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INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES

9 Months Ended

Sep. 30, 2023

INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES

INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES

5. INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES

The Company’s investments in unconsolidated real estate ventures are summarized as follows (dollars in thousands):


		CubeSmart		Number of Stores as of				Carrying Value of Investment as of
		Ownership		September 30,		December 31,		September 30,			December 31,
Unconsolidated Real Estate Ventures		Interest		2023		2022		2023			2022
Fontana Self Storage, LLC ("Fontana") ⁽¹⁾		50%		1		1		$	13,628		$	13,789
Rancho Cucamonga Self Storage, LLC ("RCSS") ⁽¹⁾		50%		1		1			20,758			20,994
191 V CUBE LLC ("HVP V")		20%		6		6			13,132			14,318
191 IV CUBE LLC ("HVP IV")		20%		28		28			17,596			19,853
CUBE HHF Northeast Venture LLC ("HHFNE")		10%		13		13			998			1,101
CUBE HHF Limited Partnership ("HHF")		50%		28		28			33,558			35,938
				77		77		$	99,670		$	105,993

(1)

On December 9, 2021, the Company completed the acquisition of LAACO, which included a 50% interest in Fontana and RCSS, each of which owns one self-storage property in California. As of the date of acquisition, the Company recognized differences between the Company’s equity investment in Fontana and RCSS and the underlying equity reflected at the venture level. As of September 30, 2023, this difference was $12.9 million and $19.2 million for Fontana and RCSS, respectively. These differences are being amortized over the expected useful life of the self-storage properties owned by the ventures.

As of September 30, 2023, the Company also held a 10% interest in 191 IV CUBE Southeast LLC ("HVPSE"). On August 30, 2022, HVPSE sold all 14 of its stores to an unaffiliated third-party buyer for an aggregate sales price of $235.0 million. During the nine months ended September 30, 2023, the Company received distributions of $1.7 million in excess of its investment in HVPSE from proceeds that were held back at the time of the sale. These distributions are included in Equity in earnings of real estate ventures within the consolidated statements of operations. As of September 30, 2023, HVPSE had no significant assets or liabilities.

The Company determined that Fontana, RCSS, HVP V, HVPSE, HVP IV, HHFNE and HHF (the “Ventures”) are not VIEs in accordance with the accounting standard for the consolidation of VIEs. As a result, the Company used the voting interest model under the accounting standard for consolidation in order to determine whether to consolidate the Ventures. Based upon each member's substantive participating rights over the activities of each entity as stipulated in the operating agreements, the Ventures are not consolidated by the Company and are accounted for under the equity method of accounting. The Company’s investments in the Ventures are included in Investment in real estate ventures, at equity on the consolidated balance sheets and the Company’s earnings from its investments in the Ventures are presented in Equity in earnings of real estate ventures within the consolidated statements of operations.

The following is a summary of the financial position of the Ventures as of September 30, 2023 and December 31, 2022.


		September 30,			December 31,
		2023			2022

Assets		(in thousands)
Storage properties, net		$	721,616		$	741,563
Other assets			14,058			11,708
Total assets		$	735,674		$	753,271

Liabilities and equity
Debt		$	470,126		$	468,783
Other liabilities			23,794			16,626
Equity
CubeSmart			67,613			73,289
Joint venture partners			174,141			194,573
Total liabilities and equity		$	735,674		$	753,271

The following is a summary of results of operations of the Ventures for the three and nine months ended September 30, 2023 and 2022.


		Three Months Ended September 30,						Nine Months Ended September 30,
		2023			2022			2023			2022

		(in thousands)
Total revenues		$	25,519		$	26,915		$	74,139		$	78,511
Operating expenses			(10,642)			(11,340)			(31,707)			(33,321)
Other income (expenses)			27			(137)			(221)			(375)
Interest expense, net			(4,276)			(4,225)			(12,785)			(11,678)
Depreciation and amortization			(7,611)			(9,124)			(23,058)			(29,052)
Gains from sale of real estate, net			—			114,107			—			114,107
Net income		$	3,017		$	116,196		$	6,368		$	118,192
Company’s share of net income		$	1,141		$	46,558		$	4,482		$	47,532