CubeSmart 10-Q 28 Apr 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	Apr. 26, 2017
Document and Entity Information
Entity Registrant Name	CubeSmart
Entity Central Index Key	1,298,675
Document Type	10-Q
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		180,177,121
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
ASSETS
Storage facilities	$ 4,020,366	$ 3,998,180
Less: Accumulated depreciation	(693,146)	(671,364)
Storage facilities, net (including VIE assets of $229,699 and $208,048, respectively)	3,327,220	3,326,816
Cash and cash equivalents	3,081	2,973
Restricted cash	6,556	7,893
Loan procurement costs, net of amortization	2,038	2,150
Investment in real estate venture, at equity	95,936	98,682
Other assets, net	31,284	36,514
Total assets	3,466,115	3,475,028
LIABILITIES AND EQUITY
Unsecured senior notes, net	1,039,423	1,039,076
Revolving credit facility	53,000	43,300
Unsecured term loans, net	398,890	398,749
Mortgage loans and notes payable, net	107,647	114,618
Accounts payable, accrued expenses and other liabilities	104,200	93,764
Distributions payable	49,255	49,239
Deferred revenue	21,132	20,226
Security deposits	415	412
Total liabilities	1,773,962	1,759,384
Noncontrolling interests in the Operating Partnership	52,735	54,407
Commitments and contingencies
Equity
Common shares $.01 par value, 400,000,000 shares authorized, 180,173,982 and 180,083,111 shares issued and outstanding at March 31, 2017 and December 31, 2016, respectively	1,802	1,801
Additional paid in capital	2,313,350	2,314,014
Accumulated other comprehensive loss	(1,023)	(1,850)
Accumulated deficit	(680,919)	(658,583)
Total CubeSmart shareholders' equity	1,633,210	1,655,382
Noncontrolling interests in subsidiaries	6,208	5,855
Total equity	1,639,418	1,661,237
Total liabilities and equity	$ 3,466,115	$ 3,475,028

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Storage facilities, net	$ 3,327,220	$ 3,326,816
Common shares, par value (in dollars per share)	$ 0.01	$ 0.01
Common shares, shares authorized	400,000,000	400,000,000
Common shares, shares issued	180,173,982	180,083,111
Common shares, shares outstanding	180,173,982	180,083,111
VIE
Storage facilities, net	$ 229,699	$ 208,048

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
REVENUES
Rental income	$ 117,057	$ 104,997
Other property related income	12,983	11,763
Property management fee income	2,997	2,111
Total revenues	133,037	118,871
OPERATING EXPENSES
Property operating expenses	44,874	40,219
Depreciation and amortization	38,119	39,356
General and administrative	9,494	8,228
Acquisition related costs	159	2,342
Total operating expenses	92,646	90,145
OPERATING INCOME	40,391	28,726
Interest:
Interest expense on loans	(13,599)	(12,084)
Loan procurement amortization expense	(706)	(605)
Equity in losses of real estate ventures	(772)	(512)
Other	(108)	330
Total other expense	(15,185)	(12,871)
NET INCOME	25,206	15,855
NET (INCOME) LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Noncontrolling interests in the Operating Partnership	(277)	(172)
Noncontrolling interest in subsidiaries	57	67
NET INCOME ATTRIBUTABLE TO THE COMPANY	24,986	15,750
Distribution to preferred shareholders		(1,502)
NET INCOME ATTRIBUTABLE TO THE COMPANY'S COMMON SHAREHOLDERS	$ 24,986	$ 14,248
Basic earnings per share attributable to common shareholders (in dollars per share)	$ 0.14	$ 0.08
Diluted earnings per share attributable to common shareholders (in dollars per share)	$ 0.14	$ 0.08
Weighted-average basic shares outstanding (in shares)	180,165	175,798
Weighted-average diluted shares outstanding (in shares)	181,265	177,261

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
NET INCOME	$ 25,206	$ 15,855
Other comprehensive income (loss):
Unrealized gains (losses) on interest rate swaps	141	(1,654)
Reclassification of realized losses on interest rate swaps	695	1,326
OTHER COMPREHENSIVE INCOME (LOSS)	836	(328)
COMPREHENSIVE INCOME	26,042	15,527
Comprehensive income attributable to noncontrolling interests in the Operating Partnership	(277)	(168)
Comprehensive loss attributable to noncontrolling interests in subsidiaries	57	67
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY	$ 25,822	$ 15,426

CONSOLIDATED STATEMENTS OF EQUI

CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Thousands, $ in Thousands	Total Shareholders' Equity	Common Shares	Preferred Shares	Additional Paid-in Capital	Accumulated Other Comprehensive (Loss) Income	Accumulated Deficit	Noncontrolling Interest in Subsidiaries	Noncontrolling Interests in Operating Partnership	Total
Balance at Dec. 31, 2015	$ 1,643,327	$ 1,747	$ 31	$ 2,231,181	$ (4,978)	$ (584,654)	$ 1,526		$ 1,644,853
Balance (in shares) at Dec. 31, 2015		174,668	3,100
Balance of Noncontrolling Interests in the Operating Partnership at Dec. 31, 2015								$ 66,128
Increase (Decrease) in Stockholders' Equity
Issuance of common shares	62,890	$ 20		62,870					62,890
Issuance of common shares (in shares)		2,023
Issuance of restricted shares	1	$ 1							1
Issuance of restricted shares (in shares)		106
Exercise of stock options	5,887	$ 3		5,884					5,887
Exercise of stock options (in shares)		330
Amortization of restricted shares	(712)			(712)					(712)
Share compensation expense	304			304					304
Adjustment for noncontrolling interest in the Operating Partnership	(6,073)					(6,073)		6,073	(6,073)
Net income (loss)	15,750					15,750	(67)		15,683
Net income (loss)								172
Other comprehensive income (loss), net	(324)				(324)				(324)
Other comprehensive income (loss), net								(4)
Preferred share distributions	(1,502)					(1,502)			(1,502)
Common share distributions	(37,255)					(37,255)		(453)	(37,255)
Balance at Mar. 31, 2016	1,682,293	$ 1,771	$ 31	2,299,527	(5,302)	(613,734)	1,459		1,683,752
Balance (in shares) at Mar. 31, 2016		177,127	3,100
Balance of Noncontrolling Interests in the Operating Partnership at Mar. 31, 2016								71,916
Balance at Dec. 31, 2016	1,655,382	$ 1,801		2,314,014	(1,850)	(658,583)	5,855		1,661,237
Balance (in shares) at Dec. 31, 2016		180,083
Balance of Noncontrolling Interests in the Operating Partnership at Dec. 31, 2016								54,407	54,407
Increase (Decrease) in Stockholders' Equity
Contributions from noncontrolling interests in subsidiaries							410		410
Issuance of common shares	(73)			(73)					(73)
Issuance of restricted shares	1	$ 1							1
Issuance of restricted shares (in shares)		88
Conversion from units to shares	25			25				(25)	25
Conversion from units to shares (in shares)		1
Exercise of stock options	30			30					30
Exercise of stock options (in shares)		2
Amortization of restricted shares	(1,021)			(1,021)					(1,021)
Share compensation expense	375			375					375
Adjustment for noncontrolling interest in the Operating Partnership	1,385					1,385		(1,385)	1,385
Net income (loss)	24,986					24,986	(57)		24,929
Net income (loss)								277
Other comprehensive income (loss), net	827				827				827
Other comprehensive income (loss), net								9
Common share distributions	(48,707)					(48,707)		(548)	(48,707)
Balance at Mar. 31, 2017	$ 1,633,210	$ 1,802		$ 2,313,350	$ (1,023)	$ (680,919)	$ 6,208		1,639,418
Balance (in shares) at Mar. 31, 2017		180,174
Balance of Noncontrolling Interests in the Operating Partnership at Mar. 31, 2017								$ 52,735	$ 52,735

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating Activities
Net income	$ 25,206	$ 15,855
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	38,825	39,961
Equity in losses of real estate ventures	772	512
Equity compensation expense	1,355	1,191
Accretion of fair market value adjustment of debt	(129)	(236)
Changes in other operating accounts:
Restricted cash	(159)	(233)
Other assets	(1,431)	808
Accounts payable and accrued expenses	2,595	5,013
Other liabilities	909	661
Net cash provided by operating activities	67,943	63,532
Investing Activities
Acquisitions of storage facilities	(600)	(158,457)
Additions and improvements to storage facilities	(6,866)	(6,609)
Development costs	(14,366)	(28,273)
Investment in real estate ventures, at equity	(116)	(5,498)
Cash distributed from real estate ventures	2,090	1,791
Change in restricted cash	6	162
Net cash used in investing activities	(19,852)	(196,884)
Proceeds from:
Revolving credit facility	147,000	301,300
Principal payments on:
Revolving credit facility	(137,300)	(247,000)
Mortgage loans and notes payable	(6,811)	(9,556)
Proceeds from issuance of common shares, net	(72)	62,891
Cash paid upon vesting of restricted shares	(2,001)	(1,599)
Exercise of stock options	30	5,887
Contributions from noncontrolling interests in subsidiaries	410
Distributions paid to common shareholders	(48,690)	(36,730)
Distributions paid to preferred shareholders		(1,502)
Distributions paid to noncontrolling interests in Operating Partnership	(549)	(454)
Net cash (used in) provided by financing activities	(47,983)	73,237
Change in cash and cash equivalents	108	(60,115)
Cash and cash equivalents at beginning of period	2,973	62,869
Cash and cash equivalents at end of period	3,081	2,754
Supplemental Cash Flow and Noncash Information
Cash paid for interest, net of interest capitalized	15,878	10,756
Supplemental disclosure of noncash activities:
Restricted cash - acquisition of storage facilities		(22,019)
Accretion of liability	8,034	7,886
Derivative valuation adjustment	$ 836	$ (328)

ORGANIZATION AND NATURE OF OPER

ORGANIZATION AND NATURE OF OPERATIONS	3 Months Ended
	Mar. 31, 2017
ORGANIZATION AND NATURE OF OPERATIONS
ORGANIZATION AND NATURE OF OPERATIONS	1. ORGANIZATION AND NATURE OF OPERATIONS CubeSmart (the “Parent Company”) operates as a self-managed and self-administered real estate investment trust (“REIT”) with its operations conducted solely through CubeSmart, L.P. and its subsidiaries. CubeSmart, L.P., a Delaware limited partnership (the “Operating Partnership”), operates through an umbrella partnership structure, with the Parent Company, a Maryland REIT, as its sole general partner. In the notes to the consolidated financial statements, we use the terms “the Company”, “we” or “our” to refer to the Parent Company and the Operating Partnership together, unless the context indicates otherwise. As of March 31, 2017, the Company owned self-storage properties located in 23 states throughout the United States and the District of Columbia that are presented under one reportable segment: the Company owns, operates, develops, manages and acquires self-storage properties. As of March 31, 2017, the Parent Company owned approximately 98.9% of the partnership interests (“OP Units”) of the Operating Partnership. The remaining OP Units, consisting exclusively of limited partner interests, are held by persons who contributed their interests in properties to the Operating Partnership in exchange for OP Units. Under the partnership agreement, these persons have the right to tender their OP Units for redemption to the Operating Partnership at any time for cash equal to the fair value of an equivalent number of common shares of the Parent Company. In lieu of delivering cash, however, the Parent Company, as the Operating Partnership’s general partner, may, at its option, choose to acquire any OP Units so tendered by issuing common shares in exchange for the tendered OP Units. If the Parent Company so chooses, its common shares will be exchanged for OP Units on a one-for-one basis. This one-for-one exchange ratio is subject to adjustment to prevent dilution. With each such exchange or redemption, the Parent Company’s percentage ownership in the Operating Partnership will increase. In addition, whenever the Parent Company issues common or other classes of its shares, it contributes the net proceeds it receives from the issuance to the Operating Partnership and the Operating Partnership issues to the Parent Company an equal number of OP Units or other partnership interests having preferences and rights that mirror the preferences and rights of the shares issued. This structure is commonly referred to as an umbrella partnership REIT or “UPREIT”.

SUMMARY OF SIGNIFICANT ACCOUNTI

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2017
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC regarding interim financial reporting and, in the opinion of each of the Parent Company’s and Operating Partnership’s respective management, include all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of financial position, results of operations and cash flows for each respective company for the interim periods presented in accordance with generally accepted accounting principles in the United States (“GAAP”). Accordingly, readers of this Quarterly Report on Form 10-Q should refer to the Parent Company’s and the Operating Partnership’s audited financial statements prepared in accordance with GAAP, and the related notes thereto, for the year ended December 31, 2016, which are included in the Parent Company’s and the Operating Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. The results of operations for the three months ended March 31, 2017 and 2016 are not necessarily indicative of the results of operations to be expected for any future period or the full year. The Company adopted Accounting Standard Update (“ASU“) No. 2015-02, Consolidation – Amendments to the Consolidation Analysis, as of January 1, 2016. The Company evaluated the application of this guidance and concluded that there were no changes to any previous conclusions with respect to consolidation accounting for any of its interests in less than wholly owned joint ventures. However, the Operating Partnership now meets the criteria as a variable interest entity. The Parent Company’s sole significant asset is its investment in the Operating Partnership. As a result, substantially all of the Parent Company’s assets and liabilities represent those assets and liabilities of the Operating Partnership. All of the Parent Company’s debt is an obligation of the Operating Partnership. Reclassifications Certain amounts from the prior year have been reclassified to conform to current year presentation as described below. During the first quarter of 2017, the Company adopted ASU No. 2016-09 - Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which requires retrospective application for the cash flow presentation of cash withheld upon restricted stock vesting and paid by the Company to a taxing authority to satisfy the employee’s related tax obligation . See “Recent Accounting Pronouncements” below. As a result of adopting the new guidance, $1.6 million of vested restricted shares that were withheld to satisfy employee tax obligations and paid to the taxing authorities, were reclassified from operating activities to financing activities within Company’s consolidated statements of cash flows for the three months ended March 31, 2016. Recent Accounting Pronouncements In February 2017, as part of the new revenue standard, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2017-05 – Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance, which focuses on recognizing gains and losses from the transfer of nonfinancial assets in contracts with non-customers. Specifically, the new guidance defines “in substance nonfinancial asset”, unifies guidance related to partial sales of nonfinancial assets, eliminates rules specifically addressing sales of real estate, removes exceptions to the financial asset derecognition model, and clarifies the accounting for contributions of nonfinancial assets to joint ventures. The new guidance is effective at the same time an entity adopts the new revenue standard. Upon adoption, the Company expects that the majority of its sale transactions will be treated as dispositions of nonfinancial assets rather than dispositions of a business given the FASB’s recently revised definition of a business (see ASU No. 2017-01 below). Additionally, in partial sale transactions where the Company sells a controlling interest in real estate but retains a noncontrolling interest, the Company will now fully recognize a gain or loss on the fair value measurement of the retained interest as the new guidance eliminates the partial profit recognition model. In January 2017, the FASB issued ASU 2017-01 - Business Combinations (Topic 805): Clarifying the Definition of a Business, which changes the definition of a business to include an input and a substantive process that together significantly contribute to the ability to create outputs. A framework is provided to evaluate when an input and a substantive process are present. The new guidance also narrows the definition of outputs, which are defined as the results of inputs and substantive processes that provide goods or services to customers, other revenue, or investment income. The standard is effective on January 1, 2018, however early adoption is permitted. Upon adoption of the new guidance, the Company expects that the majority of future property acquisitions will now be considered asset acquisitions, resulting in the capitalization of acquisition related costs incurred in connection with these transactions and the allocation of purchase price and acquisition related costs to the assets acquired based on their relative fair values. In November 2016, the FASB issued ASU No. 2016-18 - Statement of Cash Flows (Topic 230): Restricted Cash, which requires the statement of cash flows to explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The new guidance also requires entities to reconcile such total to amounts on the balance sheet and disclose the nature of the restrictions. The standard is effective on January 1, 2018, however early adoption is permitted. The standard requires the use of the retrospective transition method. The Company is in the process of evaluating the impact of this new guidance. In August 2016, the FASB issued ASU No. 2016-15 – Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The eight items that the ASU provides classification guidance on include (1) debt prepayment and extinguishment costs, (2) settlement of zero-coupon debt instruments, (3) contingent consideration payments made after a business combination, (4) proceeds from the settlement of insurance claims, (5) proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies, (6) distributions received from equity method investments, (7) beneficial interests in securitization transactions, and (8) separately identifiable cash flows and application of the predominance principle. The standard is effective on January 1, 2018, however early adoption is permitted. The standard requires the use of the retrospective transition method. The Company is in the process of evaluating the impact of this new guidance. In March 2016, the FASB issued ASU No. 2016-09 - Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which is intended to simplify various aspects related to how share-based payments are accounted for and presented in the financial statements. The new guidance requires entities to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. The Company has elected to account for forfeitures when they occur. In addition, the guidance allows employers to withhold shares to satisfy minimum statutory tax withholding requirements up to the employees’ maximum individual tax rate without causing the award to be classified as a liability. The guidance also stipulates that cash paid by an employer to a taxing authority when directly withholding shares for tax-withholding purposes should be classified as a financing activity on the statement of cash flows. The new standard became effective for the Company on January 1, 2017. The adoption of this guidance did not have a material impact on the Company’s consolidated financial position or results of operations. In February 2016, the FASB issued ASU No. 2016-02 - Leases (Topic 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either financing or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The standard is effective on January 1, 2019, however early adoption is permitted. The Company is currently assessing the impact of the adoption of the new standard on the Company’s consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU No. 2014-09 - Revenue from Contracts with Customers (Topic 606), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new guidance outlines a five-step process for customer contract revenue recognition that focuses on transfer of control as opposed to transfer of risk and rewards. The new guidance also requires enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenues and cash flows from contracts with customers. In May 2016, the FASB issued ASU 2016-12 - Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, which amends ASU 2014-09 and is intended to address implementation issues that were raised by stakeholders. ASU 2016-12 provides practical expedients on collectability, noncash consideration, presentation of sales tax and contract modifications and completed contracts in transition. The Company is currently assessing the impact of the adoption of ASU No. 2014-09 and ASU No. 2016-12 on the Company’s consolidated financial statements and related disclosures. At this point in time, the Company does not believe the standards will have a material impact on its consolidated financial position or results of operations primarily because most of its revenue is derived from lease contracts, which are excluded from the scope of the new guidance. The Company’s property management fee revenue will be included in the scope of the new guidance, however, based on the Company’s initial assessment, it appears that revenue recognized under the new guidance will not differ materially from revenue recognized under existing guidance.

STORAGE PROPERTIES

STORAGE PROPERTIES	3 Months Ended
	Mar. 31, 2017
STORAGE PROPERTIES
STORAGE FACILITIES	3. STORAGE PROPERTIES The book value of the Company’s real estate assets is summarized as follows: March 31, December 31, 2017 2016 (in thousands) Land $ 651,119 $ 649,744 Buildings and improvements 2,938,899 2,928,275 Equipment 208,373 217,867 Construction in progress 221,975 202,294 Storage properties 4,020,366 3,998,180 Less: Accumulated depreciation (693,146) (671,364) Storage properties, net $ 3,327,220 $ 3,326,816 The following table summarizes the Company’s acquisition and disposition activity during the period beginning on January 1, 2016 through March 31, 2017: Number of Purchase / Sale Price Asset/Portfolio Market Transaction Date Stores (in thousands) 2016 Acquisitions: Metro DC Asset Baltimore / DC January 2016 1 $ 21,000 Texas Assets Texas Markets - Major January 2016 2 24,800 New York Asset New York / Northern NJ January 2016 1 48,500 Texas Asset Texas Markets - Major January 2016 1 11,600 Connecticut Asset Connecticut February 2016 1 19,000 Texas Asset Texas Markets - Major March 2016 1 11,600 Florida Assets Florida Markets - Other March 2016 3 47,925 Colorado Asset Denver April 2016 1 11,350 Texas Asset Texas Markets - Major April 2016 1 11,600 Texas Asset Texas Markets - Major May 2016 1 10,100 Texas Asset Texas Markets - Major May 2016 1 10,800 Illinois Asset Chicago May 2016 1 12,350 Illinois Asset Chicago May 2016 1 16,000 Massachusetts Asset Massachusetts June 2016 1 14,300 Nevada Assets Las Vegas July 2016 2 23,200 Arizona Asset Phoenix August 2016 1 14,525 Minnesota Asset Minneapolis August 2016 1 15,150 Colorado Asset Denver August 2016 1 15,600 Texas Asset Texas Markets - Major September 2016 1 6,100 Texas Asset Texas Markets - Major September 2016 1 5,300 Nevada Asset Las Vegas October 2016 1 13,250 North Carolina Asset Charlotte November 2016 1 10,600 Arizona Asset Phoenix November 2016 1 14,000 Nevada Asset Las Vegas December 2016 1 14,900 28 $

INVESTMENT ACTIVITY

INVESTMENT ACTIVITY	3 Months Ended
	Mar. 31, 2017
INVESTMENT ACTIVITY
INVESTMENT ACTIVITY	4. INVESTMENT ACTIVITY 2017 Acquisitions During the three months ended March 31, 2017, the Company did not acquire any stores. As of March 31, 2017, the Company was under contract and had made aggregate deposits of $1.8 million associated with four stores under construction for a total purchase price of $61.1 million. The deposits are reflected in Other assets, net on the Company’s consolidated balance sheets. The purchase of these four stores is expected to occur by the fourth quarter of 2017 after the completion of construction and the issuance of a certificate of occupancy. These acquisitions are subject to due diligence and other customary closing conditions and no assurance can be provided that these acquisitions will be completed on the terms described, or at all. 2016 Acquisitions During the year ended December 31, 2016, the Company acquired 28 stores, including three stores upon completion of construction and the issuance of a certificate of occupancy, located throughout the United States for an aggregate purchase price of approximately $403.6 million. In connection with these acquisitions, the Company allocated a portion of the purchase price to the tangible and intangible assets acquired based on fair value. Intangible assets consist of in-place leases, which aggregated $18.8 million at the time of the acquisitions and prior to any amortization of such amounts. The estimated life of these in-place leases was 12 months, and the amortization expense that was recognized during the three months ended March 31, 2017 was approximately $3.9 million. In connection with one of the acquired stores, the Company assumed mortgage debt that was recorded at a fair value of $6.5 million, which fair value includes an outstanding principal balance totaling $6.3 million and a net premium of $0.2 million to reflect the estimated fair value of the debt at the time of assumption. Development As of March 31, 2017, the Company had six contracts through joint ventures for the construction of six self-storage properties located in Massachusetts (1) and New York (5) (see note 12). Additionally, during the second quarter of 2016, the Company issued 61,224 OP Units, valued at approximately $1.5 million, to pay the remaining consideration on its store that is under construction in Washington, D.C. and was previously owned by a joint venture. Construction for all projects is expected to be completed by the fourth quarter of 2018. As of March 31, 2017, development costs incurred to date for these projects totaled $195.1 million. Total construction costs for these projects are expected to be $321.1 million. These costs are capitalized to construction in progress while the projects are under development and are reflected in Storage properties on the Company’s consolidated balance sheets. The Company has completed the construction and opened for operation the following stores during the period beginning on January 1, 2016 through March 31, 2017. The costs associated with the construction of these stores are capitalized to land, building, and improvements as well as equipment and are reflected in Storage properties on the Company’s consolidated balance sheets. CubeSmart Number of Ownership Total Store Location Stores Date Opened Interest Construction Costs (in thousands) North Palm Beach, FL 1 Q1 2017 100% $ 9,700 Bronx, NY (1) (2) 1 Q2 2016 100% 32,200 Queens, NY (1) 1 Q1 2016 100% 31,800 3 $ 73,700 (1) These properties were previously owned through two separate consolidated joint ventures, of which the Company owned a 51% interest in each. On April 5, 2016, the noncontrolling member in the venture that owned the Queens, NY store put its 49% interest in the venture to the Company for $12.5 million. On August 12, 2016, the noncontrolling member in the venture that owned the Bronx, NY store put its 49% interest in the venture to the Company for $17.0 million. (2) This store is subject to a ground lease.

INVESTMENT IN UNCONSOLIDATED RE

INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES	3 Months Ended
	Mar. 31, 2017
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES	5. INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES CUBE HHF Northeast Venture LLC (“HHFNE”) On December 15, 2016, the Company invested a 10% ownership interest in a newly-formed joint venture that acquired 13 self-storage properties located in Connecticut (3), Massachusetts (6), Rhode Island (2), and Vermont (2). HHFNE paid $87.5 million for these stores, of which $6.0 million was allocated to the value of the in-place lease intangible. The acquisition was funded primarily through an advance totaling $44.5 million on the venture’s loan facility. The remainder of the purchase price was contributed pro-rata by the Company and its unaffiliated joint venture partner. The Company’s total contribution to HHFNE related to this portfolio acquisition was $3.8 million. The loan bears interest at LIBOR plus 1.90% and matures on December 15, 2019 with options to extend the maturity date through December 15, 2021, subject to satisfaction of certain conditions and payment of the extension fees as stipulated in the loan agreement. 191 III CUBE LLC (“HVP”) During the fourth quarter of 2015, the Company invested a 10% ownership interest in a newly-formed joint venture that agreed to acquire a property portfolio comprised of 37 self-storage properties located in Michigan (17), Tennessee (10), Massachusetts (7), and Florida (3). HVP paid $242.5 million for these 37 stores, of which $18.9 million was allocated to the value of the in-place lease intangible. HVP acquired 30 of the stores on December 8, 2015 for $193.7 million, one of the stores on January 26, 2016 for $5.7 million, five of the stores on April 21, 2016 for $36.1 million, and one store on June 15, 2016 for $7.0 million. In connection with six of the acquired stores, HVP assumed mortgage debt that was recorded at a fair value of $25.3 million, which includes an outstanding principal balance totaling $23.7 million and a net premium of $1.6 million to reflect the estimated fair value of the debt at the time of assumption. The remainder of the purchase price was funded through advances totaling $116.0 million on the venture’s $122.0 million loan facility and amounts contributed pro-rata by the Company and its unaffiliated joint venture partner. The Company’s total contribution to HVP related to this portfolio acquisition was $10.7 million. The loan facility bears interest at LIBOR plus 2.00% per annum and matures on December 7, 2018 with options to extend the maturity date through December 7, 2020, subject to satisfaction of certain conditions and payment of the extension fees as stipulated in the loan agreement. During the first quarter of 2016, HVP agreed to acquire a property portfolio comprised of 31 self-storage properties located in South Carolina (22), Georgia (5), and North Carolina (4) that were previously managed by the Company. HVP paid $115.5 million for these 31 stores, of which $10.6 million was allocated to the value of the in-place lease intangible. HVP acquired 30 of the stores on March 30, 2016 for $112.8 million and one of the stores on November 2, 2016 for $2.7 million. In conjunction with the acquisitions, HVP refinanced its existing loan facility by entering into an increased amended and restated loan facility not to exceed $185.5 million. The acquisitions were funded primarily through advances totaling $63.5 million on the venture’s amended and restated loan facility. The remainder of the purchase price was contributed pro-rata by the Company and its unaffiliated joint venture partner. The Company’s total contribution to HVP related to this portfolio acquisition was $5.4 million, bringing its total investment in HVP to $16.1 million as of March 31, 2017. The amended and restated loan facility bears interest at LIBOR plus 2.00% per annum. The initial maturity date was extended to March 30, 2019 with options to extend through March 30, 2021, subject to satisfaction of certain conditions and payment of the extension fees as stipulated in the amended and restated loan agreement. CUBE HHF Limited Partnership (“HHF”) On December 10, 2013, the Company invested a 50% ownership interest in a newly-formed joint venture that acquired 35 self-storage properties located in Texas (34) and North Carolina (1). HHF paid $315.7 million for these stores, of which $12.1 million was allocated to the value of the in-place lease intangible. The Company and the unaffiliated joint venture partner, collectively the “HHF Partners”, each contributed cash equal to 50% of the capital required to fund the acquisition. On May 1, 2014, HHF obtained a $100.0 million loan secured by the 34 self-storage properties located in Texas that are owned by the venture. There is no recourse to the Company, subject to customary exceptions to non-recourse provisions. The loan bears interest at 3.59% per annum and matures on April 30, 2021. This financing completed the planned capital structure of HHF and proceeds (net of closing costs) of $99.2 million were distributed proportionately to the partners. Based upon the facts and circumstances at formation of HHFNE, HVP, and HHF (the “Ventures”), the Company determined that 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 Company’s consolidated balance sheets and the Company’s earnings from its investments in the Ventures are presented in Equity in losses of real estate ventures on the Company’s consolidated statements of operations The amounts reflected in the following table are based on the historical financial information of the real estate ventures. The following is a summary of the financial position of the Ventures as of March 31, 2017 and December 31, 2016 (in thousands): March 31, December 31, 2017 2016 Assets Storage properties, net $ 660,680 $ 667,975 Other assets 12,459 17,003 Total assets $ 673,139 $ 684,978 Liabilities and equity Other liabilities $ 7,169 $ 6,516 Debt 345,852 345,631 Equity CubeSmart 95,936 98,682 Joint venture partners 224,182 234,149 Total liabilities and equity $ 673,139 $ 684,978 The following is a summary of results of operations of the Ventures for the three months ended March 31, 2017 and 2016 (in thousands): Three Months Ended March 31, 2017 2016 Total revenues $ 19,423 $ 12,324 Operating expenses 9,083 6,441 Interest expense, net 2,900 1,856 Depreciation and amortization 13,719 9,750 Net loss $ (6,279) $ (5,723) Company’s share of net loss $ (772) $ (512)

UNSECURED SENIOR NOTES

UNSECURED SENIOR NOTES	3 Months Ended
	Mar. 31, 2017
UNSECURED SENIOR NOTES
UNSECURED SENIOR NOTES	6. UNSECURED SENIOR NOTES The Company’s unsecured senior notes are summarized as follows (collectively referred to as the “Senior Notes”): March 31, December 31, Effective Issuance Maturity Unsecured Senior Notes 2017 2016 Interest Rate Date Date (in thousands) $250M 4.800% Guaranteed Notes due 2022 $ 250,000 $ 250,000 4.82 % Jun-12 Jul-22 $250M 4.375% Guaranteed Notes due 2023 (1) 250,000 250,000 4.50 % Dec-13 Dec-23 $250M 4.000% Guaranteed Notes due 2025 (1) 250,000 250,000 4.03 % Oct-15 Nov-25 $300M 3.125% Guaranteed Notes due 2026 300,000 300,000 3.18 % Aug-16 Sep-26 Principal balance outstanding 1,050,000 Less: Discount on issuance of unsecured senior notes, net (3,846) (3,971) Less: Loan procurement costs, net (6,731) (6,953) Total unsecured senior notes, net $ 1,039,423 $ 1,039,076 (1) On April 4, 2017, the Operating Partnership issued an additional $50.0 million of its 4.375% Senior Notes due 2023 and an additional $50.0 million of its 4.000% Senior Notes due 2025 (see note 16). The indenture under which the Senior Notes were issued restricts the ability of the Operating Partnership and its subsidiaries to incur debt unless the Operating Partnership and its consolidated subsidiaries comply with a leverage ratio not to exceed 60% and an interest coverage ratio of more than 1.5:1 after giving effect to the incurrence of the debt. The indenture also restricts the ability of the Operating Partnership and its subsidiaries to incur secured debt unless the Operating Partnership and its consolidated subsidiaries comply with a secured debt leverage ratio not to exceed 40% after giving effect to the incurrence of the debt. The indenture also contains other financial and customary covenants, including a covenant not to own unencumbered assets with a value less than 150% of the unsecured indebtedness of the Operating Partnership and its consolidated subsidiaries. As of March 31, 2017, the Operating Partnership was in compliance with all of the financial covenants under the Senior Notes.

REVOLVING CREDIT FACILITY AND U

REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS	3 Months Ended
	Mar. 31, 2017
REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS
REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS	7. REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS On June 20, 2011, the Company entered into an unsecured term loan agreement (the “Term Loan Facility”) which consisted of a $100.0 million term loan with a five-year maturity (“Term Loan A”) and a $100.0 million term loan with a seven-year maturity (“Term Loan B”). On December 9, 2011, the Company entered into a credit facility (the “Credit Facility”) comprised of a $100.0 million unsecured term loan maturing in December 2014 (“Term Loan C”); a $200.0 million unsecured term loan maturing in March 2017 (“Term Loan D”); and a $300.0 million unsecured revolving facility maturing in December 2015 (“Revolver”). On June 18, 2013, the Company amended both the Term Loan Facility and Credit Facility. With respect to the Term Loan Facility, among other things, the amendment extended the maturity date to June 2018 and decreased the pricing of Term Loan A, while Term Loan B remained unchanged by the amendment. With respect to the Credit Facility, among other things, the amendment extended the maturity date to January 2019 and decreased the pricing of Term Loan D. On August 5, 2014, the Company further amended the Term Loan Facility to extend the maturity date to January 2020 and decrease the pricing of Term Loan B. On December 17, 2013, the Company repaid the $100.0 million balance under Term Loan C that was scheduled to mature in December 2014. Pricing on the Term Loan Facility depends on the Company’s unsecured debt credit ratings. At the Company’s current Baa2/BBB level, amounts drawn under Term Loan A are priced at 1.30% over LIBOR, while amounts drawn under Term Loan B are priced at 1.15% over LIBOR. On April 22, 2015, the Company further amended its Credit Facility with respect to the Revolver. Among other things, the amendment increased the aggregate amount of the Revolver from $300.0 million to $500.0 million, decreased the facility fee from 0.20% to 0.15% and extended the maturity date to April 22, 2020. Pricing on the Credit Facility depends on the Company’s unsecured debt credit ratings. At the Company’s current Baa2/BBB level, amounts drawn under the Revolver are priced at 1.25% over LIBOR, inclusive of a facility fee of 0.15%, while amounts drawn under Term Loan D are priced at 1.30% over LIBOR. As of March 31, 2017 and December, 31, 2016, unsecured term loans are presented net of unamortized loan procurement costs of $1.1 million and $1.3 million, respectively, on the consolidated balance sheets. Deferred financing costs associated with the Revolver remain in Loan procurement costs, net of amortization on the Company’s consolidated balance sheets. As of March 31, 2017, $200.0 million of unsecured term loan borrowings were outstanding under the Term Loan Facility, $200.0 million of unsecured term loan borrowings were outstanding under the Credit Facility, and $446.3 million was available for borrowing under the unsecured revolving portion of the Credit Facility. The available balance under the unsecured revolving portion of the Credit Facility is reduced by an outstanding letter of credit of $0.7 million. In connection with a portion of the unsecured borrowings, the Company had interest rate swaps as of March 31, 2017 that fix 30-day LIBOR (see note 10). As of March 31, 2017, borrowings under the Credit Facility and Term Loan Facility, as amended and after giving effect to the interest rate swaps, had an effective weighted average interest rate of 2.57%. The Term Loan Facility and the term loan under the Credit Facility were fully drawn at March 31, 2017 and no further borrowings may be made under the term loans. The Company’s ability to borrow under the revolving portion of the Credit Facility is subject to ongoing compliance with certain financial covenants which include: · Maximum total indebtedness to total asset value of 60.0% at any time; · Minimum fixed charge coverage ratio of 1.50:1.00; and · Minimum tangible net worth of $821,211,200 plus 75% of net proceeds from equity issuances after June 30, 2010. Further, under the Credit Facility and Term Loan Facility, the Company is restricted from paying distributions on the Parent Company’s common shares in excess of the greater of (i) 95% of funds from operations, and (ii) such amount as may be necessary to maintain the Parent Company’s REIT status. As of March 31, 2017, the Company was in compliance with all of its financial covenants and anticipates being in compliance with all of its financial covenants through the terms of the Credit Facility and Term Loan Facility.

MORTGAGE LOANS AND NOTES PAYABL

MORTGAGE LOANS AND NOTES PAYABLE	3 Months Ended
	Mar. 31, 2017
MORTGAGE LOANS AND NOTES PAYABLE
MORTGAGE LOANS AND NOTES PAYABLE	8. MORTGAGE LOANS AND NOTES PAYABLE The Company’s mortgage loans and notes payable are summarized as follows: Carrying Value as of: March 31, December 31, Effective Maturity Mortgage Loans and Notes Payable 2017 2016 Interest Rate Date (in thousands) YSI 67 $ — $ 6,216 2.55 % Mar-17 YSI 33 9,784 9,860 6.42 % Jul-19 YSI 26 8,374 8,423 4.56 % Nov-20 YSI 57 2,940 2,957 4.61 % Nov-20 YSI 55 22,839 22,952 4.85 % Jun-21 YSI 24 26,273 26,464 4.64 % Jun-21 YSI 65 2,445 2,457 3.85 % Jun-23 YSI 66 32,121 32,257 3.51 % Jun-23 Principal balance outstanding 104,776 Plus: Unamortized fair value adjustment 3,521 3,742 Less: Loan procurement costs, net (650) (710) Total mortgage loans and notes payable, net $ 107,647 $ As of March 31, 2017 and December 31, 2016, the Company’s mortgage loans payable were secured by certain of its self-storage properties with net book values of approximately $221.4 million and $233.1 million, respectively. The following table represents the future principal payment requirements on the outstanding mortgage loans and notes payable as of March 31, 2017 (in thousands): 2017 $ 1,765 2018 2,490 2019 11,485 2020 12,616 2021 44,873 2022 and thereafter 31,547 Total mortgage payments 104,776 Plus: Unamortized fair value adjustment 3,521 Less: Loan procurement costs, net (650) Total mortgage loans and notes payable, net $ 107,647

ACCUMULATED OTHER COMPREHENSIVE

ACCUMULATED OTHER COMPREHENSIVE LOSS	3 Months Ended
	Mar. 31, 2017
ACCUMULATED OTHER COMPREHENSIVE LOSS
ACCUMULATED OTHER COMPREHENSIVE LOSS	9. ACCUMULATED OTHER COMPREHENSIVE LOSS The following table summarizes the changes in accumulated other comprehensive loss by component for the three months ended March 31, 2017 (in thousands): Unrealized losses on interest rate swaps Other comprehensive gain before reclassifications $ 139 Amounts reclassified from accumulated other comprehensive loss 688 (a) Net current-period other comprehensive gain 827 Balance at December 31, 2016 (1,850) Balance at March 31, 2017 $ (1,023) (1) See note 10 for additional information about the effects of the amounts reclassified.

RISK MANAGEMENT AND USE OF FINA

RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS	3 Months Ended
	Mar. 31, 2017
RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS
RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS	10. RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS The Company’s use of derivative instruments is limited to the utilization of interest rate swap agreements or other instruments to manage interest rate risk exposures and not for speculative purposes. The principal objective of such arrangements is to minimize the risks and/or costs associated with the Company’s operating and financial structure, as well as to hedge specific transactions. The counterparties to these arrangements are major financial institutions with which the Company and its subsidiaries may also have other financial relationships. The Company is potentially exposed to credit loss in the event of non-performance by these counterparties. However, because of the high credit ratings of the counterparties, the Company does not anticipate that any of the counterparties will fail to meet these obligations as they come due. The Company does not hedge credit or property value market risks. The Company has entered into interest rate swap agreements that qualify and are designated as cash flow hedges designed to reduce the impact of interest rate changes on its variable rate debt. Therefore, the interest rate swaps are recorded in the consolidated balance sheet at fair value and the related gains or losses are deferred in shareholders’ equity as accumulated other comprehensive loss. These deferred gains and losses are amortized into interest expense during the period or periods in which the related interest payments affect earnings. However, to the extent that the interest rate swaps are not perfectly effective in offsetting the change in value of the interest payments being hedged, the ineffective portion of these contracts is recognized in earnings immediately. The Company formally assesses, both at inception of a hedge and on an on-going basis, whether each derivative is highly-effective in offsetting changes in cash flows of the hedged item. If management determines that a derivative is highly-effective as a hedge, then the Company accounts for the derivative using hedge accounting, pursuant to which gains or losses inherent in the derivative do not impact the Company’s results of operations. If management determines that a derivative is not highly-effective as a hedge or if a derivative ceases to be a highly-effective hedge, the Company will discontinue hedge accounting prospectively and will reflect in its statement of operations realized and unrealized gains and losses in respect of the derivative. The following table summarizes the terms and fair values of the Company’s derivative financial instruments as of March 31, 2017 and December 31, 2016, respectively (dollars in thousands): Hedge Hedge Notional Amount Fair Value Product Type (a) March 31, 2017 December 31, 2016 Strike Effective Date Maturity March 31, 2017 December 31, 2016 Swap Cash flow $ — $ 75,000 % 12/30/2011 3/31/2017 $ — $ (103) Swap Cash flow — 50,000 % 12/30/2011 3/31/2017 — (69) Swap Cash flow — 50,000 % 12/30/2011 3/31/2017 — (69) Swap Cash flow — 25,000 % 12/30/2011 3/31/2017 — (34) Swap Cash flow 40,000 40,000 % 6/20/2011 6/20/2018 (573) (797) Swap Cash flow 40,000 40,000 % 6/20/2011 6/20/2018 (580) (804) Swap Cash flow 20,000 20,000 % 6/20/2011 6/20/2018 (291) (404) $ 100,000 $ 300,000 $ (1,444) $ (2,280) (a) Hedging unsecured variable rate debt by fixing 30-day LIBOR. The Company measures its derivative instruments at fair value and records them in the balance sheet as either an asset or liability. As of March 31, 2017 and December 31, 2016, all derivative instruments were included in accounts payable, accrued expenses and other liabilities in the accompanying consolidated balance sheets. The effective portions of changes in the fair value of the derivatives are reported in accumulated other comprehensive income (loss). Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. The change in unrealized loss on interest rate swap reflects a reclassification of $0.7 million of unrealized losses from accumulated other comprehensive loss as an increase to interest expense during the three months ended March 31, 2017. The Company estimates that $1.2 million will be reclassified as an increase to interest expense within the next 12 months.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2017
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	11. FAIR VALUE MEASUREMENTS The Company applies the methods of determining fair value as described in authoritative guidance, to value its financial assets and liabilities. As defined in the guidance, fair value is based on the price that would be received from the sale of an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. In order to increase consistency and comparability in fair value measurements, the guidance establishes a fair value hierarchy that prioritizes observable and unobservable inputs used to measure fair value into three broad levels, which are described below: Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. Level 2: Observable prices that are based on inputs not quoted on active markets, but corroborated by market data. Level 3: Unobservable inputs are used when little or no market data is available. The fair value hierarchy gives the lowest priority to Level 3 inputs. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs, to the extent possible, as well as considering counterparty credit risk in its assessment of fair value. Financial assets and liabilities carried at fair value as of March 31, 2017 are classified in the table below in one of the three categories described above (in thousands): Level 1 Level 2 Level 3 Interest rate swap derivative liabilities $ — $ $ — Total liabilities at fair value $ — $ $ — Financial assets and liabilities carried at fair value as of December 31, 2016 are classified in the table below in one of the three categories described above (in thousands): Level 1 Level 2 Level 3 Interest rate swap derivative liabilities $ — $ 2,280 $ — Total liabilities at fair value $ — $ 2,280 $ — Financial assets and liabilities carried at fair value were classified as Level 2 inputs. For financial liabilities that utilize Level 2 inputs, the Company utilizes both direct and indirect observable price quotes, including LIBOR yield curves, bank price quotes for forward starting swaps, NYMEX futures pricing and common stock price quotes. Below is a summary of valuation techniques for Level 2 financial liabilities: · Interest rate swap derivative assets and liabilities – valued using LIBOR yield curves at the reporting date. Counterparties to these contracts are most often highly rated financial institutions, none of which experienced any significant downgrades in 2017 that would reduce the amount owed by the Company. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with the Company’s derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by the Company and the counterparties. However, as of March 31, 2017, the Company has assessed the significance of the effect of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. The fair values of financial instruments, including cash and cash equivalents, restricted cash, accounts receivable and accounts payable approximate their respective carrying values at March 31, 2017 and December 31, 2016. The aggregate carrying value and estimated fair value of the Company’s debt was $1.6 billion at March 31, 2017 and December 31, 2016. These estimates were based on a discounted cash flow analysis assuming market interest rates for comparable obligations at March 31, 2017 and December 31, 2016. The Company estimates the fair value of its fixed rate debt and the credit spreads over variable market rates on its variable rate debt by discounting the future cash flows of each instrument at estimated market rates or credit spreads consistent with the maturity of the debt obligation with similar credit policies, which is classified within level 2 of the fair value hierarchy. Rates and credit spreads take into consideration general market conditions and maturity.

NONCONTROLLING INTERESTS

NONCONTROLLING INTERESTS	3 Months Ended
	Mar. 31, 2017
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS	12. NONCONTROLLING INTERESTS Interests in Consolidated Real Estate Joint Ventures Noncontrolling interests in subsidiaries represent the ownership interests of third parties in the Company’s consolidated real estate ventures. The Company has determined that these ventures are variable interest entities, and that the Company is the primary beneficiary. Accordingly, the Company consolidates the assets, liabilities, and results of operations of the real estate ventures in the table below (dollars in thousands): Date Opened / CubeSmart Number of Estimated Ownership March 31, 2017 Development Ventures Stores Location Opening Interest Total Assets Total Liabilities 2225 46th St, LLC ("46th St") (1) 1 Queens, NY Q4 2018 (est.) 51% $ 18,128 $ 3,425 CS SDP Waltham, LLC ("Waltham") (3) 1 Waltham, MA Q3 2018 (est.) 90% 3,575 1 CS SJM E 92nd Street, LLC ("92nd St") 1 New York, NY Q2 2018 (est.) 90% 587 568 2880 Exterior St, LLC ("Exterior St") (1) 1 Bronx, NY Q2 2018 (est.) 51% 40,906 19,572 3068 Cropsey Avenue, LLC ("Cropsey Ave") (1) 1 Brooklyn, NY Q4 2017 (est.) 51% 29,703 14,994 444 55 th Street Holdings, LLC ("55th St") (2) 1 New York, NY Q3 2017 (est.) 90% 82,414 37,077 CS SNL New York Ave, LLC ("SNL I") (3) 1 Brooklyn, NY Q4 2015 90% 14,076 9,960 186 Jamaica Avenue, LLC ("SNL II") (3) 1 Brooklyn, NY Q4 2015 90% 18,017 12,535 Shirlington Rd, LLC ("SRLLC") (3) 1 Arlington, VA Q2 2015 90% 16,293 12,891 9 $ 223,699 $ 111,023 (1) The noncontrolling members of 46th St, Cropsey Ave, and Exterior St have the option to put their ownership interest in the ventures to the Company for $14.2 million, $20.4 million and $37.8 million, respectively, within the one-year period after construction of each store is substantially complete. Additionally, the Company has a one-year option to call the ownership interest of the noncontrolling members of 46th St, Cropsey Ave, and Exterior St for $14.2 million, $20.4 million and $37.8 million, respectively, beginning on the second anniversary of the respective store’s construction being substantially complete. The Company is accreting the respective liabilities during the development periods and, as of March 31, 2017, has accrued $3.4 million, $13.6 million and $18.9 million related to 46th St, Cropsey Ave, and Exterior St, respectively. (2) In connection with the acquired property, 55th St assumed mortgage debt that was recorded at a fair value of $35.0 million, which fair value includes an outstanding principal balance totaling $32.5 million and a net premium of $2.5 million to reflect the estimated fair value of the debt at the time of assumption. The loan accrues interest at a fixed rate of 4.68%, matures on June 7, 2023, and is fully guaranteed by the Company. (3) The Company has a related party loan commitment to these ventures to fund all or a portion of the construction costs. As of March 31, 2017, the Company has funded its total $9.8 million loan commitment to SNL I, $12.5 million of a total $12.8 million loan commitment to SNL II, and $12.7 million of a total $14.6 million loan commitment to SRLLC, which are included in the total liability amounts within the table above. These loans and related interest were eliminated during consolidation. As of March 31, 2017, the Company has not funded any of its $10.8 million loan commitment to Waltham. Operating Partnership Ownership The Company follows guidance regarding the classification and measurement of redeemable securities. Under this guidance, securities that are redeemable for cash or other assets, at the option of the holder and not solely within the control of the issuer, must be classified outside of permanent equity/capital. This classification results in certain outside ownership interests being included as redeemable noncontrolling interests outside of permanent equity/capital in the consolidated balance sheets. The Company makes this determination based on terms in applicable agreements, specifically in relation to redemption provisions. Additionally, with respect to redeemable ownership interests in the Operating Partnership held by third parties for which CubeSmart has a choice to settle the redemption by delivery of its own shares, the Operating Partnership considered the guidance regarding accounting for derivative financial instruments indexed to, and potentially settled in, a company’s own shares, to evaluate whether CubeSmart controls the actions or events necessary to presume share settlement. The guidance also requires that noncontrolling interests classified outside of permanent capital be adjusted each period to the greater of the carrying value based on the accumulation of historical cost or the redemption value. Approximately 1.1% of the outstanding OP Units as of March 31, 2017 and December 31, 2016, were not owned by CubeSmart, the sole general partner. The interests in the Operating Partnership represented by these OP Units were a component of the consideration that the Operating Partnership paid to acquire certain self-storage properties. The holders of the OP Units are limited partners in the Operating Partnership and have the right to require CubeSmart to redeem all or part of their OP Units for, at the general partner’s option, an equivalent number of common shares of CubeSmart or cash based upon the fair value of an equivalent number of common shares of CubeSmart. However, the partnership agreement contains certain provisions that could result in a settlement outside the control of CubeSmart and the Operating Partnership, as CubeSmart does not have the ability to settle in unregistered shares. Accordingly, consistent with the guidance, the Operating Partnership will record the OP Units owned by third parties outside of permanent capital in the consolidated balance sheets. Net income or loss related to the OP Units owned by third parties is excluded from net income or loss attributable to Operating Partner in the consolidated statements of operations. On May 14, 2015, the Company closed on the acquisition of real property that will be developed into a self-storage property in Washington, D.C. In conjunction with the closing, the Company issued 20,408 OP Units, valued at approximately $0.5 million to pay a portion of the consideration. On April 18, 2016, upon the completion of certain milestones, the Company issued 61,224 additional OP Units, valued at approximately $1.5 million, to pay the remaining consideration. The store is expected to commence operations during the second quarter of 2017. As of March 31, 2017 and December 31, 2016, 2,031,394 and 2,032,394 OP units, respectively, were held by third parties. The per unit cash redemption amount of the outstanding OP units was calculated based upon the average of the closing prices of the common shares of CubeSmart on the New York Stock Exchange for the final 10 trading days of the quarter. Based on the Company’s evaluation of the redemption value of the redeemable noncontrolling interest, the Company has reflected these interests at their redemption value at March 31, 2017 and December 31, 2016, as the estimated redemption value exceeded their carrying value. As of March 31, 2017, the Operating Partnership recorded a decrease to OP Units owned by third parties and a corresponding increase to capital of $1.4 million. As of December 31, 2016, the Operating Partnership recorded a decrease to OP Units owned by third parties and a corresponding decrease to capital of $7.4 million.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2017
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	13. COMMITMENTS AND CONTINGENCIES The Company is involved in claims from time to time, which arise in the ordinary course of business. In accordance with applicable accounting guidance, management establishes an accrued liability for litigation when those matters present loss contingencies that are both probable and reasonably estimable. In such cases, there may be exposure to loss in excess of those amounts accrued. The estimated loss, if any, is based upon currently available information and is subject to significant judgment, a variety of assumptions, and known and unknown uncertainties. In the opinion of management, the Company has made adequate provisions for potential liabilities, arising from any such matters, which are included in Accounts payable, accrued expenses and other liabilities on the Company’s consolidated balance sheets. However, litigation is inherently unpredictable, and the costs and other effects of pending or future litigation, governmental investigations, legal and administrative cases and proceedings (whether civil or criminal), settlements, judgments and investigations, claims, and changes in any such matters, could have a material adverse effect the Company’s business, financial condition, and operating results. On July 13, 2015, a putative class action was filed against the Company in the Federal District Court of New Jersey seeking to obtain declaratory, injunctive and monetary relief for a class of New Jersey consumers based upon alleged violations by the Company of the New Jersey Truth in Customer Contract, Warranty and Notice Act and the New Jersey Consumer Fraud Act. The Company brought a motion to partially dismiss the complaint for failure to state a claim, which motion was granted in part and denied in part. The plaintiff has moved to file an amended complaint to re-allege the action dismissed by the Court, which motion is presently pending decision. The Company intends to vigorously defend the action.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2017
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	14. RELATED PARTY TRANSACTIONS Affiliated Real Estate Investments The Company provides management services to certain joint ventures and other related parties. Management agreements provide generally for management fees of between 5-6% of cash collections at the managed stores. Total management fees for unconsolidated joint ventures or other entities in which the Company held an ownership interest for the three months ended March 31, 2017 and 2016 totaled $0.9 million and $0.5 million, respectively. The management agreements for certain joint ventures, other related parties and third-party stores provide for the reimbursement to the Company for certain expenses incurred to manage the stores. These amounts consist of amounts due for management fees, payroll, and other store expenses. The amounts due to the Company were $5.9 million and $3.3 million as of March 31, 2017 and December 31, 2016 and are reflected in Other assets, net on the Company’s consolidated balance sheets. Additionally, as discussed in note 12, the Company has outstanding mortgage loans receivable from consolidated joint ventures of $35.0 million and $34.7 million as of March 31, 2017 and December 31, 2016, respectively, which are eliminated for consolidation purposes. The Company believes that all of these related-party receivables are fully collectible. The HHFNE and HVP operating agreements provide for acquisition fees payable from HHFNE and HVP to the Company in an amount equal to 0.5% of the purchase price upon the closing of an acquisition by HHFNE, HVP, or any of their subsidiaries and completion of certain measures as defined in the operating agreements. During the three months ended March 31, 2016, the Company recognized $0.6 million, in acquisition fees, which are included in Other income on the consolidated statement of operations. There were no acquisition fees recognized during the three months ended March 31, 2017.

PRO FORMA FINANCIAL INFORMATION

PRO FORMA FINANCIAL INFORMATION	3 Months Ended
	Mar. 31, 2017
PRO FORMA FINANCIAL INFORMATION
PRO FORMA FINANCIAL INFORMATION	15. PRO FORMA FINANCIAL INFORMATION During the year ended December 31, 2016, the Company acquired 28 stores for an aggregate purchase price of approximately $403.6 million (see note 4). The Company did not acquire any stores during the three months ended March 31, 2017. The condensed consolidated pro forma financial information set forth below reflects adjustments to the Company’s historical financial data to give effect to each of the acquisitions and related financing activity (including the issuance of common shares) that occurred during 2017 and 2016 as if each had occurred as of January 1, 2016 and 2015, respectively. The unaudited pro forma information presented below does not purport to represent what the Company’s actual results of operations would have been for the periods indicated, nor does it purport to represent the Company’s future results of operations. The following table summarizes, on a pro forma basis, the Company’s consolidated results of operations for the three months ended March 31, 2017 and 2016 based on the assumptions described above: Three Months Ended March 31, 2017 2016 (in thousands, except per share data) Pro forma revenue $ 133,037 $ 123,799 Pro forma net income from continuing operations $ 29,279 $ 24,032 Earnings per common share from continuing operations: Basic - as reported $ 0.14 $ 0.08 Diluted - as reported $ 0.14 $ 0.08 Basic - as pro forma $ 0.16 $ 0.13 Diluted - as pro forma $ 0.16 $ 0.13

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2017
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	16. SUBSEQUENT EVENTS On April 4, 2017, the Operating Partnership issued $50.0 million of its 4.375% Senior Notes due 2023 (the “2023 Notes”) and $50.0 million of its 4.000% Senior Notes due 2025 (the “2025 Notes”). The 2023 Notes are part of the same series as the $250.0 million principal amount of the Operating Partnership’s 4.375% senior notes due December 15, 2023 issued on December 17, 2013. The 2023 Notes were priced at 105.040% of the principal amount to yield 3.495% to maturity. The 2025 Notes 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. The 2025 Notes were priced at 101.343% of the principal amount to yield 3.811% to maturity. Net proceeds to the Operating Partnership from the sale of the 2023 Notes and the 2025 Notes were $104.0 million, which were used to repay all of the outstanding indebtedness under Term Loan A. Unamortized loan procurement costs of $0.2 million were written off in conjunction with the repayment. On April 12, 2017, the Company acquired a store in Illinois upon completion of construction and the issuance of a certificate of occupancy for $11.2 million. The purchase price was paid with $9.7 million of cash and 58,400 newly created Class C units. Each Class C Unit has a stated value of $25 and bears an annual distribution rate of 3% on the stated value. The holder has the option to tender the Class C Units to the Operating Partnership at any time after six months from the date of issuance and the Operating Partnership has the option to redeem the Class C Units at any time after 12 months from the date of issuance, in each case at a redemption price of $25 per Class C Unit. The Company has the right to settle the redemption in cash or, at the Company’s option, common shares of CubeSmart, or a combination of cash and common shares, with the common shares valued at their average closing price during the ten trading days preceding the redemption date.

SUMMARY OF SIGNIFICANT ACCOUN24

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) - 10Q	3 Months Ended
	Mar. 31, 2017
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation	Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC regarding interim financial reporting and, in the opinion of each of the Parent Company’s and Operating Partnership’s respective management, include all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of financial position, results of operations and cash flows for each respective company for the interim periods presented in accordance with generally accepted accounting principles in the United States (“GAAP”). Accordingly, readers of this Quarterly Report on Form 10-Q should refer to the Parent Company’s and the Operating Partnership’s audited financial statements prepared in accordance with GAAP, and the related notes thereto, for the year ended December 31, 2016, which are included in the Parent Company’s and the Operating Partnership’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. The results of operations for the three months ended March 31, 2017 and 2016 are not necessarily indicative of the results of operations to be expected for any future period or the full year. The Company adopted Accounting Standard Update (“ASU“) No. 2015-02, Consolidation – Amendments to the Consolidation Analysis, as of January 1, 2016. The Company evaluated the application of this guidance and concluded that there were no changes to any previous conclusions with respect to consolidation accounting for any of its interests in less than wholly owned joint ventures. However, the Operating Partnership now meets the criteria as a variable interest entity. The Parent Company’s sole significant asset is its investment in the Operating Partnership. As a result, substantially all of the Parent Company’s assets and liabilities represent those assets and liabilities of the Operating Partnership. All of the Parent Company’s debt is an obligation of the Operating Partnership.
Reclassifications	Reclassifications Certain amounts from the prior year have been reclassified to conform to current year presentation as described below. During the first quarter of 2017, the Company adopted ASU No. 2016-09 - Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which requires retrospective application for the cash flow presentation of cash withheld upon restricted stock vesting and paid by the Company to a taxing authority to satisfy the employee’s related tax obligation . See “Recent Accounting Pronouncements” below. As a result of adopting the new guidance, $1.6 million of vested restricted shares that were withheld to satisfy employee tax obligations and paid to the taxing authorities, were reclassified from operating activities to financing activities within Company’s consolidated statements of cash flows for the three months ended March 31, 2016.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2017, as part of the new revenue standard, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2017-05 – Other Income – Gains and Losses from the Derecognition of Nonfinancial Assets (Subtopic 610-20): Clarifying the Scope of Asset Derecognition Guidance, which focuses on recognizing gains and losses from the transfer of nonfinancial assets in contracts with non-customers. Specifically, the new guidance defines “in substance nonfinancial asset”, unifies guidance related to partial sales of nonfinancial assets, eliminates rules specifically addressing sales of real estate, removes exceptions to the financial asset derecognition model, and clarifies the accounting for contributions of nonfinancial assets to joint ventures. The new guidance is effective at the same time an entity adopts the new revenue standard. Upon adoption, the Company expects that the majority of its sale transactions will be treated as dispositions of nonfinancial assets rather than dispositions of a business given the FASB’s recently revised definition of a business (see ASU No. 2017-01 below). Additionally, in partial sale transactions where the Company sells a controlling interest in real estate but retains a noncontrolling interest, the Company will now fully recognize a gain or loss on the fair value measurement of the retained interest as the new guidance eliminates the partial profit recognition model. In January 2017, the FASB issued ASU 2017-01 - Business Combinations (Topic 805): Clarifying the Definition of a Business, which changes the definition of a business to include an input and a substantive process that together significantly contribute to the ability to create outputs. A framework is provided to evaluate when an input and a substantive process are present. The new guidance also narrows the definition of outputs, which are defined as the results of inputs and substantive processes that provide goods or services to customers, other revenue, or investment income. The standard is effective on January 1, 2018, however early adoption is permitted. Upon adoption of the new guidance, the Company expects that the majority of future property acquisitions will now be considered asset acquisitions, resulting in the capitalization of acquisition related costs incurred in connection with these transactions and the allocation of purchase price and acquisition related costs to the assets acquired based on their relative fair values. In November 2016, the FASB issued ASU No. 2016-18 - Statement of Cash Flows (Topic 230): Restricted Cash, which requires the statement of cash flows to explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. The new guidance also requires entities to reconcile such total to amounts on the balance sheet and disclose the nature of the restrictions. The standard is effective on January 1, 2018, however early adoption is permitted. The standard requires the use of the retrospective transition method. The Company is in the process of evaluating the impact of this new guidance. In August 2016, the FASB issued ASU No. 2016-15 – Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The eight items that the ASU provides classification guidance on include (1) debt prepayment and extinguishment costs, (2) settlement of zero-coupon debt instruments, (3) contingent consideration payments made after a business combination, (4) proceeds from the settlement of insurance claims, (5) proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies, (6) distributions received from equity method investments, (7) beneficial interests in securitization transactions, and (8) separately identifiable cash flows and application of the predominance principle. The standard is effective on January 1, 2018, however early adoption is permitted. The standard requires the use of the retrospective transition method. The Company is in the process of evaluating the impact of this new guidance. In March 2016, the FASB issued ASU No. 2016-09 - Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which is intended to simplify various aspects related to how share-based payments are accounted for and presented in the financial statements. The new guidance requires entities to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. The Company has elected to account for forfeitures when they occur. In addition, the guidance allows employers to withhold shares to satisfy minimum statutory tax withholding requirements up to the employees’ maximum individual tax rate without causing the award to be classified as a liability. The guidance also stipulates that cash paid by an employer to a taxing authority when directly withholding shares for tax-withholding purposes should be classified as a financing activity on the statement of cash flows. The new standard became effective for the Company on January 1, 2017. The adoption of this guidance did not have a material impact on the Company’s consolidated financial position or results of operations. In February 2016, the FASB issued ASU No. 2016-02 - Leases (Topic 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either financing or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The standard is effective on January 1, 2019, however early adoption is permitted. The Company is currently assessing the impact of the adoption of the new standard on the Company’s consolidated financial statements and related disclosures. In May 2014, the FASB issued ASU No. 2014-09 - Revenue from Contracts with Customers (Topic 606), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The new guidance outlines a five-step process for customer contract revenue recognition that focuses on transfer of control as opposed to transfer of risk and rewards. The new guidance also requires enhanced disclosures regarding the nature, amount, timing, and uncertainty of revenues and cash flows from contracts with customers. In May 2016, the FASB issued ASU 2016-12 - Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, which amends ASU 2014-09 and is intended to address implementation issues that were raised by stakeholders. ASU 2016-12 provides practical expedients on collectability, noncash consideration, presentation of sales tax and contract modifications and completed contracts in transition. The Company is currently assessing the impact of the adoption of ASU No. 2014-09 and ASU No. 2016-12 on the Company’s consolidated financial statements and related disclosures. At this point in time, the Company does not believe the standards will have a material impact on its consolidated financial position or results of operations primarily because most of its revenue is derived from lease contracts, which are excluded from the scope of the new guidance. The Company’s property management fee revenue will be included in the scope of the new guidance, however, based on the Company’s initial assessment, it appears that revenue recognized under the new guidance will not differ materially from revenue recognized under existing guidance.

STORAGE PROPERTIES (Tables)

STORAGE PROPERTIES (Tables)	3 Months Ended
	Mar. 31, 2017
STORAGE PROPERTIES
Summary of real estate assets	March 31, December 31, 2017 2016 (in thousands) Land $ 651,119 $ 649,744 Buildings and improvements 2,938,899 2,928,275 Equipment 208,373 217,867 Construction in progress 221,975 202,294 Storage properties 4,020,366 3,998,180 Less: Accumulated depreciation (693,146) (671,364) Storage properties, net $ 3,327,220 $ 3,326,816
Schedule of acquisitions and dispositions of real estate assets	Number of Purchase / Sale Price Asset/Portfolio Market Transaction Date Stores (in thousands) 2016 Acquisitions: Metro DC Asset Baltimore / DC January 2016 1 $ 21,000 Texas Assets Texas Markets - Major January 2016 2 24,800 New York Asset New York / Northern NJ January 2016 1 48,500 Texas Asset Texas Markets - Major January 2016 1 11,600 Connecticut Asset Connecticut February 2016 1 19,000 Texas Asset Texas Markets - Major March 2016 1 11,600 Florida Assets Florida Markets - Other March 2016 3 47,925 Colorado Asset Denver April 2016 1 11,350 Texas Asset Texas Markets - Major April 2016 1 11,600 Texas Asset Texas Markets - Major May 2016 1 10,100 Texas Asset Texas Markets - Major May 2016 1 10,800 Illinois Asset Chicago May 2016 1 12,350 Illinois Asset Chicago May 2016 1 16,000 Massachusetts Asset Massachusetts June 2016 1 14,300 Nevada Assets Las Vegas July 2016 2 23,200 Arizona Asset Phoenix August 2016 1 14,525 Minnesota Asset Minneapolis August 2016 1 15,150 Colorado Asset Denver August 2016 1 15,600 Texas Asset Texas Markets - Major September 2016 1 6,100 Texas Asset Texas Markets - Major September 2016 1 5,300 Nevada Asset Las Vegas October 2016 1 13,250 North Carolina Asset Charlotte November 2016 1 10,600 Arizona Asset Phoenix November 2016 1 14,000 Nevada Asset Las Vegas December 2016 1 14,900 28 $

INVESTMENT ACTIVITY (Tables)

INVESTMENT ACTIVITY (Tables)	3 Months Ended
	Mar. 31, 2017
INVESTMENT ACTIVITY
Schedule of capitalized costs for investments in storage properties	CubeSmart Number of Ownership Total Store Location Stores Date Opened Interest Construction Costs (in thousands) North Palm Beach, FL 1 Q1 2017 100% $ 9,700 Bronx, NY (1) (2) 1 Q2 2016 100% 32,200 Queens, NY (1) 1 Q1 2016 100% 31,800 3 $ 73,700 (1) These properties were previously owned through two separate consolidated joint ventures, of which the Company owned a 51% interest in each. On April 5, 2016, the noncontrolling member in the venture that owned the Queens, NY store put its 49% interest in the venture to the Company for $12.5 million. On August 12, 2016, the noncontrolling member in the venture that owned the Bronx, NY store put its 49% interest in the venture to the Company for $17.0 million. (2) This store is subject to a ground lease.

INVESTMENT IN UNCONSOLIDATED 27

INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURE (Tables)	3 Months Ended
	Mar. 31, 2017
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES
Summary of the financial position of the HHFNE, HVP and HHF ventures	March 31, December 31, 2017 2016 Assets Storage properties, net $ 660,680 $ 667,975 Other assets 12,459 17,003 Total assets $ 673,139 $ 684,978 Liabilities and equity Other liabilities $ 7,169 $ 6,516 Debt 345,852 345,631 Equity CubeSmart 95,936 98,682 Joint venture partners 224,182 234,149 Total liabilities and equity $ 673,139 $ 684,978
Summary of results of operations of the HHFNE, HVP and HHF ventures	Three Months Ended March 31, 2017 2016 Total revenues $ 19,423 $ 12,324 Operating expenses 9,083 6,441 Interest expense, net 2,900 1,856 Depreciation and amortization 13,719 9,750 Net loss $ (6,279) $ (5,723) Company’s share of net loss $ (772) $ (512)

UNSECURED SENIOR NOTES (Tables)

UNSECURED SENIOR NOTES (Tables)	3 Months Ended
	Mar. 31, 2017
Senior Notes
Schedule of unsecured senior notes	March 31, December 31, Effective Issuance Maturity Unsecured Senior Notes 2017 2016 Interest Rate Date Date (in thousands) $250M 4.800% Guaranteed Notes due 2022 $ 250,000 $ 250,000 4.82 % Jun-12 Jul-22 $250M 4.375% Guaranteed Notes due 2023 (1) 250,000 250,000 4.50 % Dec-13 Dec-23 $250M 4.000% Guaranteed Notes due 2025 (1) 250,000 250,000 4.03 % Oct-15 Nov-25 $300M 3.125% Guaranteed Notes due 2026 300,000 300,000 3.18 % Aug-16 Sep-26 Principal balance outstanding 1,050,000 Less: Discount on issuance of unsecured senior notes, net (3,846) (3,971) Less: Loan procurement costs, net (6,731) (6,953) Total unsecured senior notes, net $ 1,039,423 $ 1,039,076 (1) On April 4, 2017, the Operating Partnership issued an additional $50.0 million of its 4.375% Senior Notes due 2023 and an additional $50.0 million of its 4.000% Senior Notes due 2025 (see note 16).

MORTGAGE LOANS AND NOTES PAYA29

MORTGAGE LOANS AND NOTES PAYABLE (Tables) - Mortgages	3 Months Ended
	Mar. 31, 2017
Summary of mortgage loans and notes payable	Carrying Value as of: March 31, December 31, Effective Maturity Mortgage Loans and Notes Payable 2017 2016 Interest Rate Date (in thousands) YSI 67 $ — $ 6,216 2.55 % Mar-17 YSI 33 9,784 9,860 6.42 % Jul-19 YSI 26 8,374 8,423 4.56 % Nov-20 YSI 57 2,940 2,957 4.61 % Nov-20 YSI 55 22,839 22,952 4.85 % Jun-21 YSI 24 26,273 26,464 4.64 % Jun-21 YSI 65 2,445 2,457 3.85 % Jun-23 YSI 66 32,121 32,257 3.51 % Jun-23 Principal balance outstanding 104,776 Plus: Unamortized fair value adjustment 3,521 3,742 Less: Loan procurement costs, net (650) (710) Total mortgage loans and notes payable, net $ 107,647 $
Schedule of the future principal payment requirements on the outstanding mortgage loans and notes payable	2017 $ 1,765 2018 2,490 2019 11,485 2020 12,616 2021 44,873 2022 and thereafter 31,547 Total mortgage payments 104,776 Plus: Unamortized fair value adjustment 3,521 Less: Loan procurement costs, net (650) Total mortgage loans and notes payable, net $ 107,647

ACCUMULATED OTHER COMPREHENSI30

ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)	3 Months Ended
	Mar. 31, 2017
ACCUMULATED OTHER COMPREHENSIVE LOSS
Summary of changes in accumulated other comprehensive loss by component	Unrealized losses on interest rate swaps Other comprehensive gain before reclassifications $ 139 Amounts reclassified from accumulated other comprehensive loss 688 (a) Net current-period other comprehensive gain 827 Balance at December 31, 2016 (1,850) Balance at March 31, 2017 $ (1,023) See note 10 for additional information about the effects of the amounts reclassified.

RISK MANAGEMENT AND USE OF FI31

RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS (Tables)	3 Months Ended
	Mar. 31, 2017
RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS
Summary of terms and fair values of the derivative financial instruments	The following table summarizes the terms and fair values of the Company’s derivative financial instruments as of March 31, 2017 and December 31, 2016, respectively (dollars in thousands): Hedge Hedge Notional Amount Fair Value Product Type (a) March 31, 2017 December 31, 2016 Strike Effective Date Maturity March 31, 2017 December 31, 2016 Swap Cash flow $ — $ 75,000 % 12/30/2011 3/31/2017 $ — $ (103) Swap Cash flow — 50,000 % 12/30/2011 3/31/2017 — (69) Swap Cash flow — 50,000 % 12/30/2011 3/31/2017 — (69) Swap Cash flow — 25,000 % 12/30/2011 3/31/2017 — (34) Swap Cash flow 40,000 40,000 % 6/20/2011 6/20/2018 (573) (797) Swap Cash flow 40,000 40,000 % 6/20/2011 6/20/2018 (580) (804) Swap Cash flow 20,000 20,000 % 6/20/2011 6/20/2018 (291) (404) $ 100,000 $ 300,000 $ (1,444) $ (2,280) (a) Hedging unsecured variable rate debt by fixing 30-day LIBOR.

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Mar. 31, 2017
FAIR VALUE MEASUREMENTS
Schedule of financial assets and liabilities carried at fair value	Financial assets and liabilities carried at fair value as of March 31, 2017 are classified in the table below in one of the three categories described above (in thousands): Level 1 Level 2 Level 3 Interest rate swap derivative liabilities $ — $ $ — Total liabilities at fair value $ — $ $ — Financial assets and liabilities carried at fair value as of December 31, 2016 are classified in the table below in one of the three categories described above (in thousands): Level 1 Level 2 Level 3 Interest rate swap derivative liabilities $ — $ 2,280 $ — Total liabilities at fair value $ — $ 2,280 $ —

NONCONTROLLING INTERESTS (Table

NONCONTROLLING INTERESTS (Tables)	3 Months Ended
	Mar. 31, 2017
NONCONTROLLING INTERESTS
Schedule of noncontrolling interests in subsidiaries	Date Opened / CubeSmart Number of Estimated Ownership March 31, 2017 Development Ventures Stores Location Opening Interest Total Assets Total Liabilities 2225 46th St, LLC ("46th St") (1) 1 Queens, NY Q4 2018 (est.) 51% $ 18,128 $ 3,425 CS SDP Waltham, LLC ("Waltham") (3) 1 Waltham, MA Q3 2018 (est.) 90% 3,575 1 CS SJM E 92nd Street, LLC ("92nd St") 1 New York, NY Q2 2018 (est.) 90% 587 568 2880 Exterior St, LLC ("Exterior St") (1) 1 Bronx, NY Q2 2018 (est.) 51% 40,906 19,572 3068 Cropsey Avenue, LLC ("Cropsey Ave") (1) 1 Brooklyn, NY Q4 2017 (est.) 51% 29,703 14,994 444 55 th Street Holdings, LLC ("55th St") (2) 1 New York, NY Q3 2017 (est.) 90% 82,414 37,077 CS SNL New York Ave, LLC ("SNL I") (3) 1 Brooklyn, NY Q4 2015 90% 14,076 9,960 186 Jamaica Avenue, LLC ("SNL II") (3) 1 Brooklyn, NY Q4 2015 90% 18,017 12,535 Shirlington Rd, LLC ("SRLLC") (3) 1 Arlington, VA Q2 2015 90% 16,293 12,891 9 $ 223,699 $ 111,023 (1) The noncontrolling members of 46th St, Cropsey Ave, and Exterior St have the option to put their ownership interest in the ventures to the Company for $14.2 million, $20.4 million and $37.8 million, respectively, within the one-year period after construction of each store is substantially complete. Additionally, the Company has a one-year option to call the ownership interest of the noncontrolling members of 46th St, Cropsey Ave, and Exterior St for $14.2 million, $20.4 million and $37.8 million, respectively, beginning on the second anniversary of the respective store’s construction being substantially complete. The Company is accreting the respective liabilities during the development periods and, as of March 31, 2017, has accrued $3.4 million, $13.6 million and $18.9 million related to 46th St, Cropsey Ave, and Exterior St, respectively. (2) In connection with the acquired property, 55th St assumed mortgage debt that was recorded at a fair value of $35.0 million, which fair value includes an outstanding principal balance totaling $32.5 million and a net premium of $2.5 million to reflect the estimated fair value of the debt at the time of assumption. The loan accrues interest at a fixed rate of 4.68%, matures on June 7, 2023, and is fully guaranteed by the Company. (3) The Company has a related party loan commitment to these ventures to fund all or a portion of the construction costs. As of March 31, 2017, the Company has funded its total $9.8 million loan commitment to SNL I, $12.5 million of a total $12.8 million loan commitment to SNL II, and $12.7 million of a total $14.6 million loan commitment to SRLLC, which are included in the total liability amounts within the table above. These loans and related interest were eliminated during consolidation. As of March 31, 2017, the Company has not funded any of its $10.8 million loan commitment to Waltham.

PRO FORMA FINANCIAL INFORMATI34

PRO FORMA FINANCIAL INFORMATION (Tables)	3 Months Ended
	Mar. 31, 2017
PRO FORMA FINANCIAL INFORMATION
Schedule of consolidated results of operations on a pro forma basis	Three Months Ended March 31, 2017 2016 (in thousands, except per share data) Pro forma revenue $ 133,037 $ 123,799 Pro forma net income from continuing operations $ 29,279 $ 24,032 Earnings per common share from continuing operations: Basic - as reported $ 0.14 $ 0.08 Diluted - as reported $ 0.14 $ 0.08 Basic - as pro forma $ 0.16 $ 0.13 Diluted - as pro forma $ 0.16 $ 0.13

ORGANIZATION AND NATURE OF OP35

ORGANIZATION AND NATURE OF OPERATIONS (Details)	3 Months Ended
	Mar. 31, 2017statesegment
ORGANIZATION AND NATURE OF OPERATIONS
Number of states in which self-storage facilities are located | state	23
Number of reportable segments | segment	1
Percentage of the entity's partnership interest in Operating Partnership	98.90%
Common stock, conversion ratio	1

SUMMARY OF SIGNIFICANT ACCOUN36

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reclassifications (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cash paid upon vesting of restricted shares	$ (2,001)	$ (1,599)
Accounting Standards Update 2016-09 | Reclassifications
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cash paid upon vesting of restricted shares		1,600
CubeSmart, L.P. and Subsidiaries
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Cash paid upon vesting of restricted shares	$ (2,001)	$ (1,599)

STORAGE PROPERTIES - Summary (D

STORAGE PROPERTIES - Summary (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
STORAGE FACILITIES
Storage facilities	$ 4,020,366	$ 3,998,180
Less: Accumulated depreciation	(693,146)	(671,364)
Storage facilities, net (including VIE assets of $229,699 and $208,048, respectively)	3,327,220	3,326,816
Land
STORAGE FACILITIES
Storage facilities	651,119	649,744
Buildings and improvements
STORAGE FACILITIES
Storage facilities	2,938,899	2,928,275
Equipment
STORAGE FACILITIES
Storage facilities	208,373	217,867
Construction in progress
STORAGE FACILITIES
Storage facilities	$ 221,975	$ 202,294

STORAGE PROPERTIES - Activity (

STORAGE PROPERTIES - Activity (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2016USD ($)facility
Nevada Asset
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	2
Purchase Price | $	$ 23,200
Arizona Asset
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 14,525
Minnesota Asset
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 15,150
Colorado Asset
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 15,600
Texas Asset Twenty-Five
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 6,100
Texas Asset Twenty Six
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 5,300
Nevada Asset Two
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 13,250
North Carolina Asset One
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 10,600
Arizona Asset Eight
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 14,000
Nevada Asset Three
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 14,900
2016 Acquisitions
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	28
Purchase Price | $	$ 403,550
2016 Acquisitions | Metro DC Asset One
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 21,000
2016 Acquisitions | Texas Asset Nineteen
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	2
Purchase Price | $	$ 24,800
2016 Acquisitions | New York Asset Four
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 48,500
2016 Acquisitions | Texas Asset Twenty
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 11,600
2016 Acquisitions | Connecticut Asset
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 19,000
2016 Acquisitions | Texas Asset Twenty-one
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 11,600
2016 Acquisitions | Florida Assets Thirteen
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	3
Purchase Price | $	$ 47,925
2016 Acquisitions | Colorado Asset Two
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 11,350
2016 Acquisitions | Texas Asset Twenty-Two
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 11,600
2016 Acquisitions | Texas Asset Twenty-Three
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 10,100
2016 Acquisitions | Texas Asset Twenty-Four
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 10,800
2016 Acquisitions | Illinois Asset Two
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 12,350
2016 Acquisitions | Illinois Asset Three
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 16,000
2016 Acquisitions | Massachusetts Asset Three
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility	1
Purchase Price | $	$ 14,300

INVESTMENT ACTIVITY (Details)

INVESTMENT ACTIVITY (Details) $ in Thousands	Aug. 12, 2016USD ($)	Apr. 18, 2016USD ($)shares	Apr. 05, 2016USD ($)	May 14, 2015USD ($)shares	Mar. 31, 2017USD ($)propertyfacility	Dec. 31, 2016USD ($)property	Jun. 30, 2016USD ($)shares	Dec. 31, 2016USD ($)itemfacility	Mar. 31, 2017USD ($)facility	Sep. 30, 2016property
Self-storage facilities
Storage facilities					$ 4,020,366	$ 3,998,180		$ 3,998,180	$ 4,020,366
Restricted cash					6,556	7,893		$ 7,893	$ 6,556
OP units issued (in shares) | shares		61,224		20,408
Issuance of OP Shares		$ 1,500		$ 500
Self storage in operation
Self-storage facilities
Number of self-storage facilities | facility									3
Total Construction Costs									$ 73,700
Self storage under construction | PSI
Self-storage facilities
Development costs					195,100				$ 195,100
Expected construction cost					$ 321,100
Number of facilities under contract | facility					6
Self-storage facilities located in New York
Self-storage facilities
Ownership interest held by the entity (as a percent)								51.00%
Number of joint ventures | item								2
Self-storage Facility in Washington DC | PSI
Self-storage facilities
OP units issued (in shares) | shares							61,224
Issuance of OP Shares							$ 1,500
Self-storage Facility In North Palm Beach, FL
Self-storage facilities
Number of self-storage facilities | facility									1
Ownership interest held by the entity (as a percent)									100.00%
Total Construction Costs									$ 9,700
Self-storage Facility in Queens, NY
Self-storage facilities
Number of self-storage facilities | facility									1
Ownership interest held by the entity (as a percent)									100.00%
Total Construction Costs									$ 31,800
Minority ownership interest (as a percent)			49.00%
Amount of net proceeds applied to acquisitions closed during the year			$ 12,500
Self-storage Facility in Bronx, NY
Self-storage facilities
Number of self-storage facilities | facility									1
Ownership interest held by the entity (as a percent)									100.00%
Total Construction Costs									$ 32,200
Minority ownership interest (as a percent)	49.00%
Amount of net proceeds applied to acquisitions closed during the year	$ 17,000
2017 Acquisitions
Self-storage facilities
Number of self-storage facilities acquired | property					0
2016 Acquisitions
Self-storage facilities
Number of self-storage facilities acquired | facility								28
Aggregate purchase price								$ 403,550
2016 Acquisitions | Self storage under construction
Self-storage facilities
Number of facilities under contract | facility								3
2016 Acquisitions | Self-storage facilities located in US
Self-storage facilities
Number of self-storage facilities | facility								28
Aggregate purchase price								$ 403,600
Intangible value of the in-place leases						18,800		$ 18,800
Estimated life								12 months
Amortization expense					$ 3,900
Number of properties, assumed mortgage | facility								1
Assumed mortgage debt, at fair value						6,500		$ 6,500
Outstanding principal balance of mortgage debt assumed on acquisitions						6,300		6,300
Premium on debt assumed on acquisitions						$ 200		$ 200
Real Estate Acquisition Expected in 2017
Self-storage facilities
Deposit					$ 1,800				1,800
Number of facilities under contract | facility					4
Expected aggregate purchase or sales price					$ 61,100				$ 61,100
Self-storage facilities
Self-storage facilities
Number of self-storage facilities acquired | property						28				28
Aggregate purchase price						$ 403,600
New York | Self storage under construction | PSI
Self-storage facilities
Number of facilities under contract | facility					5
Massachusetts | Self storage under construction | PSI
Self-storage facilities
Number of facilities under contract | facility					1

INVESTMENT IN UNCONSOLIDATED 40

INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURE (Details) $ in Thousands	Dec. 15, 2016USD ($)facility	Jun. 15, 2016USD ($)facility	Apr. 21, 2016USD ($)facility	Mar. 30, 2016USD ($)facility	Jan. 26, 2016USD ($)facility	Dec. 08, 2015USD ($)facility	May 01, 2014USD ($)property	Dec. 10, 2013USD ($)property	Mar. 31, 2017USD ($)	Mar. 31, 2016USD ($)facility	Dec. 31, 2015USD ($)facility	Sep. 30, 2016USD ($)facility	Dec. 31, 2016USD ($)
Investment in Unconsolidated Real Estate Venture
Investment in real estate entities									$ 95,936				$ 98,682
Acquisitions of storage facilities									600	$ 158,457
Summary of results of operations of the real estate venture
Company’s share of net income (loss)									(772)	(512)
HVP and HHF
Summary of results of operations of the real estate venture
Total revenues									19,423	12,324
Operating expenses									9,083	6,441
Interest expense, net									2,900	1,856
Depreciation and amortization									13,719	9,750
Net income (loss)									(6,279)	(5,723)
Company’s share of net income (loss)									(772)	$ (512)
HHFNE | LIBOR
Investment in Unconsolidated Real Estate Venture
Interest rate (as percentage)	1.90%
HVP
Investment in Unconsolidated Real Estate Venture
Ownership interest in partnership (as a percent)											10.00%
Number of self-storage facilities acquired | facility		1	5	30	1	30
Number of self-storage facilities acquired, assumed mortgage debt | facility												6
Acquisitions of storage facilities		$ 7,000	$ 36,100	$ 112,800	$ 5,700	$ 193,700
Number of properties to be acquired under the contract | facility										31	37
Contract amount to purchase real estate										$ 115,500	$ 242,500
Intangible value of the in-place leases											$ 18,900
Assumed mortgage debt, at fair value												$ 25,300
Outstanding principal balance of mortgage debt assumed on acquisitions												23,700
Premium on debt assumed on acquisitions												$ 1,600
HVP | Affiliated Real Estate Investment Transactions
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility										4
Michigan | HVP
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility											17
Connecticut | HHFNE
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility	3
Massachusetts | HHFNE
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility	6
Massachusetts | HVP
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility											7
Rhode Island | HHFNE
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility	2
Vermont | HHFNE
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility	2
Florida | HVP
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility											3
South Carolina | HVP
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility										22
Georgia | HVP
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility										5
HVP and HHF
Assets
Storage facilities, net									660,680				667,975
Other assets									12,459				17,003
Total Assets									673,139				684,978
Liabilities and equity
Other liabilities									7,169				6,516
Debt									345,852				345,631
Equity
CubeSmart									95,936				98,682
Joint venture partner									224,182				234,149
Total liabilities and equity									673,139				$ 684,978
HHFNE
Investment in Unconsolidated Real Estate Venture
Ownership interest in partnership (as a percent)	10.00%
Number of self-storage facilities acquired | facility	13
Acquisitions of storage facilities	$ 87,500
Intangible value of the in-place leases	6,000
Investment in joint venture	3,800
Initial advance	$ 44,500
HVP
Investment in Unconsolidated Real Estate Venture
Investment in real estate entities									$ 16,100
Investment in joint venture				5,400							$ 10,700
Initial advance				63,500							116,000
Venture's loan											$ 122,000
HVP | Maximum
Investment in Unconsolidated Real Estate Venture
Venture's loan				$ 185,500
HVP | LIBOR
Investment in Unconsolidated Real Estate Venture
Interest rate (as percentage)				2.00%							2.00%
HVP | Tennessee
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility											10
HHF
Investment in Unconsolidated Real Estate Venture
Ownership interest in partnership (as a percent)								50.00%
Number of storage facilities owned by investee | property								35
Payment made for acquisition of interest in real estate ventures								$ 315,700
Intangible value of the in-place leases								$ 12,100
Proceeds after closing costs distributed proportionately to partners							$ 99,200
HHF | Secured loan 3.59% due April 30, 2021
Investment in Unconsolidated Real Estate Venture
Amount of loan obtained							$ 100,000
Interest on real estate venture debt							3.59%
HHF | Texas
Investment in Unconsolidated Real Estate Venture
Number of storage facilities owned by investee | property							34	34
HHF | North Carolina
Investment in Unconsolidated Real Estate Venture
Number of storage facilities owned by investee | property								1

UNSECURED SENIOR NOTES (Details

UNSECURED SENIOR NOTES (Details) $ in Thousands	Apr. 04, 2017USD ($)	Mar. 31, 2017USD ($)	Dec. 31, 2016USD ($)
Mortgage loans and Notes payable
Less: Loan procurement costs, net		$ (2,038)	$ (2,150)
Total unsecured senior notes, net		1,039,423	1,039,076
CubeSmart, L.P. and Subsidiaries
Mortgage loans and Notes payable
Less: Loan procurement costs, net		(2,038)	(2,150)
Total unsecured senior notes, net		1,039,423	1,039,076
Senior Notes
Mortgage loans and Notes payable
Carrying value		1,050,000	1,050,000
Less: Discount on issuance of notes, net		(3,846)	(3,971)
Less: Loan procurement costs, net		(6,731)	(6,953)
Total unsecured senior notes, net		$ 1,039,423	1,039,076
Senior Notes | Maximum
Mortgage loans and Notes payable
Consolidated leverage ratio		0.60
Secured debt leverage ratio		0.40
Senior Notes | Minimum
Mortgage loans and Notes payable
Consolidated interest coverage ratio		1.50
Financial and customary covenant, minimum unencumbered asset (as a percent)		150.00%
Senior notes 4.800% due 2022
Mortgage loans and Notes payable
Senior notes, principal amount		$ 250,000
Interest rate (as a percent)		4.80%
Carrying value		$ 250,000	250,000
Effective interest rate of senior notes (as a percent)		4.82%
Senior notes 4.375% due 2023
Mortgage loans and Notes payable
Senior notes, principal amount		$ 250,000
Interest rate (as a percent)		4.375%
Carrying value		$ 250,000	250,000
Effective interest rate of senior notes (as a percent)		4.50%
Senior notes 4.375% due 2023 | CubeSmart, L.P. and Subsidiaries | Subsequent event
Mortgage loans and Notes payable
Interest rate (as a percent)	4.375%
Effective interest rate of senior notes (as a percent)	3.495%
Proceeds from senior notes	$ 50,000
Senior notes 4.000% due 2025
Mortgage loans and Notes payable
Senior notes, principal amount		$ 250,000
Interest rate (as a percent)		4.00%
Carrying value		$ 250,000	250,000
Effective interest rate of senior notes (as a percent)		4.03%
Senior notes 4.000% due 2025 | CubeSmart, L.P. and Subsidiaries | Subsequent event
Mortgage loans and Notes payable
Interest rate (as a percent)	4.00%
Effective interest rate of senior notes (as a percent)	3.811%
Proceeds from senior notes	$ 50,000
Senior Notes 3.125% Due 2026
Mortgage loans and Notes payable
Senior notes, principal amount		$ 300,000
Interest rate (as a percent)		3.125%
Carrying value		$ 300,000	$ 300,000
Effective interest rate of senior notes (as a percent)		3.18%

REVOLVING CREDIT FACILITY AND42

REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS (Details)	Apr. 22, 2015USD ($)	Apr. 21, 2015USD ($)	Dec. 17, 2013USD ($)	Jun. 20, 2011USD ($)	Mar. 31, 2017USD ($)	Dec. 31, 2016USD ($)	Dec. 09, 2011USD ($)
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Loan procurement costs, net of amortization					$ 2,038,000	$ 2,150,000
Unsecured term loan borrowings outstanding					398,890,000	398,749,000
Term Loan Facility
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Loan procurement costs, net of amortization					$ 1,100,000	$ 1,300,000
Net proceeds from equity issuances added to minimum tangible net worth (as a percent)					75.00%
Term Loan Facility | Minimum
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Fixed charge coverage ratio					1.50
Tangible net worth					$ 821,211,200
Term Loan Facility | Maximum
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Total indebtedness to total asset value ratio (as a percent)					60.00%
Percentage of funds from operations that can be distributed on common shares					95.00%
Term Loan Facility | Term Loan A
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Maximum borrowing capacity				$ 100,000,000
Term of debt instrument				5 years
Term Loan Facility | Term Loan A | Baa2/BBB
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Interest rate, basis spread (as a percent)					1.30%
Variable interest rate basis					LIBOR
Term Loan Facility | Term Loan B
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Maximum borrowing capacity				$ 100,000,000
Term of debt instrument				7 years
Term Loan Facility | Term Loan B | Baa2/BBB
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Interest rate, basis spread (as a percent)					1.15%
Variable interest rate basis					LIBOR
Term Loan Facility | Unsecured term loan
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Unsecured term loan borrowings outstanding					$ 200,000,000
Credit Facility
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Effective weighted average interest rate (as a percent)					2.57%
Net proceeds from equity issuances added to minimum tangible net worth (as a percent)					75.00%
Credit Facility | Minimum
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Fixed charge coverage ratio					1.50
Tangible net worth					$ 821,211,200
Credit Facility | Maximum
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Total indebtedness to total asset value ratio (as a percent)					60.00%
Percentage of funds from operations that can be distributed on common shares					95.00%
Credit Facility | Revolver
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Maximum borrowing capacity	$ 500,000,000	$ 300,000,000					$ 300,000,000
Interest rate, basis spread (as a percent)					1.25%
Variable interest rate basis					LIBOR
Facility fee (as a percent)	0.15%	0.20%			0.15%
Remaining borrowing capacity					$ 446,300,000
Outstanding letter of credit					$ 700,000
Credit Facility | Term Loan C
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Maximum borrowing capacity							100,000,000
Repayment of outstanding debt			$ 100,000,000
Credit Facility | Term Loan D
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Maximum borrowing capacity							$ 200,000,000
Interest rate, basis spread (as a percent)					1.30%
Credit Facility | Unsecured term loan
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Unsecured term loan borrowings outstanding					$ 200,000,000

MORTGAGE LOANS AND NOTES PAYA43

MORTGAGE LOANS AND NOTES PAYABLE - Summary (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Mortgage loans and Notes payable
Less: Loan procurement costs, net	$ (2,038)	$ (2,150)
Total mortgage loans and notes payable	107,647	114,618
Net book value of self-storage facilities	3,327,220	3,326,816
Mortgages
Mortgage loans and Notes payable
Carrying value	104,776	111,586
Plus: Unamortized fair value adjustment	3,521	3,742
Less: Loan procurement costs, net	(650)	(710)
Total mortgage loans and notes payable	107,647	114,618
Net book value of self-storage facilities	$ 221,400	233,100
YSI 67
Mortgage loans and Notes payable
Carrying value		6,216
Effective interest rate (as a percent)	2.55%
YSI 33
Mortgage loans and Notes payable
Carrying value	$ 9,784	9,860
Effective interest rate (as a percent)	6.42%
YSI 26
Mortgage loans and Notes payable
Carrying value	$ 8,374	8,423
Effective interest rate (as a percent)	4.56%
YSI 57
Mortgage loans and Notes payable
Carrying value	$ 2,940	2,957
Effective interest rate (as a percent)	4.61%
YSI 55
Mortgage loans and Notes payable
Carrying value	$ 22,839	22,952
Effective interest rate (as a percent)	4.85%
YSI 24
Mortgage loans and Notes payable
Carrying value	$ 26,273	26,464
Effective interest rate (as a percent)	4.64%
YSI 65
Mortgage loans and Notes payable
Carrying value	$ 2,445	2,457
Effective interest rate (as a percent)	3.85%
YSI 66
Mortgage loans and Notes payable
Carrying value	$ 32,121	$ 32,257
Effective interest rate (as a percent)	3.51%

MORTGAGE LOANS AND NOTES PAYA44

MORTGAGE LOANS AND NOTES PAYABLE - Future Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Future principal payment requirements on the outstanding mortgage loans and notes payable at year end
Less: Loan procurement costs, net	$ (2,038)	$ (2,150)
Total mortgage indebtedness	107,647	114,618
Mortgages
Future principal payment requirements on the outstanding mortgage loans and notes payable at year end
2,017	1,765
2,018	2,490
2,019	11,485
2,020	12,616
2,021	44,873
2022 and thereafter	31,547
Total mortgage payments	104,776	111,586
Plus: Unamortized fair value adjustment	3,521	3,742
Less: Loan procurement costs, net	(650)	(710)
Total mortgage indebtedness	$ 107,647	$ 114,618

ACCUMULATED OTHER COMPREHENSI45

ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)
Changes in accumulated other comprehensive income by component
Beginning balance	$ (1,850)
Ending balance	(1,023)
Unrealized losses on interest rate swaps
Changes in accumulated other comprehensive income by component
Beginning balance	(1,850)
Other comprehensive loss before reclassifications	139
Amounts reclassified from accumulated other comprehensive loss	688
Net current-period other comprehensive income (loss)	827
Ending balance	$ (1,023)

RISK MANAGEMENT AND USE OF FI46

RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Derivative financial instruments
Unrealized losses reclassified from accumulated other comprehensive loss	$ 700
Amount estimated to be reclassified as an increase to interest expense	1,200
Designated | Cash flow
Derivative financial instruments
Notional Amount	100,000	$ 300,000
Fair Value	$ (1,444)	(2,280)
Maximum number of days outstanding to have the option to borrow at the LIBOR	30 days
Designated | Cash flow | Hedge Product, Swap four
Derivative financial instruments
Notional Amount		75,000
Swap, Strike rate (as a percent)	1.336%
Fair Value		(103)
Designated | Cash flow | Hedge Product, Swap five
Derivative financial instruments
Notional Amount		50,000
Swap, Strike rate (as a percent)	1.336%
Fair Value		(69)
Designated | Cash flow | Hedge Product, Swap six
Derivative financial instruments
Notional Amount		50,000
Swap, Strike rate (as a percent)	1.336%
Fair Value		(69)
Designated | Cash flow | Hedge Product, Swap seven
Derivative financial instruments
Notional Amount		25,000
Swap, Strike rate (as a percent)	1.3375%
Fair Value		(34)
Designated | Cash flow | Hedge Product, Swap eight
Derivative financial instruments
Notional Amount	$ 40,000	40,000
Swap, Strike rate (as a percent)	2.459%
Fair Value	$ (573)	(797)
Designated | Cash flow | Hedge Product, Swap nine
Derivative financial instruments
Notional Amount	$ 40,000	40,000
Swap, Strike rate (as a percent)	2.4725%
Fair Value	$ (580)	(804)
Designated | Cash flow | Hedge Product, Swap ten
Derivative financial instruments
Notional Amount	$ 20,000	20,000
Swap, Strike rate (as a percent)	2.475%
Fair Value	$ (291)	$ (404)

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)item	Dec. 31, 2016USD ($)
Fair value of financial assets and liabilities carried at fair value
Aggregate carrying value of total debt	$ 1,600,000	$ 1,600,000
Interest rate swap
Fair value of financial assets and liabilities carried at fair value
Number of counterparties to derivative contracts who experienced significant downgrades in 2017 | item	0
Level 2
Fair value of financial assets and liabilities carried at fair value
Total liabilities at fair value	$ 1,444	2,280
Level 2 | Interest rate swap
Fair value of financial assets and liabilities carried at fair value
Derivative Liabilities	$ 1,444	$ 2,280

NONCONTROLLING INTERESTS - Inte

NONCONTROLLING INTERESTS - Interests in Consolidated Real Estate Joint Ventures (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)facility
Interests in Consolidated Real Estate Joint Ventures
Reduction to additional paid in capital	$ 410
2225 46th Street LLC
Interests in Consolidated Real Estate Joint Ventures
Option to call ownership interest of another member	14,200
Accretion liability	3,400
2880 Exterior St. LLC
Interests in Consolidated Real Estate Joint Ventures
Option to call ownership interest of another member	37,800
Accretion liability	18,900
3068 Cropsey Ave LLC
Interests in Consolidated Real Estate Joint Ventures
Option to call ownership interest of another member	20,400
Accretion liability	$ 13,600
VIE
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	9
Total assets	$ 223,699
Total liabilities	$ 111,023
Period of option to call ownership interest of another member	1 year
Period of option to put ownership interest in venture	1 year
VIE | 2225 46th Street LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	51.00%
Total assets	$ 18,128
Total liabilities	3,425
Option to put ownership interest in the venture	$ 14,200
VIE | CS SDP Waltham LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	90.00%
Total assets	$ 3,575
Total liabilities	$ 1
VIE | CS SJM E 92nd Street LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	90.00%
Total assets	$ 587
Total liabilities	$ 568
VIE | 2880 Exterior St. LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	51.00%
Total assets	$ 40,906
Total liabilities	19,572
Option to put ownership interest in the venture	$ 37,800
VIE | 3068 Cropsey Ave LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	51.00%
Total assets	$ 29,703
Total liabilities	14,994
Option to put ownership interest in the venture	$ 20,400
VIE | 444 55th Street Holdings, LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	90.00%
Total assets	$ 82,414
Total liabilities	37,077
Assumed mortgage debt, at fair value	35,000
Outstanding principal balance of mortgage debt assumed on acquisitions	32,500
Premium on debt assumed on one of the acquisitions	$ 2,500
Interest rate (as a percent)	4.68%
VIE | CS SNL New York Ave LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	90.00%
Total assets	$ 14,076
Total liabilities	$ 9,960
VIE | 186 Jamaica Ave LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	90.00%
Total assets	$ 18,017
Total liabilities	$ 12,535
VIE | Shirlington Rd LLC
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility	1
Ownership interest held by the entity (as a percent)	90.00%
Total assets	$ 16,293
Total liabilities	12,891
SRLLC
Interests in Consolidated Real Estate Joint Ventures
Carrying amount of mortgage loans	12,700
Amount of mortgage loan commitment	14,600
SNL
Interests in Consolidated Real Estate Joint Ventures
Carrying amount of mortgage loans	9,800
SNL II
Interests in Consolidated Real Estate Joint Ventures
Carrying amount of mortgage loans	12,500
Amount of mortgage loan commitment	12,800
Watham
Interests in Consolidated Real Estate Joint Ventures
Amount of mortgage loan commitment	$ 10,800

NONCONTROLLING INTERESTS - Oper

NONCONTROLLING INTERESTS - Operating Partnership Ownership (Details) - USD ($) $ in Thousands	Apr. 18, 2016	May 14, 2015	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Operating Partnership Ownership
OP Units outstanding which are not owned by the general partner (as a percent)			1.10%		1.10%
OP units issued (in shares)	61,224	20,408
Issuance of OP Shares	$ 1,500	$ 500
Increase (decrease) to OP units owned by third parties and a corresponding decrease to capital			$ (1,385)	$ 6,073
CubeSmart, L.P. and Subsidiaries
Operating Partnership Ownership
OP units outstanding (in shares)			2,031,394		2,032,394
Number of trading days used to determine average of the closing prices of the common shares			10 days
Increase (decrease) to OP units owned by third parties and a corresponding decrease to capital			$ (1,385)	$ 6,073

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - Joint ventures related to affiliated real estate investments - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
RELATED PARTY TRANSACTIONS
Management fees	$ 0.9	$ 0.5
Amounts due to the Company from related parties	5.9		$ 3.3
Mortgage loans receivable from consolidated joint ventures	$ 35		$ 34.7
HHFNE and HVP Ventures
RELATED PARTY TRANSACTIONS
Acquisition fee (as a percent)	0.50%
Acquisition fees	$ 0	$ 0.6
Minimum
RELATED PARTY TRANSACTIONS
Management fee (as a percent)	5.00%
Maximum
RELATED PARTY TRANSACTIONS
Management fee (as a percent)	6.00%

PRO FORMA FINANCIAL INFORMATI51

PRO FORMA FINANCIAL INFORMATION (Details) $ / shares in Units, $ in Thousands	3 Months Ended			21 Months Ended
	Mar. 31, 2017USD ($)$ / shares	Dec. 31, 2016USD ($)property	Mar. 31, 2016USD ($)$ / shares	Sep. 30, 2016property
Consolidated results of operations on a pro forma basis
Pro forma revenue | $	$ 133,037		$ 123,799
Pro forma income | $	$ 29,279		$ 24,032
Earnings per share from continuing operations:
Basic - as reported (in dollars per share)	$ 0.14		$ 0.08
Diluted - as reported (in dollars per share)	0.14		0.08
Basic - as pro forma (in dollars per share)	0.16		0.13
Diluted - as pro forma (in dollars per share)	$ 0.16		$ 0.13
Self-storage facilities
Self-storage facilities
Number of self-storage facilities acquired | property		28		28
Aggregate purchase price | $		$ 403,600

SUBSEQUENT EVENTS (Details) 10Q

SUBSEQUENT EVENTS (Details) 10Q - USD ($)	Apr. 12, 2017	Apr. 04, 2017	Mar. 31, 2017
Senior notes 4.375% due 2023
Subsequent Events
Senior notes, principal amount			$ 250,000,000
Interest rate (as a percent)			4.375%
Effective interest rate (as a percent)			4.50%
Senior notes 4.000% due 2025
Subsequent Events
Senior notes, principal amount			$ 250,000,000
Interest rate (as a percent)			4.00%
Effective interest rate (as a percent)			4.03%
Subsequent event
Subsequent Events
Purchase price of acquisition	$ 11,200,000
Cash paid for acquisition	9,700,000
Subsequent event | Class C units
Subsequent Events
Units issued	$ 58,400
Stated value (in dollars per share)	$ 25
Distribution rate (as a percent)	3.00%
Redemption period, holder	6 months
Redemption period, issuer	12 months
Redemption price (in dollars per share)	$ 25
Subsequent event | CubeSmart, L.P. and Subsidiaries | Senior notes 4.375% due 2023
Subsequent Events
Proceeds from senior notes		$ 50,000,000
Interest rate (as a percent)		4.375%
Debt instrument, redemption percentage		105.04%
Effective interest rate (as a percent)		3.495%
Subsequent event | CubeSmart, L.P. and Subsidiaries | Senior notes 4.000% due 2025
Subsequent Events
Proceeds from senior notes		$ 50,000,000
Interest rate (as a percent)		4.00%
Debt instrument, redemption percentage		101.343%
Effective interest rate (as a percent)		3.811%
Subsequent event | CubeSmart, L.P. and Subsidiaries | Senior Notes Due 2023 and 2025
Subsequent Events
Net Proceeds		$ 104,000,000
Subsequent event | CubeSmart, L.P. and Subsidiaries | Term Loan Facility
Subsequent Events
Write off of unamortized cost		$ 200,000

CONSOLIDATED BALANCE SHEETS (LP

CONSOLIDATED BALANCE SHEETS (LP cube) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
ASSETS
Storage facilities	$ 4,020,366	$ 3,998,180
Less: Accumulated depreciation	(693,146)	(671,364)
Storage facilities, net (including VIE assets of $229,699 and $208,048, respectively)	3,327,220	3,326,816
Cash and cash equivalents	3,081	2,973
Restricted cash	6,556	7,893
Loan procurement costs, net of amortization	2,038	2,150
Investment in real estate venture, at equity	95,936	98,682
Other assets, net	31,284	36,514
Total assets	3,466,115	3,475,028
LIABILITIES AND CAPITAL
Unsecured senior notes, net	1,039,423	1,039,076
Revolving credit facility	53,000	43,300
Unsecured term loan	398,890	398,749
Mortgage loans and notes payable, net	107,647	114,618
Accounts payable, accrued expenses and other liabilities	104,200	93,764
Distributions payable	49,255	49,239
Deferred revenue	21,132	20,226
Security deposits	415	412
Total liabilities	1,773,962	1,759,384
Limited Partnership interests of third parties	52,735	54,407
Commitments and contingencies
Capital
Accumulated other comprehensive loss	(1,023)	(1,850)
Total liabilities and equity	3,466,115	3,475,028
CubeSmart, L.P. and Subsidiaries
ASSETS
Storage facilities	4,020,366	3,998,180
Less: Accumulated depreciation	(693,146)	(671,364)
Storage facilities, net (including VIE assets of $229,699 and $208,048, respectively)	3,327,220	3,326,816
Cash and cash equivalents	3,081	2,973
Restricted cash	6,556	7,893
Loan procurement costs, net of amortization	2,038	2,150
Investment in real estate venture, at equity	95,936	98,682
Other assets, net	31,284	36,514
Total assets	3,466,115	3,475,028
LIABILITIES AND CAPITAL
Unsecured senior notes, net	1,039,423	1,039,076
Revolving credit facility	53,000	43,300
Unsecured term loan	398,890	398,749
Mortgage loans and notes payable, net	107,647	114,618
Accounts payable, accrued expenses and other liabilities	104,200	93,764
Distributions payable	49,255	49,239
Deferred revenue	21,132	20,226
Security deposits	415	412
Total liabilities	1,773,962	1,759,384
Limited Partnership interests of third parties	52,735	54,407
Capital
Operating Partner	1,634,233	1,657,232
Accumulated other comprehensive loss	(1,023)	(1,850)
Total CubeSmart, L.P. capital	1,633,210	1,655,382
Noncontrolling interests in subsidiaries	6,208	5,855
Total capital	1,639,418	1,661,237
Total liabilities and equity	$ 3,466,115	$ 3,475,028

CONSOLIDATED BALANCE SHEETS (54

CONSOLIDATED BALANCE SHEETS (Parenthetical) (LP cube) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Storage facilities, net	$ 3,327,220	$ 3,326,816
VIE
Storage facilities, net	229,699	208,048
CubeSmart, L.P. and Subsidiaries
Storage facilities, net	3,327,220	3,326,816
CubeSmart, L.P. and Subsidiaries | VIE
Storage facilities, net	$ 229,699	$ 208,048

CONSOLIDATED STATEMENTS OF OP55

CONSOLIDATED STATEMENTS OF OPERATIONS (LP cube) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
REVENUES
Rental income	$ 117,057	$ 104,997
Other property related income	12,983	11,763
Property management fee income	2,997	2,111
Total revenues	133,037	118,871
OPERATING EXPENSES
Property operating expenses	44,874	40,219
Depreciation and amortization	38,119	39,356
General and administrative	9,494	8,228
Acquisition related costs	159	2,342
Total operating expenses	92,646	90,145
OPERATING INCOME	40,391	28,726
Interest:
Interest expense on loans	(13,599)	(12,084)
Loan procurement amortization expense	(706)	(605)
Equity in losses of real estate ventures	(772)	(512)
Other	(108)	330
Total other expense	(15,185)	(12,871)
NET INCOME	25,206	15,855
NET LOSS (INCOME) ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Noncontrolling interest in subsidiaries	57	67
Operating Partnership interests of third parties	(277)	(172)
Distribution to preferred unitholders		(1,502)
NET INCOME ATTRIBUTABLE TO THE COMPANY'S COMMON SHAREHOLDERS	$ 24,986	$ 14,248
Diluted - as reported (in dollars per share)	$ 0.14	$ 0.08
Weighted-average basic units outstanding (in units)	180,165	175,798
Weighted-average diluted units outstanding (in units)	181,265	177,261
CubeSmart, L.P. and Subsidiaries
REVENUES
Rental income	$ 117,057	$ 104,997
Other property related income	12,983	11,763
Property management fee income	2,997	2,111
Total revenues	133,037	118,871
OPERATING EXPENSES
Property operating expenses	44,874	40,219
Depreciation and amortization	38,119	39,356
General and administrative	9,494	8,228
Acquisition related costs	159	2,342
Total operating expenses	92,646	90,145
OPERATING INCOME	40,391	28,726
Interest:
Interest expense on loans	(13,599)	(12,084)
Loan procurement amortization expense	(706)	(605)
Equity in losses of real estate ventures	(772)	(512)
Other	(108)	330
Total other expense	(15,185)	(12,871)
NET INCOME	25,206	15,855
NET LOSS (INCOME) ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Noncontrolling interest in subsidiaries	57	67
NET INCOME (LOSS) ATTRIBUTABLE TO CUBESMART L.P.	25,263	15,922
Operating Partnership interests of third parties	(277)	(172)
NET INCOME ATTRIBUTABLE TO OPERATING PARTNER	24,986	15,750
Distribution to preferred unitholders		(1,502)
NET INCOME ATTRIBUTABLE TO THE COMPANY'S COMMON SHAREHOLDERS	$ 24,986	$ 14,248
Basic earnings per unit attributable to common unitholders	$ 0.14	$ 0.08
Diluted - as reported (in dollars per share)	$ 0.14	$ 0.08
Weighted-average basic units outstanding (in units)	180,165	175,798
Weighted-average diluted units outstanding (in units)	181,265	177,261

CONSOLIDATED STATEMENTS OF CO56

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (LP cube) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
NET INCOME	$ 25,206	$ 15,855
Other comprehensive income (loss):
Unrealized gains (losses) on interest rate swaps	141	(1,654)
Reclassification of realized losses on interest rate swaps	695	1,326
OTHER COMPREHENSIVE INCOME (LOSS)	836	(328)
COMPREHENSIVE INCOME	26,042	15,527
Comprehensive income attributable to Operating Partnership interests of third parties	(277)	(168)
Comprehensive loss attributable to noncontrolling interests in subsidiaries	57	67
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY	25,822	15,426
CubeSmart, L.P. and Subsidiaries
NET INCOME	25,206	15,855
Other comprehensive income (loss):
Unrealized gains (losses) on interest rate swaps	141	(1,654)
Reclassification of realized losses on interest rate swaps	695	1,326
OTHER COMPREHENSIVE INCOME (LOSS)	836	(328)
COMPREHENSIVE INCOME	26,042	15,527
Comprehensive income attributable to Operating Partnership interests of third parties	(277)	(168)
Comprehensive loss attributable to noncontrolling interests in subsidiaries	57	67
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY	$ 25,822	$ 15,426

CONSOLIDATED STATEMENTS OF CAPI

CONSOLIDATED STATEMENTS OF CAPITAL (LP cube) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Increase (Decrease) in Partners' Capital
Balance of Noncontrolling Interests in the Operating Partnership	$ 54,407
Contributions from noncontrolling interests in subsidiaries	410
Adjustment for Operating Partnership interests of third parties	1,385	$ (6,073)
Net income (loss)	24,929	15,683
Other comprehensive income (loss), net	827	(324)
Balance of Noncontrolling Interests in the Operating Partnership	52,735
Noncontrolling Interests in Operating Partnership
Increase (Decrease) in Partners' Capital
Balance of Noncontrolling Interests in the Operating Partnership	54,407	66,128
Adjustment for Operating Partnership interests of third parties	(1,385)	6,073
Net income (loss)	277	172
Other comprehensive income (loss), net	9	(4)
Balance of Noncontrolling Interests in the Operating Partnership	52,735	71,916
CubeSmart, L.P. and Subsidiaries
Increase (Decrease) in Partners' Capital
Balance	1,661,237	1,644,853
Balance of Noncontrolling Interests in the Operating Partnership	54,407
Contributions from noncontrolling interests in subsidiaries	410
Issuance of common OP units	(73)	62,890
Issuance of restricted OP units	1	1
Conversion from OP units to shares	25
Exercise of OP unit options	30	5,887
Amortization of restricted OP units	(1,021)	(712)
OP unit compensation expense	375	304
Adjustment for Operating Partnership interests of third parties	1,385	(6,073)
Net income (loss)	24,929	15,683
Other comprehensive income (loss), net	827	(324)
Preferred OP unit distributions		(1,502)
Common OP unit distributions	(48,707)	(37,255)
Balance	1,639,418	1,683,752
Balance of Noncontrolling Interests in the Operating Partnership	52,735
CubeSmart, L.P. and Subsidiaries | Noncontrolling Interests in Operating Partnership
Increase (Decrease) in Partners' Capital
Balance of Noncontrolling Interests in the Operating Partnership	54,407	66,128
Conversion from OP units to shares	(25)
Adjustment for Operating Partnership interests of third parties	(1,385)	6,073
Net income (loss)	277	172
Other comprehensive income (loss), net	9	(4)
Common OP unit distributions	(548)	(453)
Balance of Noncontrolling Interests in the Operating Partnership	52,735	71,916
CubeSmart, L.P. and Subsidiaries | Total Shareholders' Equity
Increase (Decrease) in Partners' Capital
Balance	1,655,382	1,643,327
Issuance of common OP units	(73)	62,890
Issuance of restricted OP units	1	1
Conversion from OP units to shares	25
Exercise of OP unit options	30	5,887
Amortization of restricted OP units	(1,021)	(712)
OP unit compensation expense	375	304
Adjustment for Operating Partnership interests of third parties	1,385	(6,073)
Net income (loss)	24,986	15,750
Other comprehensive income (loss), net	827	(324)
Preferred OP unit distributions		(1,502)
Common OP unit distributions	(48,707)	(37,255)
Balance	1,633,210	1,682,293
CubeSmart, L.P. and Subsidiaries | Operating Partner
Increase (Decrease) in Partners' Capital
Balance	$ 1,657,232	$ 1,648,305
Balance (in units)	180,083	174,668
Issuance of common OP units	$ (73)	$ 62,890
Issuance of common OP units (in units)		2,023
Issuance of restricted OP units	$ 1	$ 1
Issuance of restricted OP units (in units)	88	106
Conversion from OP units to shares	$ 25
Conversion from OP units to shares (in units)	1
Exercise of OP unit options	$ 30	$ 5,887
Exercise of OP unit options (in units)	2	330
Amortization of restricted OP units	$ (1,021)	$ (712)
OP unit compensation expense	375	304
Adjustment for Operating Partnership interests of third parties	1,385	(6,073)
Net income (loss)	24,986	15,750
Preferred OP unit distributions		(1,502)
Common OP unit distributions	(48,707)	(37,255)
Balance	$ 1,634,233	$ 1,687,595
Balance (in units)	180,174	177,127
CubeSmart, L.P. and Subsidiaries | Preferred Operating Partner
Increase (Decrease) in Partners' Capital
Balance (in units)		3,100
Balance (in units)		3,100
CubeSmart, L.P. and Subsidiaries | Accumulated Other Comprehensive (Loss) Income
Increase (Decrease) in Partners' Capital
Balance	$ (1,850)	$ (4,978)
Other comprehensive income (loss), net	827	(324)
Balance	(1,023)	(5,302)
CubeSmart, L.P. and Subsidiaries | Noncontrolling Interest in Subsidiaries
Increase (Decrease) in Partners' Capital
Balance	5,855	1,526
Contributions from noncontrolling interests in subsidiaries	410
Net income (loss)	(57)	(67)
Balance	$ 6,208	$ 1,459

CONSOLIDATED STATEMENTS OF CA58

CONSOLIDATED STATEMENTS OF CASH FLOWS (LP cube) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating Activities
Net income	$ 25,206	$ 15,855
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	38,825	39,961
Equity in losses of real estate ventures	772	512
Equity compensation expense	1,355	1,191
Accretion of fair market value adjustment of debt	(129)	(236)
Changes in other operating accounts:
Restricted cash	(159)	(233)
Other assets	(1,431)	808
Accounts payable and accrued expenses	2,595	5,013
Other liabilities	909	661
Net cash provided by operating activities	67,943	63,532
Investing Activities
Acquisitions of storage facilities	(600)	(158,457)
Additions and improvements to storage facilities	(6,866)	(6,609)
Development costs	(14,366)	(28,273)
Investment in real estate ventures, at equity	(116)	(5,498)
Cash distributed from real estate ventures	2,090	1,791
Change in restricted cash	6	162
Net cash used in investing activities	(19,852)	(196,884)
Proceeds from:
Revolving credit facility	147,000	301,300
Principal payments on:
Revolving credit facility	(137,300)	(247,000)
Mortgage loans and notes payable	(6,811)	(9,556)
Cash paid upon vesting of restricted OP units	(2,001)	(1,599)
Contributions from noncontrolling interests in subsidiaries	410
Distributions paid to common OP unitholders	(48,690)	(36,730)
Distributions paid to preferred OP unitholders		(1,502)
Net cash (used in) provided by financing activities	(47,983)	73,237
Change in cash and cash equivalents	108	(60,115)
Cash and cash equivalents at beginning of period	2,973	62,869
Cash and cash equivalents at end of period	3,081	2,754
Supplemental Cash Flow and Noncash Information
Cash paid for interest, net of interest capitalized	15,878	10,756
Supplemental disclosure of noncash activities:
Restricted cash - acquisition of storage facilities		(22,019)
Accretion of liability	8,034	7,886
Derivative valuation adjustment	836	(328)
CubeSmart, L.P. and Subsidiaries
Operating Activities
Net income	25,206	15,855
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	38,825	39,961
Equity in losses of real estate ventures	772	512
Equity compensation expense	1,355	1,191
Accretion of fair market value adjustment of debt	(129)	(236)
Changes in other operating accounts:
Restricted cash	(159)	(233)
Other assets	(1,431)	808
Accounts payable and accrued expenses	2,595	5,013
Other liabilities	909	661
Net cash provided by operating activities	67,943	63,532
Investing Activities
Acquisitions of storage facilities	(600)	(158,457)
Additions and improvements to storage facilities	(6,866)	(6,609)
Development costs	(14,366)	(28,273)
Investment in real estate ventures, at equity	(116)	(5,498)
Cash distributed from real estate ventures	2,090	1,791
Change in restricted cash	6	162
Net cash used in investing activities	(19,852)	(196,884)
Proceeds from:
Revolving credit facility	147,000	301,300
Principal payments on:
Revolving credit facility	(137,300)	(247,000)
Mortgage loans and notes payable	(6,811)	(9,556)
Proceeds from issuance of common OP units	(72)	62,891
Cash paid upon vesting of restricted OP units	(2,001)	(1,599)
Exercise of OP unit options	30	5,887
Contributions from noncontrolling interests in subsidiaries	(410)
Distributions paid to common OP unitholders	(49,239)	(37,184)
Distributions paid to preferred OP unitholders		(1,502)
Net cash (used in) provided by financing activities	(47,983)	73,237
Change in cash and cash equivalents	108	(60,115)
Cash and cash equivalents at beginning of period	2,973	62,869
Cash and cash equivalents at end of period	3,081	2,754
Supplemental Cash Flow and Noncash Information
Cash paid for interest, net of interest capitalized	15,878	10,756
Supplemental disclosure of noncash activities:
Restricted cash - acquisition of storage facilities		(22,019)
Accretion of liability	8,034	7,886
Derivative valuation adjustment	$ 836	$ (328)