CubeSmart 10-Q 26 Apr 19 2019 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2019	Apr. 24, 2019
Document and Entity Information
Entity Registrant Name	CubeSmart
Entity Central Index Key	0001298675
Document Type	10-Q
Document Period End Date	Mar. 31, 2019
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Common Stock, Shares Outstanding		188,471,117
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q1

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
ASSETS
Storage properties	$ 4,489,732	$ 4,463,455
Less: Accumulated depreciation	(884,941)	(862,487)
Storage properties, net (including VIE assets of $248,805 and $330,986, respectively)	3,604,791	3,600,968
Cash and cash equivalents	3,533	3,764
Restricted cash	3,008	2,718
Loan procurement costs, net of amortization	793	963
Investment in real estate venture, at equity	94,092	95,796
Other assets, net	107,972	48,763
Total assets	3,814,189	3,752,972
LIABILITIES AND EQUITY
Unsecured senior notes, net	1,488,692	1,143,524
Revolving credit facility	96,145	195,525
Unsecured term loans, net	99,861	299,799
Mortgage loans and notes payable, net	107,414	108,246
Accounts payable, accrued expenses and other liabilities	168,174	149,914
Distributions payable	60,978	60,627
Deferred revenue	23,485	22,595
Security deposits	466	474
Total liabilities	2,045,215	1,980,704
Noncontrolling interests in the Operating Partnership	60,414	55,819
Commitments and contingencies
Equity
Common shares $.01 par value, 400,000,000 shares authorized, 188,137,137 and 187,145,103 shares issued and outstanding at March 31, 2019 and December 31, 2018, respectively	1,881	1,871
Additional paid in capital	2,519,750	2,500,751
Accumulated other comprehensive loss	(789)	(1,029)
Accumulated deficit	(823,473)	(791,915)
Total CubeSmart shareholders' equity	1,697,369	1,709,678
Noncontrolling interests in subsidiaries	11,191	6,771
Total equity	1,708,560	1,716,449
Total liabilities and equity	$ 3,814,189	$ 3,752,972

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Storage properties	$ 3,604,791	$ 3,600,968
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	188,137,137	187,145,103
Common shares, shares outstanding	188,137,137	187,145,103
VIE
Storage properties	$ 248,805	$ 330,986

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
REVENUES
Rental income	$ 131,592	$ 124,161
Total revenues	152,845	142,877
OPERATING EXPENSES
Property operating expenses	51,425	48,754
Depreciation and amortization	38,442	34,966
General and administrative	9,147	8,744
Total operating expenses	99,014	92,464
Interest:
Interest expense on loans	(17,517)	(15,155)
Loan procurement amortization expense	(624)	(579)
Equity in earnings (losses) of real estate ventures	261	(184)
Other	(165)	304
Total other expense	(18,045)	(15,614)
NET INCOME	35,786	34,799
NET (INCOME) LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Noncontrolling interests in the Operating Partnership	(358)	(383)
Noncontrolling interest in subsidiaries	70	7
NET INCOME ATTRIBUTABLE TO THE COMPANY'S COMMON SHAREHOLDERS	$ 35,498	$ 34,423
Basic earnings per share attributable to common shareholders (in dollars per share)	$ 0.19	$ 0.19
Diluted earnings per share attributable to common shareholders (in dollars per share)	$ 0.19	$ 0.19
Weighted-average basic shares outstanding (in shares)	187,253	182,274
Weighted-average diluted shares outstanding (in shares)	187,984	183,222
Other Property Related Income
REVENUES
Property related income	$ 15,675	$ 14,247
Property Management Fee Income
REVENUES
Property related income	$ 5,578	$ 4,469

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
NET INCOME	$ 35,786	$ 34,799
Other comprehensive income:
Unrealized gains on interest rate swaps	232	60
Reclassification of realized losses on interest rate swaps	10	219
OTHER COMPREHENSIVE INCOME	242	279
COMPREHENSIVE INCOME	36,028	35,078
Comprehensive income attributable to noncontrolling interests in the Operating Partnership	(360)	(383)
Comprehensive loss attributable to noncontrolling interests in subsidiaries	70	7
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY	$ 35,738	$ 34,702

CONSOLIDATED STATEMENTS OF EQUI

CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Thousands, $ in Thousands	Total Shareholders' Equity	Common 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, 2017	$ 1,629,134	$ 1,822	$ 2,356,620	$ 3	$ (729,311)	$ 6,236		$ 1,635,370
Balance (in shares) at Dec. 31, 2017		182,216
Balance of Noncontrolling Interests in the Operating Partnership at Dec. 31, 2017							$ 54,320
Increase (Decrease) in Stockholders' Equity
Contributions from noncontrolling interests in subsidiaries						738		738
Issuance of common shares	(44)		(44)					(44)
Issuance of restricted shares	1	$ 1						1
Issuance of restricted shares (in shares)		64
Issuance of OP units							4,782
Exercise of stock options	2		2					2
Amortization of restricted shares	(242)		(242)					(242)
Share compensation expense	423		423					423
Adjustment for noncontrolling interest in the Operating Partnership	1,169				1,169		(1,169)	1,169
Net income (loss)	34,423				34,423	(7)		34,416
Net income (loss)							383
Other comprehensive income, net	276			276				276
Other comprehensive income, net							3
Common share distributions	(54,780)				(54,780)		(614)	(54,780)
Balance at Mar. 31, 2018	1,610,362	$ 1,823	2,356,759	279	(748,499)	6,967		1,617,329
Balance (in shares) at Mar. 31, 2018		182,280
Balance of Noncontrolling Interests in the Operating Partnership at Mar. 31, 2018							57,705
Balance at Dec. 31, 2017	1,629,134	$ 1,822	2,356,620	3	(729,311)	6,236		1,635,370
Balance (in shares) at Dec. 31, 2017		182,216
Balance of Noncontrolling Interests in the Operating Partnership at Dec. 31, 2017							54,320
Increase (Decrease) in Stockholders' Equity
Acquisition of noncontrolling interest in subsidiary								(300)
Balance at Dec. 31, 2018	1,709,678	$ 1,871	2,500,751	(1,029)	(791,915)	6,771		1,716,449
Balance (in shares) at Dec. 31, 2018		187,145
Balance of Noncontrolling Interests in the Operating Partnership at Dec. 31, 2018							55,819	55,819
Increase (Decrease) in Stockholders' Equity
Contributions from noncontrolling interests in subsidiaries						4,828		4,828
Distributions to noncontrolling interests in subsidiaries						(66)		(66)
Acquisition of noncontrolling interest in subsidiary	(9,728)		(9,728)			(272)		(10,000)
Issuance of common shares	24,580	$ 8	24,572					24,580
Issuance of common shares (in shares)		773
Issuance of restricted shares (in shares)		19
Conversion from units to shares	1,842	$ 1	1,841				(1,842)	1,842
Conversion from units to shares (in shares)		60
Exercise of stock options	1,049	$ 1	1,048					1,049
Exercise of stock options (in shares)		140
Amortization of restricted shares	798		798					798
Share compensation expense	468		468					468
Adjustment for noncontrolling interest in the Operating Partnership	(6,681)				(6,681)		6,681	(6,681)
Net income (loss)	35,498				35,498	(70)		35,428
Net income (loss)							358
Other comprehensive income, net	240			240				240
Other comprehensive income, net							2
Common share distributions	(60,375)				(60,375)		(604)	(60,375)
Balance at Mar. 31, 2019	$ 1,697,369	$ 1,881	$ 2,519,750	$ (789)	$ (823,473)	$ 11,191		1,708,560
Balance (in shares) at Mar. 31, 2019		188,137
Balance of Noncontrolling Interests in the Operating Partnership at Mar. 31, 2019							$ 60,414	$ 60,414

CONSOLIDATED STATEMENTS OF EQ_2

CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
CONSOLIDATED STATEMENTS OF EQUITY
Common share distributions (in dollars per share)	$ 0.32	$ 0.30

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Operating Activities
Net income	$ 35,786	$ 34,799
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	39,066	35,545
Equity in (earnings) losses of real estate ventures	(261)	184
Equity compensation expense	1,619	1,592
Accretion of fair market value adjustment of debt	(179)	(183)
Changes in other operating accounts:
Other assets	(3,212)	(1,352)
Accounts payable and accrued expenses	1,806	(5,558)
Other liabilities	833	1,105
Net cash provided by operating activities	75,458	66,132
Investing Activities
Acquisitions of storage facilities	(25,097)	(4,034)
Additions and improvements to storage facilities	(6,153)	(5,394)
Development costs	(49,748)	(39,663)
Investment in real estate ventures	(107)	(10,320)
Cash distributed from real estate ventures	2,072	2,257
Net cash used in investing activities	(79,033)	(57,154)
Proceeds from:
Unsecured senior notes	347,746
Revolving credit facility	279,020	156,700
Principal payments on:
Revolving credit facility	(378,400)	(102,000)
Unsecured term loans	(200,000)
Mortgage loans and notes payable	(701)	(7,831)
Loan procurement costs	(2,634)
Settlement of hedge transactions	(807)
Acquisition of noncontrolling interest in subsidiary	(5,172)
Proceeds from issuance of common shares, net	24,580	(43)
Cash paid upon vesting of restricted shares	(353)	(1,411)
Exercise of stock options	1,049	2
Contributions from noncontrolling interests in subsidiaries		738
Distributions paid to noncontrolling interests in subsidiaries	(66)
Distributions paid to common shareholders	(60,005)	(54,746)
Distributions paid to noncontrolling interests in Operating Partnership	(623)	(563)
Net cash provided by (used in) financing activities	3,634	(9,154)
Change in cash, cash equivalents, and restricted cash	59	(176)
Cash, cash equivalents, and restricted cash at beginning of period	6,482	9,158
Cash, cash equivalents, and restricted cash at end of period	6,541	8,982
Supplemental Cash Flow and Noncash Information
Cash paid for interest, net of interest capitalized	15,918	15,298
Supplemental disclosure of noncash activities:
Accretion of liability	4,070	7,266
Derivative valuation adjustment	242	279
Discount on issuance of unsecured senior notes	2,254
Mortgage loan assumptions		7,166
Issuance of OP units		$ 4,782
Acquisition of noncontrolling interest in subsidiary	(4,828)
Contributions from noncontrolling interests in subsidiaries	$ 4,828

ORGANIZATION AND NATURE OF OPER

ORGANIZATION AND NATURE OF OPERATIONS	3 Months Ended
	Mar. 31, 2019
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, 2019, 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, 2019, the Parent Company owned approximately 99.0% 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 following a specified restricted period 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, 2019
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, 2018, 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, 2018. The results of operations for the three months ended March 31, 2019 and 2018 are not necessarily indicative of the results of operations to be expected for any future period or the full year. The Operating Partnership 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. Recent Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2017-12 – Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. The purpose of this updated guidance is to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. The standard became effective on January 1, 2019. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements . 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 determines 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 are accounted for similar to previous guidance for operating leases. The new standard requires lessors to account for leases using an approach that is substantially equivalent to previous guidance for sales-type leases, direct financing leases and operating leases. The Company adopted the standard on January 1, 2019, the date it became effective for public companies, using the modified retrospective approach whereby the cumulative effect of adoption was recognized on the adoption date and prior periods were not restated. There was no net cumulative effect adjustment to retained earnings as of January 1, 2019 as a result of this adoption. Upon adoption, the Company elected the package of practical expedients permitted within the standard, which among other things, allows for the carryforward of historical lease classification. The Company also elected the practical expedient provided to lessors in a subsequent amendment to the standard that removed the requirement to separate lease and nonlease components, provided certain conditions were met. Refer to note 13 for the impact of the adoption of ASU No. 2016-02 – Leases (Topic 842) on the Company’s consolidated financial statements.

STORAGE PROPERTIES

STORAGE PROPERTIES	3 Months Ended
	Mar. 31, 2019
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, 2019 2018 (in thousands) Land $ 809,403 $ 806,916 Buildings and improvements 3,364,592 3,343,173 Equipment 167,140 176,583 Construction in progress 148,597 136,783 Storage properties 4,489,732 4,463,455 Less: Accumulated depreciation (884,941) (862,487) Storage properties, net $ 3,604,791 $ 3,600,968 The following table summarizes the Company’s acquisition and disposition activity during the period beginning on January 1, 2018 through March 31, 2019: Number of Purchase / Sale Price Asset/Portfolio Market Transaction Date Stores (in thousands) 2019 Acquisitions: Maryland Asset Baltimore / DC March 2019 1 $ 22,000 1 $ 2018 Acquisitions: Texas Asset Texas Markets - Major January 2018 1 $ 12,200 Texas Asset Texas Markets - Major May 2018 1 19,000 Metro DC Asset Baltimore / DC July 2018 1 34,200 Nevada Asset Las Vegas September 2018 1 14,350 North Carolina Asset Charlotte September 2018 1 11,000 California Asset Los Angeles October 2018 1 53,250 Texas Asset Texas Markets - Major October 2018 1 23,150 California Asset San Diego November 2018 1 19,118 New York Asset New York / Northern NJ November 2018 1 37,000 Illinois Asset Chicago December 2018 1 4,250 10 $ 2018 Dispositions: Arizona Assets Phoenix November 2018 2 $ 17,502 2 $

INVESTMENT ACTIVITY

INVESTMENT ACTIVITY	3 Months Ended
	Mar. 31, 2019
INVESTMENT ACTIVITY
INVESTMENT ACTIVITY	4. INVESTMENT ACTIVITY 2019 Acquisitions During the three months ended March 31, 2019, the Company acquired one store located in Maryland for $22.0 million. In connection with the acquisition, the Company allocated the purchase price and acquisition related costs to the tangible and intangible assets acquired based on fair value. Intangible assets consist of in-place leases, which aggregated to $0.8 million at the time of the acquisition and prior to 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, 2019 was approximately $0.1 million. The following table summarizes the Company’s revenue and earnings associated with the 2019 acquisition, from the acquisition date, that are included in the consolidated statements of operations for the three months ended March 31, 2019: Three Months Ended March 31, 2019 (in thousands) Total revenue $ 78 Net loss (74) As of March 31, 2019, the Company had made aggregate deposits of $2.7 million associated with three stores that were under contract to be acquired for an aggregate acquisition price of $67.5 million. The deposits are reflected in Other assets, net on the Company’s consolidated balance sheets. 2018 Acquisitions During the year ended December 31, 2018, the Company acquired ten stores located throughout the United States, including one store upon completion of construction and the issuance of a certificate of occupancy, for an aggregate purchase price of approximately $227.5 million. In connection with these acquisitions, the Company allocated the purchase price and acquisition related costs to the tangible and intangible assets acquired based on fair value. Intangible assets consist of in-place leases, which aggregated $11.3 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, 2019 and 2018 was approximately $2.7 million and $0.1 million, respectively. In connection with one of the acquired stores, the Company assumed a $7.2 million mortgage loan that was immediately repaid by the Company. The remainder of the purchase price was funded with $0.2 million of cash and $4.8 million through the issuance of 168,011 OP Units (see note 12). The holder may tender the OP units for redemption by the Operating Partnership for a cash amount per OP Unit equal to the market value of an equivalent number of common shares of the Company. The Company has the right, but not the obligation, to assume and satisfy the redemption obligation of the Operating Partnership by issuing one common share in exchange for each OP Unit tendered for redemption. 2018 Dispositions On November 28, 2018, the Company sold two stores in Arizona for an aggregate sales price of approximately $17.5 million. In connection with these sales, the Company recorded gains that totaled approximately $10.6 million. Development As of March 31, 2019, the Company had invested in joint ventures to develop seven self-storage properties located in Massachusetts (2), New Jersey (1), New York (3) and Virginia (1). Construction for all projects is expected to be completed by the first quarter of 2021 (see note 12). As of March 31, 2019, development costs incurred to date for these projects totaled $136.4 million. Total construction costs for these projects are expected to be $188.6 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. During the third quarter of 2018, the Company, through a joint venture in which it owned a 51% interest, completed the construction and opened for operation, a self-storage property located in the Bronx, NY. Total construction costs for this project were $92.1 million. These costs are capitalized to land, building and improvements as well as equipment and are reflected in Storage properties on the Company’s consolidated balance sheets. On February 15, 2019, the noncontrolling member in the venture put its 49% interest in the venture to the Company for $37.8 million, which is included in Development costs in the consolidated statements of cash flows.

INVESTMENT IN UNCONSOLIDATED RE

INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES	3 Months Ended
	Mar. 31, 2019
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES	5. INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES Capital Storage Partners, LLC (“Capital Storage”) On September 5, 2018, the Company invested $5.0 million in exchange for 100% of the Class A Preferred Units of Capital Storage Partners, LLC, a newly formed venture that acquired 22 self-storage properties located in Florida (4), Oklahoma (5), and Texas (13). The Class A Preferred Units earn an 11% cumulative dividend prior to any other distributions. The Company’s investment in Capital Storage and the related dividends are included in Other assets, net on the Company’s consolidated balance sheets and in Other income on the Company’s consolidated statements of operations, respectively. 191 IV CUBE LLC (“HVP IV”) On October 16, 2017, the Company acquired a self-storage property located in Texas for $9.4 million, which it then contributed to a newly-formed real estate venture on November 1, 2017. In return for contributing the property to HVP IV, the Company received approximately $7.5 million in cash and a 20% ownership interest in the venture. Since then, HVP IV has acquired 12 additional stores located in Arizona (2), Connecticut (2), Florida (3), Georgia (2), Maryland (1), and Texas (2) for an aggregate purchase price of $129.4 million, of which $4.7 million was allocated to the value of the in-place lease intangible. The Company has contributed $14.1 million in connection with the HVP IV acquisitions. On May 16, 2018 and August 15, 2018, HVP IV received $43.7 million and $24.4 million advances, respectively, on its $107.0 million loan facility, which encumbers the first 11 stores that were acquired by the venture. The loan bears interest at LIBOR plus 1.70% and matures on May 16, 2021 with options to extend the maturity date through May 16, 2023, subject to satisfaction of certain conditions and payment of the extension fees as stipulated in the loan agreement. As of March 31, 2019, HVP IV was under contract, and had made aggregate deposits of $0.8 million, to acquire six stores located in Florida (1) and Texas (5) for an aggregate purchase price of $100.7 million. CUBE HHF Northeast Venture LLC (“HHFNE”) On December 15, 2016, the Company invested a 10% ownership interest in a newly-formed real estate 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 III”) During the fourth quarter of 2015, the Company invested a 10% ownership interest in a newly-formed real estate 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 III 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 III 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 III 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 III related to this portfolio acquisition was $10.7 million. During the first quarter of 2016, HVP III 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 III 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 III 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 III 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 III related to this portfolio acquisition was $5.4 million, bringing its total investment in HVP III to $16.1 million as of September 30, 2017. The amended and restated loan facility bears interest at LIBOR plus 2.00% per annum. The maturity date of the restated loan facility was extended to June 30, 2019. CUBE HHF Limited Partnership (“HHF”) On December 10, 2013, the Company invested a 50% ownership interest in a newly-formed real estate 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, 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 HVP IV, HHFNE, HVP III 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 Ventures. The following is a summary of the financial position of the Ventures as of March 31, 2019 and December 31, 2018 (in thousands): March 31, December 31, 2019 2018 Assets Storage properties, net $ 733,440 $ 741,209 Other assets 17,321 16,042 Total assets $ 750,761 $ 757,251 Liabilities and equity Other liabilities $ 9,396 $ 7,911 Debt 413,955 413,848 Equity CubeSmart 94,092 95,796 Joint venture partners 233,318 239,696 Total liabilities and equity $ 750,761 $ 757,251 The following is a summary of results of operations of the Ventures for the three months ended March 31, 2019 and 2018 (in thousands): Three Months Ended March 31, 2019 2018 Total revenues $ 23,203 $ 20,910 Operating expenses 10,163 9,204 Other expense 142 194 Interest expense, net 4,216 2,898 Depreciation and amortization 9,506 9,449 Net income (loss) $ (824) $ (835) Company’s share of net income (loss) $ 261 $ (184)

UNSECURED SENIOR NOTES

UNSECURED SENIOR NOTES	3 Months Ended
	Mar. 31, 2019
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 2019 2018 Interest Rate Date Date (in thousands) $250M 4.800% Guaranteed Notes due 2022 $ 250,000 $ 250,000 4.82 % Jun-12 Jul-22 $300M 4.375% Guaranteed Notes due 2023 (1) 300,000 300,000 4.33 % Various (1) Dec-23 $300M 4.000% Guaranteed Notes due 2025 (2) 300,000 300,000 3.99 % Various (2) Nov-25 $300M 3.125% Guaranteed Notes due 2026 300,000 300,000 3.18 % Aug-16 Sep-26 $350M 4.375% Guaranteed Notes due 2029 350,000 — 4.46 % Jan-19 Feb-29 Principal balance outstanding 1,500,000 1,150,000 Less: Discount on issuance of unsecured senior notes, net (2,773) (568) Less: Loan procurement costs, net (8,535) (5,908) Total unsecured senior notes, net $ 1,488,692 $ 1,143,524 (1) On April 4, 2017, the Operating Partnership issued $50.0 million of its 4.375% senior notes due 2023, which 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 $50.0 million and $250.0 million tranches were priced at 105.040% and 98.995%, respectively, of the principal amount to yield 3.495% and 4.501%, respectively, to maturity. The combined weighted-average effective interest rate of the 2023 notes is 4.330%. (2) On April 4, 2017, the Operating Partnership issued $50.0 million of its 4.000% senior notes due 2025, which are part of the same series as the $250.0 million principal amount of the Operating Partnership’s 4.000% senior notes due November 15, 2025 issued on October 26, 2015. The $50.0 million and $250.0 million tranches were priced at 101.343% and 99.735%, respectively, of the principal amount to yield 3.811% and 4.032%, respectively, to maturity. The combined weighted-average effective interest rate of the 2025 notes is 3.994%. 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, 2019, 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, 2019
REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS
REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS	7. REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS On December 9, 2011, the Company entered into a credit agreement (the “Credit Facility”), which was subsequently amended on April 5, 2012, June 18, 2013, and April 22, 2015 to provide for, amongst other things, a $200.0 million unsecured term loan with a maturity date of January 31, 2019 and a $500.0 million unsecured revolving facility (the “Revolver”) with a maturity date of April 22, 2020. Pricing on the Revolver is dependent 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%. As of March 31, 2019, $403.2 million was available for borrowing under the Revolver. The available balance under the Revolver is reduced by an outstanding letter of credit of $0.7 million. On June 20, 2011, the Company entered into an unsecured term loan agreement (the “Term Loan Facility”), which was subsequently amended on June 18, 2013 and August 5, 2014, consisting of, amongst other things, a $100.0 million unsecured term loan with a seven-year maturity. The Company’s unsecured term loans under the Credit Facility and Term Loan Facility are summarized below: Carrying Value as of: Effective Interest March 31, December 31, Rate as of Maturity Unsecured Term Loans 2019 2018 March 31, 2019 (1) Date (in thousands) Credit Facility Unsecured term loan (2) $ — $ 200,000 — % Jan-19 Term Loan Facility Unsecured term loan 100,000 100,000 3.64 % Jan-20 Principal balance outstanding 100,000 300,000 Less: Loan procurement costs, net (139) (201) Total unsecured term loans, net $ 99,861 $ (1) Pricing on the Term Loan Facility and the unsecured term loan under the Credit Facility is dependent on the Company’s unsecured debt credit ratings. At the Company’s current Baa2/BBB level, amounts drawn under the term loan that matured in January 2019 were priced at 1.30% over LIBOR, while amounts drawn under the term loan that is scheduled to mature in January 2020 are priced at 1.15% over LIBOR. As of March 31, 2019, borrowings under the Credit Facility, inclusive of the Revolver, and Term Loan Facility, as amended, had an effective weighted average interest rate of 3.69%. (2) On January 31, 2019, the Company used a portion of the net proceeds from the issuance of $350.0 million of 4.375% Senior Notes due 2029 (the “2029 Notes”) to repay all of the outstanding indebtedness under the unsecured term loan portion of the Credit Facility that matured in January 2019. No further borrowings may be made under the Term Loan Facility or the unsecured term loan portion of the Credit Facility. The Company’s ability to borrow under the Revolver 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, 2019, 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, 2019
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 2019 2018 Interest Rate Date (in thousands) YSI 33 $ 9,126 $ 9,214 6.42 % Jul-19 YSI 26 7,967 8,022 4.56 % Nov-20 YSI 57 2,797 2,816 4.61 % Nov-20 YSI 55 21,916 22,041 4.85 % Jun-21 YSI 24 24,680 24,893 4.64 % Jun-21 YSI 65 2,351 2,363 3.85 % Jun-23 YSI 66 31,023 31,171 3.51 % Jun-23 YSI 68 5,585 5,626 3.78 % May-24 Principal balance outstanding 105,445 106,146 Plus: Unamortized fair value adjustment 2,372 2,551 Less: Loan procurement costs, net (403) (451) Total mortgage loans and notes payable, net $ 107,414 $ As of March 31, 2019 and December 31, 2018, the Company’s mortgage loans payable were secured by certain of its self-storage properties with net book values of approximately $229.6 million and $231.0 million, respectively. The following table represents the future principal payment requirements on the outstanding mortgage loans and notes payable as of March 31, 2019 (in thousands): 2019 $ 10,951 2020 12,791 2021 45,057 2022 923 2023 31,019 2024 and thereafter 4,704 Total mortgage payments 105,445 Plus: Unamortized fair value adjustment 2,372 Less: Loan procurement costs, net (403) Total mortgage loans and notes payable, net $ 107,414

ACCUMULATED OTHER COMPREHENSIVE

ACCUMULATED OTHER COMPREHENSIVE LOSS	3 Months Ended
	Mar. 31, 2019
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, 2019 (in thousands): Unrealized Gains (Losses) on Interest Rate Swaps Other comprehensive gain before reclassifications $ 230 Amounts reclassified from accumulated other comprehensive loss 10 (1) Net current-period other comprehensive income 240 Balance at December 31, 2018 (1,029) Balance at March 31, 2019 $ (789) (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, 2019
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 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. During 2018, the Company entered into interest rate swap agreements that qualified and were designated as cash flow hedges designed to reduce the impact of interest rate changes on a forecasted issuance of long-term debt. Therefore, the interest rate swaps were recorded on the consolidated balance sheet at fair value and the related gains or losses were deferred in shareholders’ equity as accumulated other comprehensive income or loss. These deferred gains and losses are amortized into interest expense during the period or periods in which the related interest payments affect earnings. The Company formally assessed, both at inception of the hedge and on an on-going basis, whether each derivative was highly-effective in offsetting changes in cash flows of the hedged item. If management determined that the derivative was highly-effective as a hedge, then the Company accounted for the derivative using hedge accounting, pursuant to which gains or losses inherent in the derivative did not impact the Company’s results of operations. If management determined that the derivative was not highly-effective as a hedge or if a derivative ceased to be a highly-effective hedge, the Company discontinued hedge accounting prospectively and reflected in its statement of operations realized and unrealized gains and losses with respect to the derivative. The following table summarizes the terms and fair values of the Company’s derivative financial instruments as of March 31, 2019 and December 31, 2018, respectively (dollars in thousands): Hedge Hedge Notional Amount Effective Fair Value Product Type March 31, 2019 December 31, 2018 Strike Date Maturity March 31, 2019 December 31, 2018 Swap Cash flow (1) $ — $ 75,000 % 6/28/2019 6/28/2029 $ — $ (516) Swap Cash flow (1) — 50,000 % 6/28/2019 6/28/2029 — (350) Swap Cash flow (1) — 25,000 % 6/28/2019 6/28/2029 — (173) $ — $ 150,000 $ — $ (1,039) (1) These interest rate swaps were entered into on December 24, 2018 to protect the Company against adverse fluctuations in interest rates by reducing exposure to variability in cash flows relating to interest payments on a forecasted issuance of long-term debt. On January 24, 2019, in conjunction with the issuance of the 2029 Notes, the Company settled these interest rate swaps for $0.8 million. The termination premium will be reclassified from accumulated other comprehensive loss as an increase to interest expense over the life of the 2029 Notes, which mature on February 15, 2029. The Company measured its derivative instruments at fair value and recorded them in the balance sheet as either an asset or liability. As of March 31, 2019 all derivative instruments had been settled. As of December 31, 2018, all derivative instruments were included in accounts payable, accrued expenses and other liabilities on the accompanying consolidated balance sheets. The effective portions of changes in the fair value of the derivatives are reported in accumulated other comprehensive loss. Amounts reported in accumulated other comprehensive loss related to derivatives are reclassified to interest expense as interest payments are made on the Company’s 2029 Notes. The change in unrealized losses on interest rate swaps reflects a reclassification of ten thousand dollars of unrealized losses from accumulated other comprehensive loss as an increase to interest expense during the three months ended March 31, 2019. The Company estimates that $0.1 million will be reclassified as an increase to interest expense in the next 12 months.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2019
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. There were no financial assets or liabilities carried at fair value as of March 31, 2019. Financial assets and liabilities carried at fair value as of December 31, 2018 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 $ — $ 1,039 $ — Total liabilities at fair value $ — $ 1,039 $ — 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 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 the reporting dates, 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, 2019 and December 31, 2018. The aggregate carrying value and estimated fair value of the Company’s debt was $1.8 billion and $1.7 billion at March 31, 2019 and December 31, 2018, respectively. The fair value of debt estimates were based on a discounted cash flow analysis assuming market interest rates for comparable obligations at March 31, 2019 and December 31, 2018. 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, 2019
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS	12. NONCONTROLLING INTERESTS Interests in Consolidated 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 Estimated Ownership March 31, 2019 Consolidated Joint Ventures of Stores Location Opening Interest Total Assets Total Liabilities Shirlington Rd II, LLC ("SH2") (1) 1 Arlington, VA Q1 2021 (est.) 90% $ 8,194 $ 4 CS SJM E 92nd Street, LLC ("92nd St") (2) 1 New York, NY Q2 2020 (est.) 90% 15,956 14,785 CS SDP Newtonville, LLC ("Newton") (2) 1 Newton, MA Q1 2020 (est.) 90% 7,327 799 CS 1158 McDonald Ave, LLC ("McDonald Ave") (3) 1 Brooklyn, NY Q3 2019 (est.) 51% 32,905 8,770 CS SDP Waltham, LLC ("Waltham") (2) 1 Waltham, MA Q2 2019 (est.) 90% 16,276 10,540 CS 160 East 22nd St, LLC ("22nd St") (3) 1 Bayonne, NJ Q2 2019 51% 28,787 16,809 2225 46th St, LLC ("46th St") (3) 1 Queens, NY Q2 2019 51% 45,328 16,119 444 55 th Street Holdings, LLC ("55th St") (4) 1 New York, NY Q3 2017 90% 77,882 32,712 186 Jamaica Avenue, LLC ("Jamaica Ave") (2) 1 Queens, NY Q4 2015 90% 17,312 12,508 Shirlington Rd, LLC ("SH1") (1) 1 Arlington, VA Q2 2015 90% 14,958 221 10 $ 264,925 $ 113,267 (1) On March 7, 2019, the Company acquired the noncontrolling member’s ownership interest in SH1, inclusive of its promoted interest in the venture, for $10.0 million. Prior to this transaction, the noncontrolling member’s interest was reported in Noncontrolling interests in subsidiaries on the consolidated balance sheets. Since the Company retained its controlling interest in the joint venture, this transaction was accounted for as an equity transaction. The carrying amount of the noncontrolling interest was reduced to zero to reflect the purchase, and the $9.7 million difference between the purchase price paid by the Company and the carrying amount of the noncontrolling interest was recorded as an adjustment to equity attributable to the Company. In conjunction with the Company’s acquisition of the noncontrolling interest in SH1, the $12.2 million related party loan extended by the Company to the venture during the construction period was repaid in full. Subsequently, the noncontrolling member re-acquired a 10% interest in SH1 and a 10% interest in SH2 for a combined $4.8 million, which is included in Noncontrolling interests in subsidiaries on the consolidated balance sheets. (2) 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, 2019, the Company has funded $1.5 million of a total $6.9 million loan commitment to 92 nd St, $0.7 million of a total $12.1 million loan commitment to Newton, $9.0 million of a total $10.8 million loan commitment to Waltham and $12.4 million of a total $12.8 million loan commitment to Jamaica Ave, which are included in the total liability amounts within the table above. These loans and related interest were eliminated for consolidation purposes. (3) The noncontrolling members of McDonald Ave, 22nd St and 46th St have the option to put their ownership interest in the ventures to the Company for $10.0 million, $11.5 million and $15.2 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 McDonald Ave, 22nd St and 46th St, for $10.0 million, $11.5 million and $15.2 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, 2019, has accrued $7.8 million, $10.7 million and $15.2 million, related to McDonald Ave, 22 nd St and 46th St, respectively. (4) 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. 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 1.0% of the outstanding OP Units as of March 31, 2019 and December 31, 2018 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 January 31, 2018, the Company acquired a store in Texas for $12.2 million and assumed an existing mortgage loan with an outstanding balance of approximately $7.2 million, which was immediately repaid by the Company. In conjunction with the closing, the Company paid $0.2 million in cash and issued 168,011 OP Units, valued at approximately $4.8 million, to pay the remaining consideration. As of March 31, 2019 and December 31, 2018, 1,885,570 and 1,945,570 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, 2019 and December 31, 2018. As of March 31, 2019, the Operating Partnership recorded an increase in the value of OP Units owned by third parties and a corresponding decrease to capital of $6.7 million. As of December 31, 2018, the Operating Partnership recorded an increase in the value of OP Units owned by third parties and corresponding decrease to capital of $0.3 million.

LEASES

LEASES	3 Months Ended
	Mar. 31, 2019
LEASES
LEASES	13. LEASES CubeSmart as Lessor The Company derives revenue primarily from rents received from customers who rent cubes at its self-storage properties under month-to-month leases for personal or business use. The self-storage lease agreements utilized by the Company vary slightly to comply with state-specific laws and regulations, but generally provide for automatic monthly renewals, flexibility to increase rental rates over time as market conditions permit and the collection of contingent fees such as administrative and late fees. None of the self-storage lease agreements contain options that allow the customer to purchase the leased space at any time during, or at the expiration of, the lease term. All self-storage leases in which the Company serves as lessor have been classified as operating leases. Accordingly, storage cubes are carried at historical cost less accumulated depreciation and impairment, if any, and are included in Storage properties on the Company’s consolidated balance sheets. Operating lease income for amounts received under the Company’s self-storage lease agreements is recognized on a straight-line basis which, due to the month-to-month nature of the leases, results in the recognition of income during the initial term and each subsequent monthly renewal using the then-in-place rent amount. Operating lease income is included in Rental income within the Company’s consolidated statements of operations. Variable lease income related to the Company’s self-storage lease agreements consists of administrative and late fees charged to customers. For the three months ended March 31, 2019, administrative and late fees totaled $5.4 million and are included in Other property related income within the Company’s consolidated statements of operations. CubeSmart as Lessee The Company serves as lessee in lease agreements for land, office space, automobiles and certain equipment, which have remaining lease terms ranging from one year to 45 years. Certain of the Company’s leases contain provisions that (1) provide for one or more options to renew, with renewal options that can extend the lease term from one year to 69 years, (2) allow for early termination at certain points during the lease term and/or (3) give the Company the option to purchase the leased property. In all cases, the exercise of the lease renewal, termination and purchase options, if provided for in the lease, are at the Company’s sole discretion. Certain of the Company’s lease agreements, particularly its land leases, require rental payments that are periodically adjusted for inflation using a defined index. None of the Company’s lease agreements contain any material residual value guarantees or material restrictive covenants. As a result of the Company’s election of the package of practical expedients permitted within ASC 842, which among other things, allows for the carryforward of historical lease classification, all of the Company’s lease agreements have been classified as operating leases. Lease expense for payments related to the Company’s operating leases is recognized on a straight-line basis over the related lease term, which includes options to extend or terminate the lease when it is reasonably certain that the Company will exercise that option. Right-of-use assets represent the Company’s right to use an underlying asset during the lease term and lease liabilities represent the Company’s obligation to make lease payments as specified in the lease. Right-of-use assets and lease liabilities related to the Company’s operating leases are recognized at the lease commencement date based on the present value of the remaining lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available surrounding the Company’s unsecured borrowing rates and implied secured spread at the lease commencement date in determining the present value of lease payments. The right-of-use asset also includes any lease payments made at or before lease commencement less any lease incentives. As of March 31, 2019, the Company had right-of-use assets and lease liabilities related to its operating leases of $55.5 million and $60.7 million, which are included in Other assets, net and Accounts payable, accrued expenses and other liabilities on the Company’s consolidated balance sheets, respectively. As of March 31, 2019, the Company’s weighted-average remaining lease term and weighted-average discount rate related to its operating leases were 34.4 years and 4.70%, respectively. For the three months ended March 31, 2019, the Company’s lease cost consists of the following components, each of which is included in Property operating expenses within the Company’s consolidated statements of operations: Three Months Ended March 31, 2019 (in thousands) Operating lease cost $ 980 Short-term lease cost (1) 296 Total lease cost $ 1,276 (1) Represents automobile leases that have a lease term of 12 months. The Company has made an accounting policy election not to apply the recognition requirements of ASC 842 to this asset class. The lease cost associated with these leases is recognized on a straight-line basis over the related lease term. The following table represents the future operating lease liability maturities as of March 31, 2019 (in thousands): 2019 $ 2,199 2020 2,936 2021 3,008 2022 3,180 2023 3,258 2024 and thereafter 116,429 Total operating lease payments 131,010 Less: Imputed interest (70,317) Present value of operating lease liabilities $ 60,693 During the three months ended March 31, 2019, the cash paid for amounts included in the measurement of lease liabilities related to the Company’s operating leases was approximately $0.7 million, which is included as an operating cash outflow within the consolidated statements of cash flows. As of and during the three months ended March 31, 2019, the Company did not enter into any lease agreements set to commence in the future and there were no newly leased assets for which a right-of-use asset was recorded in exchange for a new lease liability.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2019
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	14. 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. On January 11, 2019, a settlement agreement was entered into for a class action alleging violation of a state specific deceptive and unfair trade practices act. During the year ended December 31, 2018, the Company recorded a $1.8 million charge related to this legal action, which is included in Accounts payable, accrued expenses and other liabilities on the Company’s consolidated balance sheets and in General and administrative on the Company’s consolidated statements of operations. The settlement agreement was preliminarily approved on April 3, 2019.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2019
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	15. RELATED PARTY TRANSACTIONS The Company provides management services to certain joint ventures and other related parties. Management agreements provide for fee income to the Company based on a percentage of revenues at the managed stores. Total management fees for unconsolidated real estate ventures or other entities in which the Company held an ownership interest for the three months ended March 31, 2019 and 2018 totaled $1.2 million and $1.0 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 $12.8 million and $10.6 million as of March 31, 2019 and December 31, 2018, respectively, and are reflected in Other assets, net on the Company’s consolidated balance sheets. Additionally, as discussed in note 12, the Company had outstanding mortgage loans receivable from consolidated joint ventures of $23.6 million and $33.2 million as of March 31, 2019 and December 31, 2018, respectively, which are eliminated for consolidation purposes. The Company believes that all of these related-party receivables are fully collectible. The HVP III, HVP IV, and HHFNE operating agreements provide for acquisition fees payable from HVP III, HVP IV, and HHFNE to the Company in an amount equal to 0.5% of the purchase price upon the closing of an acquisition by HVP III, HVP IV, and HHFNE, or any of their subsidiaries and completion of certain measures as defined in the operating agreements. During the three months ended March 31, 2018, the Company recognized $0.3 million in acquisition fees. There were no acquisition fees recognized during the three months ended March 31, 2019. Acquisition fees are included in Other income on the consolidated statements of operations.

PRO FORMA FINANCIAL INFORMATION

PRO FORMA FINANCIAL INFORMATION	3 Months Ended
	Mar. 31, 2019
PRO FORMA FINANCIAL INFORMATION
PRO FORMA FINANCIAL INFORMATION	16. PRO FORMA FINANCIAL INFORMATION During the three months ended March 31, 2019 and the year ended December 31, 2018, the Company acquired one store for a purchase price of $22.0 million (see note 4) and ten stores for an aggregate purchase price of approximately $227.5 million, respectively. 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 2019 and 2018 as if each had occurred as of January 1, 2018 and 2017, 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, 2019 and 2018 based on the assumptions described above: Three Months Ended March 31, 2019 2018 (in thousands, except per share data) Pro forma revenues $ 153,058 $ 146,368 Pro forma net income $ 38,635 $ 36,303 Earnings per share attributable to common shareholders: Basic - as reported $ 0.19 $ 0.19 Diluted - as reported $ 0.19 $ 0.19 Basic - as pro forma $ 0.20 $ 0.20 Diluted - as pro forma $ 0.20 $ 0.20

SUMMARY OF SIGNIFICANT ACCOUN_2

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2019
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, 2018, 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, 2018. The results of operations for the three months ended March 31, 2019 and 2018 are not necessarily indicative of the results of operations to be expected for any future period or the full year. The Operating Partnership 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.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2017-12 – Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities. The purpose of this updated guidance is to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. The standard became effective on January 1, 2019. The adoption of this guidance did not have a material impact on the Company’s consolidated financial statements . 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 determines 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 are accounted for similar to previous guidance for operating leases. The new standard requires lessors to account for leases using an approach that is substantially equivalent to previous guidance for sales-type leases, direct financing leases and operating leases. The Company adopted the standard on January 1, 2019, the date it became effective for public companies, using the modified retrospective approach whereby the cumulative effect of adoption was recognized on the adoption date and prior periods were not restated. There was no net cumulative effect adjustment to retained earnings as of January 1, 2019 as a result of this adoption. Upon adoption, the Company elected the package of practical expedients permitted within the standard, which among other things, allows for the carryforward of historical lease classification. The Company also elected the practical expedient provided to lessors in a subsequent amendment to the standard that removed the requirement to separate lease and nonlease components, provided certain conditions were met. Refer to note 13 for the impact of the adoption of ASU No. 2016-02 – Leases (Topic 842) on the Company’s consolidated financial statements.

STORAGE PROPERTIES (Tables)

STORAGE PROPERTIES (Tables)	3 Months Ended
	Mar. 31, 2019
STORAGE PROPERTIES
Summary of real estate assets	March 31, December 31, 2019 2018 (in thousands) Land $ 809,403 $ 806,916 Buildings and improvements 3,364,592 3,343,173 Equipment 167,140 176,583 Construction in progress 148,597 136,783 Storage properties 4,489,732 4,463,455 Less: Accumulated depreciation (884,941) (862,487) Storage properties, net $ 3,604,791 $ 3,600,968
Schedule of acquisitions and dispositions of real estate assets	Number of Purchase / Sale Price Asset/Portfolio Market Transaction Date Stores (in thousands) 2019 Acquisitions: Maryland Asset Baltimore / DC March 2019 1 $ 22,000 1 $ 2018 Acquisitions: Texas Asset Texas Markets - Major January 2018 1 $ 12,200 Texas Asset Texas Markets - Major May 2018 1 19,000 Metro DC Asset Baltimore / DC July 2018 1 34,200 Nevada Asset Las Vegas September 2018 1 14,350 North Carolina Asset Charlotte September 2018 1 11,000 California Asset Los Angeles October 2018 1 53,250 Texas Asset Texas Markets - Major October 2018 1 23,150 California Asset San Diego November 2018 1 19,118 New York Asset New York / Northern NJ November 2018 1 37,000 Illinois Asset Chicago December 2018 1 4,250 10 $ 2018 Dispositions: Arizona Assets Phoenix November 2018 2 $ 17,502 2 $

INVESTMENT ACTIVITY (Tables)

INVESTMENT ACTIVITY (Tables)	3 Months Ended
	Mar. 31, 2019
INVESTMENT ACTIVITY
Schedule of revenue and earnings from acquisitions since the acquisition dates included in consolidated statement of operations	Three Months Ended March 31, 2019 (in thousands) Total revenue $ 78 Net loss (74)

INVESTMENT IN UNCONSOLIDATED _2

INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURE (Tables)	3 Months Ended
	Mar. 31, 2019
INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURES
Summary of the financial position of the ventures	March 31, December 31, 2019 2018 Assets Storage properties, net $ 733,440 $ 741,209 Other assets 17,321 16,042 Total assets $ 750,761 $ 757,251 Liabilities and equity Other liabilities $ 9,396 $ 7,911 Debt 413,955 413,848 Equity CubeSmart 94,092 95,796 Joint venture partners 233,318 239,696 Total liabilities and equity $ 750,761 $ 757,251
Summary of results of operations of the ventures	Three Months Ended March 31, 2019 2018 Total revenues $ 23,203 $ 20,910 Operating expenses 10,163 9,204 Other expense 142 194 Interest expense, net 4,216 2,898 Depreciation and amortization 9,506 9,449 Net income (loss) $ (824) $ (835) Company’s share of net income (loss) $ 261 $ (184)

UNSECURED SENIOR NOTES (Tables)

UNSECURED SENIOR NOTES (Tables)	3 Months Ended
	Mar. 31, 2019
Senior Notes
Summary of debt	March 31, December 31, Effective Issuance Maturity Unsecured Senior Notes 2019 2018 Interest Rate Date Date (in thousands) $250M 4.800% Guaranteed Notes due 2022 $ 250,000 $ 250,000 4.82 % Jun-12 Jul-22 $300M 4.375% Guaranteed Notes due 2023 (1) 300,000 300,000 4.33 % Various (1) Dec-23 $300M 4.000% Guaranteed Notes due 2025 (2) 300,000 300,000 3.99 % Various (2) Nov-25 $300M 3.125% Guaranteed Notes due 2026 300,000 300,000 3.18 % Aug-16 Sep-26 $350M 4.375% Guaranteed Notes due 2029 350,000 — 4.46 % Jan-19 Feb-29 Principal balance outstanding 1,500,000 1,150,000 Less: Discount on issuance of unsecured senior notes, net (2,773) (568) Less: Loan procurement costs, net (8,535) (5,908) Total unsecured senior notes, net $ 1,488,692 $ 1,143,524 (1) On April 4, 2017, the Operating Partnership issued $50.0 million of its 4.375% senior notes due 2023, which 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 $50.0 million and $250.0 million tranches were priced at 105.040% and 98.995%, respectively, of the principal amount to yield 3.495% and 4.501%, respectively, to maturity. The combined weighted-average effective interest rate of the 2023 notes is 4.330%. (2) On April 4, 2017, the Operating Partnership issued $50.0 million of its 4.000% senior notes due 2025, which are part of the same series as the $250.0 million principal amount of the Operating Partnership’s 4.000% senior notes due November 15, 2025 issued on October 26, 2015. The $50.0 million and $250.0 million tranches were priced at 101.343% and 99.735%, respectively, of the principal amount to yield 3.811% and 4.032%, respectively, to maturity. The combined weighted-average effective interest rate of the 2025 notes is 3.994%.

REVOLVING CREDIT FACILITY AND_2

REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS (Tables)	3 Months Ended
	Mar. 31, 2019
Credit Facility and Term Loan Facility
Summary of debt	Carrying Value as of: Effective Interest March 31, December 31, Rate as of Maturity Unsecured Term Loans 2019 2018 March 31, 2019 (1) Date (in thousands) Credit Facility Unsecured term loan (2) $ — $ 200,000 — % Jan-19 Term Loan Facility Unsecured term loan 100,000 100,000 3.64 % Jan-20 Principal balance outstanding 100,000 300,000 Less: Loan procurement costs, net (139) (201) Total unsecured term loans, net $ 99,861 $ (1) Pricing on the Term Loan Facility and the unsecured term loan under the Credit Facility is dependent on the Company’s unsecured debt credit ratings. At the Company’s current Baa2/BBB level, amounts drawn under the term loan that matured in January 2019 were priced at 1.30% over LIBOR, while amounts drawn under the term loan that is scheduled to mature in January 2020 are priced at 1.15% over LIBOR. As of March 31, 2019, borrowings under the Credit Facility, inclusive of the Revolver, and Term Loan Facility, as amended, had an effective weighted average interest rate of 3.69%. (2) On January 31, 2019, the Company used a portion of the net proceeds from the issuance of $350.0 million of 4.375% Senior Notes due 2029 (the “2029 Notes”) to repay all of the outstanding indebtedness under the unsecured term loan portion of the Credit Facility that matured in January 2019.

MORTGAGE LOANS AND NOTES PAYA_2

MORTGAGE LOANS AND NOTES PAYABLE (Tables) - Mortgages	3 Months Ended
	Mar. 31, 2019
Summary of debt	Carrying Value as of: March 31, December 31, Effective Maturity Mortgage Loans and Notes Payable 2019 2018 Interest Rate Date (in thousands) YSI 33 $ 9,126 $ 9,214 6.42 % Jul-19 YSI 26 7,967 8,022 4.56 % Nov-20 YSI 57 2,797 2,816 4.61 % Nov-20 YSI 55 21,916 22,041 4.85 % Jun-21 YSI 24 24,680 24,893 4.64 % Jun-21 YSI 65 2,351 2,363 3.85 % Jun-23 YSI 66 31,023 31,171 3.51 % Jun-23 YSI 68 5,585 5,626 3.78 % May-24 Principal balance outstanding 105,445 106,146 Plus: Unamortized fair value adjustment 2,372 2,551 Less: Loan procurement costs, net (403) (451) Total mortgage loans and notes payable, net $ 107,414 $
Schedule of the future principal payment requirements on the outstanding mortgage loans and notes payable	The following table represents the future principal payment requirements on the outstanding mortgage loans and notes payable as of March 31, 2019 (in thousands): 2019 $ 10,951 2020 12,791 2021 45,057 2022 923 2023 31,019 2024 and thereafter 4,704 Total mortgage payments 105,445 Plus: Unamortized fair value adjustment 2,372 Less: Loan procurement costs, net (403) Total mortgage loans and notes payable, net $ 107,414

ACCUMULATED OTHER COMPREHENSI_2

ACCUMULATED OTHER COMPREHENSIVE LOSS (Tables)	3 Months Ended
	Mar. 31, 2019
ACCUMULATED OTHER COMPREHENSIVE LOSS
Summary of changes in accumulated other comprehensive loss by component	The following table summarizes the changes in accumulated other comprehensive loss by component for the three months ended March 31, 2019 (in thousands): Unrealized Gains (Losses) on Interest Rate Swaps Other comprehensive gain before reclassifications $ 230 Amounts reclassified from accumulated other comprehensive loss 10 (1) Net current-period other comprehensive income 240 Balance at December 31, 2018 (1,029) Balance at March 31, 2019 $ (789) See note 10 for additional information about the effects of the amounts reclassified.

RISK MANAGEMENT AND USE OF FI_2

RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS (Tables)	3 Months Ended
	Mar. 31, 2019
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, 2019 and December 31, 2018, respectively (dollars in thousands): Hedge Hedge Notional Amount Effective Fair Value Product Type March 31, 2019 December 31, 2018 Strike Date Maturity March 31, 2019 December 31, 2018 Swap Cash flow (1) $ — $ 75,000 % 6/28/2019 6/28/2029 $ — $ (516) Swap Cash flow (1) — 50,000 % 6/28/2019 6/28/2029 — (350) Swap Cash flow (1) — 25,000 % 6/28/2019 6/28/2029 — (173) $ — $ 150,000 $ — $ (1,039) (1) These interest rate swaps were entered into on December 24, 2018 to protect the Company against adverse fluctuations in interest rates by reducing exposure to variability in cash flows relating to interest payments on a forecasted issuance of long-term debt. On January 24, 2019, in conjunction with the issuance of the 2029 Notes, the Company settled these interest rate swaps for $0.8 million. The termination premium will be reclassified from accumulated other comprehensive loss as an increase to interest expense over the life of the 2029 Notes, which mature on February 15, 2029.

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	3 Months Ended
	Mar. 31, 2019
FAIR VALUE MEASUREMENTS
Schedule of financial assets and liabilities carried at fair value	Level 1 Level 2 Level 3 Interest rate swap derivative liabilities $ — $ 1,039 $ — Total liabilities at fair value $ — $ 1,039 $ —

NONCONTROLLING INTERESTS (Table

NONCONTROLLING INTERESTS (Tables)	3 Months Ended
	Mar. 31, 2019
NONCONTROLLING INTERESTS
Schedule of noncontrolling interests in subsidiaries	Date Opened / CubeSmart Number Estimated Ownership March 31, 2019 Consolidated Joint Ventures of Stores Location Opening Interest Total Assets Total Liabilities Shirlington Rd II, LLC ("SH2") (1) 1 Arlington, VA Q1 2021 (est.) 90% $ 8,194 $ 4 CS SJM E 92nd Street, LLC ("92nd St") (2) 1 New York, NY Q2 2020 (est.) 90% 15,956 14,785 CS SDP Newtonville, LLC ("Newton") (2) 1 Newton, MA Q1 2020 (est.) 90% 7,327 799 CS 1158 McDonald Ave, LLC ("McDonald Ave") (3) 1 Brooklyn, NY Q3 2019 (est.) 51% 32,905 8,770 CS SDP Waltham, LLC ("Waltham") (2) 1 Waltham, MA Q2 2019 (est.) 90% 16,276 10,540 CS 160 East 22nd St, LLC ("22nd St") (3) 1 Bayonne, NJ Q2 2019 51% 28,787 16,809 2225 46th St, LLC ("46th St") (3) 1 Queens, NY Q2 2019 51% 45,328 16,119 444 55 th Street Holdings, LLC ("55th St") (4) 1 New York, NY Q3 2017 90% 77,882 32,712 186 Jamaica Avenue, LLC ("Jamaica Ave") (2) 1 Queens, NY Q4 2015 90% 17,312 12,508 Shirlington Rd, LLC ("SH1") (1) 1 Arlington, VA Q2 2015 90% 14,958 221 10 $ 264,925 $ 113,267 (1) On March 7, 2019, the Company acquired the noncontrolling member’s ownership interest in SH1, inclusive of its promoted interest in the venture, for $10.0 million. Prior to this transaction, the noncontrolling member’s interest was reported in Noncontrolling interests in subsidiaries on the consolidated balance sheets. Since the Company retained its controlling interest in the joint venture, this transaction was accounted for as an equity transaction. The carrying amount of the noncontrolling interest was reduced to zero to reflect the purchase, and the $9.7 million difference between the purchase price paid by the Company and the carrying amount of the noncontrolling interest was recorded as an adjustment to equity attributable to the Company. In conjunction with the Company’s acquisition of the noncontrolling interest in SH1, the $12.2 million related party loan extended by the Company to the venture during the construction period was repaid in full. Subsequently, the noncontrolling member re-acquired a 10% interest in SH1 and a 10% interest in SH2 for a combined $4.8 million, which is included in Noncontrolling interests in subsidiaries on the consolidated balance sheets. (2) 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, 2019, the Company has funded $1.5 million of a total $6.9 million loan commitment to 92 nd St, $0.7 million of a total $12.1 million loan commitment to Newton, $9.0 million of a total $10.8 million loan commitment to Waltham and $12.4 million of a total $12.8 million loan commitment to Jamaica Ave, which are included in the total liability amounts within the table above. These loans and related interest were eliminated for consolidation purposes. (3) The noncontrolling members of McDonald Ave, 22nd St and 46th St have the option to put their ownership interest in the ventures to the Company for $10.0 million, $11.5 million and $15.2 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 McDonald Ave, 22nd St and 46th St, for $10.0 million, $11.5 million and $15.2 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, 2019, has accrued $7.8 million, $10.7 million and $15.2 million, related to McDonald Ave, 22 nd St and 46th St, respectively. (4) 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.

LEASES (Tables)

LEASES (Tables)	3 Months Ended
	Mar. 31, 2019
LEASES
Summary of lease cost	Three Months Ended March 31, 2019 (in thousands) Operating lease cost $ 980 Short-term lease cost (1) 296 Total lease cost $ 1,276 (1) Represents automobile leases that have a lease term of 12 months. The Company has made an accounting policy election not to apply the recognition requirements of ASC 842 to this asset class. The lease cost associated with these leases is recognized on a straight-line basis over the related lease term.
Schedule of future operating lease liability maturities	The following table represents the future operating lease liability maturities as of March 31, 2019 (in thousands): 2019 $ 2,199 2020 2,936 2021 3,008 2022 3,180 2023 3,258 2024 and thereafter 116,429 Total operating lease payments 131,010 Less: Imputed interest (70,317) Present value of operating lease liabilities $ 60,693

PRO FORMA FINANCIAL INFORMATI_2

PRO FORMA FINANCIAL INFORMATION (Tables)	3 Months Ended
	Mar. 31, 2019
PRO FORMA FINANCIAL INFORMATION
Schedule of consolidated results of operations on a pro forma basis	Three Months Ended March 31, 2019 2018 (in thousands, except per share data) Pro forma revenues $ 153,058 $ 146,368 Pro forma net income $ 38,635 $ 36,303 Earnings per share attributable to common shareholders: Basic - as reported $ 0.19 $ 0.19 Diluted - as reported $ 0.19 $ 0.19 Basic - as pro forma $ 0.20 $ 0.20 Diluted - as pro forma $ 0.20 $ 0.20

ORGANIZATION AND NATURE OF OP_2

ORGANIZATION AND NATURE OF OPERATIONS (Details)	3 Months Ended
	Mar. 31, 2019statesegment
Number of states in which self-storage facilities are located | state	23
Number of reportable segments | segment	1
Common stock, conversion ratio	1
Cubesmart
Percentage of the entity's partnership interest in Operating Partnership	99.00%

STORAGE PROPERTIES - Summary (D

STORAGE PROPERTIES - Summary (Details) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
STORAGE FACILITIES
Storage properties	$ 4,489,732	$ 4,463,455
Less: Accumulated depreciation	(884,941)	(862,487)
Storage properties, net (including VIE assets of $248,805 and $330,986, respectively)	3,604,791	3,600,968
Land
STORAGE FACILITIES
Storage properties	809,403	806,916
Buildings and improvements
STORAGE FACILITIES
Storage properties	3,364,592	3,343,173
Equipment
STORAGE FACILITIES
Storage properties	167,140	176,583
Construction in progress
STORAGE FACILITIES
Storage properties	$ 148,597	$ 136,783

STORAGE PROPERTIES - Activity (

STORAGE PROPERTIES - Activity (Details) $ in Thousands	1 Months Ended	3 Months Ended	12 Months Ended
	Nov. 30, 2018USD ($)facility	Mar. 31, 2019USD ($)facility	Dec. 31, 2018USD ($)facility
2019 Acquisitions
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility		1
Purchase Price | $		$ 22,000
2019 Acquisitions | Maryland Asset March 2019
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility		1
Purchase Price | $		$ 22,000
2018 Acquisitions
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			10
Purchase Price | $			$ 227,518
2018 Acquisitions | Texas Asset January 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 12,200
2018 Acquisitions | Texas Asset May 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 19,000
2018 Acquisitions | Metro DC Asset July 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 34,200
2018 Acquisitions | Nevada Asset September 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 14,350
2018 Acquisitions | North Carolina Asset September 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 11,000
2018 Acquisitions | California Asset October 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 53,250
2018 Acquisitions | Texas Asset October 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 23,150
2018 Acquisitions | California Asset November 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 19,118
2018 Acquisitions | New York Asset November 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 37,000
2018 Acquisitions | Illinois Asset December 2018
STORAGE FACILITIES
Number of Facilities, acquisitions (in properties) | facility			1
Purchase Price | $			$ 4,250
2018 Dispositions
STORAGE FACILITIES
Number of Facilities, dispositions (in properties) | facility			2
Sale Price | $			$ 17,502
2018 Dispositions | Arizona Asset
STORAGE FACILITIES
Number of Facilities, dispositions (in properties) | facility	2		2
Sale Price | $	$ 17,500		$ 17,502

INVESTMENT ACTIVITY (Details)

INVESTMENT ACTIVITY (Details) $ in Thousands	Jan. 31, 2018USD ($)shares	Nov. 30, 2018USD ($)facility	Mar. 31, 2019USD ($)facility	Mar. 31, 2018USD ($)	Dec. 31, 2018USD ($)propertyfacilityshares
Self-storage facilities
Storage properties			$ 4,489,732		$ 4,463,455
Restricted cash			$ 3,008		2,718
Common stock, conversion ratio			1
Acquisition of noncontrolling interest			$ 10,000		$ 300
2019 Acquisitions
Self-storage facilities
Number of self-storage facilities acquired | facility			1
Aggregate purchase price			$ 22,000
2019 Acquisitions | Self storage under construction
Self-storage facilities
Number of facilities under contract | facility			3
Deposit			$ 2,700
Expected aggregate purchase or sales price			$ 67,500
2019 Acquisitions | Maryland Asset March 2019
Self-storage facilities
Number of self-storage facilities acquired | facility			1
Aggregate purchase price			$ 22,000
Intangible value of the in-place leases			$ 800
Estimated life			12 months
Amortization expense			$ 100
2018 Acquisitions
Self-storage facilities
Number of self-storage facilities acquired | facility					10
Aggregate purchase price					$ 227,518
Summary of the amounts of revenue and earnings of the 2016 and 2015 acquisitions since the acquisition dates
Total revenue			78
Net loss			(74)
2018 Acquisitions | Self storage under construction
Self-storage facilities
Number of facilities under contract | facility					1
2018 Acquisitions | Self-storage facilities located in US
Self-storage facilities
Number of self-storage facilities acquired | facility					10
Aggregate purchase price					$ 227,500
Cash paid for acquisition					200
Intangible value of the in-place leases					$ 11,300
Estimated life					12 months
Amortization expense			$ 2,700	$ 100
Number of properties, assumed mortgage | facility					1
Assumed mortgage debt, at fair value					$ 7,200
OP units issued (in shares) | shares					168,011
Issuance of OP Shares					$ 4,800
Cash paid for acquisition of remaining interest in real estate ventures					$ 200
2018 Dispositions
Self-storage facilities
Number of Facilities, dispositions (in properties) | facility					2
Aggregate sale price					$ 17,502
2018 Dispositions | Arizona Asset
Self-storage facilities
Number of Facilities, dispositions (in properties) | facility		2			2
Aggregate sale price		$ 17,500			$ 17,502
Gain from sale of real estate, net		$ 10,600
Real Estate Acquisitions Expected in 2019 | Self storage under construction
Self-storage facilities
Number of facilities under contract | facility			7
Development costs			$ 136,400
Expected construction cost			$ 188,600
Self-storage facilities
Self-storage facilities
Number of self-storage facilities acquired			1		10
Aggregate purchase price			$ 22,000		$ 227,500
Texas
Self-storage facilities
Cash paid for acquisition	$ 200
OP units issued (in shares) | shares	168,011
Issuance of OP Shares	$ 4,800
Total consideration	12,200
Cash paid for acquisition of remaining interest in real estate ventures	$ 200
New York | Real Estate Acquisitions Expected in 2019 | Self storage under construction
Self-storage facilities
Number of facilities under contract | facility			3
Massachusetts | Self storage under construction | PSI
Self-storage facilities
Number of facilities under contract | facility			2
Massachusetts | Real Estate Acquisitions Expected in 2019 | Self storage under construction
Self-storage facilities
Number of facilities under contract | facility			(2)

INVESTMENT IN UNCONSOLIDATED _3

INVESTMENT IN UNCONSOLIDATED REAL ESTATE VENTURE (Details) $ in Thousands	Sep. 05, 2018USD ($)facility	Aug. 15, 2018USD ($)	May 16, 2018USD ($)	Jan. 31, 2018USD ($)	Nov. 01, 2017USD ($)	Oct. 16, 2017USD ($)	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	Sep. 30, 2018	Mar. 31, 2019USD ($)facility	Mar. 31, 2018USD ($)facility	Dec. 31, 2015USD ($)facility	Dec. 31, 2018USD ($)	Mar. 31, 2016USD ($)facility
Investment in Unconsolidated Real Estate Venture
Investment in real estate entities																$ 94,092			$ 95,796
Acquisitions of storage facilities																25,097	$ 4,034
Summary of results of operations of the real estate venture
Company’s share of net income (loss)																261	(184)
HVP and HHF
Assets
Storage facilities, net																733,440			741,209
Other assets																17,321			16,042
Total Assets																750,761			757,251
Liabilities and equity
Other liabilities																9,396			7,911
Debt																413,955			413,848
Equity
CubeSmart																94,092			95,796
Joint venture partner																233,318			239,696
Total liabilities and equity																750,761			$ 757,251
Summary of results of operations of the real estate venture
Total revenues																23,203	20,910
Operating expenses																10,163	9,204
Other expenses																142	194
Interest expense, net																4,216	2,898
Depreciation and amortization																9,506	9,449
Net income (loss)																(824)	(835)
Company’s share of net income (loss)																$ 261	$ (184)
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				12	1
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				$ 129,400	$ 2,700
Number of properties to be acquired under the contract | facility																11		37		31
Contract amount to purchase real estate																		$ 242,500		$ 115,500
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
Interest on real estate venture debt			1.70%
Principal amount of debt			$ 107,000
Proceeds from debt		$ 24,400	$ 43,700
Percentage of capital that is required to be contributed to fund the acquisition														50.00%
HVP | Affiliated Real Estate Investment Transactions
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility																				4
Capital Storage Partners, LLC
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility	22
Arizona | HVP
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility																2
Maryland | HVP
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility																1
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 self-storage facilities acquired | facility																(3)
Number of properties to be acquired under the contract | facility																		3
Florida | Capital Storage Partners, LLC
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility	4
Texas
Investment in Unconsolidated Real Estate Venture
Acquisitions of storage facilities						$ 9,400
Cash paid for acquisition of remaining interest in real estate ventures				$ 200
Texas | HVP
Investment in Unconsolidated Real Estate Venture
Ownership interest in partnership (as a percent)					20.00%
Number of self-storage facilities acquired | facility																2
Texas | Capital Storage Partners, LLC
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility	13
Oklahoma | Capital Storage Partners, LLC
Investment in Unconsolidated Real Estate Venture
Number of self-storage facilities acquired | facility	5
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 self-storage facilities acquired | facility																(2)
Number of properties to be acquired under the contract | facility																				5
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
Payment to acquire ownership interest in joint venture							$ 44,500
HVP
Investment in Unconsolidated Real Estate Venture
Investment in real estate entities																$ 16,100
Payment made for acquisition of interest in real estate ventures																$ 14,100
Intangible value of the in-place leases																				$ 10,600
Investment in joint venture										5,400								$ 10,700
Payment to acquire ownership interest in joint venture										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%
HVP | HVP
Investment in Unconsolidated Real Estate Venture
Proceeds from venture related to real estate contribution					$ 7,500
HVP | Tennessee
Investment in Unconsolidated Real Estate Venture
Number of properties to be acquired under the contract | facility																		10
HVP | Texas
Investment in Unconsolidated Real Estate Venture
Contribution of storage property to real estate venture					$ 9,400
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
Capital Storage Partners, LLC
Investment in Unconsolidated Real Estate Venture
Ownership interest in partnership (as a percent)	100.00%
Investment in joint venture	$ 5,000
Series A Preferred shares, percentage															11.00%

UNSECURED SENIOR NOTES (Details

UNSECURED SENIOR NOTES (Details) $ in Thousands	Apr. 04, 2017USD ($)	Oct. 26, 2015USD ($)	Dec. 17, 2013USD ($)	Mar. 31, 2019USD ($)	Jan. 31, 2019USD ($)	Dec. 31, 2018USD ($)
Mortgage loans and Notes payable
Less: Loan procurement costs, net				$ (793)		$ (963)
Total unsecured senior notes, net				1,488,692		1,143,524
Cubesmart, L P and Subsidiaries
Mortgage loans and Notes payable
Less: Loan procurement costs, net				(793)		(963)
Total unsecured senior notes, net				1,488,692		1,143,524
Senior Notes
Mortgage loans and Notes payable
Carrying value				1,500,000		1,150,000
Less: Discount on issuance of notes, net				(2,773)		(568)
Less: Loan procurement costs, net				(8,535)		(5,908)
Total unsecured senior notes, net				$ 1,488,692		1,143,524
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 (as a percent)				4.82%
Senior notes 4.375% due 2023
Mortgage loans and Notes payable
Senior notes, principal amount				$ 300,000
Interest rate (as a percent)	4.375%		4.375%	4.375%
Carrying value				$ 300,000		300,000
Effective interest rate (as a percent)	3.495%		4.501%	4.33%
Effective weighted average interest rate (as a percent)				4.33%
Proceeds from senior notes	$ 50,000		$ 250,000
Debt instrument, redemption percentage	105.04%		98.995%
Senior notes 4.000% due 2025
Mortgage loans and Notes payable
Senior notes, principal amount				$ 300,000
Interest rate (as a percent)	4.00%	4.00%		4.00%
Carrying value				$ 300,000		300,000
Effective interest rate (as a percent)	3.811%	4.032%		3.99%
Effective weighted average interest rate (as a percent)				3.994%
Proceeds from senior notes	$ 50,000	$ 250,000
Debt instrument, redemption percentage	101.343%	99.735%
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 (as a percent)				3.18%
Senior Notes 4.375 % Due 2029
Mortgage loans and Notes payable
Senior notes, principal amount					$ 350,000
Interest rate (as a percent)					4.375%
Carrying value				$ 350,000
Effective interest rate (as a percent)				4.46%
Credit Facility
Mortgage loans and Notes payable
Less: Loan procurement costs, net				$ (139)		$ (201)
Effective weighted average interest rate (as a percent)				3.69%

REVOLVING CREDIT FACILITY AND_3

REVOLVING CREDIT FACILITY AND UNSECURED TERM LOANS (Details)	Apr. 04, 2017USD ($)	Oct. 26, 2015USD ($)	Dec. 17, 2013USD ($)	Jun. 20, 2011USD ($)	Mar. 31, 2019USD ($)	Jan. 31, 2019USD ($)	Dec. 31, 2018USD ($)	Apr. 22, 2015USD ($)
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Loan procurement costs, net of amortization					$ 793,000		$ 963,000
Unsecured term loan					99,861,000		299,799,000
Less: Loan procurement costs, net					(793,000)		(963,000)
Term Loan B
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Unsecured term loan					$ 100,000,000		100,000,000
Effective interest rate (as a percent)					3.64%
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
Variable interest rate basis					LIBOR
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%
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
Variable interest rate basis					LIBOR
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%
Credit Facility
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Loan procurement costs, net of amortization					$ 139,000		201,000
Unsecured term loan					100,000,000		300,000,000
Less: Loan procurement costs, net					(139,000)		(201,000)
Total unsecured term loans, net					$ 99,861,000		299,799,000
Effective weighted average interest rate (as a percent)					3.69%
Tangible net worth					$ 821,211,200
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
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
Interest rate, basis spread (as a percent)					1.25%
Facility fee (as a percent)					0.15%
Remaining borrowing capacity					$ 403,200,000
Outstanding letter of credit					700,000
Credit Facility | Unsecured term loan
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Debt amount								$ 200,000,000
Unsecured term loan							$ 200,000,000
Senior notes 4.375% due 2023
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Debt amount					$ 300,000,000
Proceeds from senior notes	$ 50,000,000		$ 250,000,000
Interest rate (as a percent)	4.375%		4.375%		4.375%
Effective interest rate (as a percent)	3.495%		4.501%		4.33%
Effective weighted average interest rate (as a percent)					4.33%
Senior notes 4.000% due 2025
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Debt amount					$ 300,000,000
Proceeds from senior notes	$ 50,000,000	$ 250,000,000
Interest rate (as a percent)	4.00%	4.00%			4.00%
Effective interest rate (as a percent)	3.811%	4.032%			3.99%
Effective weighted average interest rate (as a percent)					3.994%
Senior Notes 4.375 % Due 2029
SECURED CREDIT FACILITY, UNSECURED CREDIT FACILITY AND SECURED TERM LOANS
Debt amount						$ 350,000,000
Interest rate (as a percent)						4.375%
Effective interest rate (as a percent)					4.46%

MORTGAGE LOANS AND NOTES PAYA_3

MORTGAGE LOANS AND NOTES PAYABLE - Summary (Details) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Mortgage loans and Notes payable
Less: Loan procurement costs, net	$ (793)	$ (963)
Total mortgage loans and notes payable	107,414	108,246
Net book value of self-storage facilities	3,604,791	3,600,968
Mortgages
Mortgage loans and Notes payable
Carrying value	105,445	106,146
Plus: Unamortized fair value adjustment	2,372	2,551
Less: Loan procurement costs, net	(403)	(451)
Total mortgage loans and notes payable	107,414	108,246
Net book value of self-storage facilities	229,600	231,000
YSI 33
Mortgage loans and Notes payable
Carrying value	$ 9,126	9,214
Effective interest rate (as a percent)	6.42%
YSI 26
Mortgage loans and Notes payable
Carrying value	$ 7,967	8,022
Effective interest rate (as a percent)	4.56%
YSI 57
Mortgage loans and Notes payable
Carrying value	$ 2,797	2,816
Effective interest rate (as a percent)	4.61%
YSI 55
Mortgage loans and Notes payable
Carrying value	$ 21,916	22,041
Effective interest rate (as a percent)	4.85%
YSI 24
Mortgage loans and Notes payable
Carrying value	$ 24,680	24,893
Effective interest rate (as a percent)	4.64%
YSI 65
Mortgage loans and Notes payable
Carrying value	$ 2,351	2,363
Effective interest rate (as a percent)	3.85%
YSI 66
Mortgage loans and Notes payable
Carrying value	$ 31,023	31,171
Effective interest rate (as a percent)	3.51%
YSI 68
Mortgage loans and Notes payable
Carrying value	$ 5,585	$ 5,626
Effective interest rate (as a percent)	3.78%

MORTGAGE LOANS AND NOTES PAYA_4

MORTGAGE LOANS AND NOTES PAYABLE - Future Payments (Details) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Future principal payment requirements on the outstanding mortgage loans and notes payable at year end
Less: Loan procurement costs, net	$ (793)	$ (963)
Total mortgage loans and notes payable, net	107,414	108,246
Mortgages
Future principal payment requirements on the outstanding mortgage loans and notes payable at year end
2019	10,951
2020	12,791
2021	45,057
2022	923
2023	31,019
2024 and thereafter	4,704
Total mortgage payments	105,445	106,146
Plus: Unamortized fair value adjustment	2,372	2,551
Less: Loan procurement costs, net	(403)	(451)
Total mortgage loans and notes payable, net	$ 107,414	$ 108,246

ACCUMULATED OTHER COMPREHENSI_3

ACCUMULATED OTHER COMPREHENSIVE LOSS (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
Changes in accumulated other comprehensive income by component
Beginning balance	$ (1,029)
Ending balance	(789)
Unrealized losses on interest rate swaps
Changes in accumulated other comprehensive income by component
Beginning balance	(1,029)
Other comprehensive gain before reclassifications	230
Amounts reclassified from accumulated other comprehensive loss	10
Net current-period other comprehensive income	240
Ending balance	$ (789)

RISK MANAGEMENT AND USE OF FI_3

RISK MANAGEMENT AND USE OF FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands	Jan. 24, 2019	Mar. 31, 2019	Dec. 31, 2018
Derivative financial instruments
Fair Value		$ 0
Settlement of hedge transactions		807
Realized losses reclassified from accumulated other comprehensive loss		10
Amount estimated to be reclassified as an increase to interest expense		$ 100
Designated | Cash flow | Interest rate swap
Derivative financial instruments
Notional Amount			$ 150,000
Fair Value			(1,039)
Settlement of hedge transactions	$ 800
Designated | Cash flow | Hedge Product, Swap one
Derivative financial instruments
Notional Amount			75,000
Swap, Strike rate (as a percent)		2.8015%
Fair Value			(516)
Designated | Cash flow | Hedge Product, Swap two
Derivative financial instruments
Notional Amount			50,000
Swap, Strike rate (as a percent)		2.803%
Fair Value			(350)
Designated | Cash flow | Hedge Product, Swap three
Derivative financial instruments
Notional Amount			25,000
Swap, Strike rate (as a percent)		2.802%
Fair Value			$ (173)

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)item	Dec. 31, 2018USD ($)
Fair value of financial assets and liabilities carried at fair value
Derivative Assets	$ 0
Derivative Liabilities	0
Aggregate carrying value of total debt	$ 1,800,000	$ 1,700,000
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		1,039
Level 2 | Interest rate swap
Fair value of financial assets and liabilities carried at fair value
Derivative Liabilities		$ 1,039

NONCONTROLLING INTERESTS - Inte

NONCONTROLLING INTERESTS - Interests in Consolidated Real Estate Joint Ventures (Details) $ in Thousands	Mar. 07, 2019USD ($)	Mar. 31, 2019USD ($)facility	Mar. 31, 2018USD ($)	Dec. 31, 2018USD ($)
Interests in Consolidated Real Estate Joint Ventures
Acquisition of noncontrolling interest		$ 10,000		$ 300
Noncontrolling interests in subsidiaries		11,191		$ 6,771
Reduction to additional paid in capital		4,828	$ 738
CS SJM E 92nd Street LLC
Interests in Consolidated Real Estate Joint Ventures
Assumed mortgage debt, at fair value		1,500
Outstanding principal balance of mortgage debt assumed on acquisitions		6,900
CS SDP Newtonville LLC
Interests in Consolidated Real Estate Joint Ventures
Assumed mortgage debt, at fair value		700
Outstanding principal balance of mortgage debt assumed on acquisitions		12,100
CS 1158 McDonald Ave LLC
Interests in Consolidated Real Estate Joint Ventures
Option to call ownership interest of another member		10,000
Accretion liability		7,800
CS 160 East 22nd Street LLC
Interests in Consolidated Real Estate Joint Ventures
Option to call ownership interest of another member		11,500
Accretion liability		10,700
CS SDP Waltham LLC
Interests in Consolidated Real Estate Joint Ventures
Assumed mortgage debt, at fair value		9,000
Outstanding principal balance of mortgage debt assumed on acquisitions		10,800
2225 46th Street LLC
Interests in Consolidated Real Estate Joint Ventures
Option to call ownership interest of another member		15,200
Accretion liability		15,200
186 Jamaica Ave LLC
Interests in Consolidated Real Estate Joint Ventures
Assumed mortgage debt, at fair value		12,400
Outstanding principal balance of mortgage debt assumed on acquisitions		$ 12,800
Shirlington Rd LLC
Interests in Consolidated Real Estate Joint Ventures
Acquisition of noncontrolling interest	$ 10,000
Noncontrolling interests in subsidiaries	0
Reduction to additional paid in capital	9,700
Amount of debt repaid	12,200
VIE
Interests in Consolidated Real Estate Joint Ventures
Number of self-storage facilities owned and operated | facility		10
Total assets		$ 264,925
Total liabilities		$ 113,267
Period of option to call ownership interest of another member		1 year
Period of option to put ownership interest in venture		1 year
Payment made for acquisition of interest in real estate ventures	$ 4,800
VIE | Shirlington Rd II 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		$ 8,194
Total liabilities		$ 4
Percentage of interest acquired	10.00%
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		$ 15,956
Total liabilities		$ 14,785
VIE | CS SDP Newtonville 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		$ 7,327
Total liabilities		$ 799
VIE | CS 1158 McDonald 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		$ 32,905
Total liabilities		8,770
Option to put ownership interest in the venture		$ 10,000
VIE | CS 160 East 22nd 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		$ 28,787
Total liabilities		16,809
Option to put ownership interest in the venture		$ 11,500
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		$ 16,276
Total liabilities		$ 10,540
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		$ 45,328
Total liabilities		16,119
Option to put ownership interest in the venture		$ 15,200
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		$ 77,882
Total liabilities		32,712
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 | 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		$ 17,312
Total liabilities		$ 12,508
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		$ 14,958
Total liabilities		$ 221
Percentage of interest acquired	10.00%

NONCONTROLLING INTERESTS - Oper

NONCONTROLLING INTERESTS - Operating Partnership Ownership (Details) - USD ($) $ in Thousands	Jan. 31, 2018	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Operating Partnership Ownership
OP Units outstanding which are not owned by the general partner (as a percent)		1.00%		1.00%
Adjustment for noncontrolling interest in the Operating Partnership		$ (6,681)	$ 1,169
Texas
Operating Partnership Ownership
OP units issued (in shares)	168,011
Issuance of OP Shares	$ 4,800
Total consideration	12,200
Cash paid for acquisition	200
Amount of mortgage loan commitment	$ 7,200
Cubesmart, L P and Subsidiaries
Operating Partnership Ownership
OP units outstanding (in shares)		1,885,570		1,945,570
Number of trading days used to determine average of the closing prices of the shares		10 days
Adjustment for noncontrolling interest in the Operating Partnership		$ (6,681)	$ 1,169

LEASES - Narrative (Details)

LEASES - Narrative (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
LEASES
Lessor, Administrative and late fees income	$ 5,400
Operating Lease, Income, Comprehensive Income [Extensible List]	cube:OtherpropertyRelatedIncomeMember
Lessee, Operating Lease, Existence of Option to Extend [true false]	true
Lessee, Operating Lease, Existence of Option to Terminate [true false]	true
Operating lease right of use assets	$ 55,500
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	us-gaap:OtherAssetsMember
Operating lease liabilities	$ 60,693
Operating Lease, Liability, Statement of Financial Position [Extensible List]	us-gaap:AccountsPayableAndAccruedLiabilitiesMember
Operating lease weighted-average remaining lease term (in years)	34 years 4 months 24 days
Operating lease weighted-average discount rate	4.70%
Operating lease amount paid	$ 700
Minimum
LEASES
Operating lease term (in years)	1 year
Operating lease renewal term (in years)	1 year
Maximum
LEASES
Operating lease term (in years)	45 years
Operating lease renewal term (in years)	69 years

LEASES - Lease Cost (Details)

LEASES - Lease Cost (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2019USD ($)
LEASES
Operating lease cost	$ 980
Short-term lease cost	296
Total lease cost	$ 1,276

LEASES - Future Operating Lease

LEASES - Future Operating Lease Liability Maturities (Details) $ in Thousands	Mar. 31, 2019USD ($)
Future operating lease liability maturities
2019	$ 2,199
2020	2,936
2021	3,008
2022	3,180
2023	3,258
2024 and thereafter	116,429
Total operating lease payments	131,010
Less: Imputed interest	(70,317)
Present value of operating lease liabilities	$ 60,693

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - Insurance Recoveries (Details) $ in Millions	12 Months Ended
	Dec. 31, 2018USD ($)
State Specific Deceptive and Unfair Trade Practices Act [Member]
Commitments and contingencies line items
Loss contingency provision	$ 1.8

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - Joint ventures related to affiliated real estate investments - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
RELATED PARTY TRANSACTIONS
Management fees	$ 1.2	$ 1
Amounts due to the Company from related parties	12.8		$ 10.6
Mortgage loans receivable from consolidated joint ventures	$ 23.6		$ 33.2
Ventures
RELATED PARTY TRANSACTIONS
Acquisition fee (as a percent)	0.50%
Acquisition fees	$ 0	$ 0.3

PRO FORMA FINANCIAL INFORMATI_3

PRO FORMA FINANCIAL INFORMATION (Details) $ / shares in Units, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2019USD ($)facility$ / shares	Mar. 31, 2018USD ($)$ / shares	Dec. 31, 2018USD ($)property
Consolidated results of operations on a pro forma basis
Pro forma revenue | $	$ 153,058	$ 146,368
Pro forma income | $	$ 38,635	$ 36,303
Earnings per share from continuing operations:
Basic - as reported (in dollars per share)	$ 0.19	$ 0.19
Diluted - as reported (in dollars per share)	0.19	0.19
Basic - as pro forma (in dollars per share)	0.20	0.20
Diluted - as pro forma (in dollars per share)	$ 0.20	$ 0.20
Self-storage facilities
Self-storage facilities
Number of self-storage facilities acquired	1		10
Aggregate purchase price | $	$ 22,000		$ 227,500

CONSOLIDATED BALANCE SHEETS (LP

CONSOLIDATED BALANCE SHEETS (LP cube) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
ASSETS
Storage properties	$ 4,489,732	$ 4,463,455
Less: Accumulated depreciation	(884,941)	(862,487)
Storage properties, net (including VIE assets of $248,805 and $330,986, respectively)	3,604,791	3,600,968
Cash and cash equivalents	3,533	3,764
Restricted cash	3,008	2,718
Loan procurement costs, net of amortization	793	963
Investment in real estate venture, at equity	94,092	95,796
Other assets, net	107,972	48,763
Total assets	3,814,189	3,752,972
LIABILITIES AND CAPITAL
Unsecured senior notes, net	1,488,692	1,143,524
Revolving credit facility	96,145	195,525
Unsecured term loan	99,861	299,799
Mortgage loans and notes payable, net	107,414	108,246
Accounts payable, accrued expenses and other liabilities	168,174	149,914
Distributions payable	60,978	60,627
Deferred revenue	23,485	22,595
Security deposits	466	474
Total liabilities	2,045,215	1,980,704
Limited Partnership interests of third parties	60,414	55,819
Commitments and contingencies
Capital
Accumulated other comprehensive loss	(789)	(1,029)
Total liabilities and equity	3,814,189	3,752,972
Cubesmart, L P and Subsidiaries
ASSETS
Storage properties	4,489,732	4,463,455
Less: Accumulated depreciation	(884,941)	(862,487)
Storage properties, net (including VIE assets of $248,805 and $330,986, respectively)	3,604,791	3,600,968
Cash and cash equivalents	3,533	3,764
Restricted cash	3,008	2,718
Loan procurement costs, net of amortization	793	963
Investment in real estate venture, at equity	94,092	95,796
Other assets, net	107,972	48,763
Total assets	3,814,189	3,752,972
LIABILITIES AND CAPITAL
Unsecured senior notes, net	1,488,692	1,143,524
Revolving credit facility	96,145	195,525
Unsecured term loan	99,861	299,799
Mortgage loans and notes payable, net	107,414	108,246
Accounts payable, accrued expenses and other liabilities	168,174	149,914
Distributions payable	60,978	60,627
Deferred revenue	23,485	22,595
Security deposits	466	474
Total liabilities	2,045,215	1,980,704
Limited Partnership interests of third parties	60,414	55,819
Capital
Operating Partner	1,698,158	1,710,707
Accumulated other comprehensive loss	(789)	(1,029)
Total CubeSmart, L.P. capital	1,697,369	1,709,678
Noncontrolling interests in subsidiaries	11,191	6,771
Total capital	1,708,560	1,716,449
Total liabilities and equity	$ 3,814,189	$ 3,752,972

CONSOLIDATED BALANCE SHEETS (_2

CONSOLIDATED BALANCE SHEETS (Parenthetical) (LP cube) - USD ($) $ in Thousands	Mar. 31, 2019	Dec. 31, 2018
Storage facilities, net	$ 3,604,791	$ 3,600,968
VIE
Storage facilities, net	248,805	330,986
Cubesmart, L P and Subsidiaries
Storage facilities, net	3,604,791	3,600,968
Cubesmart, L P and Subsidiaries | VIE
Storage facilities, net	$ 248,805	$ 330,986

CONSOLIDATED STATEMENTS OF OP_2

CONSOLIDATED STATEMENTS OF OPERATIONS (LP cube) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
REVENUES
Rental income	$ 131,592	$ 124,161
Total revenues	152,845	142,877
OPERATING EXPENSES
Property operating expenses	51,425	48,754
Depreciation and amortization	38,442	34,966
General and administrative	9,147	8,744
Total operating expenses	99,014	92,464
Interest:
Interest expense on loans	(17,517)	(15,155)
Loan procurement amortization expense	(624)	(579)
Equity in earnings (losses) of real estate ventures	261	(184)
Other	(165)	304
Total other expense	(18,045)	(15,614)
NET INCOME	35,786	34,799
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Noncontrolling interest in subsidiaries	70	7
Operating Partnership interests of third parties	(358)	(383)
NET INCOME ATTRIBUTABLE TO THE COMPANY'S COMMON SHAREHOLDERS	$ 35,498	$ 34,423
Diluted earnings per share attributable to common shareholders (in dollars per share)	$ 0.19	$ 0.19
Weighted-average basic units outstanding (in units)	187,253	182,274
Weighted-average diluted units outstanding (in units)	187,984	183,222
Other Property Related Income
REVENUES
Property related income	$ 15,675	$ 14,247
Property Management Fee Income
REVENUES
Property related income	5,578	4,469
Cubesmart, L P and Subsidiaries
REVENUES
Rental income	131,592	124,161
Total revenues	152,845	142,877
OPERATING EXPENSES
Property operating expenses	51,425	48,754
Depreciation and amortization	38,442	34,966
General and administrative	9,147	8,744
Total operating expenses	99,014	92,464
Interest:
Interest expense on loans	(17,517)	(15,155)
Loan procurement amortization expense	(624)	(579)
Equity in earnings (losses) of real estate ventures	261	(184)
Other	(165)	304
Total other expense	(18,045)	(15,614)
NET INCOME	35,786	34,799
NET LOSS ATTRIBUTABLE TO NONCONTROLLING INTERESTS
Noncontrolling interest in subsidiaries	70	7
NET INCOME ATTRIBUTABLE TO CUBESMART L.P.	35,856	34,806
Operating Partnership interests of third parties	(358)	(383)
NET INCOME ATTRIBUTABLE TO THE COMPANY'S COMMON SHAREHOLDERS	$ 35,498	$ 34,423
Basic earnings per unit attributable to common unitholders	$ 0.19	$ 0.19
Diluted earnings per share attributable to common shareholders (in dollars per share)	$ 0.19	$ 0.19
Weighted-average basic units outstanding (in units)	187,253	182,274
Weighted-average diluted units outstanding (in units)	187,984	183,222
Cubesmart, L P and Subsidiaries | Other Property Related Income
REVENUES
Property related income	$ 15,675	$ 14,247
Cubesmart, L P and Subsidiaries | Property Management Fee Income
REVENUES
Property related income	$ 5,578	$ 4,469

CONSOLIDATED STATEMENTS OF CO_2

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (LP cube) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
NET INCOME	$ 35,786	$ 34,799
Other comprehensive income:
Unrealized gains on interest rate swaps	232	60
Reclassification of realized losses on interest rate swaps	10	219
OTHER COMPREHENSIVE INCOME	242	279
COMPREHENSIVE INCOME	36,028	35,078
Comprehensive income attributable to Operating Partnership interests of third parties	(360)	(383)
Comprehensive loss attributable to noncontrolling interests in subsidiaries	70	7
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY	35,738	34,702
Cubesmart, L P and Subsidiaries
NET INCOME	35,786	34,799
Other comprehensive income:
Unrealized gains on interest rate swaps	232	60
Reclassification of realized losses on interest rate swaps	10	219
OTHER COMPREHENSIVE INCOME	242	279
COMPREHENSIVE INCOME	36,028	35,078
Comprehensive income attributable to Operating Partnership interests of third parties	(360)	(383)
Comprehensive loss attributable to noncontrolling interests in subsidiaries	70	7
COMPREHENSIVE INCOME ATTRIBUTABLE TO THE COMPANY	$ 35,738	$ 34,702

CONSOLIDATED STATEMENTS OF CAPI

CONSOLIDATED STATEMENTS OF CAPITAL (LP cube) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2019	Mar. 31, 2018	Dec. 31, 2018
Increase (Decrease) in Partners' Capital
Balance of Noncontrolling Interests in the Operating Partnership	$ 55,819
Contributions from noncontrolling interests in subsidiaries	4,828	$ 738
Distributions to noncontrolling interests in subsidiaries	(66)
Acquisition of noncontrolling interest in subsidiary	(10,000)		$ (300)
Adjustment for Operating Partnership interests of third parties	(6,681)	1,169
Net income (loss)	35,428	34,416
Other comprehensive income, net	240	276
Balance of Noncontrolling Interests in the Operating Partnership	60,414		55,819
Noncontrolling Interests in Operating Partnership
Increase (Decrease) in Partners' Capital
Balance of Noncontrolling Interests in the Operating Partnership	55,819	54,320	54,320
Issuance of OP units		4,782
Adjustment for Operating Partnership interests of third parties	6,681	(1,169)
Net income (loss)	358	383
Other comprehensive income, net	2	3
Balance of Noncontrolling Interests in the Operating Partnership	60,414	57,705	55,819
Cubesmart, L P and Subsidiaries
Increase (Decrease) in Partners' Capital
Balance	1,716,449	1,635,370	1,635,370
Balance of Noncontrolling Interests in the Operating Partnership	55,819
Contributions from noncontrolling interests in subsidiaries	4,828	738
Distributions to noncontrolling interests in subsidiaries	(66)
Acquisition of noncontrolling interest in subsidiary	(10,000)
Preferred OP unit redemption		(44)
Issuance of common OP units	24,580
Issuance of restricted OP units		1
Conversion from OP units to shares	1,842
Exercise of OP unit options	1,049	2
Amortization of restricted OP units	798	(242)
OP unit compensation expense	468	423
Adjustment for Operating Partnership interests of third parties	(6,681)	1,169
Net income (loss)	35,428	34,416
Other comprehensive income, net	240	276
Common OP unit distributions	(60,375)	(54,780)
Balance	1,708,560	1,617,329	1,716,449
Balance of Noncontrolling Interests in the Operating Partnership	60,414		55,819
Cubesmart, L P and Subsidiaries | Noncontrolling Interests in Operating Partnership
Increase (Decrease) in Partners' Capital
Balance of Noncontrolling Interests in the Operating Partnership	55,819	54,320	54,320
Issuance of OP units		4,782
Conversion from OP units to shares	(1,842)
Adjustment for Operating Partnership interests of third parties	6,681	(1,169)
Net income (loss)	358	383
Other comprehensive income, net	2	3
Common OP unit distributions	(604)	(614)
Balance of Noncontrolling Interests in the Operating Partnership	60,414	57,705	55,819
Cubesmart, L P and Subsidiaries | Total Shareholders' Equity
Increase (Decrease) in Partners' Capital
Balance	1,709,678	1,629,134	1,629,134
Acquisition of noncontrolling interest in subsidiary	(9,728)
Preferred OP unit redemption		(44)
Issuance of common OP units	24,580
Issuance of restricted OP units		1
Conversion from OP units to shares	1,842
Exercise of OP unit options	1,049	2
Amortization of restricted OP units	798	(242)
OP unit compensation expense	468	423
Adjustment for Operating Partnership interests of third parties	(6,681)	1,169
Net income (loss)	35,498	34,423
Other comprehensive income, net	240	276
Common OP unit distributions	(60,375)	(54,780)
Balance	1,697,369	1,610,362	1,709,678
Cubesmart, L P and Subsidiaries | Operating Partner
Increase (Decrease) in Partners' Capital
Balance	$ 1,710,707	$ 1,629,131	$ 1,629,131
Balance (in units)	187,145	182,216	182,216
Acquisition of noncontrolling interest in subsidiary	$ (9,728)
Preferred OP unit redemption		$ (44)
Issuance of common OP units	$ 24,580
Issuance of common OP units (in units)	773
Issuance of restricted OP units		$ 1
Issuance of restricted OP units (in units)	19	64
Conversion from OP units to shares	$ 1,842
Conversion from OP units to shares (in units)	60
Exercise of OP unit options	$ 1,049	$ 2
Exercise of OP unit options (in units)	140
Amortization of restricted OP units	$ 798	(242)
OP unit compensation expense	468	423
Adjustment for Operating Partnership interests of third parties	(6,681)	1,169
Net income (loss)	35,498	34,423
Common OP unit distributions	(60,375)	(54,780)
Balance	$ 1,698,158	$ 1,610,083	$ 1,710,707
Balance (in units)	188,137	182,280	187,145
Cubesmart, L P and Subsidiaries | Accumulated Other Comprehensive (Loss) Income
Increase (Decrease) in Partners' Capital
Balance	$ (1,029)	$ 3	$ 3
Other comprehensive income, net	240	276
Balance	(789)	279	(1,029)
Cubesmart, L P and Subsidiaries | Noncontrolling Interest in Subsidiaries
Increase (Decrease) in Partners' Capital
Balance	6,771	6,236	6,236
Contributions from noncontrolling interests in subsidiaries	4,828	738
Distributions to noncontrolling interests in subsidiaries	(66)
Acquisition of noncontrolling interest in subsidiary	(272)
Net income (loss)	(70)	(7)
Balance	$ 11,191	$ 6,967	$ 6,771

CONSOLIDATED STATEMENTS OF EQ_3

CONSOLIDATED STATEMENTS OF EQUITY (Parenthetical) (LP cube) - $ / shares	Mar. 31, 2019	Mar. 31, 2018
Cubesmart, L P and Subsidiaries
Common OP unit distributions (in dollars per share)	$ 0.32	$ 0.30

CONSOLIDATED STATEMENTS OF CA_2

CONSOLIDATED STATEMENTS OF CASH FLOWS (LP cube) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2019	Mar. 31, 2018
Operating Activities
Net income	$ 35,786	$ 34,799
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	39,066	35,545
Equity in (earnings) losses of real estate ventures	(261)	184
Equity compensation expense	1,619	1,592
Accretion of fair market value adjustment of debt	(179)	(183)
Changes in other operating accounts:
Other assets	(3,212)	(1,352)
Accounts payable and accrued expenses	1,806	(5,558)
Other liabilities	833	1,105
Net cash provided by operating activities	75,458	66,132
Investing Activities
Acquisitions of storage facilities	(25,097)	(4,034)
Additions and improvements to storage facilities	(6,153)	(5,394)
Development costs	(49,748)	(39,663)
Investment in real estate ventures	(107)	(10,320)
Cash distributed from real estate ventures	2,072	2,257
Net cash used in investing activities	(79,033)	(57,154)
Proceeds from:
Unsecured senior notes	347,746
Revolving credit facility	279,020	156,700
Principal payments on:
Revolving credit facility	(378,400)	(102,000)
Unsecured term loans	(200,000)
Mortgage loans and notes payable	(701)	(7,831)
Loan procurement costs	(2,634)
Settlement of hedge transactions	(807)
Acquisition of noncontrolling interest in subsidiary	(5,172)
Cash paid upon vesting of restricted OP units	(353)	(1,411)
Contributions from noncontrolling interests in subsidiaries		738
Distributions paid to noncontrolling interests in subsidiaries	(66)
Distributions paid to common OP unitholders	(60,005)	(54,746)
Net cash provided by (used in) financing activities	3,634	(9,154)
Cash paid for acquisition of noncontrolling interest	(5,172)
Change in cash, cash equivalents, and restricted cash	59	(176)
Cash, cash equivalents, and restricted cash at beginning of period	6,482	9,158
Cash, cash equivalents, and restricted cash at end of period	6,541	8,982
Supplemental Cash Flow and Noncash Information
Cash paid for interest, net of interest capitalized	15,918	15,298
Supplemental disclosure of noncash activities:
Accretion of liability	4,070	7,266
Derivative valuation adjustment	242	279
Discount on issuance of unsecured senior notes	2,254
Mortgage loan assumptions		7,166
Issuance of OP units		4,782
Acquisition of noncontrolling interest in subsidiary	(4,828)
Contributions from noncontrolling interests in subsidiaries	4,828
Cubesmart, L P and Subsidiaries
Operating Activities
Net income	35,786	34,799
Adjustments to reconcile net income to cash provided by operating activities:
Depreciation and amortization	39,066	35,545
Equity in (earnings) losses of real estate ventures	(261)	184
Equity compensation expense	1,619	1,592
Accretion of fair market value adjustment of debt	(179)	(183)
Changes in other operating accounts:
Other assets	(3,212)	(1,352)
Accounts payable and accrued expenses	1,806	(5,558)
Other liabilities	833	1,105
Net cash provided by operating activities	75,458	66,132
Investing Activities
Acquisitions of storage facilities	(25,097)	(4,034)
Additions and improvements to storage facilities	(6,153)	(5,394)
Development costs	(49,748)	(39,663)
Investment in real estate ventures	(107)	(10,320)
Cash distributed from real estate ventures	2,072	2,257
Net cash used in investing activities	(79,033)	(57,154)
Proceeds from:
Unsecured senior notes	347,746
Revolving credit facility	279,020	156,700
Principal payments on:
Revolving credit facility	(378,400)	(102,000)
Unsecured term loans	(200,000)
Mortgage loans and notes payable	(701)	(7,831)
Loan procurement costs	(2,634)
Settlement of hedge transactions	(807)
Acquisition of noncontrolling interest in subsidiary	(5,172)
Proceeds from issuance of common OP units	24,580	(43)
Cash paid upon vesting of restricted OP units	(353)	(1,411)
Exercise of OP unit options	1,049	2
Contributions from noncontrolling interests in subsidiaries		738
Distributions paid to noncontrolling interests in subsidiaries	(66)
Distributions paid to common OP unitholders	(60,628)	(55,309)
Net cash provided by (used in) financing activities	3,634	(9,154)
Cash paid for acquisition of noncontrolling interest	(5,172)
Change in cash, cash equivalents, and restricted cash	59	(176)
Cash, cash equivalents, and restricted cash at beginning of period	6,482	9,158
Cash, cash equivalents, and restricted cash at end of period	6,541	8,982
Supplemental Cash Flow and Noncash Information
Cash paid for interest, net of interest capitalized	15,918	15,298
Supplemental disclosure of noncash activities:
Accretion of liability	4,070	7,266
Derivative valuation adjustment	242	279
Discount on issuance of unsecured senior notes	2,254
Mortgage loan assumptions		7,166
Issuance of OP units		$ 4,782
Acquisition of noncontrolling interest in subsidiary	(4,828)
Contributions from noncontrolling interests in subsidiaries	$ 4,828