D/B/A Centerspace

was filed with the SEC yesterday after the market closed. Additionally, our earnings release and supplemental disclosure package have been posted to our website at centerspacehomes.com and filed on Form 8K. It's important to note that today's remarks will include statements about our business outlook and other forward-looking statements that are based on management's current views and assumptions. These statements are subject to risks and uncertainties discussed in our filing under the section titled Risk Factors, and in our other filings with the SEC. We cannot guarantee that any forward-looking statement will materialize, and you are cautioned not to place undue reliance on these forward-looking statements. Please refer to our earnings release for reconciliations of any non-GAAP information, which may be discussed on today's call. I'll now turn it over to Ann Olson for the company's prepared remarks.

Thanks, Josh, and good morning, everyone. Thank you for joining our call. With me this morning is Bharat Patel, our Chief Financial Officer, and Grant Campbell, who leads our investment and capital markets activities. Last night, we reported $4.78 of core FFO per diluted share for 2023, representing growth of 7.9% over 2022. These excellent results were driven by strong year-over-year same-store-and-why growth of 9%, together with significant outperformance of our projections on G&A items. During 2023, we faced macroeconomic uncertainty, softening multifamily fundamentals, and a CEO transition. This was a lot of uncertainty. I'm so pleased with how our teams responded, our financial performance, and the efficiencies that we've harvested on the G&A side of the business. We feel well positioned as we head into 2024. It will be a difficult year given continued economic volatility and multifamily supply pressures, but we feel great about the relative position of our portfolio with attainable average rents and geographic exposures in the mid and Mountain West, which we think will translate into growth in 2024. At the midpoint, our 2024 projections include same-store NOI growth of 2.5%, driving overall core FFO growth of 0.4%, with guidance at $4.80 per diluted share for the full year. While Barad will provide more detail about our 2024 guidance, I want to share some recent results and trends that give us confidence that we will be able to achieve growth in 2024, even after the sale activity and repositioning that we undertook in 2023. We ended the year with weighted average occupancy of 94.8%. During the fourth quarter, we realized an average decrease of 2.9% on same-store new lease tradeouts and an average increase of 3.7% on same-store renewals, resulting in a 0.4% blended rate increase. January provided optimism for 2024 as we were pleased to see market rents holding. With 5% of our leases expiring in January, we realized an average decrease of 1.9% on same-store new lease tradeouts and an average increase of 3.2% on same-store renewals, resulting in a 0.1% blended rate increase. While Q4 in January showed negative new lease spreads, this is not uncommon historically, and it is worth noting that the percentage change in January was 100 basis points stronger on average new lease rates than December. We have prioritized physical occupancy over rent growth through much of Q4 and Q1 to date, and will continue to do so until we see renter demand rebound to a level sufficient to drive the necessary new lease volumes and put us in a position to implement more aggressive pricing on both new leases and renewal. Less so than some other parts of the US, we are seeing supply pressures in Denver and Minneapolis. However, to date, both of those markets have shown resiliency and absorption. Particularly notable, CoStar cited Minneapolis as having the second strongest absorption in the nation in 2023 through the third quarter, with a ranking in the top three nationally for both 2022 and 2023. At the same time, most of our secondary Midwest markets have minimal, if any, new supply and range from 0% to 3% of existing stock under construction. With the industry experiencing challenging operating fundamentals due to elevated supply and moderating but continued expense pressures, there's a dearth of transaction activity. We focused on portfolio improvement in both operations and through disposition, and it was a busy year on that front. During 2023, we sold 13 communities for the aggregate price of $226.8 million. The communities sold were located in St. Cloud in Minneapolis, Minnesota, Omaha and Lincoln, Nebraska, and Minot, North Dakota. The proceeds of the sales were used to acquire community in Fort Collins, Colorado, and for the repayment of debt. Additionally, during the fourth quarter, we were able to successfully close on a mezzanine loan that includes the purchase option, funding a new multifamily development of 244 homes in Inver Grove Heights, a demographically strong sub-market of the Twin Cities. To date, we have funded approximately 40% of our $15.1 million commitment. This community is scheduled for delivery in summer 2025. These transactions highlight our commitment to continued refinement of our portfolio, its age, quality, and market exposure, as well as maintaining a strong balance sheet. Subsequent to year end, we entered into sale agreements for two communities in the Minneapolis market, comprising 205 homes for aggregate consideration of 18.9 million. Limited by size and age, these communities were not able to provide us with the NOI margin or growth we expect from our portfolio. The transaction should close in the next week, and proceeds of these sales will be used to pay down our line of credit. Regarding share buybacks, since we reported our Q3 results, we have acquired approximately $9.5 million of our common stock at an average price of $53. With continued lack of asset transaction volume and our demonstrated execution on 2023 sales of certain of our less efficient and lower growth assets at a weighted average cap rate of 6.5% based on prior 12-month NOI, We like buying our current portfolio at an implied cap rate of 7.6%. We do have some capacity remaining in our authorized buyback program, but we'll prioritize maintaining balance sheet flexibility while calibrating market factors affecting relative asset valuation. As I mentioned earlier, this may be a tough year for the multifamily sector, but we believe we will perform well on a relative basis given the work we have done on our portfolio composition and operating platform. Our board shares the belief that we will have strong results coupled with discipline on executing our strategy and has declared a 2 cent per common share increase in our next quarterly dividend, raising it to 75 cents per common share. Before I turn it over to Barav, I want to thank our team. 2023 was a great year because of our organizational commitment to better every day, and I appreciate their hard work and dedication. Now I'll ask Barav to discuss our overall financial results and details of our 2024 outlook.

Thanks, and good morning, everyone. Last night we reported core FFO of $1.22 per diluted share for the fourth quarter of 2023, which was driven by another strong quarter of operating results with same store NOI increasing by 7.6% over the same quarter last year. Our operating results for the quarter were in line with our expectations, while core FFO exceeded expectations. The outperformance in core FFO during the quarter was driven by lower-than-projected G&A, primarily due to lower IT-related spend and higher interest income, including approximately $150,000 in origination fee received upon the close of the mezzanine loan that Anne discussed in her remarks earlier. This capped off another strong year of earnings growth for the company with same-store NOI growth of 9% for the year and core FFO of $4.78 per diluted share, an increase of almost 8% compared to the previous year. Other notable activity during the quarter included an impairment charge of $5.2 million related to the two communities in Minneapolis that Ann mentioned we expect to sell next week, and an additional charge of $1 million for prejudgment interest related to the litigation settlement earlier in the year. Both charges are excluded from core FFO. On the capital front, we are well positioned with a strong and flexible balance sheet. We ended the year with $235 million of liquidity and leverage of 7.1 times net debt to EBITDA, which is half a turn lower than at the beginning of 2023 because of our capital repositioning activities during the year. In addition, we have a well-laddered debt maturity schedule with no debt maturities until the middle of 2025, weighted average time to maturity of 6.3 years, and weighted average cost of 3.54%. This balance sheet strength allowed us to opportunistically repurchase shares, which we believe are currently trading significantly below the true value of our assets in the portfolio. During the quarter, we repurchased nearly 92,000 shares, bringing our 2023 repurchases to 216,000 shares at an average price of $53.44 per share. After year-end, we repurchased an additional 88,000 shares at $53.62 per share. Turning to guidance, we introduced our 2024 expectation in last night's press release. For 2024, we expect same store NOI growth of 1.5% to 3.5% with relatively healthy top line growth of 4% at the midpoint. The projected revenue growth is driven by an earning of 1.7% at year end and projected blended lease growth of 2.5% at the midpoint. It is further fueled by incremental revenue following the completion of our RUBS rollout and continued investment in our Value Add program. We spent almost $30 million in 2023 and expect to invest an additional $25 to $27 million on Value Add initiatives in 2024. Although expense pressures have moderated, we still expect expense growth of 6.25% at the midpoint to exceed our revenue growth in 2024. The growth is primarily driven by on-site compensation as the labor market remains remarkably resilient and insurance expenses driven by premium increases of over 25% year-over-year. We expect core FFO of $4.68 to $4.92 per diluted share with a midpoint of $4.80 per diluted share, a slight increase year-over-year despite the impact of approximately 130 million of net dispositions during 2023. Please note that although our guidance equates to core FFO of $1.20 per share per quarter, our core FFO during the first quarter is expected to be below that average and projected to increase in each subsequent quarter. This is primarily a result of sequential revenue growth from lease expirations during decreasing season in Q2 and Q3. The guidance range incorporates all the buyback activity since The end of 2023 that I highlighted earlier and approximately $19 million of proceeds from the sale of two communities in Minneapolis. It also seems that the mezzanine loan of 15.1 million will be fully funded by early Q3. No further investment or disposition activity is assumed in the guidance. Lastly, as noted in our press release, our Board of Trustees announced an increase of two cents per share in our quarterly common dividend to 75 cents per share. The common dividend will be paid on April 8th, 2024 to shareholders and unit holders of record at the close of business on March 28th. To conclude, we are proud of the results we achieved in 2023, not just on the earnings growth front, but even more so in advancing our key strategic priorities of improving our balance sheet, portfolio quality, and market positioning. This is only possible because of a concerted effort, commitment, and discipline across the organization, and I would like to thank our entire team for their hard work and focus throughout the year. We look forward to building upon these results in 2024. And with that, I will turn the line back to the operator to open it up for questions.

Thank you. If you would like to ask a question, please press star followed by 1 on your telephone keypad now. If you change your mind, please press star followed by 2. And when preparing to ask your question, please ensure your phone is unmuted locally. And our first question today is from the line of Brad Heffern of RBC Capital. Brad, your line is now open.

Yeah, thank you. Morning, everybody. Brad, you gave a couple pieces of the revenue guide in the prepared remarks, but I was wondering if you could also give occupancy, loss to lease, and market rent growth as well.

Sure. Good morning, Brad. Yeah, so with respect to occupancy, we are projecting about 95%, which is roughly in line with what we had for the year. With respect to loss to lease, at the end of January, we are sitting at about 3.5%. This is roughly in line with where we were about 12 months ago. So we do expect rents to grow from here. However, we don't really expect them at this point in time to reach the same peak that they did last year. So market rent growth will be a little bit muted, but it'll still grow from here as we enter the leasing months.

Okay, got it. And then on the repurchase, I guess, how do you think about weighing the attractiveness of that versus some of the downsides, like obviously shrinking the company and increasing leverage, et cetera?

That's a great question, Brad, and one we spend a lot of time on. So we really are looking to balance what the best use of our capital is, you know, particularly paired with a year where we had a lot of dispositions and so a lot of proceeds and how we want to effectuate a strategy of external growth and maintain real balance sheet strength. So, you know, we felt like this was a good time. We had the proceeds from the sales. You know, we have two more sales this year scheduled, but as I stated, In the prepared remarks, you know, we really are trying to balance that maintaining balance sheet flexibility, and I think you'll see us really pull back on the buybacks going forward here into 2024. Okay.

Thank you. Our next question today is from the line of Connor Mitchell of Piper Sandler.

Connor, your line is now open. Please go ahead.

Hey, good morning. Thanks for taking my question. First, maybe just following that line of questioning and your ending statement there, as you guys are going to slow down on the buybacks, can you just give us a better idea of maybe you'll allocate that more towards acquisitions or pay down some more debt, whatever you guys see the best use of capital in that case?

Yeah, we really are looking to, you know, have very strong capital allocation. And so, as we look into 2024, you know, we would really be prioritizing opportunities for external growth. You know, with not a lot of transaction volume and still a pretty big disconnect in the market on pricing, that may be difficult. But, you know, we want to make sure that we fund our value-add program sufficiently. We have, you know, 25 to 27 million this year slated for that. And with no maturities until mid-2025, it's a little bit difficult for us to get at any debt paydown. So that is one of the considerations that we had when we looked at doing the buybacks was that opportunity wasn't as available to us as it might be into the future. But external growth is really a priority of ours, value add as well, and keep strategically repositioning the portfolio, getting better market exposures. increasing the quality of the portfolio, I think is high on our priority list.

Okay. Appreciate the color there. And then maybe just thinking about the Colorado deal that you guys executed back in the fourth quarter, just want to make sure we understand the gap implications on earnings. It seems the amortization of the assumed debt has become an add back to core. So just curious if you guys can give us any more details of what we may have missed regarding the gap implications or any bigger pictures on the impact from an earnings perspective.

Sure, Connor. Good morning. On page S16 of our supplement, we kind of break down the components of our guidance. In the adjustments to non-core, you will see the amortization of assumed debt. That's about $1.1 million. and that's the amount that will be added back to court with respect to the debt amortization. Does that answer the question?

Yeah, I guess just to make sure I fully understand, that is primarily related to that Colorado deal in the fourth quarter that was executed?

That's correct. Most of that amortization relates to the deal that we were talking about.

Okay, great. Thanks very much.

Our next question today is from the line of John Kim of BMO Capital Markets. John, your line is now open.

Thank you. I had a question on the MERS loan. The rate of the loan, I think Bharat mentioned an origination fee. I'm assuming that's paid by the borrower. And if it's your intention to exercise the purchase option on the assets.

Good morning, John. I'll have Grant take that one.

Hey, good morning, John. We're earning a 10% interest rate with accrued, or excuse me, with interest accrued and compounded monthly on that transaction. On the back end, related to the purchase option, that option to acquire the stabilized community comes with pre-negotiated terms that include a 7% discount to then market value of the community at stabilization. Our intent to exercise the purchase option, you know, we enter entities with a desire to acquire the completed stabilized community on the back end. We will continue to sit in the lender chair, monitor funding, monitor asset performance, and make that decision in mid-2025.

Are there opportunities for MED investments in some of your other markets? You know, I realize in the past you looked at Nashville. as a potential entry market, but it seems like you're overweight Twin Cities exposure already, so I was just wondering if you saw similar investment opportunities in some of the other markets that you're interested in.

Yeah, we are talking to folks in other markets about this execution. You know, broadly speaking, it's harder to make development underwriting pencil in this environment. We will continue to seek opportunities with this book of business. that do make sense. We do view it as a complement to our other capital allocation strategies. You know, these opportunities provide good returns and direct visibility on asset performance and potential future acquisition timeline via that purchase option that we referenced. This direct visibility is beneficial when we think about portfolio recomposition initiatives. So, yes, we are having conversations in other geographies It's very hard to make these pencil in today's environment, but we'll continue to seek them.

And John, from a purely financial standpoint, we'd like to have a certain portion of our capital allocated into mezzanine funding. These are difficult deals for us to get done at our size. And so you have seen us do them in Minneapolis because this is a place where we have very deep connection. You know, our headquarters are here. We have a large team. And so we probably just see more opportunities here and have more relationships with developers that have longer standing. But it definitely doesn't preclude Grant from spending a lot of time trying to find those deals in other target markets of ours.

And you mentioned Minneapolis has the second highest net absorption or had the second highest net absorption last year, which I didn't fully appreciate until you mentioned it. What's driving that demand? I realize there's a lot of supply in that market as well, but what's driving that

I mean, there's probably a lot of answers to what's driving it, but I'd say a couple of things and then Grant can jump in here too. But, you know, really strong economy, low unemployment. You know, we have a, Minneapolis has a very good job base, lots of Fortune 500 companies. So the market itself is a little bit more stable. So while we are seeing a good amount of supply here, we have the fundamentals to fill that space and drive absorption. I think we've also seen less single-family home starts than we have in the past, so there's been a little bit of shift in permitting from, you know, if you look at the total multi- or, you know, housing universe, we have less, you know, single-family home communities and a shift into the apartment communities, which is, you know, driving some lack of availability of single-family home options. Grant, you have something?

Yeah, I would echo, you know, Ann's comments on incomes in this market, depending on you know, how you cut it. You know, we consistently rank top 10 in terms of income profile. You know, that income relative to the affordability of renting apartments is very attractive. High presence of med tech, banking, finance, et cetera, jobs are very prevalent in our market. And then just to touch on the supply comment, you know, the supply pipeline in Minneapolis has, we've seen a taper over recent quarters. So currently we're sitting at about 4.5% of existing stock under construction. That is down from 6% here over the last couple quarters. So a measured supply story that, again, has been tapering.

Great. Thank you.

Our next question today is from the line of Rob Stevenson of Jani. Rob, your line is now open. Please go ahead. Thanks. Good morning.

Can you talk about how much of the three to 5% same store revenue growth guidance for 24 is from marketing to market rents versus the continued uplift from some of the operational technology and other improvements that you've been instituting within the portfolio?

Morning, Rob. I'll give you the components and then, you know, and may chime in on some of the other components. But overall from, you know, at 4%, At the midpoint, 3% is really what's being driven by market-to-market rents. About half a percent is being driven by the rub bill out, which is now fully complete. So we have about 80% bill back on the rubs. And then the remainder is being driven by some of the value-add initiatives. We obviously expect to invest about $25 million this year, but we invest it over the course of the year, so the impact ON REVENUE FOR THE YEAR IS GOING TO BE ABOUT HALF A PERCENT.

ON THE TECHNOLOGY FRONT, GO AHEAD, ROB.

NO, NO, I WAS GOING TO SAY THAT WAS VERY HELPFUL. THANK YOU.

YEAH. AND JUST ON THE TECHNOLOGY FRONT, WE DID IN 2023, I THINK WE REALLY SAW SOME GREAT STRIDES ON GAINING EFFICIENCIES AND MAKING SURE THAT WE'RE FULLY EXECUTING ON THE PLATFORM. THAT WORK IS GOING TO CONTINUE. But in our projections, we're not projecting that it's going to materially move anything. We do have a couple of initiatives that, you know, may provide some cushion and or, you know, outperformance for us, but we're very early on in some of those. So, you know, I would say really we feel stabilized on the platform that we implemented over the past two to three years and feel like we're in good shape in using that.

Okay. That's helpful. And then can you just, you know, give a quick review of your markets? I mean, other than Denver, there are not a lot of markets that you guys have that, you know, there's other public peers in. So, you know, less data there. I mean, which of these markets are you expecting, you know, same store revenue growth to be above the three to five percent guidance for the company overall and which below? Can you just talk a little bit about that as to how we should be thinking about the markets individually?

Yeah, that's a good question. You know, one of the, we are a good data provider on some of those markets. We're the largest owner in a couple of them. As we look to 2024, I think we're going to continue to see some outperformance in Omaha, Nebraska, North Dakota has been performing really well. And then, you know, I'd say Minneapolis and Denver kind of coming in the middle of the pack there. A place where we're seeing some softness is what we call the other Mountain West. That'd be Rapid City and Billings. They had, if you recall, this massive run-up in rents in 21 into 22. We really started to see that cool last year, and we are seeing that continue to cool off and believe that'll hold through 2024. So I'd say, you know, Omaha at the top and probably Billings, Rapid City at the bottom.

Okay. And then just Rochester and St. Cloud, are they middle, bottom? How should we be thinking about those?

Yeah, I'd say they're right in the middle. You know, Rochester has had some supply, a little bit of supply there, nothing that has concerned us. And we have come off some great value-add projects there that really raised our renter profile and our customer experience there. So I think that that'll continue to perform well. And St. Cloud, that portfolio, as you know, we sold some of the assets out of that this year. So we feel really well positioned there to kind of be right on the average.

Okay, that's extremely helpful. And then, Barav, when you take a look, where was bad debt for you guys in 23, and what do you have baked into the 24 guidance?

Sure. With respect to 2023, we were about 25 to 30 basis points, which we consider normalized pre-COVID. And with respect to 2024, we are at the midpoint, projecting about 35 basis points. We're kind of sticking around what we experienced in 2023 as we haven't really seen anything that makes us think otherwise.

Okay. And then I guess a similar vein, what did you guys do this year or 23 in terms of unit turnover? And are you expecting any, you know, real upticks or downticks in that given, you know, what you're seeing today in terms of the renter profile?

Sure. You know, with respect to unit turnover, we had seen a lot of, costs escalating at the end of 2022. So with respect to 2023, we were slightly down. Versus 2022, with respect to 2024, what we are seeing is materials prices have kind of, I would say, normalized in the sense that we can expect some inflationary increases there. And then labor, though, is running a little bit harder than we would like. So we would still expect a slight increase over 2023. but then 2023 itself was a reduction over 2022.

And with respect to resident retention, yeah, we did see a little bit of an uptick during 2023 in resident retention, so just overall had fewer turns in 23 to 22, but our projections do include kind of the standard that about 50% of the units will turn during the course of the year.

And what, you know, given material and labor costs these days, what is a turn typically cost you X the downtime?

Um, I would say roughly about the cost would be about a thousand dollars a turn there about, uh, again, you know, from a portfolio perspective that, you know, you know, can differ as you look at different markets, but roughly that's, that that's what we kind of see on an average.

Okay. That's incredibly helpful. Thanks guys. Appreciate the time.

Thank you.

Thank you. And our next question today is from the line of Barry Oxford of Colliers. Barry, your line is open.

Great. Thanks, guys. One thing I was looking at was same store expenses being down in 4Q. What can I be looking for as it relates to same store expenses in 24?

Morning, Barry. So with respect to 2024, there's two major line items that will be driving our expenses in 2024. One is onsite compensation. As I said, the labor market is still pretty strong. I mean, although we are in a much better place in 2023 compared to 2022, it's still hard to fill some of those positions. So we do expect that to run slightly above what you would consider normalized or inflationary. And then the other line item that is really driving up costs is insurance. Our premiums year-over-year increase by 25% to 30%. That's two-thirds of the insurance line. So, you know, those are the two major categories driving year-over-year expense growth.

Okay.

great and and then what was causing some of those numbers to be negative in some of those cities like omaha some of the negative yeah sure some of the negative numbers related to some real estate tax related accrual adjustments you know in certain years we have uptakes in certain years we have some credit uh from some credits from uh from appeals so you know that's really what's driving some of the credits that you see on a year-over-year basis in Omaha. The other line item that is also comparing favorably is the non-reimbursable losses, where we really had an uptick in those losses in the fourth quarter of 2022, and they kind of normalized in 2023. So that's what is driving the Q4 23 versus Q4 22 comparison. Okay.

Great. Thanks so much, guys.

Thank you. As a reminder, if you would like to ask a question, please dial star 1 on your telephone keypad now. And our next question is from the line of Wes Holliday of Baird. Wes, your line is open.

Hey, good morning, everyone. I have a quick question on the Denver market. We're starting to see some slowing out there, the job growth. But then you did make the comment that, you know, multifamily, this fear, you know, maybe taking share with the fewer single family starts in one of your markets. Is that happening there as well? Just overall, what are you seeing from the demand side in Denver?

We'll have Graham help you out on that one.

Yeah, so I agree with your job growth comments. have seen some swelling in that market here recently. You know, we do think long-term the demand fundamentals in Denver and Colorado more broadly are very robust and continue to believe that over time, you know, what we've seen in the past decade will continue to play out. When I think about Denver, a couple of ways from a fundamentals perspective that we think about it, you know, on the supply side, It is our market with the highest levels of existing supply and existing new construction. So I referenced 4.5% in Minneapolis earlier. That would be about 9.5% today in Denver. It may be the case in this environment that all of that supply in that pipeline does not complete given capital markets and fundamentals headwinds. You know, concessions is another way that know we really focus on what are we seeing in all of our markets including denver and i would say our concession profile and concession story on the ground in denver today is very favorable we've been using concessions and very targeted and specific instances today in denver that's that one community in our portfolio which is a function of new supply at some market so have seen slowdown in job growth fundamentals are are tapering, but that isn't unique to Denver. That is happening nationwide and long-term believe that the demand profile remains.

Thanks for the time, everyone.

Thank you. And we have no further questions in the queue at this time, so I would like to hand back over to Anne Olson for any further remarks.

Thanks, everyone, for joining, and have a great day.

This concludes today's call. Thank you all for joining. You may now disconnect your lines.