STORE ACQUISITIONS

The following table shows the Company’s acquisitions of operating stores for the six months ended June 30, 2016, and does not include purchases of raw land or improvements made to existing assets:



			Consideration Paid												Fair Value
Property Location	Number of Stores	Date of Acquisition	Total		Cash Paid		Loan Assumed		Net Liabilities/(Assets) Assumed			Value of OP Units Issued		Number of OP Units Issued	Real estate assets
Massachusetts	1	6/30/2016	$	13,807	$	13,751	$	—	$	56		$	—	—	$	13,807
Georgia	1	6/30/2016	7,993		6,789		—		4			1,200		13,764	7,993
Illinois	4	6/10/2016	55,851		—		—		814			55,037		2,201,467	55,851
Texas	4	6/2/2016	37,478		37,246		—		232			—		—	37,478
South Carolina	1	5/10/2016	8,249		8,230		—		19			—		—	8,249
Washington, DC	1	5/5/2016	32,968		23,163		9,723		82			—		—	32,968
Indiana	5	4/22/2016	26,983		26,849		—		134			—		—	26,983
Colorado	1	4/19/2016	7,904		7,869		—		35			—		—	7,904
Arizona	1	4/18/2016	8,154		8,029		—		125			—		—	8,154
Texas	1	4/15/2016	10,978		10,922		—		56			—		—	10,978
Arizona	1	4/5/2016	5,000		4,999		—		1			—		—	5,000
Hawaii	1	4/5/2016	28,992		28,935		—		57			—		—	28,992
New Mexico	1	3/29/2016	10,958		10,928		—		30			—		—	10,958
New Mexico	1	3/29/2016	17,940		17,905		—		35			—		—	17,940
Georgia	3	3/29/2016	25,087		25,069		—		18			—		—	25,087
Texas	1	3/21/2016	9,994		9,969		—		25			—		—	9,994
Illinois	1	2/25/2016	16,721		16,738		—		(17		)	—		—	16,721
Massachusetts	1	2/16/2016	16,169		16,174		—		(5		)	—		—	16,169
Florida, Maryland, Nevada, New York, Tennessee (1)	6	2/2/2016	53,898		53,940		—		(42		)	—		—	98,082
Texas	3	1/14/2016	22,625		22,523		—		102			—		—	22,625
Florida	1	1/12/2016	9,001		8,980		—		21			—		—	9,001
Texas	3	1/7/2016	27,537		27,435		—		102			—		—	27,537
New Mexico	2	1/7/2016	15,607		15,495		—		112			—		—	15,607
2016 Totals	45		$	469,894	$	401,938	$	9,723	$	1,996		$	56,237	2,215,231	$	514,078

(1)

On February 2, 2016, the Company acquired six stores from its VRS Self Storage LLC joint venture (“VRS”) in a step acquisition. The Company owns 45.04% of VRS, with the other 54.96% owned by affiliates of Prudential Real Estate (“Prudential”). VRS created a new subsidiary, Extra Space Properties 122 LLC (“ESP 122”) and transferred six stores into ESP 122. VRS then distributed ESP 122 to the Company and Prudential on a pro rata basis. This distribution was accounted for as a spinoff, and was therefore recorded at the net carrying amount of the properties of $17,261. Immediately after the distribution, the Company acquired Prudential’s 54.96% interest in ESP 122 for $53,940, resulting in 100% ownership of ESP 122 and the related six stores. Based on the purchase price of Prudential’s share of ESP 122, the Company determined that the fair value of its investment in ESP 122 immediately prior to the acquisition of Prudential’s share was $44,184, and the Company recorded a gain of $26,923 as a result of re-measuring to fair value its existing equity interest in ESP 122. This gain is included in equity in earnings of unconsolidated real estate ventures - gain on sale of real estate assets and purchase of joint venture partners’ interests on the Company’s condensed consolidated statements of operations.

Store Dispositions

On April 20, 2016, the Company closed on the sale of seven operating stores located in Ohio and Indiana that had been classified as held for sale for $17,555 in cash. The Company recognized a gain of $11,265 related to this disposition.

On April 1, 2016, the Company disposed of a single store in Texas in exchange for 85,452 of our OP Units valued at $7,689. The Operating Partnership has canceled the OP Units received in this disposition. The Company recognized a gain of $93 related to this disposition.

Losses on Earnout from Prior Acquisition

In December 2014, the Company acquired a portfolio of five stores located in New Jersey and Virginia. As part of this acquisition, the Company agreed to make an additional cash payment to the sellers if the acquired stores exceeded a specified amount of net operating income for the years ending December 31, 2015 and 2016. At the acquisition date, the Company recorded an estimated liability related to this earnout provision. The operating income of these stores during the earnout period has been higher than expected, resulting in an increase in the estimate of the amount due to the sellers of $1,544, which was recorded as a loss and included in loss earnout from prior acquisitions in the Company’s condensed consolidated statements of operations for six months ended June 30, 2016.