Form 8-K - Current report

0000798359false00007983592024-10-022024-10-02

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 8-K

  

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): October 2, 2024

 

CENTERSPACE

(Exact name of Registrant as specified in its charter)

North Dakota

001-35624

45-0311232

(State or Other Jurisdiction of Incorporation or Organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

3100 10th Street SW, Post Office Box 1988, Minot, ND 58702-1988

(Address of principal executive offices) (Zip code)

[phone]

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed from last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐    Written communications pursuant to Rule 425 under the Securities Act

☐    Soliciting material pursuant to Rule 14a-12 under the Exchange Act

☐    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act

☐    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act

Securities registered pursuant to Section 12(b) of the Securities Exchange Act of 1934:

Title of each class			Trading Symbol(s)			Name of each exchange on which registered
Common Shares of Beneficial Interest, no par value			CSR			New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Securities Exchange Act of 1934.

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

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Item 7.01. Regulation FD Disclosure.

On October 2, 2024, Centerspace (the “Company”) issued a press release about the acquisition of The Lydian in Denver, Colorado. Pursuant to Item 7.01 of Form 8-K, a copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The press release will also appear on the Company’s website.

The information in this Item 7.01 and item 9.01, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section, nor shall it be deemed incorporated by reference in any Company filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended, except as shall be expressly set forth by specific reference in such filing.

ITEM 9.01    Financial Statements and Exhibits

(d)Exhibits

Exhibit
Number			Description
99.1			Press Release dated October 2, 2024
104			Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL Document.

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    SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

			Centerspace
			By			/s/ Anne Olson
						Anne Olson
Date: October 2, 2024						President and Chief Executive Officer

FOR IMMEDIATE RELEASE             Contact Information

Josh Klaetsch, Investor Relations

Phone : [phone]

E-mail : [e-mail]

CENTERSPACE EXPANDS PRESENCE IN DENVER MARKET & PROVIDES UPDATE ON THIRD QUARTER 2024 BALANCE SHEET ACTIVITY

MINNEAPOLIS, MN, October 2, 2024 – Centerspace (NYSE: CSR) announced that on October 1, 2024, it closed on the acquisition of The Lydian in Denver, CO, for total consideration of $54 million.

Centerspace also announced the completed redemption of all outstanding 6.625% Series C Cumulative Redeemable Preferred Shares on September 30, 2024. The Company also announced that year-to-date through September 30, 2024, it has sold approximately 1.59 million shares under its ATM program. Gross proceeds from these ATM sales were approximately $113.73 million, before fees and expenses, which was used to fund the preferred share redemption and pay down line of credit debt.

The Lydian is a 129-home apartment community in Denver, CO, that also includes 23,000 square feet of fully leased office and street-level retail space. The property was constructed in 2018 and sits adjacent to the 25th and Welton light rail station in the Five Points neighborhood of Denver’s Downtown submarket. Centerspace entered the Denver market in 2017 and now provides 2,536 homes in nine communities throughout the Denver and Fort Collins regions.

The acquisition was financed through the assumption of $35 million of mortgage debt, the issuance of $14.5 million of common operating partnership units, and cash. The assumed debt carries an interest rate of 3.72%, is interest-only through January 2032, and matures in February 2037. Operating partnership units were issued at a negotiated value of $76.42 per unit. As part of the transaction consideration, the Company will provide tax protection to the holders of the common operating partnership units.

"We are excited to add The Lydian to our portfolio. Its proximity to our existing Denver communities will allow us to more efficiently create Better Every Days for our residents and team members," said Anne Olson, Centerspace's President and CEO." At the same time, the strategic financing undertaken to complete this acquisition, combined with our recent preferred redemption, highlight the levers available to Centerspace to continue to add value for our shareholders while improving our balance sheet.”

About Centerspace

Centerspace is an owner and operator of apartment communities committed to providing great homes by focusing on integrity and serving others. Founded in 1970, the company currently owns 71 apartment communities consisting of 13,012 homes located in Colorado, Minnesota, Montana, Nebraska, North Dakota, and South Dakota. Centerspace was named a top workplace for the fifth consecutive year in 2024 by the Minneapolis Star Tribune. For more information, please visit https://www.centerspacehomes.com.

If you would like more information about this topic, please contact Josh Klaetsch, Investor Relations, at [phone] or [e-mail].

Cover	Oct. 02, 2024
Entity Information [Line Items]
Document Type	8-K
Document Period End Date	Oct. 02, 2024
Entity Registrant Name	CENTERSPACE
Entity Incorporation, State or Country Code	ND
Entity File Number	001-35624
Entity Tax Identification Number	45-0311232
Entity Address, Address Line One	3100 10th Street SW
Entity Address, Address Line Two	Post Office Box 1988
Entity Address, City or Town	Minot
Entity Address, State or Province	ND
Entity Address, Postal Zip Code	58702
City Area Code	701
Local Phone Number	837-4738
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Shares of Beneficial Interest, no par value
Trading Symbol	CSR
Security Exchange Name	NYSE
Entity Emerging Growth Company	false
Entity Central Index Key	0000798359
Amendment Flag	false

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