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Entry into a Material Definitive

Operating Partnership

) and CubeSmart (the

Company

) completed the issuance and sale of $250 million aggregate principal amount of the Operating Partnerships 4.000% senior notes due November15, 2025 (the

Notes

) and the Companys related full and unconditional guarantee of the payment of principal, the make-whole premium, if any, and interest on the Notes (the

Guarantee

). The net proceeds to the Operating Partnership from the sale of the Notes, after deducting the underwriters discount and offering expenses payable by the Company, are estimated to be approximately $247.2 million. The Operating Partnership intends to use the net proceeds from this offering to repay all of the outstanding indebtedness incurred under t he unsecured revolving portion of its credit facility and for working capital and other general corporate purposes, which may include repayment or repurchase of other indebtedness.

The Notes were issued under the indenture, dated as of September16, 2011 (the

Indenture

), as supplemented by the Third Supplemental Indenture dated as of October26, 2015 (the

Third Supplemental Indenture

), among the Company, the Operating Partnership and U.S. Bank National Association, as trustee. The Indenture previously was filed with the Securities and Exchange Commission (the

Commission

) on September16, 2011, as Exhibit4.5 to the Companys and the Operating Partnerships registration statement on FormS-3 (File No.333-176885) (as the same may be amended and/or supplemented, the

Registration Statement

), under the Securities Act of 1933, as amended (the

Securities Act

), and is incorporated into this Item 1.01 by this reference. The Third Supplemental Indenture is being filed with the Commission as Exhibit4.1 to this Current Report on Form8-K and is incorporated into this Item 1.01 by reference. A copy of the form of Notes and a copy of the form of Guarantee are filed herewith as Exhibits 4.2 and 4.3, respectively, and incorporated into this Item 1.01 by reference.

The Notes will accrue interest at the rate of 4.000% per annum, with interest payable in cash semi-annually in arrears on each May15 and November15, commencing May15, 2016. The Notes will mature on November15, 2025.

The Notes are senior unsecured indebtedness of the Operating Partnership...


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