What changed in this filing

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Item 1. Financial Statements

2021-11-01 compared with 2021-08-02 · 233 added, 130 removed, 558 unchanged (39% of the section changed)

3 unchanged sentences

(in thousands, except per share data)

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Real estate investments

17 unchanged sentences

COMMITMENTS AND CONTINGENCIES (NOTE 10)

SERIES D PREFERRED UNITS (Cumulative convertible preferred units, $ 100 par value, 166 units issued and outstanding at June 30, 2021 and December 31, 2020, aggregate liquidation preference of $ 16,560 )

SERIES D PREFERRED UNITS (Cumulative convertible preferred units, $ 100 par value, 166 units issued and outstanding at September 30, 2021 and December 31, 2020, aggregate liquidation preference of $ 16,560 )

$ 21,585 $ 16,560

Series C Preferred Shares of Beneficial Interest (Cumulative redeemable preferred shares, no par value, $ 25 per share liquidation preference, 3,881 shares issued and outstanding at June 30, 2021 and December 31, 2020, aggregate liquidation preference of $ 97,036 )

Series C Preferred Shares of Beneficial Interest (Cumulative redeemable preferred shares, no par value, $ 25 per share liquidation preference, 3,881 shares issued and outstanding at September 30, 2021 and December 31, 2020, aggregate liquidation preference of $ 97,036 )

93,530 93,530

Common Shares of Beneficial Interest (Unlimited authorization, no par value, 14,045 shares issued and outstanding at June 30, 2021 and 13,027 shares issued and outstanding at December 31, 2020)

Common Shares of Beneficial Interest (Unlimited authorization, no par value, 14,281 shares issued and outstanding at September 30, 2021 and 13,027 shares issued and outstanding at December 31, 2020)

1,092,130 968,263

2 unchanged sentences

Total shareholders’ equity $ 725,185 $ 618,207

Noncontrolling interests – Operating Partnership ( 881 units at June 30, 2021 and 977 units at December 31, 2020)

53,133 53,930

Noncontrolling interests – Operating Partnership and Series E preferred units 225,850 53,930

Noncontrolling interests – consolidated real estate entities 645 686

5 unchanged sentences

(in thousands, except per share data)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

13 unchanged sentences

NET INCOME (LOSS) $ ( 11,240 ) $ 21,184 $ 6,704 $ 9,415

Dividends to preferred unitholders ( 160 ) ( 160 ) ( 320 ) ( 320 )

Net (income) loss attributable to noncontrolling interests – Operating Partnership ( 1,386 ) 447 ( 917 ) 1,139

Dividends to Series D preferred unitholders ( 160 ) ( 160 ) ( 480 ) ( 480 )

Net (income) loss attributable to noncontrolling interests – Operating Partnership and Series E preferred units 1,930 ( 1,387 ) 1,013 ( 248 )

Net (income) loss attributable to noncontrolling interests – consolidated real estate entities ( 22 ) ( 8 ) ( 58 ) 132

9 unchanged sentences

(in thousands)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

4 unchanged sentences

Total comprehensive income (loss) $ ( 4,960 ) $ 22,067 $ 16,825 $ ( 234 )

Net comprehensive (income) loss attributable to noncontrolling interests – Operating Partnership ( 1,430 ) 504 ( 1,169 ) 1,967

Net comprehensive (income) loss attributable to noncontrolling interests – Operating Partnership and Series E preferred units ( 3,055 ) ( 1,451 ) ( 2,389 ) 516

Net (income) loss attributable to noncontrolling interests – consolidated real estate entities ( 22 ) ( 8 ) ( 58 ) 132

4 unchanged sentences

(in thousands, except per share data)

Six Months Ended June 30, 2020 PREFERRED

Nine Months Ended September 30, 2020 PREFERRED

SHARES NUMBER

18 unchanged sentences

Other ( 1 ) ( 761 ) ( 135 ) ( 896 )

Balance June 30, 2020 $ 93,579 12,827 $ 958,292 $ ( 421,515 ) $ ( 18,139 ) $ 53,290 $ 665,507

Six Months Ended June 30, 2021

Balance September 30, 2020 $ 93,530 12,976 $ 968,436 $ ( 412,577 ) $ ( 17,256 ) $ 54,378 $ 686,511

Nine Months Ended September 30, 2021

Balance December 31, 2020 $ 93,530 13,027 $ 968,263 $ ( 427,681 ) $ ( 15,905 ) $ 54,616 $ 672,823

5 unchanged sentences

( 4,821 ) ( 4,821 )

Distributions - Series E preferred units ($ 0.322917 per unit)

( 585 ) ( 585 )

Share-based compensation, net of forfeitures 28 2,088 2,088

Sale of common shares, net 1,095 85,864 85,864

Issuance of Series E preferred units 44,905 172,608 217,513

Redemption of units for common shares 131 ( 2,815 ) 2,815 —

1 unchanged sentence

Other — ( 1,150 ) ( 113 ) ( 1,263 )

Balance June 30, 2021 $ 93,530 14,045 $ 1,033,940 $ ( 433,310 ) $ ( 12,064 ) $ 53,790 $ 735,886

Balance September 30, 2021 $ 93,530 14,281 $ 1,092,130 $ ( 454,691 ) $ ( 5,784 ) $ 226,495 $ 951,680

See accompanying Notes to Condensed Consolidated Financial Statements.

1 unchanged sentence

CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (unaudited)

Three Months Ended June 30, 2020 PREFERRED

Three Months Ended September 30, 2020 PREFERRED

SHARES NUMBER

5 unchanged sentences

INTERESTS TOTAL

Balance March 31, 2020 $ 96,046 12,163 $ 912,653 $ ( 407,150 ) $ ( 17,360 ) $ 55,527 $ 639,716

Balance June 30, 2020 $ 93,579 12,827 $ 958,292 $ ( 421,515 ) $ ( 18,139 ) $ 53,290 $ 665,507

Net income (loss) attributable to controlling interests and noncontrolling interests 19,629 1,395 21,024

9 unchanged sentences

Other — ( 11 ) ( 56 ) ( 67 )

Balance September 30, 2020 $ 93,530 12,976 $ 968,436 $ ( 412,577 ) $ ( 17,256 ) $ 54,378 $ 686,511

Three Months Ended September 30, 2021

Balance June 30, 2021 $ 93,530 14,045 $ 1,033,940 $ ( 433,310 ) $ ( 12,064 ) $ 53,790 $ 735,886

Three Months Ended June 30, 2021

Balance March 31, 2021 $ 93,530 13,220 $ 980,453 $ ( 443,409 ) $ ( 12,798 ) $ 53,676 $ 671,452

Net income (loss) attributable to controlling interests and noncontrolling interests ( 9,492 ) ( 1,908 ) ( 11,400 )

4 unchanged sentences

( 1,607 ) ( 1,607 )

Distributions - Series E preferred units ($ 0.322917 per unit)

( 585 ) ( 585 )

Share-based compensation, net of forfeitures 1 600 600

Sale of common shares, net 199 19,508 19,508

Issuance of Series E preferred units 44,905 172,608 217,513

Redemption of units for common shares 36 ( 3,233 ) 3,233 —

1 unchanged sentence

Other — ( 27 ) ( 34 ) ( 61 )

Balance June 30, 2021 $ 93,530 14,045 $ 1,033,940 $ ( 433,310 ) $ ( 12,064 ) $ 53,790 $ 735,886

Balance September 30, 2021 $ 93,530 14,281 $ 1,092,130 $ ( 454,691 ) $ ( 5,784 ) $ 226,495 $ 951,680

CENTERSPACE AND SUBSIDIARIES

1 unchanged sentence

(in thousands)

Six Months Ended June 30,

Nine Months Ended September 30,

CASH FLOWS FROM OPERATING ACTIVITIES

5 unchanged sentences

Share-based compensation expense 2,088 1,521

Loss on termination of interest rate swaps 5,343 —

Other, net 3,275 2,393

5 unchanged sentences

Proceeds from sale of marketable securities — 3,856

Proceeds from repayment of mortgage loans receivable — 10,020

Proceeds from repayment of mortgage loans and notes receivable 139 10,020

Increase in mortgages and notes receivable ( 17,498 ) ( 18,187 )

5 unchanged sentences

CASH FLOWS FROM FINANCING ACTIVITIES

Net proceeds from mortgages payable 196,725 —

Principal payments on mortgages payable ( 27,650 ) ( 17,233 )

2 unchanged sentences

Net proceeds from notes payable 174,544 —

Principal payments on notes payable ( 145,000 ) —

Payment for termination of interest rate swap ( 3,804 ) —

Payments for acquisition of noncontrolling interests – consolidated real estate entities — ( 12,221 )

4 unchanged sentences

Distributions paid to preferred unitholders ( 480 ) ( 480 )

Distributions paid to noncontrolling interests – Unitholders of the Operating Partnership ( 1,348 ) ( 1,472 )

Distributions paid to noncontrolling interests – Operating Partnership and Series E preferred units ( 2,550 ) ( 2,187 )

Other financing activities ( 334 ) ( 293 )

8 unchanged sentences

Retirement of shares withheld for taxes 929 —

Real estate assets acquired through assumption of debt 20,000 —

Fair value adjustment to debt 2,367 —

Real estate assets acquired through exchange of note receivable — 17,663

Note receivable exchanged through real estate acquisition — ( 17,663 )

Real estate assets acquired through issuance of Series E preferred units 217,513 —

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

3 unchanged sentences

(in thousands)

Balance sheet description June 30, 2021 December 31, 2020 June 30, 2020

Balance sheet description September 30, 2021 December 31, 2020 September 30, 2020

Cash and cash equivalents $ 20,816 $ 392 $ 16,804

4 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)

for the six months ended June 30, 2021 and 2020

for the nine months ended September 30, 2021 and 2020

NOTE 1 • ORGANIZATION

Centerspace, collectively with its consolidated subsidiaries (“Centerspace,” “the Company,” “we,” “us,” or “our”), is a North Dakota real estate investment trust (“REIT”) focused on the ownership, management, acquisition, redevelopment, and development of apartment communities.

As of June 30, 2021, Centerspace owned interests in 62 apartment communities consisting of 11,579 apartment homes.

As of September 30, 2021, Centerspace owned interests in 79 apartment communities consisting of 14,275 apartment homes.

NOTE 2 • BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

3 unchanged sentences

All intercompany balances and transactions are eliminated in consolidation.

The Condensed Consolidated Financial Statements also reflect the Operating Partnership’s ownership of certain joint venture entities in which the Operating Partnership has a general partner or controlling interest.

These entities are consolidated into the Company’s operations, with noncontrolling interests reflecting the noncontrolling partners’ share of ownership, income, and expenses.

The Condensed Consolidated Financial Statements also reflect the Operating Partnership’s ownership of a joint venture entity in which the Operating Partnership has a general partner or controlling interest.

This entity is consolidated into the Company’s operations, with noncontrolling interests reflecting the noncontrolling partners’ share of ownership, income, and expenses.

UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

22 unchanged sentences

Early adoption is permitted.

Centerspace is currently evaluating the ASU and the impact it may have on Condensed Consolidated Financial Statements.

Centerspace early adopted this guidance in the first quarter of 2021 using the modified retrospective method.

The adoption did not have a material impact on the Condensed Consolidated Financial Statements.

CASH, CASH EQUIVALENTS, AND RESTRICTED CASH

As of June 30, 2021 and December 31, 2020, restricted cash consisted primarily of real estate deposits and escrows held by lenders for real estate taxes, insurance, and capital additions.

As of September 30, 2021 and December 31, 2020, restricted cash consisted primarily of real estate deposits and escrows held by lenders for real estate taxes, insurance, and capital additions.

As a lessor, Centerspace primarily leases multifamily apartment homes which qualify as operating leases with terms that are generally one year or less.

8 unchanged sentences

The accommodations were recognized as variable lease payments.

During the three months ended June 30, 2021, the Company did not recognize a reduction in revenue due to the abatement of amounts due from commercial tenants, compared to a reduction of $ 402,000 in the same period of the prior year.

During the six months ended June 30, 2021 and 2020, the Company recognized reductions of $ 47,000 and $ 402,000 , respectively, due to the abatement of amounts due from commercial tenants.

During the three months ended September 30, 2021, the Company did not recognize a reduction in revenue due to the abatement of amounts due from commercial tenants, compared to a reduction of $ 136,000 in the same period of the prior year.

During the nine months ended September 30, 2021 and 2020, the Company recognized reductions of $ 47,000 and $ 538,000 , respectively, due to the abatement of amounts due from commercial tenants.

Many of the leases contain non-lease components for utility reimbursement from residents and common area maintenance from commercial tenants.

1 unchanged sentence

The combined components are included in lease income and are accounted for under ASC 842.

The aggregate amount of future scheduled lease income on commercial operating leases, excluding any variable lease income and non-lease components, as of June 30, 2021, was as follows:

The aggregate amount of future scheduled lease income on commercial operating leases, excluding any variable lease income and non-lease components, as of September 30, 2021, was as follows:

(in thousands)

8 unchanged sentences

A gain or loss is recognized when the criteria for derecognition of an asset are met, including when (1) a contract exists and (2) the buyer obtained control of the nonfinancial asset that was sold.

The following table presents the disaggregation of revenue streams for the three and six months ended June 30, 2021 and 2020:

The following table presents the disaggregation of revenue streams for the three and nine months ended September 30, 2021 and 2020:

(in thousands)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

Revenue Stream Applicable Standard 2021 2020 2021 2020

11 unchanged sentences

Reducing planned property holding periods may increase the likelihood of recording impairment losses.

During the three and six months ended June 30, 2021 and 2020, the company recorded no impairment charges.

During the three and nine months ended September 30, 2021 and 2020, the Company recorded no impairment charges.

MORTGAGE LOANS RECEIVABLE AND NOTES RECEIVABLE

In March 2020, in connection with the acquisition of Ironwood, an apartment community in New Hope, Minnesota, the Company acquired a tax increment financing note receivable (“TIF”) with a principal balance of $ 6.6 million at June 30, 2021 and December 31, 2020, which appears within other assets in the Condensed Consolidated Balance Sheets.

In March 2020, in connection with the acquisition of Ironwood, an apartment community in New Hope, Minnesota, the Company acquired a tax increment financing note receivable (“TIF”) with a principal balance of $ 6.4 million at September 30, 2021 and December 31, 2020, which appears within other assets in the Condensed Consolidated Balance Sheets.

The note bears an interest rate of 4.5 % with payments due in February and August of each year.

In December 2019, Centerspace originated a $ 29.9 million construction loan and a $ 15.3 million mezzanine loan for the development of a multifamily community located in Minneapolis, Minnesota.

During the three months ended September 30, 2021, construction on the project was completed and the lease-up phase began.

In conjunction with the loans, the Company received a guaranty for the substantial completion of the project improvements from an investment grade guarantor.

The construction and mezzanine loans bear and accrue interest at 4.5 % and 11.5 %, respectively.

As of June 30, 2021, the Company had fully funded the $ 29.9 million construction loan and $ 7.1 million of the mezzanine loan, both of which appear within mortgage loans receivable in the Condensed Consolidated Balance Sheets.

As of June 30, 2021, the construction loan had accrued $ 560,000 of interest which is added to the $ 29.9 million original principal balance.

As of September 30, 2021, the Company had fully funded the $ 29.9 million construction loan and $ 11.4 million of the mezzanine loan, both of which appear within mortgage loans receivable in the Condensed Consolidated Balance Sheets.

As of September 30, 2021, the construction loan had accrued $ 813,000 of interest which is added to the $ 29.9 million original principal balance.

As of December 31, 2020, the Company had funded $ 24.7 million of the construction loan.

1 unchanged sentence

The loans represent an investment in an unconsolidated variable interest entity (“VIE”).

The Company is not the primary beneficiary of the VIE as it does not have the power to direct the activities which most significantly impact the entity’s economic performance nor does it have significant influence over the entity.

The Company is not the primary beneficiary of the VIE as it does not have the power to direct the activities that most significantly impact the entity’s economic performance nor does it have significant influence over the entity.

VARIABLE INTEREST ENTITIES

6 unchanged sentences

Any unrealized gains or losses are included in interest and other income on the consolidated statements of operations.

As of June 30, 2021 and December 31, 2020 the Company had no marketable securities.

During the six months ended June 30, 2020, the Company had a realized loss of $ 3.4 million arising from the disposal of such securities which appears in interest and other income (loss) in the Condensed Consolidated Statements of Operations.

As of September 30, 2021 and December 31, 2020 the Company had no marketable securities.

During the nine months ended September 30, 2020, the Company had a realized loss of $ 3.4 million arising from the disposal of such securities which appears in interest and other income (loss) in the Condensed Consolidated Statements of Operations.

NOTE 3 • EARNINGS PER SHARE

Basic earnings per share is computed by dividing net income available to common shareholders by the weighted average number of common shares of beneficial interest (“common shares”) outstanding during the period.

Centerspace has issued restricted stock units (“RSUs”) and incentive stock options (“ISOs”) under the 2015 Incentive Plan and Series D Convertible Preferred Units (“Series D preferred units”), which could have a dilutive effect on the earnings per share upon exercise of the RSUs or ISOs or upon conversion of the Series D preferred units (refer to Note 4 for further discussion of the Series D preferred units).

Other than the issuance of RSUs, ISOs, and Series D preferred units, there are no outstanding options, warrants, convertible stock or other contractual obligations requiring issuance of additional shares that would result in dilution of earnings.

Centerspace has issued restricted stock units (“RSUs”) and incentive stock options (“ISOs”) under the 2015 Incentive Plan, Series D Convertible Preferred Units (“Series D preferred units”), and Series E Convertible Preferred Units (“Series E preferred units”), which could have a dilutive effect on the earnings per share upon exercise of the RSUs or ISOs or upon conversion of the Series D or Series E preferred units (refer to Note 4 for further discussion of the Series D and the Series E preferred units).

Other than the issuance of RSUs, ISOs, Series D preferred units, and Series E preferred units, there are no outstanding options, warrants, convertible stock or other contractual obligations requiring issuance of additional shares that would result in dilution of earnings.

Under the terms of the Operating Partnership’s Agreement of Limited Partnership, limited partners have the right to require the Operating Partnership to redeem their limited partnership units (“Units”) any time following the first anniversary of the date they acquired such Units (“Exchange Right”).

Upon the exercise of Exchange Rights, and in Centerspace’s sole discretion, it may issue common shares in exchange for Units on a one -for-one basis.

Performance-based RSUs of 31,030 and 27,964 for the three and six months ended June 30, 2021 and 2020, respectively, were excluded from the calculation of diluted earnings per share because they were anti-dilutive.

For the three and six months ended June 30, 2020, Series D preferred units of 228,000 were excluded from the calculation of diluted earnings per share because they were anti-dilutive.

For the three and six months ended June 30, 2020, time-based RSUs of 13,000 and 15,000 , respectively, were excluded from the calculation of diluted earnings per share because they were anti-dilutive.

For the three and six months ended June 30, 2021, weighted average stock options of 43,629 were excluded from the calculation of diluted earnings per share because the assumed proceeds per share plus the average unearned compensation were greater than the average market price of common shares for the periods ended and, therefore were anti-dilutive.

For the three and six months ended June 30, 2020, weighted average stock options of 63,527 and 31,764 , respectively, were excluded from the calculation of diluted earnings per share.

The following table presents a reconciliation of the numerator and denominator used to calculate basic and diluted earnings per share reported in the Condensed Consolidated Financial Statements for the three and six months ended June 30, 2021 and 2020:

Performance-based RSUs of 31,821 for the three and nine months ended September 30, 2021 and 27,506 for the three and nine months ended September 30, 2020, were excluded from the calculation of diluted earnings per share because they were anti-dilutive.

For the nine months ended September 30, 2020, Series D preferred units of 228,000 and time-based RSUs of 13,000 were excluded from the calculation of diluted earnings per share because they were anti-dilutive.

For the three and nine months ended September 30, 2020, weighted average stock options of 140,554 and 68,292 , respectively, were excluded from the calculation of diluted earnings per share because they were anti-dilutive.

(in thousands, except per share data)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2021 2020 2021 2020

3 unchanged sentences

Numerator for basic earnings (loss) per share – net income available to common shareholders ( 11,099 ) 18,021 2,358 4,195

Noncontrolling interests – Operating Partnership 1,386 ( 447 ) 917 ( 1,139 )

Noncontrolling interests – Operating Partnership and Series E preferred units ( 1,930 ) 1,387 ( 1,013 ) 248

Dividends to preferred unitholders 160 160 480 480

3 unchanged sentences

Effect of Series D preferred units 228 228 228 —

Effect of Series E preferred units 705 — 239 —

Effect of dilutive restricted stock units and stock options 59 10 32 —

4 unchanged sentences

Operating Partnership Units.

The Operating Partnership had 881,000 and 977,000 outstanding Units at June 30, 2021 and December 31, 2020, respectively.

The Operating Partnership had 845,000 and 977,000 outstanding Units at September 30, 2021 and December 31, 2020, respectively.

Exchange Rights .

Centerspace redeemed Units in exchange for common shares in connection with Unitholders exercising their exchange rights during the three and six months ended June 30, 2021 and 2020 as detailed in the table below.

Centerspace redeemed Units in exchange for common shares in connection with Unitholders exercising their exchange rights during the three and nine months ended September 30, 2021 and 2020 as detailed in the table below.

(in thousands)

Three Months Ended June 30, Number of Units Net Book Basis

Three Months Ended September 30, Number of Units Net Book Basis

2021 36 $ ( 3,233 )

2020 4 $ ( 462 )

Six Months Ended June 30,

Nine Months Ended September 30,

2021 131 $ ( 2,815 )

2020 40 $ ( 344 )

Series E Preferred Units (Noncontrolling interests).

On September 1, 2021, Centerspace issued 1.8 million Series E preferred units with a par value of $ 100 per Series E preferred unit as partial consideration for the acquisition of 17 apartment communities.

The Series E preferred unit holders receive a preferred distribution at the rate of 3.875 % per year.

Each Series E preferred unit is convertible, at the holder’s option, into 1.2048 Units, representing a conversion exchange rate of $ 83.00 per unit.

The Series E preferred units have an aggregate liquidation preference of $ 181.4 million.

The holders of the Series E preferred units do not have voting rights and are required to hold the units for one year before they may elect to convert.

Common Shares and Equity Awards .

Common shares outstanding on June 30, 2021 and December 31, 2020, totaled 14.0 million and 13.0 million, respectively.

There were 23,385 and 26,186 shares issued upon the vesting of equity awards under the 2015 Incentive Plan during the three and six months ended June 30, 2021, respectively, with a total grant-date fair value of $ 750,000 and $ 914,000 , respectively.

During the three and six months ended June 30, 2020, the Company issued 19,508 and 20,701 shares, respectively, upon the vesting of equity awards under the 2015 Incentive Plan, with a total grant-date fair value of $ 956,000 and $ 1.0 million, respectively.

Common shares outstanding on September 30, 2021 and December 31, 2020, totaled 14.3 million and 13.0 million, respectively.

There were 578 and 26,764 shares issued upon the vesting of equity awards under the 2015 Incentive Plan during the three and nine months ended September 30, 2021, respectively, with a total grant-date fair value of $ 32,000 and $ 946,000 , respectively.

During the three and nine months ended September 30, 2020, the Company issued 297 and 20,998 shares, respectively, upon the vesting of equity awards under the 2015 Incentive Plan, with a total grant-date fair value of $ 17,000 and $ 1.0 million, respectively.

These shares vest based on performance and service criteria.

Equity Distribution Agreement.

Centerspace has an equity distribution agreement in connection with an at-the-market offering (“2019 ATM Program”) through which it may offer and sell common shares having an aggregate sales price of up to $ 150.0 million, in amounts and at times as determined by management.

Centerspace had an equity distribution agreement in connection with an at-the-market offering (“2019 ATM Program”) through which it could offer and sell common shares having an aggregate sales price of up to $ 150.0

Under the 2019 ATM Program, we sold shares having an aggregate sales price of $ 149.9 million.

During the three months ended September 30, 2021, the Company replaced the 2019 ATM Program with a new at-the-market offering (“2021 ATM Program”) through which it may offer and sell common shares having an aggregate sales price of up to $ 250.0 million, in amounts and at times determined by management.

Under the 2021 ATM Program, the Company may enter into separate forward sale agreements.

The proceeds from the sale of common shares under the 2021 ATM Program are intended to be used for general purposes, which may include the funding of acquisitions, construction or mezzanine loans, community renovations, and the repayment of indebtedness.

The table below provides details on the sale of common shares during the three and six months ended June 30, 2021 and 2020.

As of June 30, 2021, common shares having an aggregate offering price of up to $ 99,000 remained available under the 2019 ATM Program.

The table below provides details on the sale of common shares during the three and nine months ended September 30, 2021 and 2020 under both the 2019 and 2021 ATM Programs.

As of September 30, 2021, common shares having an aggregate offering price of up to $ 230.1 million remained available under the 2021 ATM Program.

(in thousands, except per share amounts)

Three Months Ended June 30, Number of Common Shares Total Consideration (1)

Three Months Ended September 30, Number of Common Shares Net Consideration (1)

Average Net Price Per Share

1 unchanged sentence

2020 145 $ 10,218 $ 70.55

Six Months Ended June 30,

Nine Months Ended September 30,

2021 1,095 $ 86,127 $ 78.63

2020 819 $ 57,528 $ 70.23

(1) Total consideration is net of $ 528,000 and $ 709,000 in commissions during the three and six months ended June 30, 2021, respectively, and issuance costs.

Total consideration for the three and six months ended June 30, 2020 is net of $ 683,000 and $ 735,000 in commissions, respectively, and issuance costs.

(1) Total consideration is net of $ 299,000 and $ 1.0 million in commissions and issuance costs during the three and nine months ended September 30, 2021, respectively.

Total consideration for the three and nine months ended September 30, 2020 is net of $ 156,000 and $ 890,000 in commissions, respectively, and issuance costs.

Series C Preferred Shares.

Series C preferred shares outstanding were 3.9 million shares at June 30, 2021 and December 31, 2020.

Series C preferred shares outstanding were 3.9 million shares at September 30, 2021 and December 31, 2020.

The Series C preferred shares are nonvoting and redeemable for cash at $ 25.00 per share at Centerspace’s option after October 2, 2022.

6 unchanged sentences

Each Series D preferred unit is convertible, at the holder’s option, into 1.37931 Units, representing a conversion exchange rate of $ 72.50 per unit.

The Series D preferred units have an aggregate liquidation preference of $ 16.6 million.

Changes in the redemption value are charged to common shares on the Condensed Consolidated Balance Sheets from period to period.

The holders of the Series D preferred units do not have any voting rights.

The holders of the Series D preferred units do not have voting rights.

Distributions to Series D unitholders are presented in the Condensed Consolidated Statements of Equity within net income (loss) attributable to controlling interests and noncontrolling interests.

NOTE 5 • DEBT

As of June 30, 2021, 44 apartment communities were not encumbered by mortgages, with 29 of those properties providing credit support for the unsecured borrowings.

As of September 30, 2021, 46 apartment communities were not encumbered by mortgages and are available to provide credit support for the unsecured borrowings.

The Company’s primary unsecured credit facility (“unsecured credit facility”) is a revolving, multi-bank line of credit, with the Bank of Montreal serving as administrative agent.

The line of credit has total commitments and borrowing capacity of $ 250.0 million, based on the value of properties contained in the unencumbered asset pool (“UAP”).

As of June 30, 2021, the additional borrowing availability was $ 163.0 million beyond the $ 87.0 million drawn, including the balance on the operating line of credit (discussed below).

The unsecured credit facility matures on August 31, 2022, with one twelve-month option to extend the maturity date at the Company’s election.

Under the unsecured credit facility, the Company also has unsecured term loans of $ 70.0 million and $ 75.0 million, included within notes payable on the Condensed Consolidated Balance Sheets, which mature on January 15, 2024 and on August 31, 2025, respectively.

The interest rates on the line of credit and term loans are based, at the Company’s option, on either the lender’s base rate plus a margin, ranging from 35 - 85 basis points, or the London Interbank Offered Rate (“LIBOR”), plus a margin that ranges from 135 - 190 basis points based on the consolidated leverage ratio, as defined under the Second Amended and Restated Credit Agreement.

The line of credit has total commitments and borrowing capacity of $ 250.0 million, based on the value of unencumbered properties.

As of September 30, 2021, the additional borrowing availability was $ 193.0 million beyond the $ 57.0 million drawn.

This unsecured credit facility was amended on September 30, 2021 to extend the maturity date to September 2025 and provide for a $ 400.0 million accordion option.

Prior to the amendment, the unsecured credit facility also had unsecured term loans of $ 70.0 million and $ 75.0 million, included within notes payable on the Condensed Consolidated Balance Sheets.

As of September 30, 2021, these term loans had been paid in full.

The interest rates on the line of credit and term loans are based, at the Company’s option, on either the lender’s base rate plus a margin, ranging from 25 - 80 basis points, or the London Interbank Offered Rate (“LIBOR”), plus a margin that ranges from 125 - 180 basis points based on the consolidated leverage ratio, as defined under the Third Amended and Restated Credit Agreement.

The unsecured credit facility and unsecured senior notes are subject to customary financial covenants and limitations.

The Company believes that it is in compliance with all such financial covenants and limitations as of June 30, 2021.

The Company believes that it is in compliance with all such financial covenants and limitations as of September 30, 2021.

In January 2021, Centerspace amended and expanded its private shelf agreement to increase the aggregate amount available for issuance of unsecured senior promissory notes (“unsecured senior notes”) to $ 225.0 million.

Under this agreement, the Company issued $ 75.0 million of Series A notes due September 13, 2029 bearing interest at a rate of 3.84 % annually, $ 50.0 million of Series B notes due September 30, 2028 bearing interest at a rate of 3.69 % annually, and $ 50.0 million of Series C notes due June 6, 2030 bearing interest at a rate of 2.70 % annually.

Under the private shelf agreement, there is $ 50.0 million remaining available.

As of June 30, 2021, Centerspace owned 18 apartment communities that served as collateral for mortgage loans.

Under this agreement, the Company has issued $ 200.0 million unsecured senior notes with $ 25.0 million remaining available as of September 30, 2021.

In September 2021, the Company entered into a note purchase agreement for the issuance of $ 125.0 million senior unsecured promissory notes.

The following table shows the notes issued under both agreements.

(in thousands)

Amount Maturity Date Interest Rate

Series A $ 75,000 September 13, 2029 3.84 %

Series B $ 50,000 September 30, 2028 3.69 %

Series C $ 50,000 June 6, 2030 2.70 %

Series 2021-A $ 35,000 September 17, 2030 2.50 %

Series 2021-B $ 50,000 September 17, 2031 2.62 %

Series 2021-C $ 25,000 September 17, 2032 2.68 %

Series 2021-D $ 15,000 September 17, 2034 2.78 %

In September 2021, Centerspace entered into a $ 198.9 million Fannie Mae Credit Facility Agreement (the “FMCF”) for the financing of 16 apartment communities acquired during the quarter.

The FMCF is currently secured by mortgages on those apartment communities.

The notes are interest-only, have varying maturity dates of 7 , 10 , and 12 years, and a blended, weighted average interest rate of 2.78 %.

As of September 30, 2021, the FMCF had a balance of $ 198.9 million.

The FMCF is included within mortgages payable on the Condensed Consolidated Balance Sheets.

As of September 30, 2021, Centerspace owned 17 apartment communities that served as collateral for mortgage loans, in addition to the apartment communities secured by the FMCF.

All of these mortgage loans were non-recourse to the Company other than for standard carve-out obligations.

As of June 30, 2021, the Company believes that there are no material defaults or instances of noncompliance in regards to any of these mortgages payable.

As of September 30, 2021, the Company believes that there are no material defaults or instances of noncompliance in regards to any of these mortgages payable.

Centerspace also has a $ 6.0 million operating line of credit.

This operating line of credit is designed to enhance treasury management activities and more effectively manage cash balances.

This operating line matures on August 31, 2021, with pricing based on a market spread plus the one-month LIBOR index rate.

This operating line matures on November 29, 2021, with pricing based on a market spread plus the one-month LIBOR index rate.

The following table summarizes indebtedness:

(in thousands)

June 30, 2021 December 31, 2020 Weighted Average Maturity in Years at June 30, 2021

September 30, 2021 December 31, 2020 Weighted Average Maturity in Years at September 30, 2021

Lines of credit $ 57,000 $ 152,871 4.00

Term loans (1)

145,000 145,000 3.39

Unsecured senior notes (1)

1 unchanged sentence

Unsecured debt 357,000 422,871 8.10

Mortgages payable - fixed 288,363 298,445 4.87

Mortgages payable - Fannie Mae credit facility 198,850 — 9.81

Mortgages payable - other 293,547 298,445 5.05

Total debt $ 849,397 $ 721,316 7.46

2 unchanged sentences

Weighted average interest rate on unsecured senior notes 3.12 % 3.78 %

Weighted average interest rate on mortgages payable 3.90 % 3.93 %

Weighted average interest rate on mortgages payable - Fannie Mae credit facility 2.78 % —

Weighted average interest rate on mortgages payable - other 3.83 % 3.93 %

Weighted average interest rate on total debt 3.23 % 3.62 %

(1) Included within notes payable on the Condensed Consolidated Balance Sheets.

The aggregate amount of required future principal payments on term loans, unsecured senior notes, and mortgages payable as of June 30, 2021, was as follows:

The aggregate amount of required future principal payments on unsecured senior notes and mortgages payable as of September 30, 2021, was as follows:

(in thousands)

4 unchanged sentences

Centerspace’s objective in using interest rate derivatives is to add stability to interest expense and to manage its exposure to interest rate fluctuations.

To accomplish this objective, the Company primarily uses interest rate swap contracts to fix the variable interest rate on its term loans and a portion of its primary line of credit.

The interest rate swap contracts qualify as cash flow hedges.

Changes in the fair value of cash flow hedges are recorded in accumulated other comprehensive income (“OCI”) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings.

Amounts reported in accumulated other comprehensive income for the interest rate swaps will be reclassified to interest expense as interest expense is incurred on the term loans and the hedged portion of the primary line of credit.

To accomplish this objective, the Company primarily uses interest rate swap contracts to fix the variable interest rate debt.

Changes in the fair value of derivatives designated and that qualify as cash flow hedges are recorded in accumulated other comprehensive income (“OCI”) and subsequently reclassified into earnings in the period that the hedged transaction affects earnings.

Amounts reported in accumulated other comprehensive income for the interest rate swaps will be reclassified to interest expense as interest payments are incurred on the hedged variable rate debt.

During the next twelve months, the Company estimates an additional $ 1.9 million will be reclassified as an increase to interest expense.

At June 30, 2021 and December 31, 2020 , Centerspace had a $ 50.0 million interest rate swap to fix the interest rate on a portion of the primary line of credit.

At June 30, 2021 and December 31, 2020 , Centerspace had three interest rate swap contracts in effect with a notional amount of $ 195.0 million and one additional interest rate swap that becomes effective on January 31, 2023, with a notional amount of $ 70.0 million.

These interest rate swaps are to fix the interest rate on the term loans.

The table below presents the fair value of the Company's derivative financial instruments as well as their classification on the Condensed Consolidated Balance Sheets as of June 30, 2021 and December 31, 2020 .

At September 30, 2021, the Company had one interest rate swap contract designated as a cash flow hedge of interest rate risk with a total notional amount of $ 75.0 million to fix the interest rate on the line of credit.

As of December 31, 2020 , Centerspace had three interest rate swap contracts designated as cash flow hedges of interest rate risk with a notional amount of $ 195.0 million and one additional interest rate swap that becomes effective on January 31, 2023, with a notional amount of $ 70.0 million.

These interest rate swaps fixed the interest rate on the term loans and a portion of the line of credit.

During the three months ended September 30, 2021, Centerspace paid $ 3.8 million to terminate its $ 50.0 million interest rate swap and its $ 70.0 million interest rate swap in connection with the pay down of the Company’s term loans (see Note 5 - Debt for additional details).

The Company accelerated the reclassification of a $ 5.4 million loss from OCI into other income loss in the Condensed Consolidated Statement of Operations as a result of the hedged transactions becoming probable not to occur.

Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements.

Changes in fair value of derivatives not designated in hedging relationships are recorded directly to earnings within other income loss in the Condensed Consolidated Statement of Operations.

As of September 30, 2021, the Company had one interest rate swap with a notional amount of $ 70.0 million that is not effective until January 31, 2023 and was not designated as a hedge in a qualifying hedging relationship.

For the three and nine months ended September 30, 2021, the Company recorded a gain of $ 60,000 related to the interest rate swap not designated in a hedging relationship.

As of December 31, 2020, the Company did not have any outstanding interest rate derivatives that were not designated as hedges in a qualifying hedging relationships.

The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Condensed Consolidated Balance Sheets as of September 30, 2021 and December 31, 2020 .

(in thousands)

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Balance Sheet Location Fair Value Fair Value

Total derivative instruments designated as hedging instruments - interest rate swaps Accounts Payable and Accrued Expenses $ 6,012 $ 15,905

The table below presents the effect of the Company’s derivative financial instruments on the Condensed Consolidated Statements of Operations as of June 30, 2021 and 2020.

Total derivative instruments not designated as hedging instruments - interest rate swaps Accounts Payable and Accrued Expenses $ 1,457 $ —

The table below presents the effect of the Company’s derivative financial instruments on the Condensed Consolidated Statements of Operations as of September 30, 2021 and 2020.

(in thousands)

Gain (Loss) Recognized in OCI Location of Gain (Loss) Reclassified from Accumulated OCI into Income Gain (Loss) Reclassified from Accumulated OCI into Income

Three months ended June 30, 2021 2020 2021 2020

Three months ended September 30, 2021 2020 2021 2020

Total derivatives in cash flow hedging relationships - Interest rate contracts $ ( 70 ) $ ( 210 ) Interest expense $ ( 940 ) $ ( 1,093 )

Six months ended June 30,

Nine months ended September 30,

Total derivatives in cash flow hedging relationships - Interest rate contracts $ 1,555 $ ( 11,314 ) Interest expense $ ( 3,156 ) $ ( 1,665 )

The Company has agreements with each of its derivative counterparties that contain a provision where if the Company either defaults or is capable of being declared in default on any of its indebtedness, then the Company could also be declared in default on its derivative obligations.

NOTE 7 • FAIR VALUE MEASUREMENTS

7 unchanged sentences

Total Level 1 Level 2 Level 3

June 30, 2021

September 30, 2021

Mortgages and notes receivable $ 48,364 — — $ 48,364

10 unchanged sentences

(in thousands)

Fair Value Measurement at June 30, Other Gains (Losses) Interest Income Total Changes in Fair Value Included in Current-Period Earnings

Six months ended June 30, 2021

Fair Value Measurement at September 30, Other Gains (Losses) Interest Income Total Changes in Fair Value Included in Current-Period Earnings

Nine months ended September 30, 2021

Mortgage loans and notes receivable $ 48,364 $ 11 $ 1,759 $ 1,770

Six months ended June 30, 2020

Nine months ended September 30, 2020

Mortgage loans and notes receivable $ 24,315 $ 3 $ 260 $ 263

As of June 30, 2021, Centerspace has an investment of $ 400,000 in a real estate technology venture consisting of privately held entities that develop technology related to the real estate industry.

As of September 30, 2021, Centerspace has an investment of $ 604,000 in a real estate technology venture consisting of privately held entities that develop technology related to the real estate industry.

This investment is measured at net asset value (“NAV”) as a practical expedient under ASC 820.

As of June 30, 2021, the Company had unfunded commitments of $ 1.6 million.

As of September 30, 2021, the Company had unfunded commitments of $ 1.4 million.

Fair Value Measurements on a Nonrecurring Basis

There were no non-financial assets or liabilities measured at fair value on a nonrecurring basis at June 30, 2021 and December 31, 2020.

There were no non-financial assets or liabilities measured at fair value on a nonrecurring basis at September 30, 2021 and December 31, 2020.

Financial Assets and Liabilities Not Measured at Fair Value

The fair value of mortgages payable are estimated based on the discounted cash flows of the loans using market research and management estimates of comparable interest rates (Level 3).

The estimated fair values of the Company's financial instruments as of June 30, 2021 and December 31, 2020, respectively, are as follows:

The estimated fair values of the Company’s financial instruments as of September 30, 2021 and December 31, 2020, respectively, are as follows:

(in thousands)

June 30, 2021 December 31, 2020

September 30, 2021 December 31, 2020

Carrying Amount Fair Value Carrying Amount Fair Value

8 unchanged sentences

Unsecured senior notes $ 300,000 $ 308,560 $ 125,000 $ 133,181

Mortgages payable $ 288,363 $ 297,683 $ 298,445 $ 308,855

Mortgages payable - Fannie Mae $ 198,850 $ 198,850 $ — $ —

Mortgages payable - other $ 293,547 $ 297,988 $ 298,445 $ 308,855

(1) Excluding the effect of interest rate swap agreements.

1 unchanged sentence

NOTE 8 • ACQUISITIONS AND DISPOSITIONS

Centerspace acquired no new real estate during the three months ended June 30, 2021 and 2020.

The acquisitions during the six months ended June 30, 2021 and 2020 are detailed below.

Six Months Ended June 30, 2021

Centerspace acquired 17 new apartment communities for an aggregate acquisition cost of $ 359.9 million during the three months ended September 30, 2021 compared to acquisitions of $ 144.8 million in the three months ended September 30, 2020.

The acquisitions during the nine months ended September 30, 2021 and 2020 are detailed below.

Nine Months Ended September 30, 2021

Acquired (in thousands)

Cost Form of Consideration Investment Allocation

Acquisitions Cash Land Building Intangible

Form of Consideration Investment Allocation

Acquisitions Cash Units (2)

Land Building Intangible

Assets Other (4)

256 homes - Union Pointe - Longmont, CO

January 6, 2021 $ 76,900 $ 76,900 $ — $ — $ 5,727 $ 69,966 $ 1,207 $ —

Six Months Ended June 30, 2020

120 homes - Bayberry Place - Minneapolis, MN

September 1, 2021 16,673 898 9,855 5,920 1,807 14,113 753 —

251 homes - Burgandy & Hillsboro Court - Minneapolis, MN

September 1, 2021 35,569 2,092 22,542 10,935 2,834 31,148 1,587 —

97 homes - Venue on Knox - Minneapolis, MN

September 1, 2021 18,896 500 11,375 7,021 3,438 14,743 715 —

120 homes - Gatewood - St.

September 1, 2021 7,781 378 3,388 4,015 327 6,858 596 —

84 homes - Grove Ridge - Minneapolis, MN

September 1, 2021 12,060 121 8,579 3,360 1,250 10,271 539 —

119 homes - The Legacy - St.

September 1, 2021 10,560 229 5,714 4,617 412 9,556 592 —

151 homes - New Hope Garden & Village - Minneapolis, MN

September 1, 2021 15,006 1,435 10,812 2,759 1,603 12,578 825 —

330 homes - Palisades - Minneapolis, MN

September 1, 2021 53,354 2,884 30,470 20,000 6,919 46,577 2,211 ( 2,353 )

96 homes - Plymouth Pointe - Minneapolis, MN

September 1, 2021 14,450 370 9,061 5,019 1,042 12,809 599 —

93 homes - Pointe West - St.

September 1, 2021 7,558 91 3,605 3,862 246 6,849 463 —

301 homes - River Pointe - Minneapolis MN

September 1, 2021 38,348 2,249 21,653 14,446 3,346 33,117 1,885 —

70 homes - Southdale Parc - Minneapolis, MN

September 1, 2021 9,670 165 7,907 1,598 1,569 7,740 361 —

62 homes - Portage - Minneapolis, MN

September 1, 2021 9,171 323 5,588 3,260 2,133 6,685 353 —

200 homes - Windsor Gates - Minneapolis, MN

September 1, 2021 22,231 1,122 12,080 9,029 2,140 18,943 1,148 —

136 homes - Wingate - Minneapolis, MN

September 1, 2021 15,784 723 10,246 4,815 1,480 13,530 774 —

178 homes - Woodhaven - Minneapolis, MN

September 1, 2021 25,009 1,682 15,200 8,127 3,940 20,080 989 —

288 homes - Woodland Pointe - Minneapolis, MN

September 1, 2021 47,796 437 29,438 17,921 5,367 40,422 2,007 —

$ 436,816 $ 92,599 $ 217,513 $ 126,704 $ 45,580 $ 375,985 $ 17,604 $ ( 2,353 )

Total Acquisitions $ 436,816 $ 92,599 $ 217,513 $ 126,704 $ 45,580 $ 375,985 $ 17,604 $ ( 2,353 )

(1) Includes $ 36.1 million for additional fair value of Series E preferred units for the September 1, 2021 portfolio acquisition

(2) Fair value of Series E preferred units at the acquisition date

(3) Payoff of debt or assumption of seller's debt upon closing

(4) Debt discount on assumed mortgage

Nine Months Ended September 30, 2020

Acquired (in thousands)

5 unchanged sentences

March 5, 2020 $ 46,263 $ 28,600 $ 17,663 $ 2,165 $ 36,869 $ 824 $ 6,405

465 homes - Parkhouse Apartment Homes - Thornton, CO

September 22, 2020 144,750 144,750 — 10,474 132,105 2,171 —

Total Acquisitions $ 191,013 $ 173,350 $ 17,663 $ 12,639 $ 168,974 $ 2,995 $ 6,405

(1) Payoff at closing of note receivable and accrued interest due from seller.

1 unchanged sentence

Refer to Note 2 for further discussion.

During the three months ended June 30, 2021, Centerspace disposed of five apartment communities for a total sale price of $ 60.0 million.

During the three months ended June 30, 2020, the company disposed of one parcel of unimproved land for a total sale price of $ 1.3 million.

The following tables detail the dispositions for the six months ended had June 30, 2021 and 2020.

Six Months Ended June 30, 2021

During the three months ended September 30, 2021, Centerspace disposed of no real estate.

During the three months ended September 30, 2020, the Company disposed of four apartment communities and one commercial property for a total sale price of $ 43.0 million.

The following tables detail the dispositions for the nine months ended had September 30, 2021 and 2020.

Nine Months Ended September 30, 2021

(in thousands)

12 unchanged sentences

Total Dispositions $ 60,000 $ 33,160 $ 26,840

Six Months Ended June 30, 2020

Nine Months Ended September 30, 2020

(in thousands)

1 unchanged sentence

Disposed Sale Price Book Value and Sales Cost Gain/(Loss)

268 homes - Forest Park - Grand Forks, ND

August 18, 2020 $ 19,625 $ 6,884 $ 12,741

90 homes - Landmark - Grand Forks, ND

August 18, 2020 3,725 1,348 2,377

164 homes - Southwind - Grand Forks, ND

August 18, 2020 10,850 4,573 6,277

168 homes - Valley Park - Grand Forks, ND

August 18, 2020 8,300 4,059 4,241

$ 42,500 $ 16,864 $ 25,636

Dakota West August 7, 2020 $ 500 $ 474 $ 26

Unimproved Land

Rapid City Land - Rapid City, SD June 29, 2020 $ 1,300 $ 1,490 $ ( 190 )

Total Dispositions $ 44,300 $ 18,828 $ 25,472

NOTE 9 • SEGMENT REPORTING

10 unchanged sentences

NOI does not represent cash generated by operating activities in accordance with GAAP and should not be considered an alternative to net income, net income available for common shareholders, or cash flow from operating activities as a measure of financial performance.

The following tables present NOI for the three and six months ended June 30, 2021 and 2020, respectively, along with reconciliations to net income in the Condensed Consolidated Financial Statements.

The following tables present NOI for the three and nine months ended September 30, 2021 and 2020, respectively, along with reconciliations to net income in the Condensed Consolidated Financial Statements.

Segment assets are also reconciled to total assets as reported in the Condensed Consolidated Financial Statements.

(in thousands)

Three Months Ended June 30, 2021 Multifamily All Other Total

Three Months Ended September 30, 2021 Multifamily All Other Total

Revenue $ 49,248 $ 1,165 $ 50,413

7 unchanged sentences

Interest and other income ( 5,082 )

Income (loss) before gain (loss) on sale of real estate and other investments ( 3,737 )

Gain (loss) on sale of real estate and other investments 26,840

Net income (loss) $ ( 11,240 )

(in thousands)

Three Months Ended June 30, 2020 Multifamily All Other Total

Three Months Ended September 30, 2020 Multifamily All Other Total

Revenue $ 40,688 $ 3,450 $ 44,138

11 unchanged sentences

(in thousands)

Six Months Ended June 30, 2021 Multifamily All Other Total

Nine Months Ended September 30, 2021 Multifamily All Other Total

Revenue $ 138,447 $ 5,270 $ 143,717

11 unchanged sentences

(in thousands)

Six Months Ended June 30, 2020 Multifamily All Other Total

Nine Months Ended September 30, 2020 Multifamily All Other Total

Revenue $ 120,946 $ 11,508 $ 132,454

11 unchanged sentences

Segment Assets and Accumulated Depreciation

Segment assets are summarized as follows as of June 30, 2021, and December 31, 2020, respectively, along with reconciliations to the Condensed Consolidated Financial Statements:

Segment assets are summarized as follows as of September 30, 2021, and December 31, 2020, respectively, along with reconciliations to the Condensed Consolidated Financial Statements:

(in thousands)

As of June 30, 2021 Multifamily All Other Total

As of September 30, 2021 Multifamily All Other Total

Segment assets

25 unchanged sentences

Restrictions on Taxable Dispositions.

Seventeen properties, consisting of 3,559 apartment homes, are subject to restrictions on taxable dispositions under agreements entered into with some of the sellers or contributors of the properties and are effective for varying periods.

Thirty-four properties, consisting of 6,511 apartment homes, are subject to restrictions on taxable dispositions under agreements entered into with some of the sellers or contributors of the properties and are effective for varying periods.

Centerspace does not believe that the agreements materially affect the conduct of its business or its decisions whether to dispose of restricted properties during the restriction period because it generally holds these and other properties for investment purposes rather than for sale.

26 unchanged sentences

The share price at the grant date, January 1, 2021, was $ 70.64 per share.

Awards granted to trustees on May 18, 2021, consist of 6,061 time-based RSUs, which vest on May 18, 2022.

Awards granted to trustees in May 2021, consist of 6,948 time-based RSUs with a one-year vesting period.

These awards are classified as equity awards.

Share-Based Compensation Expense

Share-based compensation expense recognized in the consolidated financial statements for all outstanding share-based awards was $ 1.5 million and $ 967,000 for the six months ended June 30, 2021 and 2020, respectively.

Share-based compensation expense recognized in the consolidated financial statements for all outstanding share-based awards was $ 2.1 million and $ 1.5 million for the nine months ended September 30, 2021 and 2020, respectively.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements