approximately 17%, 15%, 11% and 9%, respectively, of our total 2023 revenues. As a result of this geographic concentration of our stores, we are particularly susceptible to adverse market conditions in these areas.
Our stores in New York, Florida, California and Texas accounted for approximately 18%, 14%, 11% and 9%, respectively, of our total 2024 revenues. As a result of this geographic concentration of our stores, we are particularly susceptible to adverse market conditions in these areas.
The determination as to whether a particular sale is a prohibited transaction depends on the facts and circumstances related to that sale.
The determination as to whether a particular sale is a prohibited transaction depends on the 20 Table of Contents facts and circumstances related to that sale.
Our Chief Executive Officer, Chief Financial Officer, Chief Operating Officer, Chief Legal Officer and Chief Human Resources Officer are parties to the Company’s executive severance plan, however, we cannot provide assurance that any of them will remain in our employment.
As previously announced, our Chief Operating Officer is scheduled to retire in 2025. Our Chief Executive Officer, Chief Financial Officer, Chief Legal Officer and Chief Human Resources Officer are parties to the Company’s executive severance plan, however, we cannot provide assurance that any of them will remain in our employment.
Our initiatives also extend from individuals to entire communities, including those we serve. Any failure to achieve our ESG goals or a perception (whether or not valid) of our failure to act responsibly with respect to the environmental, social, or governance issues, or to effectively respond to new, or changes in, legal or regulatory requirements concerning ESG matters, or increased operating costs due to increased regulation or environmental causes could adversely affect our business, financial condition, results of operations, access to capital and reputation and increase our risk of litigation. Failure to maintain effective internal control over financial reporting could have a material adverse effect on our business, results of operations, financial condition, and share price. Pursuant to the Sarbanes-Oxley Act of 2002, we are required to provide a report by management on internal control over financial reporting, including management’s assessment of the effectiveness of internal control.
This divergence of views increases the risk that any action or lack thereof with respect to ESG matters will be perceived negatively by at least some stakeholders. Any failure to achieve stakeholder expectations regarding ESG matters, any perception (whether or not valid) of our failure to act responsibly with respect to the environmental, social, or governance issues, or to effectively respond to new, or changes in, legal or regulatory requirements concerning ESG matters, or increased operating costs due to increased regulation or environmental causes could adversely affect our business, financial condition, results of operations, access to capital and reputation and increase our risk of litigation. Failure to maintain effective internal control over financial reporting could have a material adverse effect on our business, results of operations, financial condition, and share price. Pursuant to the Sarbanes-Oxley Act of 2002, we are required to provide a report from management on internal control over financial reporting, including management’s assessment of the effectiveness of internal control.
Increased regulatory requirements related to environmental causes, and related ESG disclosure rules, including the SEC’s disclosure proposal on climate change, may result in increased compliance costs or increased energy and other costs. In addition to environmental issues, these constituencies are also focused on social and other governance issues, including matters such as human capital and social issues.
Increased regulatory requirements related to environmental causes, and related ESG disclosure rules, including the SEC’s disclosure proposal on climate change, may result in increased compliance costs or increased energy and other costs.
Between January 1, 2021 and December 31, 2023, the closing price per share of our common shares has ranged from a high of $57.02 (on December 30, 2021) to a low of $31.87 (on January 5, 2021).
Between January 1, 2022 and December 31, 2024, the closing price per share of our common shares has ranged from a high of $54.82 (on January 3, 2022) to a low of $33.28 (on October 25, 2023).
A general reduction in the level of discretionary spending or shifts in consumer discretionary spending could adversely affect our growth and profitability. It is difficult to determine the breadth and duration of economic and financial market disruptions (including those in international markets) and the many ways in which they may affect our customers and our business in general.
Our results of operations are also sensitive to changes in the residential housing market, as adverse changes in this market could reduce consumer demand. It is difficult to determine the breadth and duration of economic and financial market disruptions (including those in international markets) and the many ways in which they may affect our customers and our business in general.
In addition, our customers could lose confidence in our ability to protect their personal information, which could cause them to discontinue leasing at our stores. We currently incorporate artificial intelligence solutions into our business, and applications of artificial intelligence may become important in our operations over time.
In addition, our customers could lose confidence in our ability to protect their personal information, which could cause them to discontinue leasing at our stores.
Removed
In addition, we would no longer be required to pay any distributions to shareholders. ​ Furthermore, we owned a subsidiary REIT (“PSI”) that was liquidated on December 31, 2018.
Added
A general reduction in the level of discretionary spending or shifts in consumer discretionary spending could adversely affect our growth and profitability.
Removed
Prior to liquidation, PSI was independently subject to, and was required to comply with, the same REIT requirements that we must satisfy in order to qualify as a REIT, together with all other rules applicable to REITs.
Added
Even if we are not targeted directly, cyberattacks on the U.S. government, financial markets, financial institutions, or other businesses, including our tenants, vendors, software creators, cloud providers, cybersecurity service providers, and other third parties with whom we work, may occur, and such events could disrupt our normal business operations and networks in the future. ​ In addition to experiencing a security incident, third parties may gather, collect, or infer sensitive information about us from public sources, data brokers, or other means that reveals competitively sensitive details about our organization and could be used to undermine our competitive advantage or market position.
Removed
If PSI failed to qualify as a REIT during our period of ownership, and certain statutory relief provisions do not apply, as a result of a protective election made jointly by PSI and CubeSmart, PSI should be taxed as a taxable REIT subsidiary.
Added
Additionally, proprietary, confidential, and/or sensitive information of us or our tenants could be leaked, disclosed, or revealed as a result of or in connection with the use of generative artificial intelligence technologies. ​ We currently incorporate artificial intelligence solutions into our business, and applications of artificial intelligence may become more important in our operations over time.
Removed
See the section entitled “Taxation of CubeSmart−Requirements for Qualification−Taxable REIT Subsidiaries” in Exhibit 99.1 for more information regarding taxable REIT subsidiaries. ​ LAACO was a publicly traded partnership immediately prior to our acquisition of it on December 9, 2021.
Added
In light of the recent proliferation of generative artificial intelligence tools and large language models, there is also a risk that the dissemination of negative opinions or characterizations or disinformation may negatively impact the conclusions that these tools and models draw about our business, prospects and share price.
Removed
Failure of 90% or more of a publicly traded partnership’s gross income to be “qualifying income” under Section 7704 of the Code in each of its tax years could result in such entity being taxed as a corporation rather than a partnership for U.S. federal income tax purposes.
Added
In addition to environmental issues, these constituencies are also focused on social and other governance issues, including matters such as human capital and social issues. ​ Further, different stakeholder groups have divergent views on ESG matters, and anti-ESG sentiment exists.
Removed
If LAACO failed to qualify as a partnership for U.S. federal income tax purposes immediately prior to our acquisition of it, and certain relief provisions do not apply, it might adversely affect our ability to satisfy the income and asset tests for REIT qualification.
Removed
We have established several policies and procedures related to diversity, equity and inclusion as part of our ESG initiative.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

14 edited+1 added0 removed20 unchanged
Biggest changeThe following table sets forth summary information regarding our stores by state as of December 31, 2023. Total % of Total Number of Number of Rentable Rentable Ending State Stores Units Square Feet Square Feet Occupancy Florida 90 65,035 6,787,173 15.4 % 90.9 % Texas 76 46,914 5,447,787 12.3 % 90.3 % California 63 45,248 4,786,036 10.9 % 90.4 % New York 59 84,057 4,722,118 10.7 % 90.8 % Arizona 48 27,896 3,092,942 7.0 % 87.8 % Illinois 42 25,535 2,710,345 6.1 % 91.4 % New Jersey 29 21,398 2,058,007 4.7 % 90.4 % Nevada 22 14,613 1,706,489 3.9 % 89.8 % Maryland 20 17,304 1,684,502 3.8 % 88.8 % Georgia 22 14,077 1,657,228 3.8 % 89.1 % Ohio 20 11,131 1,294,303 2.9 % 88.7 % Massachusetts 20 13,083 1,253,278 2.8 % 87.8 % Connecticut 22 10,785 1,200,207 2.7 % 91.7 % Virginia 11 11,032 1,060,440 2.4 % 85.1 % Pennsylvania 12 9,035 890,698 2.0 % 87.1 % Tennessee 9 5,716 756,020 1.7 % 87.6 % Colorado 10 5,544 654,202 1.5 % 89.7 % North Carolina 9 5,353 611,773 1.4 % 88.4 % South Carolina 8 3,883 432,324 1.0 % 89.4 % Washington D.C. 5 5,321 410,676 0.9 % 89.2 % Rhode Island 4 2,037 247,305 0.6 % 90.8 % Utah 4 2,360 239,388 0.5 % 80.6 % New Mexico 3 1,696 182,261 0.4 % 90.4 % Minnesota 2 1,827 175,916 0.4 % 91.2 % Indiana 1 585 70,386 0.2 % 91.5 % Total/Weighted average 611 451,465 44,131,804 100.0 % 89.8 % We have grown by adding stores to our portfolio through acquisitions and development.
Biggest changeThe following table sets forth summary information regarding our stores by state as of December 31, 2024. Total % of Total Number of Number of Rentable Rentable Ending State Stores Units Square Feet Square Feet Occupancy Florida 90 65,111 6,792,732 14.8 % 91.1 % Texas 90 56,555 6,684,450 14.6 % 88.0 % New York 60 85,917 4,813,803 10.5 % 89.4 % California 63 45,366 4,785,454 10.4 % 88.6 % Arizona 48 27,864 3,096,841 6.8 % 87.3 % Illinois 42 25,540 2,710,231 5.9 % 91.8 % New Jersey 30 22,628 2,160,765 4.7 % 86.9 % Nevada 22 14,606 1,706,904 3.7 % 90.4 % Maryland 20 17,315 1,686,207 3.7 % 87.2 % Georgia 22 14,074 1,662,605 3.6 % 86.8 % Connecticut 24 11,926 1,341,702 2.9 % 87.8 % Ohio 20 11,139 1,294,528 2.8 % 87.7 % Massachusetts 20 13,122 1,256,140 2.8 % 87.1 % Virginia 11 11,065 1,060,160 2.3 % 88.9 % Pennsylvania 13 9,599 950,718 2.1 % 88.3 % Tennessee 9 5,725 756,220 1.7 % 88.3 % Colorado 10 5,537 654,192 1.4 % 88.7 % North Carolina 9 5,369 611,773 1.3 % 90.6 % South Carolina 8 3,884 432,324 1.0 % 84.4 % Washington D.C. 5 5,322 410,676 0.9 % 88.6 % Rhode Island 4 2,040 247,305 0.5 % 89.4 % Utah 4 2,497 235,763 0.5 % 78.1 % New Mexico 3 1,698 182,261 0.4 % 84.7 % Minnesota 2 1,823 175,816 0.4 % 89.8 % Indiana 1 586 70,386 0.2 % 90.0 % Oregon 1 564 59,863 0.1 % 79.6 % Total/Weighted average 631 466,872 45,839,819 100.0 % 88.8 % We have grown by adding stores to our portfolio through acquisitions and development.
We hold interests in these real estate ventures with unaffiliated third parties to acquire, own and operate self-storage properties in select markets.
We hold interests in these real estate ventures with unaffiliated third parties to own, operate, and acquire self-storage properties in select markets.
The self-storage properties owned by these real estate ventures are managed by us and are located in Arizona (2), California (2), Connecticut (6), Florida (6), Georgia (2), Illinois (5), Maryland (2), Massachusetts (6), Minnesota (1), New Jersey (3), New York (1), North Carolina (1), Pennsylvania (1), Rhode Island (2), Texas (35) and Vermont (2). Each of the seven real estate ventures has assets and liabilities that we do not consolidate in our financial statements. We account for our investments in real estate ventures using the equity method of accounting when it is determined that we have the ability to exercise significant influence over the venture.
The self-storage properties owned by these real estate ventures are managed by us and are located in Arizona (2), California (2), Connecticut (6), Florida (6), Georgia (2), Illinois (5), Maryland (2), Massachusetts (6), Minnesota (1), New Jersey (3), New York (1), North Carolina (1), Pennsylvania (1), Rhode Island (2), Texas (35) and Vermont (2). Each of the real estate ventures has assets and liabilities that we do not consolidate in our financial statements. We account for our investments in real estate ventures using the equity method of accounting when it is determined that we have the ability to exercise significant influence over the venture.
Under the direction of our Senior Vice President, Information Technology and our Senior Director, Information Security & Infrastructure (together, the “Cybersecurity Leadership Team”) our Information Technology department regularly monitors cybersecurity threats and leads the prevention, detection, mitigation and remediation of cybersecurity incidents, with regular reporting to senior management and to the Board on these topics. The Critical Security Controls, a prescriptive, prioritized, and standardized set of globally recognized best practices, guide our information security strategy.
Under the direction of our Senior Vice President, Information Technology and our Senior Director, Information Security (together, the “Cybersecurity Leadership Team”) our Information Technology department regularly monitors cybersecurity threats and leads the prevention, detection, mitigation and remediation of cybersecurity incidents, with regular reporting to senior management and to the Board on these topics. The Critical Security Controls, a prescriptive, prioritized, and standardized set of globally recognized best practices, guide our information security strategy.
Under her direction, these risk mitigation efforts are designed, tested, and implemented by our Senior Director, Information Security & Infrastructure. Collectively, the Cybersecurity Leadership Team has over 50 years of experience in the field of Information Technology, holding relevant academic degrees and industry certifications, including the Certified Cloud Security Professional and Certified Information Systems Security Professional designations.
Under her direction, these risk mitigation efforts are designed, tested, and implemented by our Senior Director, Information Security. Collectively, the Cybersecurity Leadership Team has over 50 years of experience in the field of Information Technology, holding relevant academic degrees and industry certifications, including the Certified Cloud Security Professional and Certified Information Systems Security Professional designations.
We believe our processes are reasonable for real estate companies of our size and complexity. We have integrated cybersecurity risk management into our broader risk management framework to promote a company-wide culture of cybersecurity risk management. This integration ensures that cybersecurity considerations are an integral part of our decision-making processes at every level.
We believe our processes are reasonable for real estate companies of our size, complexity, and risk profile. We have integrated cybersecurity risk management into our broader risk management framework to promote a company-wide culture of cybersecurity risk management. This integration ensures that cybersecurity considerations are an integral part of our decision-making processes at every level.
Our policies and procedures also include technical controls and processes, as well as contractual mechanisms to mitigate risk. Assessments are performed biannually by the Cybersecurity Leadership Team and on a regular basis by their staff. Since January 1, 2021, we have not experienced any cybersecurity incidents that have resulted in material financial loss.
Our policies and procedures also include technical controls and processes, as well as contractual mechanisms to mitigate risk. Assessments are performed biannually by the Cybersecurity Leadership Team and on a regular basis by their staff. Since January 1, 2022, we have not experienced any cybersecurity incidents that have resulted in material financial loss .
The broad range of topics encompassed in these briefings includes: The current cybersecurity landscape and emerging threats; Our cybersecurity posture and the effectiveness of our risk management strategies; The status of ongoing cybersecurity initiatives and strategies; and Our compliance with regulatory requirements and industry standards. Our internal controls also provide for the Audit Committee to receive prompt information regarding any cybersecurity incident that meets established reporting thresholds, as well as for updates regarding any such incident until it has been fully remediated.
The broad range of topics encompassed in these briefings includes: The current cybersecurity landscape and emerging threats; Our cybersecurity posture and the effectiveness of our risk management strategies; The status of ongoing cybersecurity initiatives and strategies; and Our compliance with regulatory requirements and industry standards. Our established system of internal controls also provides for the Audit Committee to receive prompt information regarding any cybersecurity incident that meets established reporting thresholds, as well as for updates regarding any such incident until it has been fully remediated.
As of December 31, 2023, one of these unconsolidated joint ventures did not own any self-storage properties, while the other six unconsolidated real estate ventures owned a total of 77 self-storage properties that contained an aggregate of approximately 5.6 million net rentable square feet.
As of December 31, 2024, one of these unconsolidated joint ventures did not own any self-storage properties, while the other six unconsolidated real estate ventures owned a total of 77 self-storage properties that contained an aggregate of approximately 5.6 million net rentable square feet.
Tables do not include one development property that was partially completed during the year ended December 31, 2023. (2) Determined by dividing the aggregate rental revenue for each twelve-month period by the average of the month-end occupied square feet for the period.
Tables do not include 2023 results for one development property that was partially completed during the year ended December 31, 2023. This development property was fully completed during the year ended December 31, 2024. (2) Determined by dividing the aggregate rental revenue for each twelve-month period by the average of the month-end occupied square feet for the period.
Rental revenue includes the impact of promotional discounts, which reduce rental income over the promotional period, of $19.4 million, $19.2 million and $19.7 million for the periods ended December 31, 2023, 2022 and 2021, respectively. Unconsolidated Real Estate Ventures As of December 31, 2023, we held ownership interests ranging from 10% to 50% in seven unconsolidated real estate ventures for an aggregate investment carrying value of $98.3 million.
Rental revenue includes the impact of promotional discounts, which reduce rental income over the promotional period, of $22.7 million, $19.4 million and $19.2 million for the periods ended December 31, 2024, 2023 and 2022, respectively. Unconsolidated Real Estate Ventures As of December 31, 2024, we held ownership interests ranging from 10% to 50% in seven unconsolidated real estate ventures for an aggregate investment carrying value of $92.0 million.
In 2024, we anticipate spending approximately $18.5 million to $23.5 million associated with these capital expenditures. In 2024, we also anticipate spending approximately $20.5 million to $25.5 million on recurring capital expenditures and approximately $30.0 million to $40.0 million on the development of new self-storage properties. 31 Table of Contents ITEM 3.
In 2025, we anticipate spending approximately $12.5 million to $17.5 million associated with these capital expenditures. In 2025, we also anticipate spending approximately $14.0 million to $19.0 million on recurring capital expenditures and approximately $22.0 million to $27.0 million on the development of new self-storage properties. 31 Table of Contents ITEM 3.
The tables set forth below show the ending occupancy, annual rent per occupied square foot and total revenues related to our stores owned as of December 31, 2023, and for each of the previous three years, grouped by the year during which we first owned or operated the store. Stores by Year Acquired/Developed– Ending Occupancy Rentable Ending Occupancy Year Acquired/Developed (1) # of Stores Square Feet 2023 2022 2021 2020 and earlier 536 38,340,866 90.1 % 91.7 % 92.6 % 2021 69 5,177,631 89.2 % 83.3 % 87.5 % 2022 5 523,599 77.3 % 55.5 % 2023 1 74,465 87.6 % All stores owned as of December 31, 2023 611 44,116,561 89.8 % 90.3 % 92.0 % 30 Table of Contents Stores by Year Acquired/Developed - Annual Rent Per Occupied Square Foot (2) Annual Rent per Square Foot Year Acquired/Developed (1) # of Stores 2023 2022 2021 2020 and earlier 536 $ 23.43 $ 22.36 $ 19.79 2021 69 21.91 20.99 19.71 2022 5 22.43 23.42 2023 1 28.01 All stores owned as of December 31, 2023 611 $ 23.54 $ 22.45 $ 19.98 Stores by Year Acquired/Developed - Total Revenues (dollars in thousands) Total Revenues Year Acquired/Developed (1) # of Stores 2023 2022 2021 2020 and earlier 536 $ 883,317 $ 857,211 $ 763,635 2021 69 104,190 96,047 8,668 2022 5 8,668 4,436 2023 1 114 All stores owned as of December 31, 2023 611 $ 996,289 $ 957,694 $ 772,303 (1) Represents the year acquired/developed for those stores we acquired from a third party or the year placed in service for those stores we developed.
The tables set forth below show the ending occupancy, annual rent per occupied square foot and total revenues related to our stores owned as of December 31, 2024, and for each of the previous three years, grouped by the year during which we first owned or operated the store. Stores by Year Acquired/Developed– Ending Occupancy Rentable Ending Occupancy Year Acquired/Developed (1) # of Stores Square Feet 2024 2023 2022 2021 and earlier 605 43,562,385 89.2 % 90.0 % 90.7 % 2022 5 523,309 87.1 % 77.3 % 55.5 % 2023 1 74,465 89.3 % 87.6 % 2024 20 1,679,660 78.8 % All stores owned as of December 31, 2024 631 45,839,819 88.8 % 89.8 % 90.3 % 30 Table of Contents Stores by Year Acquired/Developed - Annual Rent Per Occupied Square Foot (2) Annual Rent per Square Foot Year Acquired/Developed (1) # of Stores 2024 2023 2022 2021 and earlier 605 $ 23.64 $ 23.43 $ 22.36 2022 5 21.61 22.43 19.71 2023 1 26.41 28.01 2024 20 16.33 All stores owned as of December 31, 2024 631 $ 23.46 $ 23.54 $ 22.45 Stores by Year Acquired/Developed - Total Revenues (dollars in thousands) Total Revenues Year Acquired/Developed (1) # of Stores 2024 2023 2022 2021 and earlier 605 $ 985,719 $ 987,507 $ 953,258 2022 5 10,386 8,668 4,436 2023 1 1,873 114 2024 20 3,741 All stores owned as of December 31, 2024 631 $ 1,001,719 $ 996,289 $ 957,694 (1) Represents the year acquired/developed for those stores we acquired from a third party or the year placed in service for those stores we developed.
The Audit Committee provides updates to the Board regarding such matters, as appropriate. 29 Table of Contents ITEM 2. PROPERTIES As of December 31, 2023, we owned 611 self-storage properties that contained an aggregate of approximately 44.1 million rentable square feet and are located in 24 states and the District of Columbia.
PROPERTIES As of December 31, 2024, we owned (or partially owned and consolidated) 631 self-storage properties that contained an aggregate of approximately 45.8 million rentable square feet and are located in 25 states and the District of Columbia.
Added
The Audit Committee provides updates to the Board regarding such matters, as appropriate . ​ ​ ​ ​ ​ ​ 29 Table of Contents ITEM 2.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeThe following chart compares the yearly cumulative total shareholder return for our common shares with the cumulative shareholder return of companies on (i) the S&P 500 Index, (ii) the Russell 2000 Index and (iii) the FTSE NAREIT All Equity REIT Index as provided by NAREIT for the period beginning December 31, 2018 and ending December 31, 2023. For the year ended December 31, Index 2018 2019 2020 2021 2022 2023 CubeSmart 100.00 114.12 127.44 222.49 163.95 197.56 S&P 500 Index 100.00 131.49 155.68 200.37 164.08 207.21 Russell 2000 Index 100.00 125.53 150.58 172.90 137.56 160.85 FTSE NAREIT All Equity REIT Index 100.00 128.66 122.07 172.49 129.45 144.16 ITEM 6. [Reserved] 33 Table of Contents
Biggest changeThe following chart and table compare the cumulative total shareholder return for our common shares with the cumulative shareholder return of companies on (i) the S&P 500 Index, (ii) the Russell 2000 Index and (iii) the FTSE NAREIT All Equity REIT Index as provided by NAREIT for the period beginning December 31, 2019 and ending December 31, 2024. 33 Table of Contents For the period ended December 31, Index 2019 2020 2021 2022 2023 2024 CubeSmart 100.00 111.67 194.96 143.66 173.12 165.28 S&P 500 Index 100.00 118.40 152.39 124.79 157.59 197.02 Russell 2000 Index 100.00 119.96 137.74 109.59 128.14 142.93 FTSE NAREIT All Equity REIT Index 100.00 94.88 134.06 100.62 112.04 117.56 ITEM 6. [Reserved]
There is no established trading market for units of the Operating Partnership. Tax Characterization of Distributions Since our initial quarter as a publicly-traded REIT, we have made regular quarterly distributions to our shareholders.
There is no established trading market for units of the Operating Partnership. 32 Table of Contents Tax Characterization of Distributions Since our initial quarter as a publicly-traded REIT, we have made regular quarterly distributions to our shareholders.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Repurchase of Parent Company Common Shares The following table provides information about repurchases of the Parent Company’s common shares during the three months ended December 31, 2023: Total Number of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs October 1 - October 31 322 $ 38.13 N/A 3,000,000 November 1 - November 30 $ N/A 3,000,000 December 1 - December 31 $ N/A 3,000,000 Total 322 $ 38.13 N/A 3,000,000 (1) Represents common shares withheld by the Parent Company upon the vesting of restricted shares to cover employee tax obligations. The Parent Company adopted a share repurchase program in 2007 for up to 3.0 million of the Parent Company’s outstanding common shares.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED SHAREHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Repurchase of Parent Company Common Shares The following table provides information about repurchases of the Parent Company’s common shares during the three months ended December 31, 2024: Total Number of Shares Purchased (1) Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs October 1 - October 31 316 $ 53.03 N/A 3,000,000 November 1 - November 30 $ N/A 3,000,000 December 1 - December 31 $ N/A 3,000,000 Total 316 $ 53.03 N/A 3,000,000 (1) Represents common shares withheld by the Parent Company upon the vesting of restricted shares to cover employee tax obligations. On June 26, 2007, the Board of Trustees of the Parent Company (the “Board”) approved a share repurchase program for up to 3.0 million of the Parent Company’s outstanding common shares.
Annually, we provide each of the Parent Company’s common shareholders a statement detailing the tax characterization of dividends paid during the preceding year as ordinary income, capital gain or return of capital. The Parent Company’s dividends for 2023 consisted entirely of ordinary income distributions. 32 Table of Contents We intend to continue to declare quarterly distributions.
Annually, we provide each of the Parent Company’s common shareholders a statement detailing the tax characterization of distributions paid during the preceding year as ordinary income, capital gain or return of capital.
The Parent Company has made no repurchases under this program to date. Market Information for and Holders of Record of Common Shares As of December 31, 2023, there were 161 registered record holders of the Parent Company’s common shares and 20 holders (other than the Parent Company) of the Operating Partnership’s OP Units.
The issuance of such common shares was effected in reliance upon an exemption from registration provided by Section 4(a)(2) of the Securities Act of 1933, as amended, and the rules and regulations promulgated thereunder. Market Information for and Holders of Record of Common Shares As of December 31, 2024, there were 174 registered record holders of the Parent Company’s common shares and 19 holders (other than the Parent Company) of the Operating Partnership’s OP Units.
Added
The Parent Company has made no repurchases under this program to date. ​ Unregistered Sales of Equity Securities ​ During the three months ended December 31, 2024, the Parent Company issued 37,500 common shares upon redemption of an equal number of OP Units in the Operating Partnership held by a limited partner.
Added
The characterization of the Parent Company’s distributions for 2024 consisted of a 95.2443% ordinary income distribution and a 4.7557% non-dividend distribution. ​ We intend to continue to declare quarterly distributions.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeItem 6. Selected Financial Data 33 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 34 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 44
Biggest changeItem 6. Selected Financial Data 34 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 34 Item 7A. Quantitative and Qualitative Disclosures About Market Risk 45

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeGiven this proximity, each developed store has been combined with the adjacent existing store in our store count upon opening, as well as for operational and reporting purposes. (2) For the quarter ended June 30, 2021, includes one store acquired by a consolidated joint venture in which we hold a 50% interest. (3) For the quarter ended December 31, 2023, relates to one store that was subject to an involuntary conversion by the Department of Transportation of the State of Illinois. 37 Table of Contents Comparison of the Year Ended December 31, 2023 to the Year Ended December 31, 2022 (dollars and square feet in thousands) Non Same-Store Other/ Same-Store Property Portfolio Property Portfolio Eliminations Total Portfolio % % 2023 2022 Change Change 2023 2022 2023 2022 2023 2022 Change Change REVENUES: Rental income $ 882,011 $ 853,939 $ 28,072 3.3 % $ 29,988 $ 25,350 $ $ $ 911,999 $ 879,289 $ 32,710 3.7 % Other property related income 38,420 35,718 2,702 7.6 % 1,822 1,045 61,551 59,403 101,793 96,166 5,627 5.9 % Property management fee income 0.0 % 36,542 34,169 36,542 34,169 2,373 6.9 % Total revenues 920,431 889,657 30,774 3.5 % 31,810 26,395 98,093 93,572 1,050,334 1,009,624 40,710 4.0 % OPERATING EXPENSES: Property operating expenses 245,447 241,833 3,614 1.5 % 10,050 9,133 39,283 42,294 294,780 293,260 1,520 0.5 % NET OPERATING INCOME: 674,984 647,824 27,160 4.2 % 21,760 17,262 58,810 51,278 755,554 716,364 39,190 5.5 % Store count 592 592 19 19 611 611 Total square feet 42,338 42,338 1,794 1,769 44,132 44,107 Period end occupancy 90.3 % 91.3 % 77.3 % 66.3 % 89.8 % 90.3 % Period average occupancy 91.8 % 93.2 % Realized annual rent per occupied sq. ft.
Biggest changeGiven this proximity, the developed store has been combined with the adjacent existing store in our store count upon opening, as well as for operational and reporting purposes. (2) For the quarter ended December 31, 2024, includes 14 stores owned by consolidated joint ventures in which we acquired an 85% ownership interest. (3) For the quarter ended December 31, 2023, relates to one store that was subject to an involuntary conversion by the Department of Transportation of the State of Illinois. 37 Table of Contents Comparison of the Year Ended December 31, 2024 to the Year Ended December 31, 2023 (dollars and square feet in thousands) Non Same-Store Other/ Same-Store Property Portfolio Property Portfolio Eliminations Total Portfolio % % 2024 2023 Change Change 2024 2023 2024 2023 2024 2023 Change Change REVENUES: Rental income $ 886,464 $ 894,926 $ (8,462) (0.9) % $ 24,697 $ 17,073 $ $ $ 911,161 $ 911,999 $ (838) (0.1) % Other property related income 42,614 38,988 3,626 9.3 % 2,082 1,254 68,950 61,551 113,646 101,793 11,853 11.6 % Property management fee income 0.0 % 41,424 36,542 41,424 36,542 4,882 13.4 % Total revenues 929,078 933,914 (4,836) (0.5) % 26,779 18,327 110,374 98,093 1,066,231 1,050,334 15,897 1.5 % OPERATING EXPENSES: Property operating expenses 262,082 250,030 12,052 4.8 % 9,514 6,778 46,154 37,972 317,750 294,780 22,970 7.8 % NET OPERATING INCOME: 666,996 683,884 (16,888) (2.5) % 17,265 11,549 64,220 60,121 748,481 755,554 (7,073) (0.9) % Store count 598 598 33 13 631 611 Total square footage 43,029 43,029 2,811 1,103 45,840 44,132 Period end occupancy 89.3 % 90.3 % 79.8 % 73.3 % 88.8 % 89.8 % Period average occupancy 90.6 % 91.7 % Realized annual rent per occupied sq. ft.
For a discussion of such risk factors, see the section in this Report entitled “Risk Factors”. Overview We are an integrated self-storage real estate company, and as such we have in-house capabilities in the operation, design, development, leasing, management and acquisition of self-storage properties. The Parent Company’s operations are conducted solely through the Operating Partnership and its subsidiaries.
For a discussion of such risk factors, see the section in this Report entitled “Risk Factors”. Overview We are an integrated self-storage real estate company, and as such we have in-house capabilities in the design, development, acquisition, operation, leasing, and management of self-storage properties. The Parent Company’s operations are conducted solely through the Operating Partnership and its subsidiaries.
Under the equity method, investments in unconsolidated real estate ventures are recorded initially at cost, as investments in real estate entities, and subsequently adjusted for equity in earnings (losses) and cash contributions, less cash distributions and impairments.
Under the equity method, investments in unconsolidated real estate ventures are recorded initially at cost, as investments in real estate entities, and subsequently adjusted for equity in earnings (losses), cash contributions, cash distributions and impairments.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended December 31, 2022 for a comparison of the year ended December 31, 2022 to the year ended December 31, 2021. 41 Table of Contents Liquidity and Capital Resources Liquidity Overview Our cash flow from operations has historically been one of our primary sources of liquidity used to fund debt service, distributions and capital expenditures.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended December 31, 2023 for a comparison of the year ended December 31, 2023 to the year ended December 31, 2022. 41 Table of Contents Liquidity and Capital Resources Liquidity Overview Our cash flow from operations has historically been one of our primary sources of liquidity used to fund debt service, distributions and capital expenditures.
There were no impairment losses recognized in accordance with these procedures during the years ended December 31, 2023, 2022 and 2021. The Company considers long-lived assets to be “held for sale” upon satisfaction of the following criteria: (a) management commits to a plan to sell an asset (or group of assets), (b) the asset is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets, (c) an active program to locate a buyer and other actions required to complete the plan to sell the asset have been initiated, (d) the sale of the asset is probable and transfer of the asset is expected to be completed within one year, 35 Table of Contents (e) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value and (f) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Typically these criteria are all met when the relevant asset is under contract, significant non-refundable deposits have been made by the potential buyer, the assets are immediately available for transfer and there are no contingencies related to the sale that may prevent the transaction from closing.
There were no impairment losses recognized in accordance with these procedures during the years ended December 31, 2024, 2023 and 2022. The Company considers long-lived assets to be “held for sale” upon satisfaction of the following criteria: (a) management commits to a plan to sell an asset (or group of assets), (b) the asset is available for immediate sale in its present condition subject only to terms that are usual and customary for sales of such assets, (c) an active program to locate a buyer and other actions required to complete the plan to sell the asset have been initiated, (d) the sale of the asset is probable and transfer of the asset is expected to be completed within one year, (e) the asset is being actively marketed for sale at a price that is reasonable in relation to its current fair value and (f) actions required to complete the plan indicate that it is unlikely that significant changes to the plan will be made or that the plan will be withdrawn. Typically these criteria are all met when the relevant asset is under contract, significant non-refundable deposits have been made by the potential buyer, the assets are immediately available for transfer and there are no contingencies related to the sale that may prevent the transaction from closing.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended December 31, 2022 for a comparison of the year ended December 31, 2022 to the year ended December 31, 2021. Non-GAAP Financial Measures NOI We define net operating income, which we refer to as “NOI”, as total continuing revenues less continuing property operating expenses.
“Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our Annual Report on Form 10-K for the year ended December 31, 2023 for a comparison of the year ended December 31, 2023 to the year ended December 31, 2022. Non-GAAP Financial Measures NOI We define net operating income, which we refer to as “NOI”, as total continuing revenues less continuing property operating expenses.
There were no impairment losses related to the Company’s investments in unconsolidated real estate ventures recognized during the years ended December 31, 2023, 2022 and 2021. Differences between the Company's net investment in unconsolidated real estate ventures and its underlying equity in the net assets of the ventures are primarily a result of the Company acquiring interests in existing unconsolidated real estate ventures.
There were no impairment losses related to the Company’s investments in unconsolidated real estate ventures recognized during the years ended December 31, 2024, 2023 and 2022. Differences between the Company's net investment in unconsolidated real estate ventures and its underlying equity in the net assets of the ventures are primarily a result of the Company acquiring interests in existing unconsolidated real estate ventures.
The nature of our business, coupled with the requirement that we distribute a substantial portion of our income on an annual basis, will cause us to have substantial liquidity needs over both the short and long term. Our short-term liquidity needs consist primarily of funds necessary to pay operating expenses associated with our stores, refinancing of certain mortgage indebtedness, interest expense and scheduled principal payments on debt, expected distributions to limited partners and shareholders, capital expenditures and the acquisition and development of new stores.
The nature of our business, coupled with the requirement that we distribute a substantial portion of our income on an annual basis, will cause us to have substantial liquidity needs over both the short and long term. Our short-term liquidity needs consist primarily of funds necessary to pay operating expenses associated with our stores, repayment of certain indebtedness, interest expense and scheduled principal payments on debt, expected distributions to limited partners and shareholders, capital expenditures and the acquisition and development of new stores.
There were no stores classified as held for sale as of December 31, 2023. Investments in Unconsolidated Real Estate Ventures The Company accounts for its investments in unconsolidated real estate ventures under the equity method of accounting when it is determined that the Company has the ability to exercise significant influence over the venture.
There were no stores classified as held for sale as of December 31, 2024. Investments in Unconsolidated Real Estate Ventures The Company accounts for its investments in unconsolidated real estate ventures under the equity method of accounting when it is determined that the Company has the ability to exercise significant influence over the venture.
The non same-store property portfolio results include 2022 and 2023 acquisitions, dispositions, newly developed stores, stores with a significant portion of net rentable square footage taken out of service or stores that have not yet reached stabilization as defined above.
The non same-store property portfolio results include 2023 and 2024 acquisitions, dispositions, newly developed stores, stores with a significant portion of net rentable square footage taken out of service or stores that have not yet reached stabilization as defined above.
We derive substantially all of our revenue from customers who lease space at our stores and fees earned from managing stores. Therefore, our ability to generate cash from operations is dependent on the rents that we are able to charge and collect from our customers.
We derive substantially all of our revenue from customers who lease self-storage space at our stores and fees earned from managing stores. Therefore, our ability to generate cash from operations is dependent on the rents that we are able to charge and collect from our customers.
NOI also can be calculated by adding back to net income (loss): interest expense on loans, loan procurement amortization expense, loss on early extinguishment of debt, acquisition related costs, equity in losses of real estate ventures, other expense, depreciation and amortization expense, general and administrative expense, and deducting from net income (loss): equity in earnings of real estate ventures, gains from sales of real estate, net, other income, gains from remeasurement of investments in real estate ventures and interest income.
NOI also can be calculated by adding back to net income (loss): interest expense on loans, loan procurement amortization expense, loss on early extinguishment of debt, equity in losses of real estate ventures, other expense, depreciation and amortization expense, general and administrative expense, and deducting from net income (loss): equity in earnings of real estate ventures, gains from sales of real estate, net, other income, gains from remeasurement of investments in real estate ventures and interest income.
This amount is included in the component of other (expense) income designated as Other within our consolidated statements of operations. 40 Table of Contents (2) Relates to a store that was subject to an involuntary conversion by the Department of Transportation of the State of Illinois on December 19, 2023.
This amount is included in the component of other (expense) income designated as Other within our consolidated statements of operations. (2) Relates to a store that was subject to an involuntary conversion by the Department of Transportation of the State of Illinois on December 19, 2023.
Certain of the accounting policies used in the preparation of these consolidated financial statements are particularly important for an understanding of the financial position and results of operations presented in the 34 Table of Contents historical consolidated financial statements included in this Report. A summary of significant accounting policies is also provided in note 2 to our consolidated financial statements.
Certain of the accounting policies used in the preparation of these consolidated financial statements are particularly important for an understanding of the financial position and results of operations presented in the historical consolidated financial statements included in this Report. A summary of significant accounting policies is also provided in note 2 to our consolidated financial statements.
Repairs and maintenance costs are expensed as incurred. When stores are acquired, the purchase price is allocated to the tangible and intangible assets acquired and liabilities assumed based on estimated fair values. Allocations to land, building and improvements and equipment are recorded based upon their respective fair values as estimated by management.
Repair and maintenance costs are expensed as incurred. When stores are acquired, the purchase price is allocated to the tangible and intangible assets acquired and liabilities assumed based on estimated relative fair values. Allocations to land, building and improvements and equipment are recorded based upon their respective relative fair values as estimated by management.
As of December 31, 2023, we managed stores for third parties in the District of Columbia and the following 40 states: Alabama, Arizona, Arkansas, California, Colorado, Connecticut, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, Ohio, Oklahoma, Pennsylvania, Rhode Island, South Carolina, Tennessee, Texas, Vermont, Virginia, Washington and Wisconsin. We derive substantially all of our revenue from customers who lease space at our stores and fees earned from managing stores.
As of December 31, 2024, we managed stores for third parties in the following 40 states: Alabama, Arizona, Arkansas, California, Colorado, Connecticut, Delaware, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Kentucky, Louisiana, Maine, Maryland, Massachusetts, Michigan, Minnesota, Mississippi, Missouri, Nebraska, Nevada, New Hampshire, New Jersey, New Mexico, New York, North Carolina, Ohio, Oklahoma, Pennsylvania, Rhode Island, South Carolina, Tennessee, Texas, Vermont, Virginia, Washington and Wisconsin. We derive substantially all of our revenue from customers who lease self-storage space at our stores and fees earned from managing stores.
For analytical presentation, all percentages are calculated using the numbers presented in the Company’s consolidated financial statements contained in this Report. The comparability of our results of operations is affected by the timing of acquisition and disposition activities during the periods reported.
For analytical presentation, all percentages are calculated using the numbers presented in the Company’s consolidated financial statements contained in this Report. 36 Table of Contents The comparability of our results of operations is affected by the timing of acquisition and disposition activities during the periods reported.
In addition, we had approximately $831.3 million of availability for borrowings under our Revolver. 42 Table of Contents Unsecured Senior Notes Our unsecured senior notes are summarized as follows (collectively referred to as the “Senior Notes”): December 31, Effective Issuance Maturity Unsecured Senior Notes 2023 2022 Interest Rate Date Date (in thousands) $300M 4.000% Guaranteed Notes due 2025 (1) $ 300,000 $ 300,000 3.99 % Various (1) Nov-25 $300M 3.125% Guaranteed Notes due 2026 300,000 300,000 3.18 % Aug-16 Sep-26 $550M 2.250% Guaranteed Notes due 2028 550,000 550,000 2.33 % Nov-21 Dec-28 $350M 4.375% Guaranteed Notes due 2029 350,000 350,000 4.46 % Jan-19 Feb-29 $350M 3.000% Guaranteed Notes due 2030 350,000 350,000 3.04 % Oct-19 Feb-30 $450M 2.000% Guaranteed Notes due 2031 450,000 450,000 2.10 % Oct-20 Feb-31 $500M 2.500% Guaranteed Notes due 2032 500,000 500,000 2.59 % Nov-21 Feb-32 Principal balance outstanding 2,800,000 2,800,000 Less: Discount on issuance of unsecured senior notes, net (10,148) (11,801) Less: Loan procurement costs, net (13,362) (15,849) Total unsecured senior notes, net $ 2,776,490 $ 2,772,350 (1) On April 4, 2017, the Operating Partnership issued $50.0 million of its 4.000% senior notes due 2025, which are part of the same series as the $250.0 million principal amount of the Operating Partnership’s 4.000% senior notes due November 15, 2025 issued on October 26, 2015.
In addition, we had approximately $849.4 million of availability for borrowings under our Revolver. 42 Table of Contents Unsecured Senior Notes Our unsecured senior notes are summarized as follows (collectively referred to as the “Senior Notes”): December 31, Effective Issuance Maturity Unsecured Senior Notes 2024 2023 Interest Rate Date Date (in thousands) $300M 4.000% Guaranteed Notes due 2025 (1) $ 300,000 $ 300,000 3.99 % Various (1) Nov-25 $300M 3.125% Guaranteed Notes due 2026 300,000 300,000 3.18 % Aug-16 Sep-26 $550M 2.250% Guaranteed Notes due 2028 550,000 550,000 2.33 % Nov-21 Dec-28 $350M 4.375% Guaranteed Notes due 2029 350,000 350,000 4.46 % Jan-19 Feb-29 $350M 3.000% Guaranteed Notes due 2030 350,000 350,000 3.04 % Oct-19 Feb-30 $450M 2.000% Guaranteed Notes due 2031 450,000 450,000 2.10 % Oct-20 Feb-31 $500M 2.500% Guaranteed Notes due 2032 500,000 500,000 2.59 % Nov-21 Feb-32 Principal balance outstanding 2,800,000 2,800,000 Less: Discount on issuance of unsecured senior notes, net (8,495) (10,148) Less: Loan procurement costs, net (10,874) (13,362) Total unsecured senior notes, net $ 2,780,631 $ 2,776,490 (1) On April 4, 2017, the Operating Partnership issued $50.0 million of its 4.000% senior notes due 2025, which are part of the same series as the $250.0 million principal amount of the Operating Partnership’s 4.000% senior notes due November 15, 2025 issued on October 26, 2015.
A general reduction in the level of discretionary spending or shifts in consumer discretionary spending could adversely affect our growth and profitability. We continue our focus on maximizing internal growth opportunities and selectively pursuing targeted acquisitions and developments of self-storage properties. We have one reportable segment: we own, operate, develop, manage and acquire self-storage properties. Our self-storage properties are located in major metropolitan and suburban areas and have numerous customers per store.
A general reduction in the level of discretionary spending or shifts in consumer discretionary spending could adversely affect our growth and profitability. We continue our focus on maximizing internal growth opportunities and selectively pursuing targeted acquisitions and developments of self-storage properties. 34 Table of Contents We have one operating segment: we own, operate, develop, manage and acquire self-storage properties. Our self-storage properties are located in major metropolitan and suburban areas and have numerous customers per store.
No single customer represents a significant concentration of our revenues.
No single customer represents a significant concentration of our 2024 revenues.
Our currently scheduled principal payments on debt are approximately $32.3 million in 2024. Our most restrictive financial covenants limit the amount of additional leverage we can add; however, we believe cash flows from operations, access to equity financing, including through our at-the-market equity program and available borrowings under our Revolver (defined below) provide adequate sources of liquidity to enable us to execute our current business plan and remain in compliance with our covenants. Our liquidity needs beyond 2024 consist primarily of contractual obligations which include repayments of indebtedness at maturity, as well as potential discretionary expenditures such as (i) non-recurring capital expenditures; (ii) redevelopment of operating stores; (iii) acquisitions of additional stores; and (iv) development of new stores.
Our currently scheduled principal payments on debt, including the repayment of unsecured senior notes, are approximately $301.2 million in 2025. Our most restrictive financial covenants limit the amount of additional leverage we can add; however, we believe cash flows from operations, access to equity financing, including through our at-the-market equity program and available borrowings under our Revolver (defined below), provide adequate sources of liquidity to enable us to execute our current business plan and remain in compliance with our covenants. Our liquidity needs beyond 2025 consist primarily of contractual obligations which include repayments of indebtedness at maturity, as well as potential discretionary expenditures such as (i) non-recurring capital expenditures; (ii) redevelopment of operating stores; (iii) acquisitions of additional stores; and (iv) development of new stores.
As of December 31, 2023, we owned stores in the District of Columbia and the following 24 states: Arizona, California, Colorado, Connecticut, Florida, Georgia, Illinois, Indiana, Maryland, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Tennessee, Texas, Utah and Virginia.
As of December 31, 2024, we owned stores in the District of Columbia and the following 25 states: Arizona, California, Colorado, Connecticut, Florida, Georgia, Illinois, Indiana, Maryland, Massachusetts, Minnesota, Nevada, New Jersey, New Mexico, New York, North Carolina, Ohio, Oregon, Pennsylvania, Rhode Island, South Carolina, Tennessee, Texas, Utah and Virginia.
Our ability to access the equity capital markets will be dependent on a number of factors as well, including general market conditions for REITs and market perceptions about us. As of December 31, 2023, we had approximately $6.5 million in available cash and cash equivalents.
Our ability to access the equity capital markets will be dependent on a number of factors, including general market conditions for REITs and market perceptions about us. As of December 31, 2024, we had approximately $71.6 million in available cash and cash equivalents.
Our stores in New York, Florida, California and Texas provided approximately 17%, 15%, 11% and 9%, respectively, of total revenues for the year ended December 31, 2023. Summary of Critical Accounting Policies and Estimates Set forth below is a summary of the accounting policies and estimates that management believes are critical to the preparation of the consolidated financial statements included in this Report.
Our stores in New York, Florida, California and Texas provided approximately 18%, 14%, 11% and 9%, respectively, of total revenues for the year ended December 31, 2024. Summary of Critical Accounting Policies and Estimates Set forth below is a summary of the accounting policies and estimates that management believes are critical to the preparation of the consolidated financial statements included in this Report.
These amounts are included in equity in earnings of real estate ventures within our consolidated statements of operations. In addition, the year ended December 31, 2023 includes a $0.2 million loss related to the sale of the California Yacht Club, which was acquired in 2021 as part of the Company's acquisition of LAACO, Ltd.
This amount is included in equity in earnings of real estate ventures within our consolidated statements of operations. In addition, the year ended December 31, 2023 includes a $0.2 million loss related to the sale of the California Yacht Club, which was acquired in 2021 as part of the Company's acquisition of LAACO, Ltd.
In addition, as of December 31, 2023, we managed 795 stores for third parties (including 77 stores containing an aggregate of approximately 5.6 million net rentable square feet as part of six separate unconsolidated real estate ventures), bringing the total number of stores we owned and/or managed to 1,406.
In addition, as of December 31, 2024, we managed 902 stores for third parties (including 77 stores containing an aggregate of approximately 5.6 million net rentable square feet as part of six separate unconsolidated real estate ventures), bringing the total number of stores we owned and/or managed to 1,533.
We believe that same-store results are useful to investors in evaluating our performance because they provide information relating to changes in store-level operating performance without taking into account the effects of acquisitions, developments or dispositions. As of December 31, 2023, we owned 592 same-store properties and 19 non same-store properties.
We believe that same-store results are useful to investors in evaluating our performance because they provide information relating to changes in store-level operating performance without taking into account the effects of acquisitions, developments or dispositions. As of December 31, 2024, we owned 598 same-store properties and 33 non same-store properties.
The Parent Company has elected to be taxed as a REIT for U.S. federal income tax purposes. As of both December 31, 2023 and 2022, we owned (or partially owned and consolidated) 611 self-storage properties containing an aggregate of approximately 44.1 million rentable square feet.
The Parent Company has elected to be taxed as a REIT for U.S. federal income tax purposes. As of December 31, 2024 and 2023, we owned (or partially owned and consolidated) 631 self-storage properties containing an aggregate of approximately 45.8 million rentable square feet and 611 self-storage properties containing an aggregate of approximately 44.1 million rentable square feet, respectively.
Under the Second Amended and Restated Credit Facility, our ability to borrow under the Revolver is subject to ongoing compliance with certain financial covenants which include, among other things, (1) a maximum total indebtedness to total asset value of 60.0%, and (2) a minimum fixed charge coverage ratio of 1.5:1.0.
The available balance under the Revolver is reduced by an outstanding letter of credit of $0.6 million. Under the Second Amended and Restated Credit Facility, our ability to borrow under the Revolver is subject to ongoing compliance with certain financial covenants which include, among other things, (1) a maximum total indebtedness to total asset value of 60.0%, and (2) a minimum fixed charge coverage ratio of 1.5:1.0.
At our current unsecured debt credit ratings and leverage levels, amounts drawn under the Revolver are priced using a margin of 0.775% plus a facility fee of 0.15% over the Secured Overnight Financing Rate (“SOFR”) and a 0.10% SOFR adjustment. As of December 31, 2023, borrowings under the Revolver had an interest rate of 6.41%.
At our current unsecured debt credit ratings and leverage levels, amounts drawn under the Revolver are priced using a margin of 0.775% plus a facility fee of 0.15% over the Secured Overnight Financing Rate ("SOFR") plus a 0.10% SOFR adjustment. As of December 31, 2024, the Revolver had an effective interest rate of 5.52%.
Our sales activity under the program for the years ended December 31, 2023, 2022 and 2021 is summarized below: For the year ended December 31, 2023 2022 2021 (dollars and shares in thousands, except per share amounts) Number of shares sold 102 4,982 Average sales price per share $ $ 50.64 $ 40.57 Net proceeds after deducting offering costs $ $ 4,936 $ 199,977 We used proceeds from sales of common shares under the program during the years ended December 31, 2022 and 2021 to fund the acquisition and development of self-storage properties and for general corporate purposes.
Our sales activity under the program for the years ended December 31, 2024, 2023 and 2022 is summarized below: For the year ended December 31, 2024 2023 2022 (dollars and shares in thousands, except per share amounts) Number of shares sold 2,336 102 Average sales price per share $ 51.25 $ $ 50.64 Net proceeds after deducting offering costs $ 118,269 $ $ 4,936 We used proceeds from sales of common shares under the program during the years ended December 31, 2024 and 2022 to fund the acquisition and development of self-storage properties and for general corporate purposes.
In each case, the developed store is located adjacent to an existing consolidated joint venture store.
The developed store is located adjacent to an existing consolidated joint venture store.
Because other REITs or real estate companies may not compute FFO, as adjusted in the same manner as we do, and may use different terminology, our computation of FFO, as adjusted may not be comparable to FFO, as adjusted reported by other REITs or real estate companies. The following table presents a reconciliation of net income to FFO and FFO, as adjusted, for the years ended December 31, 2023 and 2022 (in thousands): Year Ended December 31, 2023 2022 Net income attributable to the Company’s common shareholders $ 410,757 $ 291,263 Add (deduct): Real estate depreciation and amortization: Real property 194,845 305,845 Company’s share of unconsolidated real estate ventures 8,446 9,320 Gains from sales of real estate, net (1) (1,477) (45,705) Noncontrolling interests in the Operating Partnership 2,535 1,931 FFO attributable to the Company's common shareholders and third-party OP unitholders $ 615,106 $ 562,654 (Deduct) add: Gain on involuntary conversion (2) (4,827) Property damage related to hurricane, net of expected insurance proceeds (844) 1,266 Transaction-related expenses (3) 10,546 FFO, as adjusted, attributable to the Company’s common shareholders and third-party OP unitholders $ 609,435 $ 574,466 Weighted average diluted shares outstanding 226,241 225,881 Weighted average diluted units outstanding owned by third parties 1,393 1,521 Weighted average diluted shares and units outstanding 227,634 227,402 (1) For the year ended December 31, 2022, $45.7 million represents gains related to the sale by 191 IV CUBE Southeast LLC ("HVPSE") of all 14 of its self-storage properties on August 30, 2022.
Because other REITs or real estate companies may not compute FFO, as adjusted in the same manner as we do, and may use different terminology, our computation of FFO, as adjusted may not be comparable to FFO, as adjusted reported by other REITs or real estate companies. The following table presents a reconciliation of net income to FFO and FFO, as adjusted, for the years ended December 31, 2024 and 2023 (in thousands): Year Ended December 31, 2024 2023 Net income attributable to the Company’s common shareholders $ 391,180 $ 410,757 Add (deduct): Real estate depreciation and amortization: Real property 199,250 194,845 Company’s share of unconsolidated real estate ventures 8,170 8,446 Gain from sales of real estate, net (1) (1,477) Net income attributable to noncontrolling interests in the Operating Partnership 2,159 2,535 FFO attributable to the Company's common shareholders and third-party OP unitholders $ 600,759 $ 615,106 Deduct: Gain on involuntary conversion (2) (4,827) Property damage related to hurricane, net of expected insurance proceeds (844) FFO, as adjusted, attributable to the Company's common shareholders and third-party OP unitholders $ 600,759 $ 609,435 Weighted average diluted shares outstanding 227,150 226,241 Weighted average diluted units outstanding owned by third parties 1,250 1,393 Weighted average diluted shares and units outstanding 228,400 227,634 (1) For the year ended December 31, 2023, $1.7 million represents distributions in excess of our investment in 191 IV CUBE Southeast LLC ("HVPSE") from the proceeds that were held back from the sale by HVPSE of all 14 of its self-storage properties in 2022.
As of December 31, 2023, 2022 and 2021, we owned (or partially owned and consolidated) 611, 611 and 607 self-storage properties and related assets, respectively. 36 Table of Contents The following table summarizes the change in number of owned stores from January 1, 2021 through December 31, 2023: 2023 2022 2021 Balance - January 1 611 607 543 Stores acquired 1 Stores developed 1 Stores combined (1) (1) Balance - March 31 611 608 543 Stores acquired (2) 1 2 Stores developed 1 2 Stores combined (1) (1) Balance - June 30 611 609 547 Stores acquired 1 2 Stores developed 1 Stores sold (4) Balance - September 30 611 611 545 Stores acquired 1 62 Stores developed 1 Stores sold (3) (1) (1) Balance - December 31 611 611 607 (1) On June 21, 2022 and March 3, 2021, we completed development of new stores located in Vienna, VA and Arlington, VA for approximately $21.8 million and $26.4 million, respectively.
As of December 31, 2024, 2023 and 2022, we owned (or partially owned and consolidated) 631, 611 and 611 self-storage properties and related assets, respectively. The following table summarizes the change in number of owned stores from January 1, 2022 through December 31, 2024: 2024 2023 2022 Balance - January 1 611 611 607 Stores acquired 2 1 Balance - March 31 613 611 608 Stores acquired 1 Stores developed 2 1 Stores combined (1) (1) Balance - June 30 615 611 609 Stores acquired 1 Stores developed 1 Balance - September 30 615 611 611 Stores acquired (2) 16 1 Stores sold (3) (1) Balance - December 31 631 611 611 (1) During the quarter ended June 30, 2022, we completed development of a new store located in Vienna, VA for approximately $21.8 million.
As of and for the year ended December 31, 2023, the Operating Partnership was in compliance with all financial covenants of the Second Amended and Restated Credit Facility. Issuance of Common Shares On November 19, 2021 we closed an underwritten offering of 15.5 million common shares at a public offering price of $51.00 per share, resulting in net proceeds of $765.6 million, after deducting offering costs. 43 Table of Contents We maintain an at-the-market equity program that enables us to offer and sell up to 60.0 million common shares through sales agents pursuant to equity distribution agreements (the “Equity Distribution Agreements”).
As of and for the year ended December 31, 2024, the Operating Partnership was in compliance with all financial covenants of the Second Amended and Restated Credit Facility. 43 Table of Contents Issuance of Common Shares We maintain an at-the-market equity program that enables us to offer and sell up to 60.0 million common shares through sales agents pursuant to equity distribution agreements (the “Equity Distribution Agreements”).
The carrying value of these long-lived assets is compared to the undiscounted future net operating cash flows, plus a terminal value, attributable to the assets to determine if the store’s basis is recoverable. If a store’s basis is not considered recoverable, an impairment loss is recorded to the extent the net carrying value of the asset exceeds the fair value.
The carrying value of these long-lived assets is compared to the 35 Table of Contents undiscounted future net operating cash flows, plus a terminal value, attributable to the assets to determine if the store’s basis is recoverable.
In the 2024 fiscal year, we expect recurring capital expenditures to be approximately $20.5 million to $25.5 million, planned capital improvements and store upgrades to be approximately $18.5 million to $23.5 million and costs associated with the development of new stores to be approximately $30.0 million to $40.0 million.
In the 2025 fiscal year, we expect recurring capital expenditures to be approximately $14.0 million to $19.0 million, planned capital improvements and store upgrades to be approximately $12.5 million to $17.5 million and costs associated with the development of new stores to be approximately $22.0 million to $27.0 million.
The weighted average effective interest rate on the Company's outstanding debt for the years ended December 31, 2023 and 2022 was 3.04% and 2.94%, respectively. Equity in earnings of real estate ventures decreased from $48.9 million in 2022 to $6.1 million in 2023, a decrease of $42.8 million, or 87.6%.
The weighted average effective interest rate on our outstanding debt decreased from 3.04% during the year ended December 31, 2023 to 3.00% for the year ended December 31, 2024. Equity in earnings of real estate ventures decreased from $6.1 million for the year ended December 31, 2023 to $2.5 million for the year ended December 31, 2024, a decrease of $3.6 million, or 58.9%.
As of December 31, 2023 and 2022, the Company’s net investment in unconsolidated real estate ventures was greater than its underlying equity in the net assets of the unconsolidated real estate ventures by an aggregate of $31.8 million and $32.7 million, respectively. These differences are amortized over the lives of the self-storage properties owned by the real estate ventures.
As of December 31, 2024 and 2023, the Company’s net investment in unconsolidated real estate ventures was greater than its underlying equity in the net assets of the unconsolidated real estate ventures by an aggregate of $31.0 million and $31.8 million, respectively.
The increase was primarily attributable to increased personnel expenses. Other (expense) income Interest expense on loans decreased from $93.3 million in 2022 to $93.1 million in 2023, a decrease of $0.2 million, or 0.2%.
This increase was primarily attributable to increased personnel expenses. Other (expense) income Interest expense on loans decreased from $93.1 million for the year ended December 31, 2023 to $90.8 million for the year ended December 31, 2024, a decrease of $2.2 million, or 2.4%.
On October 26, 2022, we again amended and restated, in its entirety, our Credit Facility (the “Second Amended and Restated Credit Facility”) which, subsequent to the amendment and restatement, is comprised of an $850.0 million unsecured revolving facility (the “Revolver”) maturing on February 15, 2027.
As of and for the year ended December 31, 2024, the Operating Partnership was in compliance with all of the financial covenants under the Senior Notes. Revolving Credit Facility On October 26, 2022, we amended and restated, in its entirety, our unsecured revolving credit agreement (the “Second Amended and Restated Credit Facility”) which, subsequent to the amendment and restatement, is comprised of an $850.0 million unsecured revolving credit facility (the “Revolver”) maturing on February 15, 2027.
Transaction-related expenses are included in the component of other (expense) income designated as Other within our consolidated statements of operations. Cash Flows Comparison of the Year Ended December 31, 2023 to the Year Ended December 31, 2022 A comparison of cash flows related to operating, investing and financing activities for the years ended December 31, 2023 and 2022 is as follows: Year Ended December 31, Net cash provided by (used in): 2023 2022 Change (in thousands) Operating activities $ 611,136 $ 591,466 $ 19,670 Investing activities $ (93,818) $ (48,767) $ (45,051) Financing activities $ (518,026) $ (547,092) $ 29,066 Cash provided by operating activities increased from $591.5 million for the year ended December 31, 2022 to $611.1 million for the year ended December 31, 2023, reflecting an increase of $19.7 million.
This amount is included in the component of other (expense) income designated as Other within our consolidated statements of operations. 40 Table of Contents Cash Flows Comparison of the Year Ended December 31, 2024 to the Year Ended December 31, 2023 A comparison of cash flows related to operating, investing and financing activities for the years ended December 31, 2024 and 2023 is as follows: Year Ended December 31, Net cash provided by (used in): 2024 2023 Change (in thousands) Operating activities $ 631,074 $ 611,136 $ 19,938 Investing activities $ (173,959) $ (93,818) $ (80,141) Financing activities $ (387,669) $ (518,026) $ 130,357 Cash provided by operating activities increased from $611.1 million for the year ended December 31, 2023 to $631.1 million for the year ended December 31, 2024, an increase of $19.9 million.
The impairment loss recognized equals the excess of net carrying value over the related fair value of the asset.
If a store’s basis is not considered recoverable, an impairment loss is recorded to the extent the net carrying value of the asset exceeds the fair value. The impairment loss recognized equals the excess of net carrying value over the related fair value of the asset.
Our increased cash flow from operating activities was primarily attributable to increased net operating income levels in the same-store portfolio in the 2023 period as compared to the corresponding 2022 period. Cash used in investing activities increased from $48.8 million for the year ended December 31, 2022 to $93.8 million for the year ended December 31, 2023, reflecting an increase of $45.1 million.
The increased cash flow from operating activities was primarily attributable to the timing and amounts of the payments of certain expenses, primarily insurance and property taxes. Cash used in investing activities increased from $93.8 million for the year ended December 31, 2023 to $174.0 million for the year ended December 31, 2024, an increase of $80.1 million.
(1) $ 22.70 $ 21.65 Depreciation and amortization 201,238 310,610 (109,372) (35.2) % General and administrative 57,041 54,623 2,418 4.4 % Subtotal 258,279 365,233 (106,954) (29.3) % OTHER (EXPENSE) INCOME Interest: Interest expense on loans (93,065) (93,284) 219 0.2 % Loan procurement amortization expense (4,141) (3,897) (244) (6.3) % Equity in earnings of real estate ventures 6,085 48,877 (42,792) (87.6) % Other 6,281 (10,355) 16,636 160.7 % Total other expense (84,840) (58,659) (26,181) (44.6) % NET INCOME 412,435 292,472 119,963 41.0 % Net income attributable to noncontrolling interests in the Operating Partnership (2,535) (1,931) (604) (31.3) % Net loss attributable to noncontrolling interests in subsidiaries 857 722 135 18.7 % NET INCOME ATTRIBUTABLE TO THE COMPANY’S COMMON SHAREHOLDERS $ 410,757 $ 291,263 $ 119,494 41.0 % (1) Realized annual rent per occupied square foot is computed by dividing rental income by the weighted average occupied square feet for the period. Revenues Rental income increased from $879.3 million in 2022 to $912.0 million in 2023, an increase of $32.7 million, or 3.7%.
(1) $ 22.75 $ 22.69 Depreciation and amortization 205,703 201,238 4,465 2.2 % General and administrative 59,663 57,041 2,622 4.6 % Subtotal 265,366 258,279 7,087 2.7 % OTHER (EXPENSE) INCOME Interest: Interest expense on loans (90,820) (93,065) 2,245 2.4 % Loan procurement amortization expense (4,067) (4,141) 74 1.8 % Equity in earnings of real estate ventures 2,499 6,085 (3,586) (58.9) % Other 1,158 6,281 (5,123) (81.6) % Total other expense (91,230) (84,840) (6,390) (7.5) % NET INCOME 391,885 412,435 (20,550) (5.0) % Net income attributable to noncontrolling interests in the Operating Partnership (2,159) (2,535) 376 14.8 % Net loss attributable to noncontrolling interests in subsidiaries 1,454 857 597 69.7 % NET INCOME ATTRIBUTABLE TO THE COMPANY'S COMMON SHAREHOLDERS $ 391,180 $ 410,757 $ (19,577) (4.8) % (1) Realized annual rent per occupied square foot is computed by dividing rental income by the weighted average occupied square feet for the period. Revenues Revenues increased from $1.050 billion for the year ended December 31, 2023 to $1.066 billion for the year ended December 31, 2024, an increase of $15.9 million, or 1.5%.
Also, development costs increased by $23.2 million, primarily due to the payment of a put liability associated with a previously consolidated joint venture. These increases were partially offset by a decrease in acquisitions of storage properties of $66.6 million.
These increases were partially offset by a $17.6 million decrease in development costs, primarily due to the payment during the 2023 period of a put liability associated with a previously consolidated joint venture. Cash used in financing activities was $518.0 million for the year ended December 31, 2023 compared to $387.7 million for the year ended December 31, 2024, a decrease of $130.4 million.
In addition, the 2023 amount includes a $4.8 million gain relating to a store that was subject to an involuntary conversion by the Department of Transportation of the State of Illinois. Comparison of the Year Ended December 31, 2022 to the Year Ended December 31, 2021 Refer to the section entitled “Results of Operations” within Item 7.
This decrease was primarily due to a $4.8 million gain during the 2023 period relating to a store that was subject to an involuntary conversion by the Department of Transportation of the State of Illinois.
The decrease was attributable to a lower amount of outstanding debt during 2023 compared to 2022, partially offset by higher interest rates during 2023 compared to 2022. The average outstanding debt balance decreased by $0.12 billion to $3.02 billion during 2023 as compared to $3.14 billion during 2022.
This decrease was attributable to a decrease in the average outstanding debt balance and lower interest rates during the 2024 period compared to the 2023 period. The average outstanding debt balance decreased from $3.02 billion during the year ended December 31, 2023 to $2.96 billion during the year ended December 31, 2024.
Additionally, as of December 31, 2023, $831.3 million was available for borrowing under the Revolver. The available balance under the Revolver is reduced by an outstanding letter of credit of $0.6 million.
Additionally, as of December 31, 2024, $849.4 million was available for borrowing under the Revolver.
The decrease was primarily attributable to decreased amortization of in-place lease intangibles related to stores acquired in 2021. General and administrative expenses increased from $54.6 million in 2022 to $57.0 million in 2023, an increase of $2.4 million, or 4.4%.
This increase was primarily attributable to an increase in costs related to employee medical coverage, additional expenses from stores acquired or opened in 2023 and 2024 included in our non same-store portfolio, and increases in expenses within our same-store portfolio related to property taxes, insurance, and personnel. General and administrative expenses increased from $57.0 million for the year ended December 31, 2023 to $59.7 million for the year ended December 31, 2024, an increase of $2.6 million, or 4.6%.
Additionally, principal payments on mortgage loans increased $30.2 million due to the repayment of two secured loans during the 2023 period with no comparable repayments during the 2022 period. Comparison of the Year Ended December 31, 2022 to the Year Ended December 31, 2021 Refer to the section entitled “Cash Flows” within Item 7.
There were no such gains during the 2024 period. Comparison of the Year Ended December 31, 2023 to the Year Ended December 31, 2022 Refer to the section entitled “Results of Operations” within Item 7.
Net repayments on the Credit Facility (as defined below) decreased by $106.2 million during the 2023 period as compared to the corresponding 2022 period. The change was partially offset by a $55.1 million increase in cash distributions paid to common shareholders and noncontrolling interests in the Operating Partnership due to an increase in the common divided per share/unit.
These changes were partially offset by a $19.4 million increase in cash distributions paid to common shareholders and noncontrolling interests in the Operating Partnership due to an increase in the common dividend per share/unit. Comparison of the Year Ended December 31, 2023 to the Year Ended December 31, 2022 Refer to the section entitled “Cash Flows” within Item 7.
The decrease was primarily due to our portion of the gains and distributions in excess of our equity investment associated with the sale by 191 IV CUBE Southeast LLC (“HVPSE”) of all of its 14 stores during the year ended December 31, 2022 (see note 5 to our consolidated financial statements). 38 Table of Contents The component of other (expense) income designated as Other changed from $10.4 million of expense in 2022 to $6.3 million of income in 2023.
The decrease was primarily due to distributions in excess of our equity investment in 191 IV CUBE Southeast LLC (“HVPSE”) during the year ended December 31, 2023. There were no such distributions during the 2024 period.
We acquired two stores and land during the year ended December 31, 2022 compared to one store during the corresponding 2023 period. Cash used in financing activities was $547.1 million for the year ended December 31, 2022 compared to $518.0 million for the year ended December 31, 2023, reflecting a decrease of $29.1 million.
We acquired four stores during the year ended December 31, 2024 compared to one store during the year ended December 31, 2023.
Removed
The $28.1 million increase in same-store rental income was due primarily to an increase in rental rates.
Added
These differences are amortized over the estimated useful lives of the self-storage properties owned by the real estate ventures.
Removed
Realized annual rent per occupied square foot in our same-store portfolio increased 4.8% as a result of higher rental rates for new and existing customers during 2023 compared to 2022. ​ Other property related income increased from $96.2 million in 2022 to $101.8 million in 2023, an increase of $5.6 million, or 5.9%.
Added
This increase was primarily attributable to additional revenues from stores acquired or opened in 2023 and 2024 included in our non same-store portfolio, an increase in fee income, increased customer storage protection plan participation at our owned and managed stores, and an increase in property management fee income due to an increase in the number of stores under management. ​ Operating Expenses ​ Property operating expenses increased from $294.8 million for the year ended December 31, 2023 to $317.8 million for the year ended December 31, 2024, an increase of $23.0 million, or 7.8%.
Removed
The $2.7 million increase in same-store other property related income was attributable to a $3.0 million increase in fee revenue.
Added
The decrease was also due to higher interest expense at certain of our unconsolidated real estate ventures. 38 Table of Contents The component of other (expense) income designated as Other decreased from $6.3 million of income in 2023 to $1.2 million of income in 2024, a decrease of $5.1 million, or 81.6%.
Removed
The increase was also due to a $2.9 million increase in customer storage protection plan participation at our owned and managed stores. ​ Operating Expenses ​ Depreciation and amortization decreased from $310.6 million in 2022 to $201.2 million in 2023, a decrease of $109.4 million, or 35.2%.
Added
The change was primarily the result of the acquisition of a controlling interest in seven consolidated joint ventures that collectively own 14 stores. There were no such transactions during the 2023 period. The change was also due to a $20.0 million increase in acquisitions of storage properties.
Removed
This change was primarily due to $10.5 million of transaction-related expenses in 2022 comprised primarily of severance costs associated with the acquisition of LAACO.
Added
The change was primarily the result of a $118.5 million increase in proceeds received from the issuance of common shares through our at-the-market equity program during the 2024 period. There were no such transactions during the 2023 period.
Removed
A portion of the proceeds from the sale were held back to pay venture-level expenses. For the year ended December 31, 2023, $1.7 million represents distributions in excess of our investment in HVPSE from the proceeds that were held back from this sale.
Added
The change was also due to a $24.7 million reduction in net repayments on our revolving credit facility during the 2024 period as compared to the corresponding 2023 period.
Removed
This amount is included in the component of other (expense) income designated as Other within our consolidated statements of operations. ​ (3) For the year ended December 31, 2022, transaction-related expenses include severance expenses ($10.3 million) and other transaction expenses ($0.2 million).
Added
As of December 31, 2024, 2023 and 2022, 3.5 million common shares, 5.8 million common shares and 5.8 million common shares, respectively, remained available for issuance under the Equity Distribution Agreements. ​ Recent Developments ​ Subsequent to December 31, 2024, we acquired the remaining 80% interest in 191 IV CUBE LLC ("HVP IV"), an unconsolidated real estate venture in which we previously owned a 20% noncontrolling interest, for $452.8 million, which included $44.4 million to repay our portion of the venture’s existing indebtedness.
Removed
Prior to our acquisition of LAACO, Ltd. on December 9, 2021, the predecessor company entered into severance agreements with certain employees, including members of their executive team. These costs were known to us and the assumption of the obligation to make these payments post-closing was contemplated in our net consideration paid in the transaction.
Added
As of the date of acquisition, HVP IV owned 28 stores in Arizona (2), Connecticut (3), Florida (4), Georgia (2), Illinois (5), Maryland (2), Minnesota (1), Pennsylvania (1) and Texas (8). ​ Other Material Changes in Financial Position ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ ​ ​ 2024 2023 Change ​ ​ (in thousands) Selected Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Storage properties, net ​ $ 6,038,186 ​ $ 5,951,236 ​ $ 86,950 ​ Other assets, net ​ ​ 183,628 ​ ​ 163,284 ​ ​ 20,344 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Selected Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving credit facility ​ ​ — ​ ​ 18,100 ​ ​ (18,100) ​ Mortgage loans and notes payable, net ​ ​ 205,915 ​ ​ 128,186 ​ ​ 77,729 ​ Accounts payable, accrued expenses and other liabilities ​ ​ 229,581 ​ ​ 201,419 ​ ​ 28,162 ​ ​ Storage properties, net increased $87.0 million from December 31, 2023 to December 31, 2024 primarily due to the acquisition of a controlling interest in seven consolidated joint ventures that collectively own 14 storage properties, the acquisition of four wholly-owned storage properties, additions and improvements to existing storage properties, and development activity throughout the year. ​ Other assets, net increased $20.3 million from December 31, 2023 to December 31, 2024 primarily due to the value assigned to the in-place leases resulting from the acquisition of a controlling interest in seven consolidated joint ventures that collectively own 14 storage properties, the acquisition of four wholly-owned storage properties, and a $5.0 million note receivable from a third-party entity that owns self-storage properties that we manage. ​ Revolving credit facility decreased $18.1 million from December 31, 2023 to December 31, 2024 primarily due to available cash that we used to repay the outstanding balance of the revolving credit facility. ​ Mortgage loans and notes payable, net increased $77.7 million from December 31, 2023 to December 31, 2024 primarily due to the acquisition of a controlling interest in consolidated joint ventures that own 14 storage properties which were encumbered by two mortgage loans totaling $115.4 million as of December 31, 2024.
Removed
In accordance with GAAP, and based on the specific details of the arrangements with the employees prior to closing, these costs are considered post-combination compensation expenses.
Added
This increase was partially offset by the repayment in May 2024 of three mortgage loans totaling $31.1 million. ​ Accounts payable, accrued expenses and other liabilities increased $28.2 million from December 31, 2023 to December 31, 2024 primarily due to the timing of payments for real estate taxes and other payables. 44 Table of Contents ​ Off-Balance Sheet Arrangements ​ We do not have off-balance sheet arrangements, financings or other relationships with other unconsolidated entities (other than our co-investment partnerships) or other persons, also known as variable interest entities, not previously discussed. ​
Removed
The change was primarily the result of a $48.8 million decrease in cash distributed from real estate ventures due to distributions related to the sale by HVPSE of all 14 of its stores during the 2022 period.
Removed
Additionally, net proceeds received from the sale of real estate decreased by $43.0 million as a result of the sale during the 2022 period of the Los Angeles Athletic Club, which we purchased in December 2021 as part of our acquisition of LAACO, Ltd.
Removed
As of and for the year ended December 31, 2023, the Operating Partnership was in compliance with all of the financial covenants under the Senior Notes. ​ Revolving Credit Facility ​ On December 9, 2011, we entered into a credit agreement (the “Credit Facility”), which was subsequently amended and restated.
Removed
As of December 31, 2023, 2022 and 2021, 5.8 million common shares, 5.8 million common shares and 5.9 million common shares, respectively, remained available for issuance under the Equity Distribution Agreements. ​ Recent Developments ​ Subsequent to December 31, 2023, we acquired a two-store portfolio located in Connecticut for a purchase price of $20.2 million. ​ Other Material Changes in Financial Position ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, ​ ​ ​ ​ 2023 2022 Change ​ ​ (in thousands) Selected Assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Storage properties, net ​ $ 5,951,236 ​ $ 6,048,003 ​ $ (96,767) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Selected Liabilities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Revolving credit facility ​ ​ 18,100 ​ ​ 60,900 ​ ​ (42,800) ​ Mortgage loans and notes payable, net ​ ​ 128,186 ​ ​ 162,918 ​ ​ (34,732) ​ Accounts payable, accrued expenses and other liabilities ​ ​ 201,419 ​ ​ 214,384 ​ ​ (12,965) ​ ​ Storage properties, net decreased $96.8 million from December 31, 2022 to December 31, 2023 primarily as a result of depreciation on existing assets partially offset by the acquisition of one storage property, additions and improvements to storage properties, and development costs incurred during the year. ​ Revolving credit facility decreased $42.8 million from December 31, 2022 to December 31, 2023 primarily due to available cash that was used to pay down the revolving credit facility balance. ​ Mortgage loans and notes payable, net decreased $34.7 million from December 31, 2022 to December 31, 2023 primarily due to the repayment in June 2023 of two mortgage loans totaling $30.5 million. ​ Accounts payable, accrued expenses and other liabilities decreased $13.0 million from December 31, 2022 to December 31, 2023 primarily due to the payment during 2023 of a put liability related to the purchase of a noncontrolling member’s interest in a consolidated joint venture. ​ Off-Balance Sheet Arrangements ​ We do not have off-balance sheet arrangements, financings or other relationships with other unconsolidated entities (other than our co-investment partnerships) or other persons, also known as variable interest entities, not previously discussed. ​

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeA change in market interest rates on the variable portion of the debt portfolio impacts the interest incurred and cash flows, but does not impact the net financial instrument position. If market interest rates on our variable-rate debt increase by 100 basis points, the increase in annual interest expense on our variable-rate debt would decrease future earnings and cash flows by approximately $0.2 million a year.
Biggest changeA change in market interest rates on the variable portion of the debt portfolio impacts the interest incurred and cash flows, but does not impact the net financial instrument position. If market interest rates increase by 100 basis points, the fair value of our outstanding fixed-rate mortgage debt and unsecured senior notes would decrease by approximately $105.7 million.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Financial statements required by this item appear with an Index to the Consolidated Financial Statements and Schedules, starting on page F-1 of this Report. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA Financial statements required by this item appear with an Index to the Consolidated Financial Statements, starting on page F-1 of this Report. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Our future income, cash flows and fair values relevant to financial instruments depend upon prevailing market interest rates. 44 Table of Contents Market Risk Our investment policy relating to cash and cash equivalents is to preserve principal and liquidity while maximizing returns through the investment of available funds. Effect of Changes in Interest Rates on our Outstanding Debt Our interest rate risk objectives are to limit the impact of interest rate fluctuations on earnings and cash flows and to lower our overall borrowing costs.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Our future income, cash flows and fair values relevant to financial instruments depend upon prevailing market interest rates. Market Risk Our investment policy relating to cash and cash equivalents is to preserve principal and liquidity while maximizing returns through the investment of available funds. Effect of Changes in Interest Rates on our Outstanding Debt Our interest rate risk objectives are to limit the impact of interest rate fluctuations on earnings and cash flows and to lower our overall borrowing costs.
If market interest rates decrease by 100 basis points, the fair value of our outstanding fixed-rate mortgage debt and unsecured senior notes would increase by approximately $127.1 million. ITEM 8.
If market interest rates decrease by 100 basis points, the fair value of our outstanding fixed-rate mortgage debt and unsecured senior notes would increase by approximately $109.4 million. ITEM 8.
Market values are the present value of projected future cash flows based on the market interest rates chosen. As of December 31, 2023 our consolidated debt consisted of $2.92 billion of outstanding mortgage loans and notes payable and unsecured senior notes that are subject to fixed rates.
Market values are the present value of projected future cash flows based on the market interest rates chosen. As of December 31, 2024 our consolidated debt consisted of $3.00 billion of outstanding mortgage loans and notes payable and unsecured senior notes that are subject to fixed rates. Borrowings under our unsecured credit facility are subject to floating rates.
A change in market interest rates on the fixed portion of the debt portfolio impacts the net financial instrument position, but has no impact on interest incurred or cash flows.
Changes in market interest rates have different impacts on the fixed- and variable-rate portions of our debt portfolio. A change in market interest rates on the fixed portion of the debt portfolio impacts the net financial instrument position, but has no impact on interest incurred or cash flows.
Removed
Additionally, as of December 31, 2023, there were $18.1 million of outstanding unsecured credit facility borrowings subject to floating rates. Changes in market interest rates have different impacts on the fixed- and variable-rate portions of our debt portfolio.
Removed
If market interest rates on our variable-rate debt decrease by 100 basis points, the decrease in interest expense on our variable-rate debt would increase future earnings and cash flows by approximately $0.2 million a year. ​ If market interest rates increase by 100 basis points, the fair value of our outstanding fixed-rate mortgage debt and unsecured senior notes would decrease by approximately $122.2 million.

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