CSR

CENTERSPACE

NYSE · REAL ESTATE · REAL ESTATE INVESTMENT TRUSTS

56.97

−0.48 −0.84%

USD · close Oct 23

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MKT CAP $956.8MP/E 45.6DIV YIELD —FCF YIELD 20.25%REV TTM $268.9M +0.7%NET INCOME $21.4MNET DEBT $981M52W 52.39 – 68.89SEC XBRL · TTM TO Invalid Date

How CSR rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

Text kept

71%

of sentences unchanged

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new sentences

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sentences removed

Length

+701

words, now 13,078

New in FY2025

Risks Related to Our Strategic Alternatives Review Process Our Review of Strategic Alternatives May Not Result in an Executed or Consummated Transaction or Transactions, and the Process of Reviewing Strategic Alternatives or its Conclusion Could Adversely Affect our Business and Our Shareholders.
On November 11, 2025, we confirmed that our Board of Trustees had initiated a review of the Company’s strategic alternatives, and that the Board of Trustees is actively considering a wide range of options including, among other things, a sale, merger and other business combinations, as well as continuing to execute on our independent business strategy.
We are actively working with our financial and legal advisors in connection with our strategic alternatives review process.
We may not be able to identify or consummate a suitable transaction or transactions and do not currently have any commitments relating to any transactions.
We may not be able to successfully implement a strategic transaction we pursue, and even if we determine to pursue one or more strategic transactions, we may be unable to do so on acceptable financial terms and any such transaction or transactions may not improve the market price of our common stock.
Pursuing strategic alternatives is subject to risks, including those outlined herein, and if we are unsuccessful in consummating a strategic transaction or transactions, our business could be materially adversely affected.
We have and will continue to incur substantial expenses associated with identifying, evaluating and negotiating potential strategic alternatives.
In addition, the process could negatively impact our ability to recruit and retain qualified personnel, business partners and other stakeholders important to our success.
Further, the process may be time consuming and disruptive to our business operations, could divert the attention of management and our Board of Trustees from our business and could expose us to potential litigation in connection with this process or any resulting transaction or transactions.
Risks Related to Our Properties and Operations We depend on residents for rental payments, which account for most of our revenue, and low occupancy rates or lease terminations could reduce our revenues from rents.
The short-term nature of these leases generally serves to reduce our risk to adverse effects of inflation and increases in operating costs, as our leases allow for adjustments in the rental rate at the time of renewal, which may enable us to seek increases.
Furthermore, we may be unable to increase rents, whether due to market conditions or applicable law, at a rate consistent with inflation or our increased operating costs.
Actual or threatened wars or other international conflicts, such as those in Ukraine, the Middle East, and South America, resulting sanctions and related countermeasures by the United States and other countries, could lead to market disruptions, including significant volatility in the credit and capital markets and the economy in general, which could weaken our operations and financial performance.
New or existing tariffs, along with any additional tariffs or trade restrictions that may be implemented by the U.S. or retaliatory trade measures or tariffs implemented by other countries, could result in reduced economic activity, increased costs in operating our business, reduced spending on housing, limits on trade with the U.S. or other potentially adverse economic outcomes.
In addition, there may be political crises, civil unrest, or another outbreak or escalation of hostilities among various actors in the markets in which we operate, including Minneapolis, which could threaten the safety of our residents, subject our communities to increased risk of damage and could worsen the long-term attractiveness of our communities if they persist.
These risks include, but are not limited to, the following: • downturns in national, regional, and local economic conditions (particularly increases in unemployment); • competition from other apartment communities and alternative housing; • local real estate market conditions, including an oversupply of apartments or other housing, or a reduction in demand for apartment communities; • the attractiveness of our apartment communities to residents as well as residents’ perceptions of the safety, convenience, and attractiveness of our apartment communities and the areas in which they are located; • changes in interest rates and availability of attractive financing that might make other housing options, like home ownership, more attractive; • our ability to collect rents from our residents; • vacancies, changes in rental rates, and the periodic need to repair, renovate, and redevelop our apartment communities; • increases in operating costs, including real estate taxes, state and local taxes, insurance premiums and other expenses, utilities, and security costs, many of which remain constant when circumstances reduce revenues from a property; • increases in compensation costs due to the tight labor market in many markets in which we operate; • technological changes, such as artificial intelligence; • our ability to provide adequate maintenance for our apartment communities; • our ability to provide adequate insurance on our apartment communities; and • changes in tax laws and other government regulations that could affect the value of REITs generally or our business in particular.
Acquiring or developing new properties and expanding into new markets introduces several risks, including, but not limited to, the following: • we may be unable to identify suitable properties or other assets that meet our acquisition or development criteria or consummate acquisitions or developments on satisfactory terms, or at all; • we may be unable to maintain consistent standards, controls, policies, and procedures, or realize the anticipated benefits of the acquisitions within our expected time frame, or at all; • development and redevelopment activities associated with new properties are subject to a number of risks, including risks associated with construction work, cost overruns, project delays, or other factors that may increase the expected costs of a project; • acquisitions and divestitures could divert our attention from our existing properties and could cause us to lose key employees or be unable to attract highly qualified new employees; • unfamiliarity with the dynamics and prevailing market conditions or local government or permitting procedures of any new geographic markets could adversely affect our ability to successfully expand into or operate within those markets or cause us to become more dependent on third parties in new markets because of our inability to directly and efficiently manage and otherwise monitor new properties in new markets; • we may make assumptions about the expected future performance of acquired properties, including expected occupancy, rental rates, and cash flows, that prove to be inaccurate; and • we may improperly estimate the costs of repositioning or redeveloping an acquired property.
A downturn or slowdown in the demand for multifamily housing may have more pronounced effects on our business and results of operations or on the value of our assets than if our investments were diversified into more than one asset class.
See “Multifamily residential properties may be subject to rent stabilization regulations and other restrictions which limit our ability to raise rents above specified maximum amounts and could give rise to claims by residents that their rents exceed such specified maximum amounts. ” See “Adverse changes in tax laws and other laws may affect our liabilities relating to our properties and operations.” Catastrophic weather, natural events, and climate change could adversely affect our business .
Some of our apartment communities are located in areas that may experience catastrophic weather and other natural events from time to time, including snow or ice storms, fires, flooding, tornadoes, or other severe or inclement weather.
In addition, a reduction of the number of insurance providers or the unwillingness of existing insurance providers to write insurance for multifamily properties may reduce the potential availability and increase the cost for obtaining insurance on our properties.
Multifamily residential properties may be subject to rent stabilization regulations and other restrictions which limit our ability to raise rents above specified maximum amounts and could give rise to claims by residents that their rents exceed such specified maximum amounts.
There has been a recent increase in municipalities and other local governments, including those in locations where we own properties, considering or being urged by advocacy groups to consider rent control or rent stabilization laws and regulations or take other actions which could limit our ability to raise rents based solely on market conditions.
Furthermore, such regulations may impair our ability to attract higher-paying residents to our properties.
We may have limited ability to change our portfolio by selling properties quickly in response to our strategic plan and changes in economic or other conditions, the prohibitions under the federal income tax laws on REITs holding property for sale, and related regulations.
Adverse changes in tax laws and other laws may affect our liabilities relating to our properties and operations.
See “ Multifamily residential properties may be subject to rent stabilization regulations and other restrictions which limit our ability to raise rents above specified maximum amounts and could give rise to claims by residents that their rents exceed such specified maximum amounts. ” We may be unable to retain or attract qualified management.
Our senior officers have experience in the real estate industry, and the loss of any one of them would likely have a significant adverse effect on our operations and could adversely impact our relationships with lenders and industry personnel.
The employment contracts require between 30 and 60 days’ advance notice before termination by our Chief Executive Officer or Chief Financial Officer.
Any other senior officer may terminate his or her relationship with us at any time, without providing advance notice.
We face tight labor markets in many markets in which we operate, and we depend on employees at our apartment communities to provide attractive homes for our residents.
The failure of third-party management companies to properly manage our properties could adversely affect our results of operations.
We rely on property management companies to manage some of our properties.
These management companies are responsible for, among other things, leasing and marketing rental units, evaluating and selecting tenants, collecting rent, paying certain operating expenses and maintaining our properties.
If these property management companies do not perform their duties properly, the occupancy rates and rental rates at the properties managed by such property managers may decline and the expenses at such properties may increase.
In addition, the loss of our property managers could result in a decrease in occupancy rates, rental rates or both or an increase in expenses.
In addition, we may be unable to terminate an underperforming management company.
If we are unable to terminate an underperforming property manager on a timely basis, our occupancy and rental rates may decrease and our expenses may increase.
The risk of a breach or security failure, particularly through cyber-attacks or cyber-intrusion, has generally increased because of the rise in new technologies, including artificial intelligence, and the increased sophistication and activities of the perpetrators of attempted attacks and intrusions.
The development and use of artificial intelligence in the workplace presents risks and challenges that may adversely impact our business and operating results.

and 35 more.

Gone since FY2024

Risks Related to Our Properties and Operations We depend on residents for rental payments, which accounts for most of our revenue, and low occupancy rates or lease terminations could reduce our revenues from rents.
The short-term nature of these leases generally serves to reduce our risk to adverse effects of inflation, as our leases allow for adjustments in the rental rate at the time of renewal, which may enable us to seek increases.
Furthermore, we may be unable to increase rents, whether due to market conditions or applicable law, at a rate consistent with inflation.
The current conflicts in Ukraine and the Middle East, resulting sanctions and related countermeasures by the United States and other countries, could lead to market disruptions, including significant volatility in the credit and capital markets and the economy in general, which could weaken our operations and financial performance.
In early 2025, the new Administration imposed and threatened additional tariffs on imports from various countries.
In response, some of these countries imposed and threatened additional tariffs on imports from the U.S.
How long current tariffs will remain in place, and whether the new Administration will enact the threatened tariffs or impose entirely new ones is uncertain.
The new tariffs, along with any additional tariffs or trade restrictions that may be implemented by the U.S. or retaliatory trade measures or tariffs implemented by other countries, could result in reduced economic activity, increased costs in operating our business, reduced spending on housing, limits on trade with the U.S. or other potentially adverse economic outcomes.
Our financial performance risks include, but are not limited to, the following: • downturns in national, regional, and local economic conditions (particularly increases in unemployment); • competition from other apartment communities; • local real estate market conditions, including an oversupply of apartments or other housing, or a reduction in demand for apartment communities; • the attractiveness of our apartment communities to residents as well as residents’ perceptions of the safety, convenience, and attractiveness of our apartment communities and the areas in which they are located; • changes in interest rates and availability of attractive financing that might make other housing options, like home ownership, more attractive; • our ability to collect rents from our residents; • vacancies, changes in rental rates, and the periodic need to repair, renovate, and redevelop our apartment communities; • increases in operating costs, including real estate taxes, state and local taxes, insurance premiums and other expenses, utilities, and security costs, many of which remain constant when circumstances reduce revenues from a property; • increases in compensation costs due to the tight labor market in many markets in which we operate; • our ability to provide adequate maintenance for our apartment communities; • our ability to provide adequate insurance on our apartment communities; and • changes in tax laws and other government regulations that could affect the value of REITs generally or our business in particular.
Acquiring or developing new properties and expanding into new markets introduces several risks, including, but not limited to, the following: • we may be unable to identify suitable properties or other assets that meet our acquisition or development criteria or in consummating acquisitions or developments on satisfactory terms, or at all; • we may be unable to maintain consistent standards, controls, policies, and procedures, or realize the anticipated benefits of the acquisitions within our expected time frame, or at all; • acquisitions and divestitures could divert our attention from our existing properties and could cause us to lose key employees or be unable to attract highly qualified new employees; • unfamiliarity with the dynamics and prevailing market conditions or local government or permitting procedures of any new geographic markets could adversely affect our ability to successfully expand into or operate within those markets or cause us to become more dependent on third parties in new markets because of our inability to directly and efficiently manage and otherwise monitor new properties in new markets; • we may make assumptions about the expected future performance of acquired properties, including expected occupancy, rental rates, and cash flows, that prove to be inaccurate; and • we may improperly estimate the costs of repositioning or redeveloping an acquired property.
A downturn or slowdown in the demand for multifamily housing may have more pronounced effects on our business and results of operations or on the value of our assets than if we were more diversified in our investments into more than one asset class.
See “Multifamily residential properties may be subject to rent stabilization regulations and other restrictions which limit our ability to raise rents above specified maximum amounts and could give rise to claims by residents that their rents exceed such specified maximum amounts. ” See “Adverse changes in taxes and other laws may affect our liabilities relating to our properties and operations.” Catastrophic weather, natural events, and climate change could adversely affect our business .
Some of our apartment communities are located in areas that may experience catastrophic weather and other natural events from time to time, including snow or ice storms, flooding, tornadoes, or other severe or inclement weather.
In addition, a reduction of the number of insurance providers or the unwillingness of existing insurance providers to write insurance for multifamily properties may reduce the potential availability and cost for obtaining insurance on our properties.
Multifamily residential properties may be subject to rent stabilization regulations and other restritctions which limit our ability to raise rents above specified maximum amounts and could give rise to claims by residents that their rents exceed such specified maximum amounts.
There has been a recent increase in municipalities and other local governments, including those in which we own properties, considering or being urged by advocacy groups to consider rent control or rent stabilization laws and regulations or take other actions which could limit our ability to raise rents based solely on market conditions.
Furthermore, such regulations may impair our ability to attract higher-paying residents to such multifamily properties.
We may have limited ability to change our portfolio of properties quickly in response to our strategic plan and changes in economic or other conditions, the prohibitions under the federal income tax laws on REITs holding property for sale, and related regulations may affect our ability to sell properties.
Adverse changes in taxes and other laws may affect our liabilities relating to our properties and operations.
See “ Multifamily residential properties may be subject to rent stabilization regulations and other restrictions which limit our ability to raise rents above specified maximum amounts and could give rise to claims by residents that their rents exceed such specified maximum amounts. ” The Inflation Reduction Act of 2022 may also increase our tax burden.
See “ Legislative or regulatory actions affecting REITs could have an adverse effect on us or our shareholders .” We may be unable to retain or attract qualified management.
Our senior officers have experience in the real estate industry, and the loss of them would likely have a significant adverse effect on our operations and could adversely impact our relationships with lenders and industry personnel.
As a result, any senior officer may terminate his or her relationship with us at any time, without providing advance notice.
Strong economic growth in recent years has created a tight labor market in many markets in which we operate, and we depend on employees at our apartment communities to provide attractive homes for our residents.
The risk of a breach or security failure, particularly through cyber-attacks or cyber-intrusion, has generally increased because of the rise in new technologies and the increased sophistication and activities of the perpetrators of attempted attacks and intrusions.
In connection with our current or former ownership (direct or indirect), operation, management, development, and control of real properties, we may be potentially liable for removal or remediation costs for hazardous or toxic substances at those properties, as well as certain other costs, including governmental fines and claims for injuries to persons and property.
These air quality issues can result from inadequate ventilation, chemical contaminants from indoor or outdoor sources, or biological contaminants such as molds, pollen, viruses, and bacteria.
Risks related to joint ventures may adversely affect our financial performance and results of operations.
We have entered into, and may continue to enter into, partnerships or joint ventures with other persons or entities.
Joint venture investments involve risks that may not be present with other methods of ownership, based on the financial condition and business interests of our partners, which are beyond our control and which may conflict with our interests.
Sometimes, we and our partner have the right to trigger a buy-sell arrangement, which could cause us to sell our interest, or acquire our partner’s interest, at a time when we otherwise would not have initiated such a transaction.
Our ability to acquire our partner’s interest may be limited if we lack sufficient cash, available borrowing capacity, or other capital resources.
In such event, we may have to sell our interest in the joint venture when we would otherwise prefer to retain it.
Joint ventures may require us to share decision-making authority with our partners, which could limit our ability to control the properties in the joint ventures.
Even when we have a controlling interest, certain major decisions may require partner approval, such as the sale, acquisition, or financing of a property.
These risks may hinder our ability to operate in accordance with our strategic plan, which could harm our results of operations.
The COVID-19 pandemic affected our business in the past, and the potential future outbreak of other highly infectious or contagious diseases may materially and adversely impact and disrupt our business, income, cash flow, results of operations, financial condition, liquidity, prospects, and ability to service our debt obligations, and our ability to pay dividends and other distributions to our equityholders.
We are subject to the normal risks associated with debt financing, including the risks that: • our cash flow will be insufficient to meet required payments of principal and interest, particularly if net operating income is reduced significantly due to the effects of the uncertain global macroeconomic and political conditions including inflation, price volatility and the COVID-19 pandemic; • we will not be able to renew, refinance, or repay our indebtedness when due; and • the terms of any renewal or refinancing are at terms less favorable than the terms of our current indebtedness.
Our indebtedness, which at December 31, 2024 totaled outstanding borrowings of approximately $966.6 million, contains significant restrictions and covenants.
As of December 31, 2024, 26 of our properties were encumbered by mortgages.

and 20 more.

Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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