We could not find any results for:
Make sure your spelling is correct or try broadening your search.
Share Name | Share Symbol | Market | Type |
---|---|---|---|
Avalonbay Communities Inc | NYSE:AVB | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 198.05 | 4 | 13:31:50 |
Maryland
|
|
77-0404318
|
(State or other jurisdiction of
|
|
(I.R.S. Employer
|
incorporation or organization)
|
|
Identification No.)
|
Large accelerated filer
x
|
Accelerated filer
o
|
Non-accelerated filer (Do not check if a smaller reporting company)
o
|
Smaller reporting company
o
|
Emerging growth company
o
|
|
|
PAGE
|
|
PART I - FINANCIAL INFORMATION
|
|
|
|
|
|
ITEM 1.
|
CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
|
|
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
9/30/2017
|
|
12/31/2016
|
||||
|
(unaudited)
|
|
|
||||
ASSETS
|
|
|
|
|
|
||
Real estate:
|
|
|
|
|
|
||
Land and improvements
|
$
|
4,074,105
|
|
|
$
|
3,941,250
|
|
Buildings and improvements
|
15,180,825
|
|
|
14,314,981
|
|
||
Furniture, fixtures and equipment
|
592,776
|
|
|
532,994
|
|
||
|
19,847,706
|
|
|
18,789,225
|
|
||
Less accumulated depreciation
|
(4,079,946
|
)
|
|
(3,743,632
|
)
|
||
Net operating real estate
|
15,767,760
|
|
|
15,045,593
|
|
||
Construction in progress, including land
|
1,559,357
|
|
|
1,882,262
|
|
||
Land held for development
|
85,863
|
|
|
84,293
|
|
||
Real estate assets held for sale, net
|
33,173
|
|
|
20,846
|
|
||
Total real estate, net
|
17,446,153
|
|
|
17,032,994
|
|
||
|
|
|
|
||||
Cash and cash equivalents
|
36,042
|
|
|
214,994
|
|
||
Cash in escrow
|
181,069
|
|
|
114,983
|
|
||
Resident security deposits
|
33,477
|
|
|
32,071
|
|
||
Investments in unconsolidated real estate entities
|
155,428
|
|
|
175,116
|
|
||
Deferred development costs
|
48,546
|
|
|
40,179
|
|
||
Prepaid expenses and other assets
|
277,122
|
|
|
256,934
|
|
||
Total assets
|
$
|
18,177,837
|
|
|
$
|
17,867,271
|
|
|
|
|
|
||||
LIABILITIES AND EQUITY
|
|
|
|
|
|
||
Unsecured notes, net
|
$
|
5,407,091
|
|
|
$
|
4,463,302
|
|
Variable rate unsecured credit facility
|
242,000
|
|
|
—
|
|
||
Mortgage notes payable, net
|
1,478,939
|
|
|
2,567,578
|
|
||
Dividends payable
|
196,079
|
|
|
185,397
|
|
||
Payables for construction
|
84,338
|
|
|
100,998
|
|
||
Accrued expenses and other liabilities
|
310,633
|
|
|
274,676
|
|
||
Accrued interest payable
|
56,837
|
|
|
38,307
|
|
||
Resident security deposits
|
58,768
|
|
|
57,023
|
|
||
Liabilities related to real estate assets held for sale
|
600
|
|
|
808
|
|
||
Total liabilities
|
7,835,285
|
|
|
7,688,089
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
|
|
||
|
|
|
|
||||
Redeemable noncontrolling interests
|
8,739
|
|
|
7,766
|
|
||
|
|
|
|
||||
Equity:
|
|
|
|
|
|
||
Preferred stock, $0.01 par value; $25 liquidation preference; 50,000,000 shares authorized at September 30, 2017 and December 31, 2016; zero shares issued and outstanding at September 30, 2017 and December 31, 2016
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value; 280,000,000 shares authorized at September 30, 2017 and December 31, 2016; 138,086,893 and 137,330,904 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively
|
1,381
|
|
|
1,373
|
|
||
Additional paid-in capital
|
10,228,648
|
|
|
10,105,654
|
|
||
Accumulated earnings less dividends
|
144,647
|
|
|
94,899
|
|
||
Accumulated other comprehensive loss
|
(40,863
|
)
|
|
(30,510
|
)
|
||
Total equity
|
10,333,813
|
|
|
10,171,416
|
|
||
Total liabilities and equity
|
$
|
18,177,837
|
|
|
$
|
17,867,271
|
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
Revenue:
|
|
|
|
|
|
|
|
|
|
||||||
Rental and other income
|
$
|
549,507
|
|
|
$
|
514,891
|
|
|
$
|
1,600,047
|
|
|
$
|
1,522,705
|
|
Management, development and other fees
|
993
|
|
|
1,320
|
|
|
3,290
|
|
|
4,310
|
|
||||
Total revenue
|
550,500
|
|
|
516,211
|
|
|
1,603,337
|
|
|
1,527,015
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
||||||
Operating expenses, excluding property taxes
|
129,590
|
|
|
124,789
|
|
|
379,319
|
|
|
360,318
|
|
||||
Property taxes
|
57,698
|
|
|
52,338
|
|
|
164,195
|
|
|
153,512
|
|
||||
Interest expense, net
|
47,741
|
|
|
47,871
|
|
|
147,138
|
|
|
137,862
|
|
||||
Loss on extinguishment of debt, net
|
—
|
|
|
—
|
|
|
24,162
|
|
|
2,461
|
|
||||
Depreciation expense
|
144,990
|
|
|
131,729
|
|
|
427,050
|
|
|
391,414
|
|
||||
General and administrative expense
|
11,655
|
|
|
11,928
|
|
|
38,808
|
|
|
35,343
|
|
||||
Expensed acquisition, development and other pursuit costs, net of recoveries
|
789
|
|
|
3,804
|
|
|
2,087
|
|
|
8,702
|
|
||||
Casualty and impairment loss (gain), net
|
—
|
|
|
—
|
|
|
11,688
|
|
|
(3,935
|
)
|
||||
Total expenses
|
392,463
|
|
|
372,459
|
|
|
1,194,447
|
|
|
1,085,677
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income before equity in income of unconsolidated real estate entities, gain on sale of communities and other real estate, and income taxes
|
158,037
|
|
|
143,752
|
|
|
408,890
|
|
|
441,338
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Equity in income (loss) of unconsolidated real estate entities
|
52,568
|
|
|
(342
|
)
|
|
70,386
|
|
|
54,779
|
|
||||
Gain on sale of communities
|
27,738
|
|
|
202,163
|
|
|
159,754
|
|
|
284,582
|
|
||||
(Loss) gain on sale of other real estate
|
(120
|
)
|
|
10,778
|
|
|
246
|
|
|
10,921
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income before income taxes
|
238,223
|
|
|
356,351
|
|
|
639,276
|
|
|
791,620
|
|
||||
Income tax expense
|
24
|
|
|
22
|
|
|
102
|
|
|
95
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income
|
238,199
|
|
|
356,329
|
|
|
639,174
|
|
|
791,525
|
|
||||
Net loss attributable to noncontrolling interests
|
49
|
|
|
63
|
|
|
174
|
|
|
242
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Net income attributable to common stockholders
|
$
|
238,248
|
|
|
$
|
356,392
|
|
|
$
|
639,348
|
|
|
$
|
791,767
|
|
|
|
|
|
|
|
|
|
||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|
||||||
Income (loss) on cash flow hedges
|
359
|
|
|
719
|
|
|
(15,654
|
)
|
|
(73,826
|
)
|
||||
Cash flow hedge losses reclassified to earnings
|
1,767
|
|
|
1,748
|
|
|
5,301
|
|
|
4,682
|
|
||||
Comprehensive income
|
$
|
240,374
|
|
|
$
|
358,859
|
|
|
$
|
628,995
|
|
|
$
|
722,623
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings per common share - basic:
|
|
|
|
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
1.73
|
|
|
$
|
2.60
|
|
|
$
|
4.64
|
|
|
$
|
5.77
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings per common share - diluted:
|
|
|
|
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
1.72
|
|
|
$
|
2.59
|
|
|
$
|
4.63
|
|
|
$
|
5.76
|
|
|
|
|
|
|
|
|
|
||||||||
Dividends per common share
|
$
|
1.42
|
|
|
$
|
1.35
|
|
|
$
|
4.26
|
|
|
$
|
4.05
|
|
|
For the nine months ended
|
||||||
|
9/30/2017
|
|
9/30/2016
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
639,174
|
|
|
$
|
791,525
|
|
Adjustments to reconcile net income to cash provided by operating activities:
|
|
|
|
||||
Depreciation expense
|
427,050
|
|
|
391,414
|
|
||
Amortization of deferred financing costs
|
5,729
|
|
|
5,664
|
|
||
Amortization of debt premium
|
(6,254
|
)
|
|
(14,146
|
)
|
||
Loss on extinguishment of debt, net
|
24,162
|
|
|
2,461
|
|
||
Amortization of stock-based compensation
|
13,979
|
|
|
12,103
|
|
||
Equity in (income) loss of, and return on, unconsolidated real estate entities and noncontrolling interests, net of eliminations
|
(21,627
|
)
|
|
11,756
|
|
||
Casualty and impairment loss (gain), net
|
8,568
|
|
|
(3,935
|
)
|
||
Abandonment of development pursuits
|
388
|
|
|
1,598
|
|
||
Cash flow hedge losses reclassified to earnings
|
5,301
|
|
|
4,682
|
|
||
Gain on sale of real estate assets
|
(200,110
|
)
|
|
(348,675
|
)
|
||
Increase in cash in operating escrows
|
(16,205
|
)
|
|
(4,563
|
)
|
||
Increase in resident security deposits, prepaid expenses and other assets
|
(27,384
|
)
|
|
(16,127
|
)
|
||
Increase in accrued expenses, other liabilities and accrued interest payable
|
64,802
|
|
|
26,970
|
|
||
Net cash provided by operating activities
|
917,573
|
|
|
860,727
|
|
||
|
|
|
|
||||
Cash flows from investing activities:
|
|
|
|
||||
Development/redevelopment of real estate assets including land acquisitions and deferred development costs
|
(743,275
|
)
|
|
(869,342
|
)
|
||
Acquisition of real estate assets, including partnership interest
|
(228,011
|
)
|
|
(393,916
|
)
|
||
Capital expenditures - existing real estate assets
|
(41,809
|
)
|
|
(43,020
|
)
|
||
Capital expenditures - non-real estate assets
|
(5,308
|
)
|
|
(5,513
|
)
|
||
Proceeds from sale of real estate, net of selling costs
|
336,542
|
|
|
404,731
|
|
||
Increase in cash in deposit escrows
|
(51,479
|
)
|
|
(59,263
|
)
|
||
Insurance proceeds for property damage claims
|
13,268
|
|
|
17,196
|
|
||
Mortgage note receivable lending
|
(14,244
|
)
|
|
(11,074
|
)
|
||
(Decrease) increase in payables for construction
|
(16,660
|
)
|
|
1,311
|
|
||
Distributions from unconsolidated real estate entities
|
89,305
|
|
|
94,748
|
|
||
Investments in unconsolidated real estate entities
|
(14,560
|
)
|
|
(2,449
|
)
|
||
Net cash used in investing activities
|
(676,231
|
)
|
|
(866,591
|
)
|
||
|
|
|
|
||||
Cash flows from financing activities:
|
|
|
|
||||
Issuance of common stock, net
|
110,117
|
|
|
14,147
|
|
||
Dividends paid
|
(576,685
|
)
|
|
(541,485
|
)
|
||
Net borrowings under unsecured credit facility
|
242,000
|
|
|
170,000
|
|
||
Issuance of mortgage notes payable
|
185,100
|
|
|
—
|
|
||
Repayment of unsecured notes, including prepayment penalties
|
—
|
|
|
(250,000
|
)
|
||
Repayments of mortgage notes payable, including prepayment penalties
|
(1,287,636
|
)
|
|
(161,095
|
)
|
||
Issuance of unsecured notes
|
948,616
|
|
|
474,838
|
|
||
Payment of deferred financing costs
|
(11,743
|
)
|
|
(10,910
|
)
|
||
Payment of capital lease obligation
|
(18,683
|
)
|
|
—
|
|
||
Receipts (payments) for termination of forward interest rate swaps
|
391
|
|
|
(14,847
|
)
|
||
Payments related to tax withholding for share-based compensation
|
(10,460
|
)
|
|
(7,659
|
)
|
||
Distributions to DownREIT partnership unitholders
|
(32
|
)
|
|
(30
|
)
|
||
Contributions from joint venture and profit-sharing partners
|
1,038
|
|
|
—
|
|
||
Distributions to joint venture and profit-sharing partners
|
(317
|
)
|
|
(303
|
)
|
||
Preferred interest obligation redemption and dividends
|
(2,000
|
)
|
|
(1,400
|
)
|
||
Net cash used in financing activities
|
(420,294
|
)
|
|
(328,744
|
)
|
||
|
|
|
|
||||
Net decrease in cash and cash equivalents
|
(178,952
|
)
|
|
(334,608
|
)
|
||
|
|
|
|
||||
Cash and cash equivalents, beginning of period
|
214,994
|
|
|
400,507
|
|
||
Cash and cash equivalents, end of period
|
$
|
36,042
|
|
|
$
|
65,899
|
|
|
|
|
|
||||
Cash paid during the period for interest, net of amount capitalized
|
$
|
124,585
|
|
|
$
|
137,720
|
|
•
|
As described in Note 4, "Equity,"
201,314
shares of common stock were issued as part of the Company's stock-based compensation plans, of which
128,482
shares related to the conversion of performance awards to restricted shares, and the remaining
72,832
shares valued at
$13,079,000
were issued in connection with new stock grants;
2,466
shares valued at
$452,000
were issued through the Company's dividend reinvestment plan;
60,165
shares valued at
$10,514,000
were withheld to satisfy employees' tax withholding and other liabilities; and
3,045
restricted shares with an aggregate value of
$528,000
previously issued in connection with employee compensation were canceled upon forfeiture.
|
•
|
Common stock dividends declared but not paid totaled
$196,079,000
.
|
•
|
The Company recorded an increase of
$458,000
in redeemable noncontrolling interest with a corresponding decrease to accumulated earnings less dividends to adjust the redemption value associated with the put options held by joint venture partners and DownREIT partnership units. For further discussion of the nature and valuation of these items, see Note 10, "Fair Value."
|
•
|
The Company recorded an increase in prepaid expenses and other assets of
$1,422,000
and an increase in accrued expenses and other liabilities of
$1,998,000
, and a corresponding adjustment to other comprehensive income, and reclassified
$5,301,000
of cash flow hedge losses from other comprehensive income to interest expense, net, to record the impact of the Company's derivative and hedge accounting activity.
|
•
|
As discussed in Note 5, "Investments in Real Estate Entities," the Company recognized a non-cash charge of
$16,361,000
to write-off the net book value of the fixed assets destroyed by the fire that occurred in February 2017 at the Company's Avalon Maplewood Development Community ("Maplewood"), concurrently recording a receivable for the net third-party insurance recovery, of which the Company has a receivable of
$2,965,000
for the remaining portion of expected property damage insurance proceeds not received during the
nine months ended September 30, 2017
.
|
•
|
The Company issued
196,491
shares of common stock as part of the Company's stock-based compensation plans, of which
115,618
shares related to the conversion of performance awards to restricted shares, and the remaining
80,873
shares valued at
$13,129,000
were issued in connection with new stock grants;
44,327
shares valued at
$3,894,000
were issued in conjunction with the conversion of deferred stock awards;
1,689
shares valued at
$304,000
were issued through the Company's dividend reinvestment plan;
53,214
shares valued at
$8,316,000
were withheld to satisfy employees' tax withholding and other liabilities; and
3,848
restricted shares with an aggregate value of
$627,000
previously issued in connection with employee compensation were canceled upon forfeiture.
|
•
|
Common stock dividends declared but not paid totaled
$185,384,000
.
|
•
|
The Company recorded an increase of
$529,000
in redeemable noncontrolling interest with a corresponding decrease to accumulated earnings less dividends to adjust the redemption value associated with the put options held by joint venture partners and DownREIT partnership units.
|
•
|
The Company recorded a decrease in prepaid expenses and other assets of
$2,689,000
and an increase in accrued expenses and other liabilities of
$53,591,000
, and a corresponding loss to other comprehensive income of
$56,280,000
, and reclassified
$4,682,000
of cash flow hedge losses from other comprehensive income to interest expense, net, to record the impact of the Company's derivative and hedge accounting activity.
|
•
|
The Company assumed fixed rate indebtedness with a principal amount of
$67,904,000
in conjunction with the acquisition of Avalon Hoboken.
|
•
|
The Company assumed fixed rate indebtedness with a principal amount of
$70,507,000
in conjunction with the acquisition of Avalon Columbia Pike.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
Basic and diluted shares outstanding
|
|
|
|
|
|
|
|
|
|
||||||
Weighted average common shares - basic
|
137,715,192
|
|
|
136,997,756
|
|
|
137,457,293
|
|
|
136,901,164
|
|
||||
Weighted average DownREIT units outstanding
|
7,500
|
|
|
7,500
|
|
|
7,500
|
|
|
7,500
|
|
||||
Effect of dilutive securities
|
584,354
|
|
|
499,798
|
|
|
541,399
|
|
|
533,642
|
|
||||
Weighted average common shares - diluted
|
138,307,046
|
|
|
137,505,054
|
|
|
138,006,192
|
|
|
137,442,306
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Calculation of Earnings per Share - basic
|
|
|
|
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
238,248
|
|
|
$
|
356,392
|
|
|
$
|
639,348
|
|
|
$
|
791,767
|
|
Net income allocated to unvested restricted shares
|
(672
|
)
|
|
(872
|
)
|
|
(1,794
|
)
|
|
(2,036
|
)
|
||||
Net income attributable to common stockholders, adjusted
|
$
|
237,576
|
|
|
$
|
355,520
|
|
|
$
|
637,554
|
|
|
$
|
789,731
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares - basic
|
137,715,192
|
|
|
136,997,756
|
|
|
137,457,293
|
|
|
136,901,164
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per common share - basic
|
$
|
1.73
|
|
|
$
|
2.60
|
|
|
$
|
4.64
|
|
|
$
|
5.77
|
|
|
|
|
|
|
|
|
|
||||||||
Calculation of Earnings per Share - diluted
|
|
|
|
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
238,248
|
|
|
$
|
356,392
|
|
|
$
|
639,348
|
|
|
$
|
791,767
|
|
Add: noncontrolling interests of DownREIT unitholders in consolidated partnerships
|
11
|
|
|
10
|
|
|
32
|
|
|
30
|
|
||||
Adjusted net income attributable to common stockholders
|
$
|
238,259
|
|
|
$
|
356,402
|
|
|
$
|
639,380
|
|
|
$
|
791,797
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares - diluted
|
138,307,046
|
|
|
137,505,054
|
|
|
138,006,192
|
|
|
137,442,306
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per common share - diluted
|
$
|
1.72
|
|
|
$
|
2.59
|
|
|
$
|
4.63
|
|
|
$
|
5.76
|
|
|
9/30/2017
|
|
12/31/2016
|
||||
|
|
|
|
||||
Fixed rate unsecured notes (1)
|
$
|
4,900,000
|
|
|
$
|
4,200,000
|
|
Term Loans (1)
|
550,000
|
|
|
300,000
|
|
||
Fixed rate mortgage notes payable - conventional and tax-exempt (2)
|
617,285
|
|
|
1,668,496
|
|
||
Variable rate mortgage notes payable - conventional and tax-exempt (2)
|
889,158
|
|
|
908,262
|
|
||
Total mortgage notes payable, unsecured notes and Term Loans
|
6,956,443
|
|
|
7,076,758
|
|
||
Credit Facility
|
242,000
|
|
|
—
|
|
||
Total mortgage notes payable, unsecured notes, Term Loans and Credit Facility
|
$
|
7,198,443
|
|
|
$
|
7,076,758
|
|
(1)
|
Balances at
September 30, 2017
and
December 31, 2016
exclude
$9,392
and
$8,930
, respectively, of debt discount, and
$33,517
and
$27,768
, respectively, of deferred financing costs, as reflected in unsecured notes, net on the accompanying Condensed Consolidated Balance Sheets.
|
(2)
|
Balances at
September 30, 2017
and
December 31, 2016
exclude
$16,280
of debt discount and
$1,866
of debt premium, respectively, and
$11,224
and
$11,046
, respectively, of deferred financing costs, as reflected in mortgage notes payable on the accompanying Condensed Consolidated Balance Sheets.
|
•
|
In February 2017, the Company repaid
$17,300,000
of variable rate debt secured by Avalon Mountain View at par at its scheduled maturity date.
|
•
|
In February 2017, the Company entered into a
$250,000,000
variable rate unsecured term loan (the "
$250 million
Term Loan"), of which
$100,000,000
matures in
February 2022
with stated pricing of
LIBOR
plus
0.90%
, and
$150,000,000
matures in
February 2024
with stated pricing of
LIBOR
plus
1.50%
. In April 2017, the Company borrowed the
$250,000,000
available under the
$250 million
Term Loan.
|
•
|
In May 2017, the Company repaid
$670,590,000
aggregate principal amount of
6.26%
fixed rate secured notes secured by
11
communities, representing the majority of the Fannie Mae pool 2 secured indebtedness assumed as part of the Archstone acquisition, which had a contractual maturity date of
November 2017
but opened for prepayment at par on April 30, 2017. In conjunction with the repayment, the Company recognized a gain of
$10,839,000
, primarily composed of the write-off of unamortized premium. The Company refinanced the secured borrowings for
three
of these communities for an aggregate principal amount of
$185,100,000
, with a contractual fixed interest rate of
3.61%
and maturity dates of
June 2027
.
|
•
|
In May 2017, the Company issued
$400,000,000
principal amount of unsecured notes in a public offering under its existing shelf registration statement for net proceeds of approximately
$396,016,000
. The notes mature in
May 2027
and were issued at a
3.35%
interest rate.
|
•
|
In June 2017, the Company issued
$300,000,000
principal amount of unsecured notes in a public offering under its existing shelf registration statement for net proceeds of approximately
$297,372,000
. The notes mature in
July 2047
and were issued at a
4.15%
interest rate.
|
•
|
In June 2017, the Company repaid
$556,313,000
aggregate principal amount of
5.86%
fixed rate secured notes secured by
12
wholly-owned operating communities, representing the remaining debt in the Company's Freddie Mac cross-collateralized pool financing originated in 2009, in advance of their
May 2019
maturity date. In conjunction with the repayment, the Company recognized a charge of
$34,965,000
, consisting of prepayment penalties of
$33,515,000
and the non-cash write-off of deferred financing costs of
$1,450,000
.
|
Year
|
|
Secured notes payments
|
|
Secured notes maturities
|
|
Unsecured notes maturities
|
|
Stated interest rate of unsecured notes
|
|||||||
2017
|
|
2,223
|
|
|
21,601
|
|
(1)
|
—
|
|
|
N/A
|
|
|||
2018
|
|
7,258
|
|
|
76,667
|
|
|
—
|
|
|
N/A
|
|
|||
2019
|
|
4,696
|
|
|
114,723
|
|
|
—
|
|
|
N/A
|
|
|||
2020
|
|
3,624
|
|
|
118,729
|
|
|
250,000
|
|
|
6.100
|
%
|
|||
|
|
|
|
|
|
|
|
400,000
|
|
|
3.625
|
%
|
|||
2021
|
|
3,551
|
|
|
27,844
|
|
|
250,000
|
|
|
3.950
|
%
|
|||
|
|
|
|
|
|
|
|
300,000
|
|
|
LIBOR + 1.450%
|
|
|||
2022
|
|
3,795
|
|
|
—
|
|
|
450,000
|
|
|
2.950
|
%
|
|||
|
|
|
|
|
|
100,000
|
|
|
LIBOR + 0.90%
|
|
|||||
2023
|
|
4,040
|
|
|
—
|
|
|
350,000
|
|
|
4.200
|
%
|
|||
|
|
|
|
|
|
|
|
250,000
|
|
|
2.850
|
%
|
|||
2024
|
|
4,310
|
|
|
—
|
|
|
300,000
|
|
|
3.500
|
%
|
|||
|
|
|
|
|
|
150,000
|
|
|
LIBOR + 1.50%
|
|
|||||
2025
|
|
4,585
|
|
|
84,835
|
|
|
525,000
|
|
|
3.450
|
%
|
|||
|
|
|
|
|
|
300,000
|
|
|
3.500
|
%
|
|||||
2026
|
|
4,894
|
|
|
—
|
|
|
475,000
|
|
|
2.950
|
%
|
|||
|
|
|
|
|
|
300,000
|
|
|
2.900
|
%
|
|||||
Thereafter
|
|
213,751
|
|
|
805,317
|
|
|
350,000
|
|
|
3.900
|
%
|
|||
|
|
|
|
|
|
400,000
|
|
|
3.350
|
%
|
|||||
|
|
|
|
|
|
300,000
|
|
|
4.150
|
%
|
|||||
|
|
$
|
256,727
|
|
|
$
|
1,249,716
|
|
|
$
|
5,450,000
|
|
|
|
|
(1)
|
See Note 11, "Subsequent Events," for further discussion.
|
|
Common
stock
|
|
Additional
paid-in
capital
|
|
Accumulated
earnings
less
dividends
|
|
Accumulated
other
comprehensive
loss
|
|
Total
equity
|
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at December 31, 2016
|
$
|
1,373
|
|
|
$
|
10,105,654
|
|
|
$
|
94,899
|
|
|
$
|
(30,510
|
)
|
|
$
|
10,171,416
|
|
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
639,348
|
|
|
—
|
|
|
639,348
|
|
|||||
Loss on cash flow hedges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(15,654
|
)
|
|
(15,654
|
)
|
|||||
Cash flow hedge loss reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
5,301
|
|
|
5,301
|
|
|||||
Change in redemption value of redeemable noncontrolling interest
|
—
|
|
|
—
|
|
|
(458
|
)
|
|
—
|
|
|
(458
|
)
|
|||||
Dividends declared to common stockholders
|
—
|
|
|
—
|
|
|
(587,819
|
)
|
|
—
|
|
|
(587,819
|
)
|
|||||
Issuance of common stock, net of withholdings
|
8
|
|
|
100,625
|
|
|
(1,323
|
)
|
|
—
|
|
|
99,310
|
|
|||||
Amortization of deferred compensation
|
—
|
|
|
22,369
|
|
|
—
|
|
|
—
|
|
|
22,369
|
|
|||||
Balance at September 30, 2017
|
$
|
1,381
|
|
|
$
|
10,228,648
|
|
|
$
|
144,647
|
|
|
$
|
(40,863
|
)
|
|
$
|
10,333,813
|
|
i.
|
issued
41,123
shares of common stock in connection with stock options exercised;
|
ii.
|
issued
2,466
common shares through the Company's dividend reinvestment plan;
|
iii.
|
issued
201,314
common shares in connection with restricted stock grants and the conversion of performance awards to restricted shares;
|
iv.
|
issued
568,424
shares under CEP IV as discussed below;
|
v.
|
withheld
60,165
common shares to satisfy employees' tax withholding and other liabilities;
|
vi.
|
issued
5,872
common shares through the Employee Stock Purchase Plan; and
|
vii.
|
canceled
3,045
common shares of restricted stock upon forfeiture.
|
•
|
Eaves Gaithersburg, located in Gaithersburg, MD, containing
684
apartment homes, was sold for
$117,000,000
. The Company's share of the gain was
$8,697,000
.
|
•
|
Briarwood Apartments, located in Owings Mills, MD, containing
348
apartment homes, was sold for
$64,750,000
. The Company's share of the gain was
$7,873,000
.
|
•
|
Avalon Watchung, located in Watchung, NJ, containing
334
apartment homes, was sold for
$90,300,000
. The Company's share of the gain was
$9,752,000
.
|
|
9/30/2017
|
|
12/31/2016
|
||||
|
(unaudited)
|
|
(unaudited)
|
||||
Assets:
|
|
|
|
|
|
||
Real estate, net
|
$
|
699,440
|
|
|
$
|
954,493
|
|
Other assets
|
46,168
|
|
|
49,519
|
|
||
Total assets
|
$
|
745,608
|
|
|
$
|
1,004,012
|
|
|
|
|
|
||||
Liabilities and partners' capital:
|
|
|
|
|
|
||
Mortgage notes payable, net and credit facility
|
$
|
525,170
|
|
|
$
|
689,573
|
|
Other liabilities
|
13,446
|
|
|
16,537
|
|
||
Partners' capital
|
206,992
|
|
|
297,902
|
|
||
Total liabilities and partners' capital
|
$
|
745,608
|
|
|
$
|
1,004,012
|
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
|
(unaudited)
|
|
(unaudited)
|
||||||||||||
Rental and other income
|
$
|
24,568
|
|
|
$
|
30,771
|
|
|
$
|
79,999
|
|
|
$
|
101,534
|
|
Operating and other expenses
|
(9,378
|
)
|
|
(12,069
|
)
|
|
(30,386
|
)
|
|
(39,206
|
)
|
||||
Gain on sale of communities
|
107,067
|
|
|
—
|
|
|
136,514
|
|
|
180,256
|
|
||||
Interest expense, net (1)
|
(7,867
|
)
|
|
(7,919
|
)
|
|
(21,415
|
)
|
|
(37,857
|
)
|
||||
Depreciation expense
|
(5,938
|
)
|
|
(8,081
|
)
|
|
(20,059
|
)
|
|
(26,027
|
)
|
||||
Net income
|
$
|
108,452
|
|
|
$
|
2,702
|
|
|
$
|
144,653
|
|
|
$
|
178,700
|
|
(1)
|
Amounts for the three and
nine months ended September 30, 2017
include charges for prepayment penalties and write-offs of deferred financing costs of
$1,601
and
$1,591
, respectively. Amount for the
nine months ended September 30, 2016
includes charges for prepayment penalties and write-offs of deferred financing costs of
$12,321
.
|
•
|
The Lodge Denver West, located in Lakewood, CO, contains
252
apartment homes and was acquired for a purchase price of
$76,750,000
.
|
•
|
Avalon Dunn Loring, located in Vienna, VA, contains
440
apartment homes and
27,000
square feet of retail space was acquired for
$151,000,000
.
|
•
|
In January 2017, the Company sold
two
undeveloped land parcels, located in Newcastle, WA, that are adjacent to
one
of the Company's Development Communities, and 421-a tax certificates, representing the right to qualify for certain property tax exemptions in New York City, for an aggregate sales price of
$22,286,000
. The Company's gain on the dispositions was
$366,000
, reported in (loss) gain on sale of other real estate on the accompanying Condensed Consolidated Statements of Comprehensive Income.
|
•
|
In March 2017, the Company sold Avalon Pines, located in Coram, NY, containing
450
homes, and the adjacent golf course for
$140,000,000
. The Company's gain on the disposition was
$87,949,000
, reported in gain on sale of communities on the accompanying Condensed Consolidated Statements of Comprehensive Income.
|
•
|
In June 2017, the Company sold AVA University District, located in Seattle, WA, containing
283
homes, for
$112,500,000
. The Company's gain on the disposition was
$42,596,000
, reported in gain on sale of communities on the accompanying Condensed Consolidated Statements of Comprehensive Income.
|
•
|
In July 2017, the Company sold an undeveloped land parcel, located in Vienna, VA, for
$15,500,000
. The Company recognized a loss on the disposition of
$120,000
, reported in (loss) gain on sale of other real estate on the accompanying Condensed Consolidated Statements of Comprehensive Income.
|
•
|
In September 2017, the Company sold Avalon Danbury, located in Danbury, CT, containing
234
homes, for
$52,000,000
. The Company's gain on the disposition was
$27,829,000
, reported in gain on sale of communities on the accompanying Condensed Consolidated Statements of Comprehensive Income. The sale of Avalon Danbury is expected to be part of a tax deferred exchange under which the Company has restricted the cash proceeds in an escrow account, classified as cash in escrow on the accompanying Condensed Consolidated Balance Sheet.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
Net income
|
$
|
238,199
|
|
|
$
|
356,329
|
|
|
$
|
639,174
|
|
|
$
|
791,525
|
|
Indirect operating expenses, net of corporate income
|
15,752
|
|
|
14,946
|
|
|
48,472
|
|
|
46,960
|
|
||||
Investments and investment management expense
|
1,501
|
|
|
1,205
|
|
|
4,277
|
|
|
3,545
|
|
||||
Expensed acquisition, development and other pursuit costs, net of recoveries
|
789
|
|
|
3,804
|
|
|
2,087
|
|
|
8,702
|
|
||||
Interest expense, net
|
47,741
|
|
|
47,871
|
|
|
147,138
|
|
|
137,862
|
|
||||
Loss on extinguishment of debt, net
|
—
|
|
|
—
|
|
|
24,162
|
|
|
2,461
|
|
||||
General and administrative expense
|
11,655
|
|
|
11,928
|
|
|
38,808
|
|
|
35,343
|
|
||||
Equity in (income) loss of unconsolidated real estate entities
|
(52,568
|
)
|
|
342
|
|
|
(70,386
|
)
|
|
(54,779
|
)
|
||||
Depreciation expense
|
144,990
|
|
|
131,729
|
|
|
427,050
|
|
|
391,414
|
|
||||
Income tax expense
|
24
|
|
|
22
|
|
|
102
|
|
|
95
|
|
||||
Casualty and impairment loss (gain), net
|
—
|
|
|
—
|
|
|
11,688
|
|
|
(3,935
|
)
|
||||
Gain on sale of real estate
|
(27,618
|
)
|
|
(212,941
|
)
|
|
(160,000
|
)
|
|
(295,503
|
)
|
||||
Net operating income from real estate assets sold or held for sale
|
(1,874
|
)
|
|
(10,039
|
)
|
|
(9,633
|
)
|
|
(33,175
|
)
|
||||
Net operating income
|
$
|
378,591
|
|
|
$
|
345,196
|
|
|
$
|
1,102,939
|
|
|
$
|
1,030,515
|
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
Rental income from real estate assets sold or held for sale
|
$
|
3,044
|
|
|
$
|
16,388
|
|
|
$
|
15,582
|
|
|
$
|
53,582
|
|
Operating expenses from real estate assets sold or held for sale
|
(1,170
|
)
|
|
(6,349
|
)
|
|
(5,949
|
)
|
|
(20,407
|
)
|
||||
Net operating income from real estate assets sold or held for sale
|
$
|
1,874
|
|
|
$
|
10,039
|
|
|
$
|
9,633
|
|
|
$
|
33,175
|
|
|
For the three months ended
|
|
For the nine months ended
|
|
|
||||||||||||||||||||
|
Total
revenue |
|
NOI
|
|
% NOI change from prior year
|
|
Total
revenue |
|
NOI
|
|
% NOI change from prior year
|
|
Gross real estate (1)
|
||||||||||||
For the period ended September 30, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Established
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
New England
|
$
|
58,941
|
|
|
$
|
38,055
|
|
|
3.0
|
%
|
|
$
|
174,348
|
|
|
$
|
111,931
|
|
|
2.6
|
%
|
|
$
|
1,846,937
|
|
Metro NY/NJ
|
91,699
|
|
|
61,932
|
|
|
1.6
|
%
|
|
271,262
|
|
|
184,434
|
|
|
2.0
|
%
|
|
2,969,873
|
|
|||||
Mid-Atlantic
|
56,321
|
|
|
38,782
|
|
|
1.8
|
%
|
|
168,098
|
|
|
116,272
|
|
|
1.8
|
%
|
|
2,069,486
|
|
|||||
Pacific Northwest
|
21,528
|
|
|
15,687
|
|
|
5.1
|
%
|
|
62,773
|
|
|
45,519
|
|
|
5.4
|
%
|
|
734,407
|
|
|||||
Northern California
|
84,634
|
|
|
64,557
|
|
|
1.3
|
%
|
|
251,985
|
|
|
192,861
|
|
|
1.9
|
%
|
|
2,824,608
|
|
|||||
Southern California
|
85,226
|
|
|
60,024
|
|
|
2.3
|
%
|
|
252,229
|
|
|
180,383
|
|
|
4.3
|
%
|
|
3,013,215
|
|
|||||
Total Established
|
398,349
|
|
|
279,037
|
|
|
2.1
|
%
|
|
1,180,695
|
|
|
831,400
|
|
|
2.7
|
%
|
|
13,458,526
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other Stabilized (2)
|
71,150
|
|
|
49,177
|
|
|
N/A
|
|
|
208,729
|
|
|
146,242
|
|
|
N/A
|
|
|
3,086,022
|
|
|||||
Development / Redevelopment
|
76,964
|
|
|
50,377
|
|
|
N/A
|
|
|
195,041
|
|
|
125,297
|
|
|
N/A
|
|
|
4,766,894
|
|
|||||
Land Held for Development
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
85,863
|
|
|||||
Non-allocated (3)
|
993
|
|
|
N/A
|
|
|
N/A
|
|
|
3,290
|
|
|
N/A
|
|
|
N/A
|
|
|
95,621
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total
|
$
|
547,456
|
|
|
$
|
378,591
|
|
|
9.7
|
%
|
|
$
|
1,587,755
|
|
|
$
|
1,102,939
|
|
|
7.0
|
%
|
|
$
|
21,492,926
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
For the period ended September 30, 2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Established
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
New England
|
$
|
59,321
|
|
|
$
|
37,657
|
|
|
0.6
|
%
|
|
$
|
174,731
|
|
|
$
|
111,497
|
|
|
5.9
|
%
|
|
$
|
1,845,679
|
|
Metro NY/NJ
|
91,181
|
|
|
61,905
|
|
|
1.2
|
%
|
|
268,781
|
|
|
183,155
|
|
|
1.8
|
%
|
|
3,206,696
|
|
|||||
Mid-Atlantic
|
58,928
|
|
|
40,029
|
|
|
0.4
|
%
|
|
174,922
|
|
|
120,623
|
|
|
1.4
|
%
|
|
2,335,116
|
|
|||||
Pacific Northwest
|
18,627
|
|
|
13,541
|
|
|
12.1
|
%
|
|
54,085
|
|
|
39,165
|
|
|
8.1
|
%
|
|
736,377
|
|
|||||
Northern California
|
80,783
|
|
|
61,560
|
|
|
5.9
|
%
|
|
238,867
|
|
|
182,658
|
|
|
8.0
|
%
|
|
2,657,020
|
|
|||||
Southern California
|
73,570
|
|
|
52,527
|
|
|
11.1
|
%
|
|
217,686
|
|
|
155,242
|
|
|
10.3
|
%
|
|
2,667,875
|
|
|||||
Total Established
|
382,410
|
|
|
267,219
|
|
|
4.4
|
%
|
|
1,129,072
|
|
|
792,340
|
|
|
4.4
|
%
|
|
13,448,763
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Other Stabilized (4)
|
52,971
|
|
|
34,653
|
|
|
N/A
|
|
|
175,186
|
|
|
125,027
|
|
|
N/A
|
|
|
2,325,539
|
|
|||||
Development / Redevelopment
|
63,122
|
|
|
43,324
|
|
|
N/A
|
|
|
164,865
|
|
|
113,148
|
|
|
N/A
|
|
|
3,994,361
|
|
|||||
Land Held for Development
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
519,626
|
|
|||||
Non-allocated (3)
|
1,320
|
|
|
N/A
|
|
|
N/A
|
|
|
4,310
|
|
|
N/A
|
|
|
N/A
|
|
|
74,374
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Total
|
$
|
499,823
|
|
|
$
|
345,196
|
|
|
20.2
|
%
|
|
$
|
1,473,433
|
|
|
$
|
1,030,515
|
|
|
37.3
|
%
|
|
$
|
20,362,663
|
|
(1)
|
Does not include gross real estate assets held for sale of
$53,723
and
$135,054
as of
September 30, 2017
and
2016
, respectively.
|
(2)
|
Total revenue and NOI for the
three and nine
months ended
September 30, 2017
includes
$3,495
in business interruption insurance proceeds related to the Maplewood casualty loss.
|
(3)
|
Revenue represents third-party management, asset management and developer fees and miscellaneous income which are not allocated to a reportable segment.
|
(4)
|
Total revenue and NOI for the
nine
months ended
September 30, 2016
includes
$20,306
in business interruption insurance proceeds related to the Edgewater casualty loss.
|
|
|
2009 Plan
shares
|
|
Weighted average
exercise price
per share
|
|
1994 Plan
shares
|
|
Weighted average
exercise price
per share
|
||||||
Options Outstanding, December 31, 2016
|
|
177,333
|
|
|
$
|
124.25
|
|
|
22,541
|
|
|
$
|
77.91
|
|
Exercised
|
|
(27,360
|
)
|
|
110.47
|
|
|
(13,763
|
)
|
|
96.61
|
|
||
Forfeited
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Options Outstanding, September 30, 2017 (1)
|
|
149,973
|
|
|
$
|
126.77
|
|
|
8,778
|
|
|
$
|
48.60
|
|
(1)
|
All options outstanding are exercisable as of
September 30, 2017
.
|
|
|
Performance awards
|
|
Weighted average grant date fair value per award
|
|||
Outstanding at December 31, 2016
|
|
251,163
|
|
|
$
|
136.74
|
|
Granted (1)
|
|
81,708
|
|
|
176.59
|
|
|
Change in awards based on performance (2)
|
|
49,323
|
|
|
119.26
|
|
|
Converted to restricted stock
|
|
(128,482
|
)
|
|
118.75
|
|
|
Forfeited
|
|
(1,942
|
)
|
|
159.39
|
|
|
Outstanding at September 30, 2017
|
|
251,770
|
|
|
$
|
155.25
|
|
(1)
|
The amount of restricted stock that ultimately may be earned is based on the total shareholder return metrics related to the Company's common stock for
49,374
performance awards and financial metrics related to operating performance and leverage metrics of the Company for
32,334
performance awards.
|
(2)
|
Represents the change in the number of performance awards earned based on actual performance achievement for the performance period.
|
|
|
2017
|
Dividend yield
|
|
3.2%
|
Estimated volatility over the life of the plan (1)
|
|
15.3% - 19.7%
|
Risk free rate
|
|
0.69% - 1.61%
|
Estimated performance award value based on total shareholder return measure
|
|
$175.86
|
(1)
|
Estimated volatility over the life of the plan is using
50%
historical volatility and
50%
implied volatility.
|
|
|
Restricted stock shares
|
|
Restricted stock shares weighted average grant date fair value per share
|
|
Restricted stock shares converted from performance awards
|
||||
Outstanding at December 31, 2016
|
|
136,705
|
|
|
$
|
158.51
|
|
|
176,698
|
|
Granted - restricted stock shares
|
|
72,832
|
|
|
179.58
|
|
|
128,482
|
|
|
Vested - restricted stock shares
|
|
(72,345
|
)
|
|
153.35
|
|
|
(70,595
|
)
|
|
Forfeited
|
|
(2,388
|
)
|
|
173.29
|
|
|
(657
|
)
|
|
Outstanding at September 30, 2017
|
|
134,804
|
|
|
$
|
172.39
|
|
|
233,928
|
|
|
Non-designated
Hedges
Interest Rate Caps
|
|
Cash Flow
Hedges
Interest Rate Caps
|
|
Cash Flow
Hedges
Interest Rate Swaps
|
||||||
|
|
|
|
|
|
||||||
Notional balance
|
$
|
690,053
|
|
|
$
|
35,256
|
|
|
$
|
300,000
|
|
Weighted average interest rate (1)
|
2.7
|
%
|
|
3.6
|
%
|
|
N/A
|
|
|||
Weighted average swapped/capped interest rate
|
6.1
|
%
|
|
5.9
|
%
|
|
2.4
|
%
|
|||
Earliest maturity date
|
Jan 2018
|
|
|
Apr 2019
|
|
|
May 2018
|
|
|||
Latest maturity date
|
Sep 2022
|
|
|
Apr 2019
|
|
|
May 2018
|
|
(1)
|
For interest rate caps, represents the weighted average interest rate on the hedged debt.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Cash flow hedge losses reclassified to earnings
|
$
|
1,767
|
|
|
$
|
1,748
|
|
|
$
|
5,301
|
|
|
$
|
4,682
|
|
Description
|
|
Total Fair Value
|
|
Quoted Prices
in Active Markets for Identical Asset
(Level 1)
|
|
Significant
Other Observable Inputs
(Level 2)
|
|
Significant
Unobservable Inputs
(Level 3)
|
||||||||
|
|
|
|
|||||||||||||
|
|
9/30/2017
|
||||||||||||||
Non-Designated Hedges
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Caps
|
|
$
|
14
|
|
|
$
|
—
|
|
|
$
|
14
|
|
|
$
|
—
|
|
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Swaps - Assets
|
|
1,422
|
|
|
—
|
|
|
1,422
|
|
|
—
|
|
||||
Interest Rate Swaps - Liabilities
|
|
(1,998
|
)
|
|
—
|
|
|
(1,998
|
)
|
|
—
|
|
||||
Puts
|
|
(5,928
|
)
|
|
—
|
|
|
—
|
|
|
(5,928
|
)
|
||||
DownREIT units
|
|
(1,338
|
)
|
|
(1,338
|
)
|
|
—
|
|
|
—
|
|
||||
Indebtedness
|
|
|
|
|
|
|
|
|
||||||||
Unsecured notes
|
|
(4,999,985
|
)
|
|
(4,999,985
|
)
|
|
—
|
|
|
—
|
|
||||
Secured notes payable and unsecured term loan
|
|
(2,098,870
|
)
|
|
—
|
|
|
(2,098,870
|
)
|
|
—
|
|
||||
Total
|
|
$
|
(7,106,683
|
)
|
|
$
|
(5,001,323
|
)
|
|
$
|
(2,099,432
|
)
|
|
$
|
(5,928
|
)
|
Description
|
|
Total Fair Value
|
|
Quoted Prices
in Active Markets for Identical Asset
(Level 1)
|
|
Significant
Other Observable Inputs
(Level 2)
|
|
Significant
Unobservable Inputs
(Level 3)
|
||||||||
|
|
|
|
|||||||||||||
|
|
12/31/2016
|
||||||||||||||
Non-Designated Hedges
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Caps
|
|
$
|
79
|
|
|
$
|
—
|
|
|
$
|
79
|
|
|
$
|
—
|
|
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Caps
|
|
2
|
|
|
—
|
|
|
2
|
|
|
—
|
|
||||
Interest Rate Swaps - Assets
|
|
14,775
|
|
|
—
|
|
|
14,775
|
|
|
—
|
|
||||
Puts
|
|
(6,002
|
)
|
|
—
|
|
|
—
|
|
|
(6,002
|
)
|
||||
DownREIT units
|
|
(1,329
|
)
|
|
(1,329
|
)
|
|
—
|
|
|
—
|
|
||||
Indebtedness
|
|
|
|
|
|
|
|
|
||||||||
Unsecured notes
|
|
(4,218,627
|
)
|
|
(4,218,627
|
)
|
|
—
|
|
|
—
|
|
||||
Secured notes payable and unsecured term loan
|
|
(2,744,462
|
)
|
|
—
|
|
|
(2,744,462
|
)
|
|
—
|
|
||||
Total
|
|
$
|
(6,955,564
|
)
|
|
$
|
(4,219,956
|
)
|
|
$
|
(2,729,606
|
)
|
|
$
|
(6,002
|
)
|
•
|
entered into an agreement to sell an operating community containing
99
apartment homes and net real estate of
$19,243,000
as of
September 30, 2017
, resulting in the community qualifying as held for sale. The Company expects to complete the sale in the fourth quarter of 2017;
|
•
|
obtained a variable rate secured note in the amount of
$21,700,000
that matures in October 2020, in association with the refinancing of an existing
$21,601,000
fixed rate secured note that was scheduled to mature in November 2017; and
|
•
|
sold Avalon Run East, a wholly-owned operating community located in Lawrenceville, NJ, containing
312
apartment homes, for a sale price of
$87,500,000
.
|
ITEM 2.
|
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
Net income attributable to common stockholders for the
three months ended September 30, 2017
was
$238,248,000
, a decrease of
$118,144,000
, or
33.2%
, as compared to the prior year period. The decrease is primarily due to a decrease in gains on the sale of consolidated real estate and an increase in depreciation, partially offset by an increase in joint venture real estate sales and related gains, including our promoted interest, over the prior year period.
|
•
|
Established Communities NOI for the
three months ended September 30, 2017
was
$279,037,000
, an increase of
$5,741,000
, or
2.1%
, over the prior year period. This increase was driven by an increase in rental revenue of
2.2%
, partially offset by an increase in operating expenses of
2.4%
compared to the prior year period.
|
•
|
The Lodge Denver West, located in Lakewood, CO, contains
252
apartment homes and was acquired for a purchase price of
$76,750,000
. The acquisition marked our entry in to the Denver metropolitan area.
|
•
|
Avalon Dunn Loring, located in Vienna, VA, contains
440
apartment homes and
27,000
square feet of retail space was acquired for
$151,000,000
.
|
•
|
Established Communities (also known as Same Store Communities)
are consolidated communities where a comparison of operating results from the prior year to the current year is meaningful, as these communities were owned and had stabilized occupancy as of the beginning of the respective prior year period. For the
nine
month periods ended
September 30, 2017
and
2016
, the Established Communities are communities that are consolidated for financial reporting purposes, had stabilized occupancy as of January 1, 2016, are not conducting or planning to conduct substantial redevelopment activities and are not held for sale or planned for disposition within the current year. A community is considered to have stabilized occupancy at the earlier of (i) attainment of
95%
physical occupancy or (ii) the
one
-year anniversary of completion of development or redevelopment.
|
•
|
Other Stabilized Communities
are all other completed consolidated communities that have stabilized occupancy, as defined above, as of the beginning of the current calendar year. Other Stabilized Communities do not include communities that are conducting or planning to conduct substantial redevelopment activities within the current year.
|
•
|
Lease-Up Communities
are consolidated communities where construction has been complete for less than
one
year and where physical occupancy has not reached
95%
.
|
•
|
Redevelopment Communities
are consolidated communities where substantial redevelopment is in progress or is planned to begin during the current year. Redevelopment is considered substantial when capital invested during the reconstruction effort is expected to exceed the lesser of
$5,000,000
or
10%
of the community's pre-redevelopment basis and is expected to have a material impact on the operations of the community, including occupancy levels and future rental rates.
|
•
|
Unconsolidated Communities
are communities that we have an indirect ownership interest in through our investment interest in an unconsolidated joint venture.
|
|
|
Number of
communities
|
|
Number of
apartment homes
|
||
|
|
|
|
|
||
Current Communities
|
|
|
|
|
|
|
|
|
|
|
|
||
Established Communities:
|
|
|
|
|
|
|
New England
|
|
37
|
|
|
8,397
|
|
Metro NY/NJ
|
|
35
|
|
|
10,371
|
|
Mid-Atlantic
|
|
26
|
|
|
9,126
|
|
Pacific Northwest
|
|
13
|
|
|
3,305
|
|
Northern California
|
|
35
|
|
|
10,321
|
|
Southern California
|
|
45
|
|
|
13,330
|
|
Total Established
|
|
191
|
|
|
54,850
|
|
|
|
|
|
|
||
Other Stabilized Communities:
|
|
|
|
|
|
|
New England
|
|
7
|
|
|
1,868
|
|
Metro NY/NJ
|
|
9
|
|
|
2,402
|
|
Mid-Atlantic
|
|
8
|
|
|
3,456
|
|
Pacific Northwest
|
|
2
|
|
|
373
|
|
Northern California
|
|
4
|
|
|
1,279
|
|
Southern California
|
|
9
|
|
|
1,755
|
|
Non Core
|
|
4
|
|
|
1,266
|
|
Total Other Stabilized
|
|
43
|
|
|
12,399
|
|
|
|
|
|
|
||
Lease-Up Communities
|
|
8
|
|
|
2,868
|
|
|
|
|
|
|
||
Redevelopment Communities (1)
|
|
10
|
|
|
3,343
|
|
|
|
|
|
|
||
Unconsolidated Communities
|
|
11
|
|
|
2,616
|
|
|
|
|
|
|
||
Total Current Communities
|
|
263
|
|
|
76,076
|
|
|
|
|
|
|
||
Development Communities (2)
|
|
23
|
|
|
6,888
|
|
|
|
|
|
|
||
Total Communities
|
|
286
|
|
|
82,964
|
|
|
|
|
|
|
||
Development Rights
|
|
25
|
|
|
8,392
|
|
(1)
|
Redevelopment Communities includes the reconstruction of the building destroyed in the Edgewater casualty loss. Due to the nature of this reconstruction, the 240 apartment homes we expect the new building to contain upon completion are not included in the apartment home count presented, and will be included upon completion.
|
(2)
|
Development Communities includes AVA North Point, expected to contain 265 apartment homes, which is being developed within an unconsolidated joint venture.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||||||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
$ Change
|
|
% Change
|
|
9/30/2017
|
|
9/30/2016
|
|
$ Change
|
|
% Change
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental and other income
|
$
|
549,507
|
|
|
$
|
514,891
|
|
|
$
|
34,616
|
|
|
6.7
|
%
|
|
$
|
1,600,047
|
|
|
$
|
1,522,705
|
|
|
$
|
77,342
|
|
|
5.1
|
%
|
Management, development and other fees
|
993
|
|
|
1,320
|
|
|
(327
|
)
|
|
(24.8
|
)%
|
|
3,290
|
|
|
4,310
|
|
|
(1,020
|
)
|
|
(23.7
|
)%
|
||||||
Total revenue
|
550,500
|
|
|
516,211
|
|
|
34,289
|
|
|
6.6
|
%
|
|
1,603,337
|
|
|
1,527,015
|
|
|
76,322
|
|
|
5.0
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Direct property operating expenses, excluding property taxes
|
111,330
|
|
|
107,298
|
|
|
4,032
|
|
|
3.8
|
%
|
|
323,263
|
|
|
305,423
|
|
|
17,840
|
|
|
5.8
|
%
|
||||||
Property taxes
|
57,698
|
|
|
52,338
|
|
|
5,360
|
|
|
10.2
|
%
|
|
164,195
|
|
|
153,512
|
|
|
10,683
|
|
|
7.0
|
%
|
||||||
Total community operating expenses
|
169,028
|
|
|
159,636
|
|
|
9,392
|
|
|
5.9
|
%
|
|
487,458
|
|
|
458,935
|
|
|
28,523
|
|
|
6.2
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Corporate-level property management and other indirect operating expenses
|
16,759
|
|
|
16,286
|
|
|
473
|
|
|
2.9
|
%
|
|
51,779
|
|
|
51,350
|
|
|
429
|
|
|
0.8
|
%
|
||||||
Investments and investment management expense
|
1,501
|
|
|
1,205
|
|
|
296
|
|
|
24.6
|
%
|
|
4,277
|
|
|
3,545
|
|
|
732
|
|
|
20.6
|
%
|
||||||
Expensed acquisition, development and other pursuit costs, net of recoveries
|
789
|
|
|
3,804
|
|
|
(3,015
|
)
|
|
(79.3
|
)%
|
|
2,087
|
|
|
8,702
|
|
|
(6,615
|
)
|
|
(76.0
|
)%
|
||||||
Interest expense, net
|
47,741
|
|
|
47,871
|
|
|
(130
|
)
|
|
(0.3
|
)%
|
|
147,138
|
|
|
137,862
|
|
|
9,276
|
|
|
6.7
|
%
|
||||||
Loss on extinguishment of debt, net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|
24,162
|
|
|
2,461
|
|
|
21,701
|
|
|
881.8
|
%
|
||||||
Depreciation expense
|
144,990
|
|
|
131,729
|
|
|
13,261
|
|
|
10.1
|
%
|
|
427,050
|
|
|
391,414
|
|
|
35,636
|
|
|
9.1
|
%
|
||||||
General and administrative expense
|
11,655
|
|
|
11,928
|
|
|
(273
|
)
|
|
(2.3
|
)%
|
|
38,808
|
|
|
35,343
|
|
|
3,465
|
|
|
9.8
|
%
|
||||||
Casualty and impairment loss (gain), net
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|
11,688
|
|
|
(3,935
|
)
|
|
15,623
|
|
|
N/A (1)
|
|
||||||
Total other expenses
|
223,435
|
|
|
212,823
|
|
|
10,612
|
|
|
5.0
|
%
|
|
706,989
|
|
|
626,742
|
|
|
80,247
|
|
|
12.8
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Equity in income (loss) of unconsolidated real estate entities
|
52,568
|
|
|
(342
|
)
|
|
52,910
|
|
|
N/A (1)
|
|
|
70,386
|
|
|
54,779
|
|
|
15,607
|
|
|
28.5
|
%
|
||||||
Gain on sale of communities
|
27,738
|
|
|
202,163
|
|
|
(174,425
|
)
|
|
(86.3
|
)%
|
|
159,754
|
|
|
284,582
|
|
|
(124,828
|
)
|
|
(43.9
|
)%
|
||||||
(Loss) gain on sale of other real estate
|
(120
|
)
|
|
10,778
|
|
|
(10,898
|
)
|
|
N/A (1)
|
|
|
246
|
|
|
10,921
|
|
|
(10,675
|
)
|
|
(97.7
|
)%
|
||||||
Income before income taxes
|
238,223
|
|
|
356,351
|
|
|
(118,128
|
)
|
|
(33.1
|
)%
|
|
639,276
|
|
|
791,620
|
|
|
(152,344
|
)
|
|
(19.2
|
)%
|
||||||
Income tax expense
|
24
|
|
|
22
|
|
|
2
|
|
|
9.1
|
%
|
|
102
|
|
|
95
|
|
|
7
|
|
|
7.4
|
%
|
||||||
Net income
|
238,199
|
|
|
356,329
|
|
|
(118,130
|
)
|
|
(33.2
|
)%
|
|
639,174
|
|
|
791,525
|
|
|
(152,351
|
)
|
|
(19.2
|
)%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net loss attributable to noncontrolling interests
|
49
|
|
|
63
|
|
|
(14
|
)
|
|
(22.2
|
)%
|
|
174
|
|
|
242
|
|
|
(68
|
)
|
|
(28.1
|
)%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net income attributable to common stockholders
|
$
|
238,248
|
|
|
$
|
356,392
|
|
|
$
|
(118,144
|
)
|
|
(33.2
|
)%
|
|
$
|
639,348
|
|
|
$
|
791,767
|
|
|
$
|
(152,419
|
)
|
|
(19.3
|
)%
|
(1)
|
Percent change is not meaningful.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
238,199
|
|
|
$
|
356,329
|
|
|
$
|
639,174
|
|
|
$
|
791,525
|
|
Indirect operating expenses, net of corporate income
|
15,752
|
|
|
14,946
|
|
|
48,472
|
|
|
46,960
|
|
||||
Investments and investment management expense
|
1,501
|
|
|
1,205
|
|
|
4,277
|
|
|
3,545
|
|
||||
Expensed acquisition, development and other pursuit costs, net of recoveries
|
789
|
|
|
3,804
|
|
|
2,087
|
|
|
8,702
|
|
||||
Interest expense, net
|
47,741
|
|
|
47,871
|
|
|
147,138
|
|
|
137,862
|
|
||||
Loss on extinguishment of debt, net
|
—
|
|
|
—
|
|
|
24,162
|
|
|
2,461
|
|
||||
General and administrative expense
|
11,655
|
|
|
11,928
|
|
|
38,808
|
|
|
35,343
|
|
||||
Equity in (income) loss of unconsolidated real estate entities
|
(52,568
|
)
|
|
342
|
|
|
(70,386
|
)
|
|
(54,779
|
)
|
||||
Depreciation expense
|
144,990
|
|
|
131,729
|
|
|
427,050
|
|
|
391,414
|
|
||||
Income tax expense
|
24
|
|
|
22
|
|
|
102
|
|
|
95
|
|
||||
Casualty and impairment loss (gain), net
|
—
|
|
|
—
|
|
|
11,688
|
|
|
(3,935
|
)
|
||||
Gain on sale of real estate assets
|
(27,618
|
)
|
|
(212,941
|
)
|
|
(160,000
|
)
|
|
(295,503
|
)
|
||||
Net operating income from real estate assets sold or held for sale
|
(1,874
|
)
|
|
(10,039
|
)
|
|
(9,633
|
)
|
|
(33,175
|
)
|
||||
Net operating income
|
$
|
378,591
|
|
|
$
|
345,196
|
|
|
$
|
1,102,939
|
|
|
$
|
1,030,515
|
|
|
For the three months ended
|
|
For the nine months ended
|
||||
|
9/30/2017
|
|
9/30/2017
|
||||
|
|
|
|
|
|||
Established Communities
|
$
|
5,741
|
|
|
$
|
21,744
|
|
Other Stabilized Communities (1)
|
7,047
|
|
|
35,750
|
|
||
Development and Redevelopment Communities (2)
|
20,607
|
|
|
14,930
|
|
||
Total
|
$
|
33,395
|
|
|
$
|
72,424
|
|
(1)
|
NOI for the
nine
months ended
September 30, 2016
includes
$20,306
in business interruption insurance proceeds related to the Edgewater casualty loss.
|
(2)
|
NOI for the
three and nine
months ended
September 30, 2017
includes
$3,495
in business interruption insurance proceeds related to the Maplewood casualty loss.
|
•
|
gains or losses on sales of previously depreciated operating communities;
|
•
|
cumulative effect of change in accounting principle;
|
•
|
impairment write-downs of depreciable real estate assets;
|
•
|
write-downs of investments in affiliates due to a decrease in the value of depreciable real estate assets held by those affiliates;
|
•
|
depreciation of real estate assets; and
|
•
|
adjustments for unconsolidated partnerships and joint ventures.
|
•
|
joint venture gains, costs, and promoted interests;
|
•
|
casualty and impairment losses or gains, net;
|
•
|
gains or losses from early extinguishment of consolidated borrowings;
|
•
|
abandoned pursuits;
|
•
|
business interruption insurance proceeds and the related lost NOI that is covered by the business interruption insurance proceeds;
|
•
|
property and casualty insurance proceeds and legal settlements;
|
•
|
gains or losses on sales of assets not subject to depreciation;
|
•
|
hedge ineffectiveness;
|
•
|
severance related costs;
|
•
|
expensed acquisition costs related to business acquisitions that occurred prior to the adoption of ASU 2017-01 as of October 1, 2016; and
|
•
|
other non-core items.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net income attributable to common stockholders
|
$
|
238,248
|
|
|
$
|
356,392
|
|
|
$
|
639,348
|
|
|
$
|
791,767
|
|
Depreciation - real estate assets, including joint venture adjustments
|
144,409
|
|
|
135,275
|
|
|
426,494
|
|
|
397,834
|
|
||||
Distributions to noncontrolling interests
|
11
|
|
|
10
|
|
|
32
|
|
|
30
|
|
||||
Gain on sale of unconsolidated entities holding previously depreciated real estate
|
(31,413
|
)
|
|
—
|
|
|
(40,110
|
)
|
|
(53,172
|
)
|
||||
Gain on sale of previously depreciated real estate
|
(27,738
|
)
|
|
(202,163
|
)
|
|
(159,754
|
)
|
|
(284,582
|
)
|
||||
Casualty and impairment (recovery) loss, net on real estate (1)(6)
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,195
|
)
|
||||
FFO attributable to common stockholders
|
323,517
|
|
|
289,514
|
|
|
866,010
|
|
|
847,682
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Adjusting items:
|
|
|
|
|
|
|
|
||||||||
Joint venture losses (2)
|
430
|
|
|
195
|
|
|
811
|
|
|
5,763
|
|
||||
Joint venture promote (3)
|
(19,977
|
)
|
|
—
|
|
|
(26,742
|
)
|
|
(3,447
|
)
|
||||
Impairment loss on real estate (4)(6)
|
—
|
|
|
—
|
|
|
9,350
|
|
|
10,500
|
|
||||
Casualty loss (gain), net on real estate (5)(6)
|
—
|
|
|
—
|
|
|
2,338
|
|
|
(10,239
|
)
|
||||
Business interruption insurance proceeds (7)
|
(3,495
|
)
|
|
(78
|
)
|
|
(3,495
|
)
|
|
(20,422
|
)
|
||||
Lost NOI from casualty losses covered by business interruption insurance (8)
|
2,375
|
|
|
1,877
|
|
|
6,242
|
|
|
5,580
|
|
||||
Loss on extinguishment of consolidated debt
|
—
|
|
|
—
|
|
|
24,162
|
|
|
2,461
|
|
||||
Hedge ineffectiveness
|
—
|
|
|
—
|
|
|
(753
|
)
|
|
—
|
|
||||
Severance related costs
|
18
|
|
|
346
|
|
|
153
|
|
|
907
|
|
||||
Development pursuit and other write-offs
|
339
|
|
|
2,998
|
|
|
1,174
|
|
|
3,769
|
|
||||
Loss (gain) on sale of other real estate
|
120
|
|
|
(10,778
|
)
|
|
(246
|
)
|
|
(10,921
|
)
|
||||
Acquisition costs
|
—
|
|
|
635
|
|
|
—
|
|
|
2,564
|
|
||||
Legal settlements
|
7
|
|
|
—
|
|
|
91
|
|
|
—
|
|
||||
Core FFO attributable to common stockholders
|
$
|
303,334
|
|
|
$
|
284,709
|
|
|
$
|
879,095
|
|
|
$
|
834,197
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding - diluted
|
138,307,046
|
|
|
137,505,054
|
|
|
138,006,192
|
|
|
137,442,306
|
|
||||
|
|
|
|
|
|
|
|
||||||||
EPS per common share - diluted
|
$
|
1.72
|
|
|
$
|
2.59
|
|
|
$
|
4.63
|
|
|
$
|
5.76
|
|
FFO per common share - diluted
|
$
|
2.34
|
|
|
$
|
2.11
|
|
|
$
|
6.28
|
|
|
$
|
6.17
|
|
Core FFO per common share - diluted
|
$
|
2.19
|
|
|
$
|
2.07
|
|
|
$
|
6.37
|
|
|
$
|
6.07
|
|
(1)
|
During the
nine
months ended
September 30, 2016
, we received insurance proceeds, net of additional costs incurred, of $5,732 related to the severe winter storms that occurred in our Northeast markets in 2015. For the
nine
months ended
September 30, 2016
, we recognized $4,195 of this recovery as an offset to the impairment on depreciable real estate of $4,195 recognized in the prior year period. The balance of the net insurance proceeds received in 2016 of $1,537 is recognized as a casualty gain and is included in the reconciliation of FFO to Core FFO.
|
(2)
|
Amounts for the three and
nine
months ended
September 30, 2017
and
2016
, are primarily composed of (i) our proportionate share of yield maintenance charges incurred for the early repayment of debt associated with joint venture disposition activity, (ii) the write-off of asset management fee intangibles primarily associated with the disposition of communities in the U.S. Fund and (iii) our proportionate share of operating results for joint ventures formed with Equity Residential as part of the Archstone acquisition.
|
(3)
|
Amounts are composed of our recognition of our promoted interest in Fund II.
|
(4)
|
Amount for the
nine
months ended
September 30, 2017
includes an impairment charge for a land parcel we had acquired for development and sold in July 2017. Amount for the
nine
months ended
September 30, 2016
includes impairment charges relating to ancillary land parcels.
|
(5)
|
Amount for the
nine
months ended
September 30, 2017
includes
$19,481
for the Maplewood casualty loss, partially offset by
$17,143
of expected property damage insurance proceeds, a portion of which was received during the period. Amount for the
nine
months ended
September 30, 2016
includes
$8,702
in property damage insurance proceeds for the Edgewater casualty loss, and $1,537 in insurance proceeds in excess of the total recognized loss related to severe winter storms in our Northeast markets that occurred in 2015.
|
(6)
|
The aggregate impact of (i) casualty and impairment (recovery) loss, net on real estate, (ii) impairment loss on real estate and (iii) casualty loss (gain), net on real estate, is a loss of
$11,688
for the
nine
months ended
September 30, 2017
and a gain of
$3,935
for the
nine
months ended
September 30, 2016
.
|
(7)
|
Amounts for the three and
nine
months ended
September 30, 2017
are composed of business interruption insurance proceeds resulting from the final insurance settlement of the Maplewood casualty loss. Amount for the
nine
months ended
September 30, 2016
is primarily composed of business interruption insurance proceeds resulting from the final insurance settlement of the Edgewater casualty loss.
|
(8)
|
Amounts primarily relate to lost NOI resulting from the Edgewater casualty loss, for which we received
$20,306
in business interruption insurance proceeds in the first quarter of 2016. Amounts for the three and
nine
months ended
September 30, 2017
also include amounts related to the Maplewood casualty loss in Q1 2017, for which the Company recognized $3,495 in business interruption insurance proceeds in Q3 2017.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2017
|
|
9/30/2016
|
|
9/30/2017
|
|
9/30/2016
|
||||||||
Net cash provided by operating activities (1)
|
$
|
355,213
|
|
|
$
|
307,549
|
|
|
$
|
917,573
|
|
|
$
|
860,727
|
|
Net cash used in investing activities
|
$
|
(309,617
|
)
|
|
$
|
(154,100
|
)
|
|
$
|
(676,231
|
)
|
|
$
|
(866,591
|
)
|
Net cash used in financing activities (1)
|
$
|
(63,031
|
)
|
|
$
|
(269,856
|
)
|
|
$
|
(420,294
|
)
|
|
$
|
(328,744
|
)
|
(1)
|
2016 amounts reflect certain reclassifications as a result of the retrospective adjustment of the presentation of payments related to tax withholding for share-based compensation. Refer to Note 1, "Organization, Basis of Presentation and Significant Accounting Policies, Change in Accounting Principle," of the Condensed Consolidated Financial Statements included elsewhere in this report.
|
•
|
development and redevelopment activity in which we are currently engaged;
|
•
|
the minimum dividend payments on our common stock required to maintain our REIT qualification under the Code;
|
•
|
debt service and principal payments either at maturity or opportunistically before maturity; and
|
•
|
normal recurring operating expenses and corporate overhead expenses.
|
•
|
investment of
$743,275,000
in the development and redevelopment of communities;
|
•
|
acquisition of two operating communities for
$228,011,000
; and
|
•
|
capital expenditures of
$47,117,000
for our operating communities and non-real estate assets.
|
•
|
proceeds from dispositions, net of amounts held in escrow related to a planned tax deferred exchange, of
$285,063,000
; and
|
•
|
net distributions from unconsolidated real estate entities of
$74,745,000
.
|
•
|
the repayment of secured notes in the amount of
$1,287,636,000
; and
|
•
|
payment of cash dividends in the amount of
$576,685,000
.
|
•
|
proceeds from the issuance of unsecured notes and borrowing under the $250 million Term Loan in the aggregate amount of
$948,616,000
;
|
•
|
borrowings under the Credit Facility of
$242,000,000
;
|
•
|
the issuance of secured notes in the amount of
$185,100,000
; and
|
•
|
the issuance of common stock in the amount of
$110,117,000
, primarily through CEP IV.
|
•
|
limitations on the amount of total and secured debt in relation to our overall capital structure;
|
•
|
limitations on the amount of our unsecured debt relative to the undepreciated basis of real estate assets that are not encumbered by property-specific financing; and
|
•
|
minimum levels of debt service coverage.
|
•
|
In February 2017, we repaid
$17,300,000
of variable rate debt secured by Avalon Mountain View at par at its scheduled maturity date.
|
•
|
In February 2017, we entered into a
$250,000,000
variable rate unsecured term loan (the "$250 million Term Loan"), of which
$100,000,000
matures in
February 2022
with stated pricing of LIBOR plus 0.90%, and
$150,000,000
matures in
February 2024
with stated pricing of LIBOR plus 1.50%. In April 2017, we drew the
$250,000,000
available balance.
|
•
|
In May 2017, we repaid
$670,590,000
aggregate principal amount of
6.26%
fixed rate secured notes, secured by
11
communities, representing the majority of the Fannie Mae pool 2 secured indebtedness assumed as part of the Archstone acquisition, which had a contractual maturity date of
November 2017
but opened for prepayment at par on April 30, 2017. In conjunction with the repayment, we recognized a gain of
$10,839,000
, primarily composed of the write-off of unamortized premium. We refinanced the secured borrowings for
three
of these communities for an aggregate principal amount of
$185,100,000
, with a contractual fixed interest rate of
3.61%
and maturity dates of
June 2027
.
|
•
|
In May 2017, we issued
$400,000,000
principal amount of unsecured notes in a public offering under our existing shelf registration statement for net proceeds of approximately
$396,016,000
. The notes mature in
May 2027
and were issued at a
3.35%
interest rate.
|
•
|
In June 2017, we issued
$300,000,000
principal amount of unsecured notes in a public offering under our existing shelf registration statement for net proceeds of approximately
$297,372,000
. The notes mature in
July 2047
and were issued at a
4.15%
interest rate.
|
•
|
In June 2017, we repaid
$556,313,000
aggregate principal amount of
5.86%
fixed rate secured notes, secured by
12
wholly-owned operating communities, representing the remaining debt in the Company's Freddie Mac cross-collateralized pool financing originated in 2009, in advance of their
May 2019
maturity dates. In conjunction with the repayment, we recognized a charge of
$34,965,000
, consisting of prepayment penalties of
$33,515,000
and the non-cash write-off of deferred financing costs of
$1,450,000
.
|
|
|
All-In
interest rate (1) |
|
Principal
maturity date |
|
Balance Outstanding
|
|
Scheduled Maturities
|
|||||||||||||||||||||||||||||
Community
|
|
|
|
12/31/2016
|
|
9/30/2017
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|||||||||||||||||||
Tax-exempt bonds (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Avalon Oaks West
|
|
7.55
|
%
|
|
Apr-2043
|
|
$
|
15,420
|
|
|
$
|
15,270
|
|
|
$
|
58
|
|
|
$
|
241
|
|
|
$
|
257
|
|
|
$
|
275
|
|
|
$
|
293
|
|
|
$
|
14,146
|
|
Avalon at Chestnut Hill
|
|
6.16
|
%
|
|
Oct-2047
|
|
38,564
|
|
|
38,227
|
|
|
130
|
|
|
536
|
|
|
566
|
|
|
596
|
|
|
629
|
|
|
35,770
|
|
||||||||
Avalon Westbury
|
|
3.81
|
%
|
|
Nov-2036
|
(3)
|
62,200
|
|
|
62,200
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
62,200
|
|
||||||||
|
|
|
|
|
|
|
116,184
|
|
|
115,697
|
|
|
188
|
|
|
777
|
|
|
823
|
|
|
871
|
|
|
922
|
|
|
112,116
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Variable rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Avalon Mountain View
|
|
1.42
|
%
|
|
Feb-2017
|
(4)
|
17,300
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves Mission Viejo
|
|
1.97
|
%
|
|
Jun-2025
|
(5)
|
7,635
|
|
|
7,635
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,635
|
|
||||||||
AVA Nob Hill
|
|
1.98
|
%
|
|
Jun-2025
|
(5)
|
20,800
|
|
|
20,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,800
|
|
||||||||
Avalon Campbell
|
|
2.30
|
%
|
|
Jun-2025
|
(5)
|
38,800
|
|
|
38,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
38,800
|
|
||||||||
Eaves Pacifica
|
|
2.32
|
%
|
|
Jun-2025
|
(5)
|
17,600
|
|
|
17,600
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,600
|
|
||||||||
Avalon Bowery Place I
|
|
3.78
|
%
|
|
Nov-2037
|
(5)
|
93,800
|
|
|
93,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
93,800
|
|
||||||||
Avalon Acton
|
|
2.59
|
%
|
|
Jul-2040
|
(5)
|
45,000
|
|
|
45,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45,000
|
|
||||||||
Avalon Morningside Park
|
|
2.10
|
%
|
|
May-2046
|
(3)
|
100,000
|
|
|
100,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
345
|
|
|
99,655
|
|
||||||||
Avalon Clinton North
|
|
2.63
|
%
|
|
Nov-2038
|
(5)
|
147,000
|
|
|
147,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
147,000
|
|
||||||||
Avalon Clinton South
|
|
2.63
|
%
|
|
Nov-2038
|
(5)
|
121,500
|
|
|
121,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
121,500
|
|
||||||||
Avalon Midtown West
|
|
2.54
|
%
|
|
May-2029
|
(5)
|
100,500
|
|
|
100,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
100,500
|
|
||||||||
Avalon San Bruno I
|
|
2.52
|
%
|
|
Dec-2037
|
(5)
|
64,450
|
|
|
64,450
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
64,450
|
|
||||||||
Avalon Calabasas
|
|
2.47
|
%
|
|
Apr-2028
|
(5)
|
44,410
|
|
|
44,410
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,410
|
|
||||||||
|
|
|
|
|
|
818,795
|
|
|
801,495
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
345
|
|
|
801,150
|
|
|||||||||
Conventional loans (2)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
$250 million unsecured notes
|
|
6.19
|
%
|
|
Mar-2020
|
|
250,000
|
|
|
250,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
250,000
|
|
|
—
|
|
|
—
|
|
||||||||
$250 million unsecured notes
|
|
4.04
|
%
|
|
Jan-2021
|
|
250,000
|
|
|
250,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
250,000
|
|
|
—
|
|
||||||||
$450 million unsecured notes
|
|
4.30
|
%
|
|
Sep-2022
|
|
450,000
|
|
|
450,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
450,000
|
|
||||||||
$250 million unsecured notes
|
|
3.00
|
%
|
|
Mar-2023
|
|
250,000
|
|
|
250,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
250,000
|
|
||||||||
$400 million unsecured notes
|
|
3.78
|
%
|
|
Oct-2020
|
|
400,000
|
|
|
400,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400,000
|
|
|
—
|
|
|
—
|
|
||||||||
$350 million unsecured notes
|
|
4.30
|
%
|
|
Dec-2023
|
|
350,000
|
|
|
350,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
350,000
|
|
||||||||
$300 million unsecured notes
|
|
3.66
|
%
|
|
Nov-2024
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$525 million unsecured notes
|
|
3.55
|
%
|
|
Jun-2025
|
|
525,000
|
|
|
525,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
525,000
|
|
||||||||
$300 million unsecured notes
|
|
3.62
|
%
|
|
Nov-2025
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$475 million unsecured notes
|
|
3.35
|
%
|
|
May-2026
|
|
475,000
|
|
|
475,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
475,000
|
|
||||||||
$300 million unsecured notes
|
|
3.01
|
%
|
|
Oct-2026
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$350 million unsecured notes
|
|
3.95
|
%
|
|
Oct-2046
|
|
350,000
|
|
|
350,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
350,000
|
|
||||||||
$400 million unsecured notes
|
|
3.50
|
%
|
|
May-2027
|
|
—
|
|
|
400,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400,000
|
|
||||||||
$300 million unsecured notes
|
|
4.09
|
%
|
|
Jul-2047
|
|
—
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
Avalon Orchards
|
|
7.80
|
%
|
|
Jul-2033
|
|
16,075
|
|
|
15,717
|
|
|
138
|
|
|
577
|
|
|
619
|
|
|
663
|
|
|
710
|
|
|
13,010
|
|
||||||||
Avalon Walnut Creek
|
|
4.00
|
%
|
|
Jul-2066
|
|
3,420
|
|
|
3,557
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,557
|
|
||||||||
Avalon Mission Oaks
|
|
6.04
|
%
|
|
May-2019
|
(6)
|
19,545
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Stratford
|
|
6.02
|
%
|
|
May-2019
|
(6)
|
38,221
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
AVA Belltown
|
|
6.00
|
%
|
|
May-2019
|
(6)
|
60,766
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Encino
|
|
6.06
|
%
|
|
May-2019
|
(6)
|
33,882
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Run East
|
|
5.95
|
%
|
|
May-2019
|
(6)
|
36,305
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Wilshire
|
|
6.18
|
%
|
|
May-2019
|
(6)
|
61,268
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon at Foxhall
|
|
6.06
|
%
|
|
May-2019
|
(6)
|
54,583
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon at Gallery Place
|
|
6.06
|
%
|
|
May-2019
|
(6)
|
42,410
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon at Traville
|
|
5.91
|
%
|
|
May-2019
|
(6)
|
71,871
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Bellevue
|
|
5.92
|
%
|
|
May-2019
|
(6)
|
24,695
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon on the Alameda
|
|
5.91
|
%
|
|
May-2019
|
(6)
|
49,930
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon at Mission Bay I
|
|
5.90
|
%
|
|
May-2019
|
(6)
|
67,772
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
AVA Pasadena
|
|
4.06
|
%
|
|
Jun-2018
|
|
11,287
|
|
|
11,128
|
|
|
54
|
|
|
11,074
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon La Jolla Colony
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
26,682
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves Old Town Pasadena
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
14,120
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves Thousand Oaks
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
26,392
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Archstone Lexington
|
|
3.36
|
%
|
|
Nov-2017
|
(7)
|
21,601
|
|
|
21,601
|
|
|
21,601
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves Los Feliz
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
41,302
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Oak Creek
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
69,696
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Del Mar Station
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
70,854
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Courthouse Place
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
118,112
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Pasadena
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
25,805
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves West Valley
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
146,696
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves Woodland Hills
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
98,732
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Russett
|
|
3.36
|
%
|
|
Nov-2017
|
(6)
|
32,199
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves Los Feliz
|
|
3.68
|
%
|
|
Jun-2027
|
(8)
|
—
|
|
|
41,400
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,400
|
|
||||||||
Eaves Woodland Hills
|
|
3.66
|
%
|
|
Jun-2027
|
(8)
|
—
|
|
|
111,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
111,500
|
|
||||||||
Avalon Russett
|
|
3.62
|
%
|
|
Jun-2027
|
(8)
|
—
|
|
|
32,200
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,200
|
|
||||||||
Avalon San Bruno II
|
|
3.85
|
%
|
|
Apr-2021
|
|
30,001
|
|
|
29,663
|
|
|
130
|
|
|
534
|
|
|
564
|
|
|
591
|
|
|
27,844
|
|
|
—
|
|
||||||||
Avalon Westbury
|
|
4.88
|
%
|
|
Nov-2036
|
(3)
|
17,745
|
|
|
16,780
|
|
|
329
|
|
|
1,358
|
|
|
1,426
|
|
|
1,499
|
|
|
1,574
|
|
|
10,594
|
|
||||||||
Avalon San Bruno III
|
|
3.18
|
%
|
|
Jun-2020
|
|
54,408
|
|
|
53,617
|
|
|
302
|
|
|
1,226
|
|
|
1,264
|
|
|
50,825
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Andover
|
|
3.29
|
%
|
|
Apr-2018
|
|
13,844
|
|
|
13,585
|
|
|
88
|
|
|
13,497
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Natick
|
|
3.14
|
%
|
|
Apr-2019
|
|
14,170
|
|
|
13,917
|
|
|
86
|
|
|
349
|
|
|
13,482
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Hoboken
|
|
3.55
|
%
|
|
Dec-2020
|
|
67,904
|
|
|
67,904
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
67,904
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Columbia Pike
|
|
3.24
|
%
|
|
Nov-2019
|
|
70,019
|
|
|
69,019
|
|
|
381
|
|
|
1,553
|
|
|
67,085
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
5,752,312
|
|
|
5,401,588
|
|
|
23,109
|
|
|
30,168
|
|
|
84,440
|
|
|
771,482
|
|
|
280,128
|
|
|
4,212,261
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Variable rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Avalon Calabasas
|
|
2.41
|
%
|
|
Aug-2018
|
(5)
|
53,570
|
|
|
52,407
|
|
|
311
|
|
|
52,096
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Natick
|
|
3.56
|
%
|
|
Apr-2019
|
(5)
|
35,897
|
|
|
35,256
|
|
|
216
|
|
|
884
|
|
|
34,156
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Term Loan - $300 million
|
|
2.78
|
%
|
|
Mar-2021
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
|
—
|
|
||||||||
Term Loan - $100 million
|
|
2.33
|
%
|
|
Feb-2022
|
|
—
|
|
|
100,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
100,000
|
|
||||||||
Term Loan - $150 million
|
|
2.87
|
%
|
|
Feb-2024
|
|
—
|
|
|
150,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
150,000
|
|
||||||||
|
|
|
|
|
|
|
389,467
|
|
|
637,663
|
|
|
527
|
|
|
52,980
|
|
|
34,156
|
|
|
—
|
|
|
300,000
|
|
|
250,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total indebtedness - excluding Credit Facility
|
|
|
|
|
|
|
$
|
7,076,758
|
|
|
$
|
6,956,443
|
|
|
$
|
23,824
|
|
|
$
|
83,925
|
|
|
$
|
119,419
|
|
|
$
|
772,353
|
|
|
$
|
581,395
|
|
|
$
|
5,375,527
|
|
(1)
|
Rates are given as of
September 30, 2017
. Includes credit enhancement fees, facility fees, trustees' fees, the impact of interest rate hedges, offering costs, mark to market amortization and other fees.
|
(2)
|
Balances outstanding represent total amounts due at maturity, and exclude deferred financing costs and debt discount for the unsecured notes of
$42,909
and
$36,698
as of
September 30, 2017
and
December 31, 2016
, respectively, and deferred financing costs and debt discount associated with secured notes of
$27,504
as of
September 30, 2017
, and deferred financing costs net of premium of
$9,180
as of
December 31, 2016
, as reflected on our Condensed Consolidated Balance Sheets included elsewhere in this report.
|
(3)
|
Maturity date reflects the contractual maturity of the underlying bond. There is also an associated earlier credit enhancement maturity date.
|
(4)
|
In February 2017, we repaid this borrowing at par at its scheduled maturity date.
|
(5)
|
Financed by variable rate debt, but interest rate is capped through an interest rate protection agreement.
|
(6)
|
During the
nine
months ended
September 30, 2017
, we repaid this borrowing in advance of its scheduled maturity date.
|
(7)
|
In October 2017, we obtained a variable rate secured note in the amount of
$21,700,000
that matures in October 2020, in association with the refinancing of this borrowing.
|
(8)
|
In May 2017, we repaid a borrowing secured by this community and subsequently refinanced the secured borrowing.
|
|
|
Company
ownership percentage
|
|
# of Apartment homes
|
|
Total capitalized cost (1)
|
|
Debt (2)
|
|||||||||||||
|
|
|
|
|
|
|
|
|
Interest rate (3)
|
|
Maturity date
|
||||||||||
Unconsolidated Real Estate Investments
|
|
|
|
|
Amount
|
|
Type
|
|
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
U.S. Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. Avalon Studio 4121 - Studio City, CA
|
|
|
|
|
149
|
|
|
$
|
57,073
|
|
|
$
|
29,073
|
|
|
Fixed
|
|
3.34
|
%
|
|
Nov 2022
|
2. Avalon Marina Bay - Marina del Rey, CA (4)
|
|
|
|
|
205
|
|
|
77,149
|
|
|
51,300
|
|
|
Fixed
|
|
1.56
|
%
|
|
Dec 2020
|
||
3. Avalon Venice on Rose - Venice, CA
|
|
|
|
|
70
|
|
|
57,241
|
|
|
29,269
|
|
|
Fixed
|
|
3.28
|
%
|
|
Jun 2020
|
||
4. Avalon Station 250 - Dedham, MA
|
|
|
|
|
285
|
|
|
96,662
|
|
|
56,653
|
|
|
Fixed
|
|
3.73
|
%
|
|
Sep 2022
|
||
5. Avalon Grosvenor Tower - Bethesda, MD
|
|
|
|
|
237
|
|
|
79,973
|
|
|
43,911
|
|
|
Fixed
|
|
3.74
|
%
|
|
Sep 2022
|
||
6. Avalon Kirkland at Carillon - Kirkland, WA
|
|
|
|
|
131
|
|
|
60,725
|
|
|
28,555
|
|
|
Fixed
|
|
3.75
|
%
|
|
Feb 2019
|
||
Total U.S. Fund
|
|
28.6
|
%
|
|
1,077
|
|
|
428,823
|
|
|
238,761
|
|
|
|
|
3.17
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
AC JV
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. Avalon North Point - Cambridge, MA (5)
|
|
|
|
|
426
|
|
|
187,539
|
|
|
111,653
|
|
|
Fixed
|
|
6.00
|
%
|
|
Aug 2021
|
||
2. Avalon Woodland Park - Herndon, VA (5)
|
|
|
|
|
392
|
|
|
85,924
|
|
|
50,647
|
|
|
Fixed
|
|
6.00
|
%
|
|
Aug 2021
|
||
3. Avalon North Point Lofts - Cambridge, MA
|
|
|
|
103
|
|
|
26,805
|
|
|
—
|
|
|
N/A
|
|
N/A
|
|
|
N/A
|
|||
Total AC JV
|
|
20.0
|
%
|
|
921
|
|
|
300,268
|
|
|
162,300
|
|
|
|
|
6.00
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Other Operating Joint Ventures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. MVP I, LLC
|
|
25.0
|
%
|
|
313
|
|
|
125,204
|
|
|
103,000
|
|
|
Fixed
|
|
3.24
|
%
|
|
Jul 2025
|
||
2. Brandywine Apartments of Maryland, LLC
|
|
28.7
|
%
|
|
305
|
|
|
19,328
|
|
|
22,899
|
|
|
Fixed
|
|
3.40
|
%
|
|
Jun 2028
|
||
Total Other Joint Ventures
|
|
|
|
618
|
|
|
144,532
|
|
|
125,899
|
|
|
|
|
3.27
|
%
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total Unconsolidated Investments
|
|
|
|
2,616
|
|
|
$
|
873,623
|
|
|
$
|
526,960
|
|
|
|
|
4.06
|
%
|
|
|
(1)
|
Represents total capitalized cost as of
September 30, 2017
.
|
(2)
|
We have not guaranteed the debt of unconsolidated investees and bear no responsibility for the repayment.
|
(3)
|
Represents weighted average rate on outstanding debt as of
September 30, 2017
.
|
(4)
|
Borrowing on this community is a variable rate loan which has been converted to a fixed rate borrowing with an interest rate swap.
|
(5)
|
Borrowing is comprised of
four
mortgage loans made by the equity investors in the venture in proportion to their equity interests.
|
|
Number of
apartment
homes
|
|
Projected total
capitalized cost (1)
($ millions)
|
|
Construction
start
|
|
Initial projected occupancy (2)
|
|
Estimated
completion
|
|
Estimated
stabilized operations (3)
|
|||||
1.
|
|
Avalon West Hollywood (4)
West Hollywood, CA
|
294
|
|
|
$
|
153.6
|
|
|
Q2 2014
|
|
Q1 2017
|
|
Q4 2017
|
|
Q1 2018
|
2.
|
|
Avalon North Station
Boston, MA |
503
|
|
|
271.5
|
|
|
Q3 2014
|
|
Q4 2016
|
|
Q4 2017
|
|
Q3 2018
|
|
3.
|
|
AVA NoMa
Washington, D.C.
|
438
|
|
|
148.3
|
|
|
Q2 2015
|
|
Q1 2017
|
|
Q1 2018
|
|
Q3 2018
|
|
4.
|
|
Avalon Great Neck
Great Neck, NY
|
191
|
|
|
80.7
|
|
|
Q2 2015
|
|
Q2 2017
|
|
Q4 2017
|
|
Q2 2018
|
|
5.
|
|
Avalon Brooklyn Bay (5)
Brooklyn, NY |
180
|
|
|
89.7
|
|
|
Q3 2015
|
|
Q3 2017
|
|
Q1 2018
|
|
Q3 2018
|
|
6.
|
|
Avalon Newcastle Commons I (4)
Newcastle, WA |
378
|
|
|
122.8
|
|
|
Q3 2015
|
|
Q4 2016
|
|
Q4 2017
|
|
Q3 2018
|
|
7.
|
|
Avalon Maplewood (6)
Maplewood, NJ
|
235
|
|
|
65.4
|
|
|
Q4 2015
|
|
Q4 2017
|
|
Q3 2018
|
|
Q1 2019
|
|
8.
|
|
Avalon Rockville Centre II
Rockville Centre, NY
|
165
|
|
|
57.8
|
|
|
Q4 2015
|
|
Q4 2017
|
|
Q4 2017
|
|
Q3 2018
|
|
9.
|
|
AVA Wheaton
Wheaton, MD
|
319
|
|
|
75.6
|
|
|
Q4 2015
|
|
Q3 2017
|
|
Q2 2018
|
|
Q4 2018
|
|
10.
|
|
Avalon Dogpatch
San Francisco, CA |
326
|
|
|
203.4
|
|
|
Q4 2015
|
|
Q3 2017
|
|
Q3 2018
|
|
Q1 2019
|
|
11.
|
|
Avalon Easton
Easton, MA
|
290
|
|
|
64.0
|
|
|
Q1 2016
|
|
Q1 2017
|
|
Q1 2018
|
|
Q3 2018
|
|
12.
|
|
Avalon Somers
Somers, NY
|
152
|
|
|
45.1
|
|
|
Q2 2016
|
|
Q2 2017
|
|
Q1 2018
|
|
Q3 2018
|
|
13.
|
|
AVA North Point (7)
Cambridge, MA
|
265
|
|
|
113.9
|
|
|
Q2 2016
|
|
Q1 2018
|
|
Q4 2018
|
|
Q2 2019
|
|
14.
|
|
Avalon Boonton
Boonton, NJ
|
350
|
|
|
91.2
|
|
|
Q3 2016
|
|
Q2 2019
|
|
Q1 2020
|
|
Q3 2020
|
|
15.
|
|
11 West 61st Street (4)
New York, NY
|
172
|
|
|
603.7
|
|
|
Q4 2016
|
|
Q2 2019
|
|
Q4 2019
|
|
Q2 2020
|
|
16.
|
|
Avalon Belltown Towers (4)
Seattle, WA
|
275
|
|
|
146.9
|
|
|
Q4 2016
|
|
Q3 2019
|
|
Q4 2019
|
|
Q2 2020
|
|
17
|
|
Avalon Public Market
Emeryville, CA
|
289
|
|
|
148.6
|
|
|
Q4 2016
|
|
Q3 2018
|
|
Q1 2019
|
|
Q3 2019
|
|
18.
|
|
Avalon Teaneck
Teaneck, NJ
|
248
|
|
|
70.4
|
|
|
Q4 2016
|
|
Q4 2018
|
|
Q2 2019
|
|
Q4 2019
|
|
19.
|
|
AVA Hollywood (4)
Hollywood, CA
|
695
|
|
|
365.1
|
|
|
Q4 2016
|
|
Q2 2019
|
|
Q2 2020
|
|
Q4 2020
|
|
20.
|
|
AVA Esterra Park
Redmond, WA
|
323
|
|
|
90.9
|
|
|
Q2 2017
|
|
Q4 2018
|
|
Q3 2019
|
|
Q1 2020
|
|
21.
|
|
Avalon at the Hingham Shipyard II
Hingham, MA
|
190
|
|
|
64.2
|
|
|
Q2 2017
|
|
Q4 2018
|
|
Q2 2019
|
|
Q4 2019
|
|
22.
|
|
Avalon Piscataway
Piscataway, NJ
|
360
|
|
|
89.2
|
|
|
Q2 2017
|
|
Q3 2018
|
|
Q2 2019
|
|
Q4 2019
|
|
23.
|
|
Avalon Sudbury
Sudbury, MA |
250
|
|
|
85.0
|
|
|
Q3 2017
|
|
Q2 2018
|
|
Q1 2019
|
|
Q3 2019
|
|
|
|
Total
|
6,888
|
|
|
$
|
3,247.0
|
|
|
|
|
|
|
|
|
|
(1)
|
Projected total capitalized cost includes all capitalized costs projected to be or actually incurred to develop the respective Development Community, determined in accordance with GAAP, including land acquisition costs, construction costs, real estate taxes, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees. Projected total capitalized cost for communities identified as having joint venture ownership, either during construction or upon construction completion, represents the total projected joint venture contribution amount.
|
(2)
|
Initial projected occupancy dates are estimates. There can be no assurance that we will pursue to completion any or all of these proposed developments.
|
(3)
|
Stabilized operations is defined as the earlier of (i) attainment of
95%
or greater physical occupancy or (ii) the
one
-year anniversary of completion of development.
|
(4)
|
Development communities containing at least 10,000 square feet of retail space include Avalon West Hollywood (32,000 square feet), Avalon Newcastle Commons I (15,000 square feet), 11 West 61st Street (67,000 square feet), Avalon Belltown Towers (11,000 square feet) and AVA Hollywood (19,000 square feet).
|
(5)
|
We are developing this project with a private development partner. We will own the rental portion of the development on floors 3 through19 and the partner will own the for-sale condominium portion of the development on floors 20 through 30. The information above represents only our portion of the project. We are providing a construction loan to the development partner, expected to be $48,800,000, which together with the partner's contributed equity is expected to fund the condominium portion of the project.
|
(6)
|
In February 2017, a fire occurred at Maplewood. See Note 1, "Organization, Basis and Presentation and Significant Accounting Policies - Legal and Other Contingencies," and Note 5, "Investments in Real Estate Entities - Casualty Gains and Losses," in the accompanying Condensed Consolidated Financial Statements for additional discussions related to the Maplewood casualty loss.
|
(7)
|
We are developing this project within an unconsolidated joint venture that was formed in July 2016, in which we own a
55.0%
interest. The projected total capitalized cost above represents the total cost for the venture.
|
|
Number of
apartment homes |
|
Total capitalized
cost (1)
($ millions) |
|
Approximate rentable area
(sq. ft.)
|
|
Total capitalized cost per sq. ft.
|
||||||||
1.
|
|
Avalon Chino Hills
Chino Hills, CA
|
331
|
|
|
$
|
96.6
|
|
|
327,890
|
|
|
$
|
295
|
|
(1)
|
Total capitalized cost is as of
September 30, 2017
. We generally anticipate incurring additional costs associated with these communities that are customary for new developments.
|
|
|
|
|
Number of
apartment
homes
|
|
Projected total
capitalized cost (1)
($ millions)
|
|
Reconstruction
start
|
|
Estimated
reconstruction
completion
|
|
Estimated
restabilized
operations (2)
|
|||
1.
|
|
Avalon on the Alameda
San Jose, CA
|
|
305
|
|
|
$
|
10.2
|
|
|
Q1 2017
|
|
Q1 2018
|
|
Q3 2018
|
2.
|
|
Toluca Hills Apartments by Avalon
Los Angeles, CA
|
|
1,151
|
|
|
40.0
|
|
|
Q1 2017
|
|
Q1 2020
|
|
Q3 2020
|
|
3.
|
|
Avalon at Chestnut Hill
Chestnut Hill, MA
|
|
204
|
|
|
9.2
|
|
|
Q1 2017
|
|
Q4 2017
|
|
Q2 2018
|
|
4.
|
|
Avalon Prudential Center II
Boston, MA
|
|
266
|
|
|
18.7
|
|
|
Q1 2017
|
|
Q3 2019
|
|
Q1 2020
|
|
5.
|
|
Avalon Midtown West
New York, NY
|
|
550
|
|
|
30.0
|
|
|
Q1 2017
|
|
Q2 2019
|
|
Q4 2019
|
|
6.
|
|
Avalon Willow
Mamaroneck, NY |
|
227
|
|
|
13.1
|
|
|
Q2 2017
|
|
Q1 2018
|
|
Q3 2018
|
|
7.
|
|
Avalon at Edgewater II (3)
Edgewater, NJ |
|
240
|
|
|
60.0
|
|
|
Q2 2017
|
|
Q1 2019
|
|
Q3 2019
|
|
8.
|
|
AVA Studio City II
Studio City, CA
|
|
101
|
|
|
5.8
|
|
|
Q2 2017
|
|
Q4 2017
|
|
Q2 2018
|
|
9.
|
|
Avalon at Florham Park
Florham Park, NJ
|
|
270
|
|
|
12.9
|
|
|
Q3 2017
|
|
Q3 2018
|
|
Q1 2019
|
|
10.
|
|
AVA Van Ness
Washington, D.C.
|
|
269
|
|
|
13.3
|
|
|
Q3 2017
|
|
Q1 2019
|
|
Q3 2019
|
|
|
|
Total
|
|
3,583
|
|
|
$
|
213.2
|
|
|
|
|
|
|
|
(1)
|
Projected total capitalized cost does not include capitalized costs incurred prior to redevelopment.
|
(2)
|
Restabilized operations is defined as the earlier of (i) attainment of 95% or greater physical occupancy or (ii) the one-year anniversary of completion of redevelopment.
|
(3)
|
Redevelopment Communities includes the reconstruction of the building destroyed in the Edgewater casualty loss. Due to the nature of this reconstruction, the 240 apartment homes that we expect the new building to contain upon completion are not included in the apartment home count presented elsewhere in this Form 10-Q, and will be included upon completion.
|
Market
|
|
Number of rights
|
|
Estimated
number of homes
|
|
Projected total
capitalized cost ($ millions) (1)
|
||||
|
|
|
|
|
|
|
||||
New England
|
|
4
|
|
|
908
|
|
|
$
|
336
|
|
Metro NY/NJ
|
|
11
|
|
|
4,434
|
|
|
1,643
|
|
|
Mid-Atlantic
|
|
3
|
|
|
996
|
|
|
312
|
|
|
Pacific Northwest
|
|
2
|
|
|
588
|
|
|
158
|
|
|
Northern California
|
|
4
|
|
|
991
|
|
|
512
|
|
|
Southern California
|
|
1
|
|
|
475
|
|
|
245
|
|
|
Total
|
|
25
|
|
|
8,392
|
|
|
$
|
3,206
|
|
(1)
|
Projected total capitalized cost includes all capitalized costs incurred to date (if any) and projected to be incurred to develop the respective community, determined in accordance with GAAP, including land acquisition costs, construction costs, real estate taxes, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees.
|
•
|
our potential development, redevelopment, acquisition or disposition of communities;
|
•
|
the timing and cost of completion of apartment communities under construction, reconstruction, development or redevelopment;
|
•
|
the timing of lease-up, occupancy and stabilization of apartment communities;
|
•
|
the pursuit of land on which we are considering future development;
|
•
|
the anticipated operating performance of our communities;
|
•
|
cost, yield, revenue, NOI and earnings estimates;
|
•
|
our declaration or payment of distributions;
|
•
|
our joint venture and discretionary fund activities;
|
•
|
our policies regarding investments, indebtedness, acquisitions, dispositions, financings and other matters;
|
•
|
our qualification as a REIT under the Internal Revenue Code;
|
•
|
the real estate markets in Northern and Southern California and markets in selected states in the Mid-Atlantic, New England, Metro New York/New Jersey and Pacific Northwest regions of the United States and in general;
|
•
|
the availability of debt and equity financing;
|
•
|
interest rates;
|
•
|
general economic conditions including the potential impacts from current economic conditions;
|
•
|
trends affecting our financial condition or results of operations; and
|
•
|
the impact of legal proceedings relating to the Edgewater casualty loss and related matters, including liability to third parties resulting therefrom.
|
•
|
we may fail to secure development opportunities due to an inability to reach agreements with third-parties to obtain land at attractive prices or to obtain desired zoning and other local approvals;
|
•
|
we may abandon or defer development opportunities for a number of reasons, including changes in local market conditions which make development less desirable, increases in costs of development, increases in the cost of capital or lack of capital availability, resulting in losses;
|
•
|
construction costs of a community may exceed our original estimates;
|
•
|
we may not complete construction and lease-up of communities under development or redevelopment on schedule, resulting in increased interest costs and construction costs and a decrease in our expected rental revenues;
|
•
|
occupancy rates and market rents may be adversely affected by competition and local economic and market conditions which are beyond our control;
|
•
|
financing may not be available on favorable terms or at all, and our cash flows from operations and access to cost effective capital may be insufficient for the development of our pipeline which could limit our pursuit of opportunities;
|
•
|
our cash flows may be insufficient to meet required payments of principal and interest, and we may be unable to refinance existing indebtedness or the terms of such refinancing may not be as favorable as the terms of existing indebtedness;
|
•
|
we may be unsuccessful in our management of Fund II, the U.S. Fund, the AC JV or the REIT vehicles that are used with each respective joint venture;
|
•
|
we may be unsuccessful in managing changes in our portfolio composition; and
|
•
|
our expectations, estimates and assumptions as of the date of this filing regarding the outcome of investigations and/or legal proceedings resulting from the Edgewater casualty loss are subject to change.
|
ITEM 3.
|
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
|
ITEM 4.
|
CONTROL AND PROCEDURES
|
(a)
|
Evaluation of disclosure controls and procedures.
|
(b)
|
Changes in internal controls over financial reporting.
|
PART II.
|
OTHER INFORMATION
|
ITEM 1.
|
LEGAL PROCEEDINGS
|
ITEM 1A.
|
RISK FACTORS
|
ITEM 2.
|
UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
|
Period
|
|
(a)
Total Number of Shares
Purchased (1)
|
|
(b)
Average Price Paid
Per Share
|
|
(c)
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
|
|
(d)
Maximum Dollar
Amount that May Yet
be Purchased Under
the Plans or Programs
(in thousands) (2)
|
||||||
July 1 - July 31, 2017
|
|
48
|
|
|
$
|
187.84
|
|
|
—
|
|
|
$
|
200,000
|
|
August 1 - August 31, 2017
|
|
1,046
|
|
|
$
|
191.08
|
|
|
—
|
|
|
$
|
200,000
|
|
September 1 - September 30, 2017
|
|
52
|
|
|
$
|
187.73
|
|
|
—
|
|
|
$
|
200,000
|
|
(1)
|
Reflects shares surrendered to the Company in connection with exercise of stock options as payment of exercise price, as well as for taxes associated with the vesting of restricted share grants.
|
(2)
|
As disclosed in our Form 10-Q for the quarter ended March 31, 2008, represents amounts outstanding under the Company's
$500,000,000
Stock Repurchase Program. There is no scheduled expiration date to this program.
|
ITEM 3.
|
DEFAULTS UPON SENIOR SECURITIES
|
Exhibit No.
|
|
|
|
Description
|
|
|
|
|
|
3(i).1
|
|
—
|
|
|
3(i).2
|
|
—
|
|
|
3(i).3
|
|
—
|
|
|
3(ii).1
|
|
—
|
|
|
3(ii).2
|
|
—
|
|
|
4.1
|
|
—
|
|
|
4.2
|
|
—
|
|
|
4.3
|
|
—
|
|
|
4.4
|
|
—
|
|
|
4.5
|
|
—
|
|
|
4.6
|
|
—
|
|
|
4.7
|
|
—
|
|
|
4.8
|
|
—
|
|
|
4.9
|
|
—
|
|
|
4.10
|
|
—
|
|
|
12.1
|
|
—
|
|
31.1
|
|
—
|
|
|
31.2
|
|
—
|
|
|
32
|
|
—
|
|
|
101
|
|
—
|
|
XBRL (Extensible Business Reporting Language). The following materials from AvalonBay Communities, Inc.'s Quarterly Report on Form 10-Q for the period ended September 30, 2017, formatted in XBRL: (i) condensed consolidated balance sheets, (ii) condensed consolidated statements of comprehensive income, (iii) condensed consolidated statements of cash flows and (iv) notes to condensed consolidated financial statements.
|
|
AVALONBAY COMMUNITIES, INC.
|
|
|
|
|
|
|
|
Date:
|
November 3, 2017
|
/s/ Timothy J. Naughton
|
|
|
Timothy J. Naughton
|
|
|
Chairman, Chief Executive Officer and President
|
|
|
(Principal Executive Officer)
|
|
|
|
Date:
|
November 3, 2017
|
/s/ Kevin P. O'Shea
|
|
|
Kevin P. O'Shea
|
|
|
Chief Financial Officer
|
|
|
(Principal Financial Officer)
|
1 Year Avalonbay Communities Chart |
1 Month Avalonbay Communities Chart |
It looks like you are not logged in. Click the button below to log in and keep track of your recent history.
Support: +44 (0) 203 8794 460 | support@advfn.com
By accessing the services available at ADVFN you are agreeing to be bound by ADVFN's Terms & Conditions