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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 | |
---|---|---|---|---|---|---|---|---|
0.36 | 0.19% | 192.81 | 195.44 | 191.50 | 194.48 | 573,071 | 01:00:00 |
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Maryland
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77-0404318
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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Title of each class
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Trading Symbol
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Name of each exchange on which registered
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Common Stock, par value $0.01 per share
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AVB
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New York Stock Exchange
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Large accelerated filer
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☒
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Accelerated filer
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☐
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Non-accelerated filer
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☐
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Smaller reporting company
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☐
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Emerging growth company
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☐
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PAGE
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PART I - FINANCIAL INFORMATION
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ITEM 1.
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CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
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9/30/2019
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12/31/2018
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(unaudited)
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ASSETS
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Real estate:
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|
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Land and improvements
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$
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4,185,720
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$
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4,077,090
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Buildings and improvements
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16,256,164
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15,651,035
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Furniture, fixtures and equipment
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795,370
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696,200
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21,237,254
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20,424,325
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||
Less accumulated depreciation
|
(5,003,393
|
)
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(4,601,447
|
)
|
||
Net operating real estate
|
16,233,861
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15,822,878
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Construction in progress, including land
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1,411,823
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1,768,132
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Land held for development
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20,095
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84,712
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||
For-sale condominium inventory
|
453,686
|
|
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—
|
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Real estate assets held for sale, net
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—
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55,208
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|
||
Total real estate, net
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18,119,465
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17,730,930
|
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||
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|
||||
Cash and cash equivalents
|
246,425
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|
|
91,659
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|
||
Cash in escrow
|
88,329
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|
|
126,205
|
|
||
Resident security deposits
|
34,172
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|
31,816
|
|
||
Investments in unconsolidated real estate entities
|
207,204
|
|
|
217,432
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|
||
Deferred development costs
|
74,388
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47,443
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Prepaid expenses and other assets
|
169,263
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|
134,715
|
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Right of use lease assets
|
121,221
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|
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—
|
|
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Total assets
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$
|
19,060,467
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$
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18,380,200
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||||
LIABILITIES AND EQUITY
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|
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Unsecured notes, net
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$
|
6,356,890
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$
|
5,905,993
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Variable rate unsecured credit facility
|
—
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|
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—
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|
||
Mortgage notes payable, net
|
1,004,389
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1,134,270
|
|
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Dividends payable
|
213,651
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|
|
204,191
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|
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Payables for construction
|
93,593
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|
96,983
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Accrued expenses and other liabilities
|
304,676
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297,700
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|
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Lease liabilities
|
136,705
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|
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—
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|
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Accrued interest payable
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70,174
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46,648
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Resident security deposits
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61,961
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58,415
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Liabilities related to real estate assets held for sale
|
—
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150
|
|
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Total liabilities
|
8,242,039
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7,744,350
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|
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Commitments and contingencies
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|
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Redeemable noncontrolling interests
|
3,355
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3,244
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Equity:
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Preferred stock, $0.01 par value; $25 liquidation preference; 50,000,000 shares authorized at September 30, 2019 and December 31, 2018; zero shares issued and outstanding at September 30, 2019 and December 31, 2018
|
—
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—
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Common stock, $0.01 par value; 280,000,000 shares authorized at September 30, 2019 and December 31, 2018; 139,660,299 and 138,508,424 shares issued and outstanding at September 30, 2019 and December 31, 2018, respectively
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1,397
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1,385
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Additional paid-in capital
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10,528,787
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10,306,588
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Accumulated earnings less dividends
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329,323
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350,777
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Accumulated other comprehensive loss
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(45,082
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)
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(26,144
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)
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Total stockholders' equity
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10,814,425
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10,632,606
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Noncontrolling interests
|
648
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—
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Total equity
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10,815,073
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10,632,606
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Total liabilities and equity
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$
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19,060,467
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$
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18,380,200
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For the three months ended
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For the nine months ended
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||||||||||||
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9/30/2019
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9/30/2018
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9/30/2019
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9/30/2018
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||||||||
Revenue:
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Rental and other income
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$
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586,382
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$
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575,070
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$
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1,727,576
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$
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1,703,263
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Management, development and other fees
|
1,231
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912
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3,484
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2,752
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|
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Total revenue
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587,613
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575,982
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1,731,060
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1,706,015
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Expenses:
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Operating expenses, excluding property taxes
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133,445
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132,237
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389,825
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394,332
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|
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Property taxes
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64,374
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61,230
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187,890
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181,120
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|
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Interest expense, net
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51,493
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54,097
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149,395
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165,795
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|
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Loss on extinguishment of debt, net
|
93
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1,678
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|
602
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2,717
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|
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Depreciation expense
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165,463
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|
156,538
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490,213
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472,282
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|
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General and administrative expense
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12,769
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14,744
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45,440
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44,384
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|
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Expensed transaction, development and other pursuit costs, net of recoveries
|
175
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523
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2,562
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2,212
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|
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Casualty and impairment gain, net
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—
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(554
|
)
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—
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|
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(612
|
)
|
||||
Total expenses
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427,812
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420,493
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|
1,265,927
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1,262,230
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||||
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|
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Equity in income of unconsolidated real estate entities
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1,643
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10,031
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|
780
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|
12,560
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|
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Gain on sale of communities
|
130,484
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27,243
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165,849
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|
132,444
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|
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Gain on other real estate transactions, net
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73
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|
|
12
|
|
|
374
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|
|
335
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|
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For-sale condominium marketing and administrative costs
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(1,108
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)
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(339
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)
|
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(2,526
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)
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(497
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)
|
||||
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|
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Income before income taxes
|
290,893
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192,436
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629,610
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588,627
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|
||||
Income tax expense
|
11,184
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29
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|
|
11,178
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|
87
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|
||||
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Net income
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279,709
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|
192,407
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618,432
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|
588,540
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|
||||
Net (income) loss attributable to noncontrolling interests
|
(32
|
)
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|
79
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|
|
(108
|
)
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251
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|
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Net income attributable to common stockholders
|
$
|
279,677
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$
|
192,486
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$
|
618,324
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$
|
588,791
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|
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|
||||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
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|
||||||
(Loss) gain on cash flow hedges
|
(13,644
|
)
|
|
—
|
|
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(23,763
|
)
|
|
11,499
|
|
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Cash flow hedge losses reclassified to earnings
|
1,746
|
|
|
1,466
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|
|
4,825
|
|
|
4,679
|
|
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Comprehensive income
|
$
|
267,779
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|
$
|
193,952
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|
$
|
599,386
|
|
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$
|
604,969
|
|
|
|
|
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|
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|
|
||||||||
Earnings per common share - basic:
|
|
|
|
|
|
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|
||||||
Net income attributable to common stockholders
|
$
|
2.00
|
|
|
$
|
1.39
|
|
|
$
|
4.44
|
|
|
$
|
4.26
|
|
|
|
|
|
|
|
|
|
||||||||
Earnings per common share - diluted:
|
|
|
|
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
2.00
|
|
|
$
|
1.39
|
|
|
$
|
4.43
|
|
|
$
|
4.26
|
|
|
For the nine months ended
|
||||||
|
9/30/2019
|
|
9/30/2018
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
618,432
|
|
|
$
|
588,540
|
|
Adjustments to reconcile net income to cash provided by operating activities:
|
|
|
|
||||
Depreciation expense
|
490,213
|
|
|
472,282
|
|
||
Amortization of deferred financing costs
|
5,458
|
|
|
6,066
|
|
||
Amortization of debt discount
|
1,186
|
|
|
1,259
|
|
||
Loss on extinguishment of debt, net
|
602
|
|
|
2,717
|
|
||
Amortization of stock-based compensation
|
20,810
|
|
|
15,617
|
|
||
Equity in loss of, and return on, unconsolidated real estate entities and noncontrolling interests, net of eliminations
|
10,787
|
|
|
4,514
|
|
||
Casualty and impairment gain, net
|
—
|
|
|
(58
|
)
|
||
Abandonment of development pursuits
|
1,080
|
|
|
725
|
|
||
Cash flow hedge losses reclassified to earnings
|
4,825
|
|
|
4,679
|
|
||
Gain on sale of real estate assets
|
(166,223
|
)
|
|
(141,415
|
)
|
||
Decrease in resident security deposits, prepaid expenses and other assets
|
(29,804
|
)
|
|
(4,509
|
)
|
||
Increase in accrued expenses, other liabilities and accrued interest payable
|
57,556
|
|
|
30,140
|
|
||
Net cash provided by operating activities
|
1,014,922
|
|
|
980,557
|
|
||
|
|
|
|
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Cash flows from investing activities:
|
|
|
|
||||
Development/redevelopment of real estate assets including land acquisitions and deferred development costs
|
(791,551
|
)
|
|
(864,550
|
)
|
||
Acquisition of real estate assets, including partnership interest
|
(286,804
|
)
|
|
(84,088
|
)
|
||
Capital expenditures - existing real estate assets
|
(92,825
|
)
|
|
(59,950
|
)
|
||
Capital expenditures - non-real estate assets
|
(4,223
|
)
|
|
(2,142
|
)
|
||
(Decrease) increase in payables for construction
|
(3,390
|
)
|
|
6,946
|
|
||
Proceeds from sale of real estate, net of selling costs
|
421,735
|
|
|
466,187
|
|
||
Insurance proceeds for property damage claims
|
—
|
|
|
58
|
|
||
Mortgage note receivable lending
|
(565
|
)
|
|
(2,880
|
)
|
||
Mortgage note receivable payments
|
978
|
|
|
50,929
|
|
||
Distributions from unconsolidated real estate entities
|
694
|
|
|
2,013
|
|
||
Investments in unconsolidated real estate entities
|
(1,253
|
)
|
|
(7,979
|
)
|
||
Net cash used in investing activities
|
(757,204
|
)
|
|
(495,456
|
)
|
||
|
|
|
|
||||
Cash flows from financing activities:
|
|
|
|
||||
Issuance of common stock, net
|
207,789
|
|
|
1,224
|
|
||
Dividends paid
|
(627,467
|
)
|
|
(602,152
|
)
|
||
Net borrowings under unsecured credit facility
|
—
|
|
|
56,000
|
|
||
Issuance of mortgage notes payable
|
30,250
|
|
|
—
|
|
||
Repayments of mortgage notes payable, including prepayment penalties
|
(160,709
|
)
|
|
(157,164
|
)
|
||
Issuance of unsecured notes
|
449,804
|
|
|
299,442
|
|
||
Payment of deferred financing costs
|
(10,910
|
)
|
|
(3,347
|
)
|
||
(Payment) receipt for termination of forward interest rate swaps
|
(12,309
|
)
|
|
12,598
|
|
||
Contribution from noncontrolling interest
|
455
|
|
|
—
|
|
||
Payments related to tax withholding for share-based compensation
|
(15,961
|
)
|
|
(10,543
|
)
|
||
Distributions to DownREIT partnership unitholders
|
(34
|
)
|
|
(33
|
)
|
||
Distributions to joint venture and profit-sharing partners
|
(336
|
)
|
|
(321
|
)
|
||
Preferred interest obligation redemption and dividends
|
(1,400
|
)
|
|
(1,120
|
)
|
||
Net cash used in financing activities
|
(140,828
|
)
|
|
(405,416
|
)
|
||
|
|
|
|
||||
Net increase in cash and cash equivalents
|
116,890
|
|
|
79,685
|
|
||
|
|
|
|
||||
Cash and cash equivalents and restricted cash, beginning of period
|
217,864
|
|
|
201,906
|
|
||
Cash and cash equivalents and restricted cash, end of period
|
$
|
334,754
|
|
|
$
|
281,591
|
|
|
|
|
|
||||
Cash paid during the period for interest, net of amount capitalized
|
$
|
114,400
|
|
|
$
|
130,361
|
|
|
|
For the nine months ended
|
||||||
|
|
9/30/2019
|
|
9/30/2018
|
||||
Cash and cash equivalents
|
|
$
|
246,425
|
|
|
$
|
55,887
|
|
Cash in escrow
|
|
88,329
|
|
|
225,704
|
|
||
Cash, cash equivalents and restricted cash reported in the Condensed Consolidated Statements of Cash Flows
|
|
$
|
334,754
|
|
|
$
|
281,591
|
|
•
|
As described in Note 4, "Equity," 150,359 shares of common stock were issued as part of the Company's stock-based compensation plans, of which 73,072 shares related to the conversion of performance awards to restricted shares, and the remaining 77,287 shares valued at $15,145,000 were issued in connection with new stock grants; 1,594 shares valued at $314,000 were issued through the Company's dividend reinvestment plan; 83,602 shares valued at $15,961,000 were withheld to satisfy employees' tax withholding and other liabilities; and 1,730 restricted shares with an aggregate value of $305,000 previously issued in connection with employee compensation were canceled upon forfeiture.
|
•
|
Common stock dividends declared but not paid totaled $213,070,000.
|
•
|
The Company recorded an increase of $382,000 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 11, "Fair Value."
|
•
|
The Company recorded an increase to other liabilities of $17,824,000 and a corresponding adjustment to accumulated other comprehensive loss, and reclassified $4,825,000 of cash flow hedge losses from other comprehensive loss to interest expense, net, to record the impact of the Company's derivative and hedge accounting activity.
|
•
|
The Company recorded $122,276,000 of lease liabilities and offsetting right of use lease assets for its ground and office leases, upon the adoption of ASU 2016-02, Leases, as of January 1, 2019. For further discussion on the adoption of the guidance, see Note 1, "Organization, Basis of Presentation and Significant Accounting Policies."
|
•
|
The Company issued 187,010 shares of common stock as part of the Company's stock-based compensation plans, of which 88,297 shares related to the conversion of performance awards to restricted shares, and the remaining 98,713 shares valued at $15,950,000 were issued in connection with new stock grants; 1,713 shares valued at $290,000 were issued through the Company's dividend reinvestment plan; 67,963 shares valued at $10,543,000 were withheld to satisfy employees' tax withholding and other liabilities; and 4,622 restricted shares with an aggregate value of $679,000 previously issued in connection with employee compensation were canceled upon forfeiture.
|
•
|
Common stock dividends declared but not paid totaled $203,624,000.
|
•
|
The Company recorded an increase of $626,000 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 reclassified $4,679,000 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.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
9/30/2019
|
|
9/30/2018
|
||||||||
Basic and diluted shares outstanding
|
|
|
|
|
|
|
|
|
|
||||||
Weighted average common shares - basic
|
139,340,142
|
|
|
137,848,788
|
|
|
138,931,955
|
|
|
137,818,076
|
|
||||
Weighted average DownREIT units outstanding
|
7,500
|
|
|
7,500
|
|
|
7,500
|
|
|
7,500
|
|
||||
Effect of dilutive securities
|
505,032
|
|
|
466,776
|
|
|
498,609
|
|
|
405,148
|
|
||||
Weighted average common shares - diluted
|
139,852,674
|
|
|
138,323,064
|
|
|
139,438,064
|
|
|
138,230,724
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Calculation of Earnings per Share - basic
|
|
|
|
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
279,677
|
|
|
$
|
192,486
|
|
|
$
|
618,324
|
|
|
$
|
588,791
|
|
Net income allocated to unvested restricted shares
|
(704
|
)
|
|
(555
|
)
|
|
(1,655
|
)
|
|
(1,722
|
)
|
||||
Net income attributable to common stockholders, adjusted
|
$
|
278,973
|
|
|
$
|
191,931
|
|
|
$
|
616,669
|
|
|
$
|
587,069
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares - basic
|
139,340,142
|
|
|
137,848,788
|
|
|
138,931,955
|
|
|
137,818,076
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per common share - basic
|
$
|
2.00
|
|
|
$
|
1.39
|
|
|
$
|
4.44
|
|
|
$
|
4.26
|
|
|
|
|
|
|
|
|
|
||||||||
Calculation of Earnings per Share - diluted
|
|
|
|
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
279,677
|
|
|
$
|
192,486
|
|
|
$
|
618,324
|
|
|
$
|
588,791
|
|
Add: noncontrolling interests of DownREIT unitholders in consolidated partnerships
|
11
|
|
|
11
|
|
|
34
|
|
|
33
|
|
||||
Adjusted net income attributable to common stockholders
|
$
|
279,688
|
|
|
$
|
192,497
|
|
|
$
|
618,358
|
|
|
$
|
588,824
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares - diluted
|
139,852,674
|
|
|
138,323,064
|
|
|
139,438,064
|
|
|
138,230,724
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Earnings per common share - diluted
|
$
|
2.00
|
|
|
$
|
1.39
|
|
|
$
|
4.43
|
|
|
$
|
4.26
|
|
•
|
lessor of residential and retail space within its apartment communities; and
|
•
|
lessee under (i) ground leases for land underlying current operating or development communities and (ii) office leases for its corporate headquarters and regional offices.
|
•
|
not reassessing (i) whether any expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases and (iii) the accounting for initial direct costs for any existing leases;
|
•
|
not evaluating short term leases;
|
•
|
not assessing whether existing land easements are, or contain leases; and
|
•
|
making an accounting policy election by class of underlying asset, to not separate non-lease components from lease components and instead to account for each separate lease and non-lease component as a single lease component.
|
•
|
by class of underlying asset for retail and residential leases, to not separate non-lease components from lease components and instead to account for each separate lease and non-lease component as a single lease component;
|
•
|
to exclude costs paid by lessees directly to third parties on behalf of the Company; and
|
•
|
to exclude sales taxes and other similar taxes assessed by a government authority and collected by the Company from the lessee.
|
•
|
Management fees - The Company has investment interests in real estate joint ventures, for which the Company may manage (i) the venture, (ii) the associated operating communities owned by the ventures and/or (iii) the development or redevelopment of those operating communities. For these activities, the Company receives asset management, property management, development and/or redevelopment fee revenue. The performance obligation is the management of the venture, community or other defined task such as the development or redevelopment of the community. While the individual activities that comprise the performance obligation of the management fees can vary day to day, the nature of the overall performance obligation to provide management service is the same and considered by the Company to be a series of services that have the same pattern of transfer to the customer and the same method to measure progress toward satisfaction of the performance obligation. The Company recognizes revenue for fees as earned on a monthly basis.
|
•
|
Rental and non-rental related income - The Company recognizes revenue for new rental related income not included as components of a lease, such as reservation and application fees, as well as for non-rental related income, as earned.
|
•
|
Gains or losses on sales of real estate - The Company accounts for the sale of real estate assets and any related gain recognition in accordance with the accounting guidance applicable to sales of real estate, which establishes standards for recognition of profit on all real estate sales transactions, other than retail land sales. The Company recognizes the sale, and associated gain or loss from the disposition, provided that the earnings process is complete and the Company does not have significant continuing involvement. A gain or loss is recognized when the criteria for an asset to be derecognized are met, which include when (i) a contract exists and (ii) the buyer obtained control of the nonfinancial asset that was sold. In addition, a gain or loss recognized on the sale of a nonfinancial asset to an unconsolidated entity is recognized at 100%, and not the Company’s proportionate ownership percentage.
|
|
|
For the three months ended
|
||||||||||||||||||
|
|
Established
Communities |
|
Other
Stabilized Communities |
|
Development/
Redevelopment Communities |
|
Non-
allocated (1) |
|
Total
|
||||||||||
For the period ended September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Management, development and other fees
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,231
|
|
|
$
|
1,231
|
|
Rental and non-rental related income (2)
|
|
1,520
|
|
|
638
|
|
|
234
|
|
|
—
|
|
|
2,392
|
|
|||||
Total non-lease revenue (3)
|
|
1,520
|
|
|
638
|
|
|
234
|
|
|
1,231
|
|
|
3,623
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Lease income (4)
|
|
459,713
|
|
|
75,782
|
|
|
46,216
|
|
|
—
|
|
|
581,711
|
|
|||||
Business interruption insurance proceeds
|
|
—
|
|
|
307
|
|
|
—
|
|
|
—
|
|
|
307
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
461,233
|
|
|
$
|
76,727
|
|
|
$
|
46,450
|
|
|
$
|
1,231
|
|
|
$
|
585,641
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
For the period ended September 30, 2018
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Management, development and other fees
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
912
|
|
|
$
|
912
|
|
Rental and non-rental related income (2)
|
|
1,160
|
|
|
610
|
|
|
78
|
|
|
—
|
|
|
1,848
|
|
|||||
Total non-lease revenue (3)
|
|
1,160
|
|
|
610
|
|
|
78
|
|
|
912
|
|
|
2,760
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Lease income (4)
|
|
447,892
|
|
|
60,838
|
|
|
33,145
|
|
|
—
|
|
|
541,875
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
449,052
|
|
|
$
|
61,448
|
|
|
$
|
33,223
|
|
|
$
|
912
|
|
|
$
|
544,635
|
|
|
|
For the nine months ended
|
||||||||||||||||||
|
|
Established
Communities |
|
Other
Stabilized Communities |
|
Development/
Redevelopment Communities |
|
Non-
allocated (1) |
|
Total
|
||||||||||
For the period ended September 30, 2019
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Management, development and other fees
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,484
|
|
|
$
|
3,484
|
|
Rental and non-rental related income (2)
|
|
4,890
|
|
|
1,656
|
|
|
566
|
|
|
—
|
|
|
7,112
|
|
|||||
Total non-lease revenue (3)
|
|
4,890
|
|
|
1,656
|
|
|
566
|
|
|
3,484
|
|
|
10,596
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Lease income (4)
|
|
1,364,232
|
|
|
217,954
|
|
|
121,527
|
|
|
—
|
|
|
1,703,713
|
|
|||||
Business interruption insurance proceeds
|
|
404
|
|
|
510
|
|
|
—
|
|
|
—
|
|
|
914
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
1,369,526
|
|
|
$
|
220,120
|
|
|
$
|
122,093
|
|
|
$
|
3,484
|
|
|
$
|
1,715,223
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
For the period ended September 30, 2018
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Management, development and other fees
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,752
|
|
|
$
|
2,752
|
|
Rental and non-rental related income (2)
|
|
3,379
|
|
|
1,506
|
|
|
226
|
|
|
—
|
|
|
5,111
|
|
|||||
Total non-lease revenue (3)
|
|
3,379
|
|
|
1,506
|
|
|
226
|
|
|
2,752
|
|
|
7,863
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Lease income (4)
|
|
1,324,445
|
|
|
169,960
|
|
|
96,407
|
|
|
—
|
|
|
1,590,812
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
1,327,824
|
|
|
$
|
171,466
|
|
|
$
|
96,633
|
|
|
$
|
2,752
|
|
|
$
|
1,598,675
|
|
(1)
|
Revenue represents third-party property management, asset management, developer fees and miscellaneous income which are not allocated to a reportable segment.
|
(2)
|
Amounts include revenue streams related to activities that are not considered components of a lease, including but not limited to, apartment hold fees and application fees, as well as revenue streams not related to leasing activities, including but not limited to, vendor revenue sharing, building advertising, vending and dry cleaning revenue.
|
(3)
|
Represents all revenue accounted for under ASC 2014-09.
|
(4)
|
Amounts include all revenue streams derived from residential and retail rental income and other lease income, which are accounted for under ASU 2016-02.
|
|
9/30/2019
|
|
12/31/2018
|
||||
|
|
|
|
||||
Fixed rate unsecured notes (1)
|
$
|
5,850,000
|
|
|
$
|
5,400,000
|
|
Variable rate unsecured notes (1)
|
300,000
|
|
|
300,000
|
|
||
Term Loans (1)
|
250,000
|
|
|
250,000
|
|
||
Fixed rate mortgage notes payable - conventional and tax-exempt (2)
|
546,082
|
|
|
533,215
|
|
||
Variable rate mortgage notes payable - conventional and tax-exempt (2)
|
476,150
|
|
|
619,140
|
|
||
Total mortgage notes payable, unsecured notes and Term Loans
|
7,422,232
|
|
|
7,102,355
|
|
||
Credit Facility
|
—
|
|
|
—
|
|
||
Total mortgage notes payable, unsecured notes, Term Loans and Credit Facility
|
$
|
7,422,232
|
|
|
$
|
7,102,355
|
|
(1)
|
Balances at September 30, 2019 and December 31, 2018 exclude $8,977 and $9,879, respectively, of debt discount, and $34,133 and $34,128, respectively, of deferred financing costs, as reflected in unsecured notes, net on the accompanying Condensed Consolidated Balance Sheets.
|
(2)
|
Balances at September 30, 2019 and December 31, 2018 exclude $14,501 and $14,590, respectively, of debt discount, and $3,342 and $3,495, respectively, of deferred financing costs, as reflected in mortgage notes payable on the accompanying Condensed Consolidated Balance Sheets.
|
•
|
In February 2019, the Company amended and restated the $250,000,000 variable rate unsecured term loan that it originally entered into in February 2017, of which $100,000,000 matures in February 2022 with stated pricing of LIBOR plus 0.90%, which remained the same, and $150,000,000 matures in February 2024 with stated pricing of LIBOR plus 0.85% that decreased from LIBOR plus 1.50%.
|
•
|
In April 2019, the Company repaid $13,363,000 of 2.99% fixed rate debt and $33,854,000 of variable rate debt secured by Avalon Natick at par on its maturity date.
|
•
|
In May 2019, the Company repaid $7,635,000 principal amount of variable rate debt secured by Eaves Mission Viejo at par in advance of its scheduled maturity date. The Company utilized $3,706,000 of restricted cash held in a principal reserve fund to repay a portion of the outstanding indebtedness.
|
•
|
In May 2019, the Company repaid $20,800,000 principal amount of variable rate debt secured by AVA Nob Hill at par in advance of its scheduled maturity date. The Company utilized $10,584,000 of restricted cash held in a principal reserve fund to repay a portion of the outstanding indebtedness.
|
•
|
In May 2019, the Company repaid $38,800,000 principal amount of variable rate debt secured by Avalon Campbell at par in advance of its scheduled maturity date. The Company utilized $22,622,000 of restricted cash held in a principal reserve fund to repay a portion of the outstanding indebtedness.
|
•
|
In May 2019, the Company repaid $17,600,000 principal amount of variable rate debt secured by Eaves Pacifica at par in advance of its scheduled maturity date. The Company utilized $10,263,000 of restricted cash held in a principal reserve fund to repay a portion of the outstanding indebtedness.
|
•
|
In May 2019, the Company issued $450,000,000 principal amount of unsecured notes in a public offering under its existing shelf registration statement for net proceeds of approximately $446,877,000. The notes mature in June 2029 and were issued at a 3.30% interest rate. The effective interest rate of the notes is 3.66%, including the impact of an interest rate hedge and offering costs.
|
•
|
In August 2019, as part of the tax-deferred exchange associated with the disposition of Archstone Lexington and acquisition of Avalon Cerritos, the Company (i) repaid $21,700,000 principal amount of variable rate debt secured by Archstone Lexington at par in advance of its scheduled maturity date and (ii) entered into a $30,250,000 fixed rate note secured by Avalon Cerritos, with a contractual interest rate of 3.26%, maturing in August 2029. See Note 6, "Real Estate Disposition Activities," and Note 5, "Investments in Real Estate Entities," for further discussion of the disposition and acquisition activity.
|
Year
|
|
Secured notes
principal payments
|
|
Secured notes maturities
|
|
Unsecured notes and Term Loans maturities
|
|
Stated interest rate of unsecured notes and Term Loans
|
|||||||
2019
|
|
975
|
|
|
65,886
|
|
|
—
|
|
|
N/A
|
|
|||
2020
|
|
8,782
|
|
|
118,729
|
|
|
400,000
|
|
|
3.625
|
%
|
|||
2021
|
|
9,304
|
|
|
27,844
|
|
|
250,000
|
|
|
3.950
|
%
|
|||
|
|
|
|
|
|
300,000
|
|
|
LIBOR + 0.43%
|
|
|||||
2022
|
|
9,918
|
|
|
—
|
|
|
450,000
|
|
|
2.950
|
%
|
|||
|
|
|
|
|
|
100,000
|
|
|
LIBOR + 0.90%
|
|
|||||
2023
|
|
10,739
|
|
|
—
|
|
|
350,000
|
|
|
4.200
|
%
|
|||
|
|
|
|
|
|
250,000
|
|
|
2.850
|
%
|
|||||
2024
|
|
11,577
|
|
|
—
|
|
|
300,000
|
|
|
3.500
|
%
|
|||
|
|
|
|
|
|
150,000
|
|
|
LIBOR + 0.85%
|
|
|||||
2025
|
|
12,508
|
|
|
—
|
|
|
525,000
|
|
|
3.450
|
%
|
|||
|
|
|
|
|
|
300,000
|
|
|
3.500
|
%
|
|||||
2026
|
|
13,545
|
|
|
—
|
|
|
475,000
|
|
|
2.950
|
%
|
|||
|
|
|
|
|
|
300,000
|
|
|
2.900
|
%
|
|||||
2027
|
|
13,575
|
|
|
186,505
|
|
|
400,000
|
|
|
3.350
|
%
|
|||
2028
|
|
20,607
|
|
|
—
|
|
|
450,000
|
|
|
3.200
|
%
|
|||
Thereafter
|
|
200,904
|
|
|
310,834
|
|
|
350,000
|
|
|
3.900
|
%
|
|||
|
|
|
|
|
|
300,000
|
|
|
4.150
|
%
|
|||||
|
|
|
|
|
|
300,000
|
|
|
4.350
|
%
|
|||||
|
|
|
|
|
|
450,000
|
|
|
3.300
|
%
|
|||||
|
|
$
|
312,434
|
|
|
$
|
709,798
|
|
|
$
|
6,400,000
|
|
|
|
|
|
Common
stock
|
|
Additional
paid-in
capital
|
|
Accumulated
earnings
less
dividends
|
|
Accumulated
other
comprehensive
loss
|
|
Total AvalonBay stockholder's equity
|
|
Noncontrolling interests
|
|
Total
equity
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Balance at December 31, 2018
|
$
|
1,385
|
|
|
$
|
10,306,588
|
|
|
$
|
350,777
|
|
|
$
|
(26,144
|
)
|
|
$
|
10,632,606
|
|
|
$
|
—
|
|
|
$
|
10,632,606
|
|
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
170,366
|
|
|
—
|
|
|
170,366
|
|
|
—
|
|
|
170,366
|
|
|||||||
Loss on cash flow hedges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,231
|
)
|
|
(7,231
|
)
|
|
—
|
|
|
(7,231
|
)
|
|||||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
1,468
|
|
|
1,468
|
|
|
—
|
|
|
1,468
|
|
|||||||
Change in redemption value of redeemable noncontrolling interest
|
—
|
|
|
—
|
|
|
(224
|
)
|
|
—
|
|
|
(224
|
)
|
|
—
|
|
|
(224
|
)
|
|||||||
Dividends declared to common stockholders ($1.52 per share)
|
—
|
|
|
—
|
|
|
(212,166
|
)
|
|
—
|
|
|
(212,166
|
)
|
|
—
|
|
|
(212,166
|
)
|
|||||||
Issuance of common stock, net of withholdings
|
9
|
|
|
143,202
|
|
|
(1,892
|
)
|
|
—
|
|
|
141,319
|
|
|
—
|
|
|
141,319
|
|
|||||||
Amortization of deferred compensation
|
—
|
|
|
7,861
|
|
|
—
|
|
|
—
|
|
|
7,861
|
|
|
—
|
|
|
7,861
|
|
|||||||
Balance at March 31, 2019
|
$
|
1,394
|
|
|
$
|
10,457,651
|
|
|
$
|
306,861
|
|
|
$
|
(31,907
|
)
|
|
$
|
10,733,999
|
|
|
$
|
—
|
|
|
$
|
10,733,999
|
|
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
168,281
|
|
|
—
|
|
|
168,281
|
|
|
—
|
|
|
168,281
|
|
|||||||
Loss on cash flow hedges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,888
|
)
|
|
(2,888
|
)
|
|
—
|
|
|
(2,888
|
)
|
|||||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
1,611
|
|
|
1,611
|
|
|
—
|
|
|
1,611
|
|
|||||||
Change in redemption value of redeemable noncontrolling interest
|
—
|
|
|
—
|
|
|
(45
|
)
|
|
—
|
|
|
(45
|
)
|
|
—
|
|
|
(45
|
)
|
|||||||
Noncontrolling interest contribution
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
530
|
|
|
530
|
|
|||||||
Dividends declared to common stockholders ($1.52 per share)
|
—
|
|
|
—
|
|
|
(212,549
|
)
|
|
—
|
|
|
(212,549
|
)
|
|
—
|
|
|
(212,549
|
)
|
|||||||
Issuance of common stock, net of withholdings
|
3
|
|
|
50,803
|
|
|
—
|
|
|
—
|
|
|
50,806
|
|
|
—
|
|
|
50,806
|
|
|||||||
Amortization of deferred compensation
|
—
|
|
|
10,785
|
|
|
—
|
|
|
—
|
|
|
10,785
|
|
|
—
|
|
|
10,785
|
|
|||||||
Balance at June 30, 2019
|
$
|
1,397
|
|
|
$
|
10,519,239
|
|
|
$
|
262,548
|
|
|
$
|
(33,184
|
)
|
|
$
|
10,750,000
|
|
|
$
|
530
|
|
|
$
|
10,750,530
|
|
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
279,677
|
|
|
—
|
|
|
279,677
|
|
|
—
|
|
|
279,677
|
|
|||||||
Loss on cash flow hedges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
(13,644
|
)
|
|
(13,644
|
)
|
|
—
|
|
|
(13,644
|
)
|
|||||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
1,746
|
|
|
1,746
|
|
|
—
|
|
|
1,746
|
|
|||||||
Change in redemption value of redeemable noncontrolling interest
|
—
|
|
|
—
|
|
|
(113
|
)
|
|
—
|
|
|
(113
|
)
|
|
—
|
|
|
(113
|
)
|
|||||||
Noncontrolling interest contribution
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
118
|
|
|
118
|
|
|||||||
Dividends declared to common stockholders ($1.52 per share)
|
—
|
|
|
—
|
|
|
(212,526
|
)
|
|
—
|
|
|
(212,526
|
)
|
|
—
|
|
|
(212,526
|
)
|
|||||||
Issuance of common stock, net of withholdings
|
—
|
|
|
(454
|
)
|
|
(263
|
)
|
|
—
|
|
|
(717
|
)
|
|
—
|
|
|
(717
|
)
|
|||||||
Amortization of deferred compensation
|
—
|
|
|
10,002
|
|
|
—
|
|
|
—
|
|
|
10,002
|
|
|
—
|
|
|
10,002
|
|
|||||||
Balance at September 30, 2019
|
$
|
1,397
|
|
|
$
|
10,528,787
|
|
|
$
|
329,323
|
|
|
$
|
(45,082
|
)
|
|
$
|
10,814,425
|
|
|
$
|
648
|
|
|
$
|
10,815,073
|
|
|
Common
stock |
|
Additional
paid-in capital |
|
Accumulated
earnings less dividends |
|
Accumulated
other comprehensive loss |
|
Total
equity |
||||||||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance at December 31, 2017
|
$
|
1,381
|
|
|
$
|
10,235,475
|
|
|
$
|
188,609
|
|
|
$
|
(37,419
|
)
|
|
$
|
10,388,046
|
|
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
141,643
|
|
|
—
|
|
|
141,643
|
|
|||||
Gain on cash flow hedges, net
|
—
|
|
|
—
|
|
|
—
|
|
|
11,501
|
|
|
11,501
|
|
|||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
1,756
|
|
|
1,756
|
|
|||||
Change in redemption value of redeemable noncontrolling interest
|
—
|
|
|
—
|
|
|
(63
|
)
|
|
—
|
|
|
(63
|
)
|
|||||
Dividends declared to common stockholders ($1.47 per share)
|
—
|
|
|
—
|
|
|
(203,166
|
)
|
|
—
|
|
|
(203,166
|
)
|
|||||
Issuance of common stock, net of withholdings
|
1
|
|
|
(12,286
|
)
|
|
1,143
|
|
|
—
|
|
|
(11,142
|
)
|
|||||
Amortization of deferred compensation
|
—
|
|
|
6,549
|
|
|
—
|
|
|
—
|
|
|
6,549
|
|
|||||
Balance at March 31, 2018
|
$
|
1,382
|
|
|
$
|
10,229,738
|
|
|
$
|
128,166
|
|
|
$
|
(24,162
|
)
|
|
$
|
10,335,124
|
|
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
254,662
|
|
|
—
|
|
|
254,662
|
|
|||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
1,455
|
|
|
1,455
|
|
|||||
Change in redemption value of redeemable noncontrolling interest
|
—
|
|
|
—
|
|
|
(291
|
)
|
|
—
|
|
|
(291
|
)
|
|||||
Dividends declared to common stockholders ($1.47 per share)
|
—
|
|
|
—
|
|
|
(203,472
|
)
|
|
—
|
|
|
(203,472
|
)
|
|||||
Issuance of common stock, net of withholdings
|
—
|
|
|
627
|
|
|
1
|
|
|
—
|
|
|
628
|
|
|||||
Amortization of deferred compensation
|
—
|
|
|
10,082
|
|
|
—
|
|
|
—
|
|
|
10,082
|
|
|||||
Balance at June 30, 2018
|
$
|
1,382
|
|
|
$
|
10,240,447
|
|
|
$
|
179,066
|
|
|
$
|
(22,707
|
)
|
|
$
|
10,398,188
|
|
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
192,486
|
|
|
—
|
|
|
192,486
|
|
|||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
1,466
|
|
|
1,466
|
|
|||||
Change in redemption value of redeemable noncontrolling interest
|
—
|
|
|
—
|
|
|
(272
|
)
|
|
—
|
|
|
(272
|
)
|
|||||
Dividends declared to common stockholders ($1.47 per share)
|
—
|
|
|
—
|
|
|
(203,334
|
)
|
|
—
|
|
|
(203,334
|
)
|
|||||
Issuance of common stock, net of withholdings
|
—
|
|
|
442
|
|
|
—
|
|
|
—
|
|
|
442
|
|
|||||
Amortization of deferred compensation
|
—
|
|
|
8,422
|
|
|
—
|
|
|
—
|
|
|
8,422
|
|
|||||
Balance at September 30, 2018
|
$
|
1,382
|
|
|
$
|
10,249,311
|
|
|
$
|
167,946
|
|
|
$
|
(21,241
|
)
|
|
$
|
10,397,398
|
|
i.
|
issued 81,626 shares of common stock in connection with stock options exercised;
|
ii.
|
issued 1,594 common shares through the Company's dividend reinvestment plan;
|
iii.
|
issued 150,359 common shares in connection with restricted stock grants and the conversion of performance awards to restricted shares;
|
iv.
|
issued 994,634 shares under CEP IV and CEP V, as discussed below;
|
v.
|
issued 1,838 common shares in conjunction with the conversion of deferred stock awards;
|
vi.
|
withheld 83,602 common shares to satisfy employees' tax withholding and other liabilities;
|
vii.
|
issued 7,156 common shares through the Employee Stock Purchase Plan; and
|
viii.
|
canceled 1,730 common shares of restricted stock upon forfeiture.
|
|
9/30/2019
|
|
12/31/2018
|
||||
|
(unaudited)
|
|
|
||||
Assets:
|
|
|
|
|
|
||
Real estate, net
|
$
|
1,363,360
|
|
|
$
|
1,420,039
|
|
Other assets
|
199,871
|
|
|
45,142
|
|
||
Total assets
|
$
|
1,563,231
|
|
|
$
|
1,465,181
|
|
|
|
|
|
||||
Liabilities and partners' capital:
|
|
|
|
|
|
||
Mortgage notes payable, net and credit facility
|
$
|
833,079
|
|
|
$
|
837,311
|
|
Other liabilities
|
161,449
|
|
|
15,624
|
|
||
Partners' capital
|
568,703
|
|
|
612,246
|
|
||
Total liabilities and partners' capital
|
$
|
1,563,231
|
|
|
$
|
1,465,181
|
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
9/30/2019
|
|
9/30/2018
|
||||||||
|
(unaudited)
|
|
(unaudited)
|
||||||||||||
Rental and other income
|
$
|
37,351
|
|
|
$
|
24,535
|
|
|
$
|
108,619
|
|
|
$
|
68,324
|
|
Operating and other expenses
|
(14,363
|
)
|
|
(8,749
|
)
|
|
(42,001
|
)
|
|
(26,066
|
)
|
||||
Gain on sale of communities
|
—
|
|
|
30,597
|
|
|
—
|
|
|
30,597
|
|
||||
Interest expense, net
|
(8,383
|
)
|
|
(5,938
|
)
|
|
(25,475
|
)
|
|
(17,130
|
)
|
||||
Depreciation expense
|
(9,324
|
)
|
|
(6,288
|
)
|
|
(49,366
|
)
|
|
(18,704
|
)
|
||||
Net (loss) income
|
$
|
5,281
|
|
|
$
|
34,157
|
|
|
$
|
(8,223
|
)
|
|
$
|
37,021
|
|
•
|
Avalon Southlands, located in Aurora, CO, which contains 338 apartment homes and was acquired for a purchase price of $91,250,000.
|
•
|
Avalon Cerritos, located in Cerritos, CA, which contains 132 apartment homes and was acquired for a purchase price of $60,500,000. The acquisition of Avalon Cerritos was facilitated through a tax-deferred exchange as the replacement property for Archstone Lexington, which was sold during the nine months ended September 30, 2019, as further discussed in Note 6, "Real Estate Disposition Activities." Archstone Lexington was acquired by the Company as part of the Archstone acquisition in 2013, and was subject to both limitations related to disposal of the community, as well as for there to be a required level of secured financing as a result of the tax structured contribution of the assets to the prior Archstone partnerships. The Company maintained compliance with the tax protection requirements when selling Archstone Lexington by facilitating the sale through the tax-deferred exchange, acquiring and encumbering Avalon Cerritos. See Note 3, "Mortgage Notes Payable, Unsecured Notes and Credit Facility," for further discussion of indebtedness associated with Archstone Lexington and Avalon Cerritos.
|
•
|
Portico at Silver Spring Metro, located in Silver Spring, MD, which contains 151 apartment homes and was acquired for a purchase price of $43,450,000.
|
•
|
Avalon Bonterra, located in Hialeah, FL, which contains 314 apartment homes and was acquired for a purchase price of $90,000,000.
|
•
|
In January 2019, the Company sold Oakwood Arlington, located in Arlington, VA, containing 184 apartment homes for $70,000,000. The Company's gain on disposition was $16,382,000, reported in gain on sale of communities on the accompanying Condensed Consolidated Statements of Comprehensive Income.
|
•
|
In January and March 2019, the Company sold two undeveloped land parcels for an aggregate sale price of $3,680,000. The Company recognized a gain on disposition of $164,000, reported in gain on other real estate transactions, net on the accompanying Condensed Consolidated Statements of Comprehensive Income.
|
•
|
In April 2019, the Company sold Archstone Toscano, located in Houston, TX, containing 474 apartment homes for $98,000,000. The Company's gain on disposition was $20,604,000, reported in gain on sale of communities on accompanying Condensed Consolidated Statement of Comprehensive Income.
|
•
|
In July 2019, the Company sold AVA Stamford, located in Stamford, CT, containing 306 apartment homes for $105,000,000. The Company's gain on disposition was $62,496,000, reported in gain on sale of communities on accompanying Condensed Consolidated Statement of Comprehensive Income.
|
•
|
In August 2019, the Company sold Archstone Lexington, located in Flower Mound, TX, containing 222 apartment homes for $45,100,000. The Company's gain on disposition was $20,286,000, reported in gain on sale of communities on accompanying Condensed Consolidated Statement of Comprehensive Income. The sale of Archstone Lexington was facilitated through a tax-deferred exchange. See Note 5, "Investments in Real Estate Entities," for further discussion of the acquisition of Avalon Cerritos.
|
•
|
In August 2019, the Company sold Memorial Heights Villages, located in Houston, TX, containing 318 apartment homes for $65,250,000. The Company's gain on disposition was $15,328,000, reported in gain on sale of communities on accompanying Condensed Consolidated Statement of Comprehensive Income.
|
•
|
In August 2019, the Company sold Avalon Orchards, located in Marlborough, MA, containing 156 apartment homes for $44,250,000. The Company's gain on disposition was $32,289,000, reported in gain on sale of communities on accompanying Condensed Consolidated Statement of Comprehensive Income.
|
Weighted-average remaining lease term - finance leases
|
27 years
|
|
Weighted-average remaining lease term - operating leases
|
54 years
|
|
Weighted-average discount rate - finance leases
|
4.63
|
%
|
Weighted-average discount rate - operating leases
|
5.1
|
%
|
|
Payments due by period
|
||||||||||||||||||||||
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
||||||||||||
Operating Lease Obligations
|
$
|
3,704
|
|
|
$
|
11,850
|
|
|
$
|
13,700
|
|
|
$
|
13,631
|
|
|
$
|
13,092
|
|
|
$
|
374,716
|
|
Finance Lease Obligations
|
269
|
|
|
1,077
|
|
|
1,080
|
|
|
1,082
|
|
|
1,084
|
|
|
41,220
|
|
||||||
|
$
|
3,973
|
|
|
$
|
12,927
|
|
|
$
|
14,780
|
|
|
$
|
14,713
|
|
|
$
|
14,176
|
|
|
$
|
415,936
|
|
|
Total undiscounted
cash flows
|
|
Total lease
liabilities
|
|
Difference between
discounted and
undiscounted cash flows
|
||||||
Operating Lease Obligations
|
$
|
430,693
|
|
|
$
|
116,489
|
|
|
$
|
314,204
|
|
Finance Lease Obligations
|
45,812
|
|
|
20,216
|
|
|
25,596
|
|
|||
|
$
|
476,505
|
|
|
$
|
136,705
|
|
|
$
|
339,800
|
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
9/30/2019
|
|
9/30/2018
|
||||||||
Net income
|
$
|
279,709
|
|
|
$
|
192,407
|
|
|
$
|
618,432
|
|
|
$
|
588,540
|
|
Indirect operating expenses, net of corporate income
|
20,195
|
|
|
19,742
|
|
|
62,935
|
|
|
58,377
|
|
||||
Expensed transaction, development and other pursuit costs, net of recoveries
|
175
|
|
|
523
|
|
|
2,562
|
|
|
2,212
|
|
||||
Interest expense, net
|
51,493
|
|
|
54,097
|
|
|
149,395
|
|
|
165,795
|
|
||||
Loss on extinguishment of debt, net
|
93
|
|
|
1,678
|
|
|
602
|
|
|
2,717
|
|
||||
General and administrative expense
|
12,769
|
|
|
14,744
|
|
|
45,440
|
|
|
44,384
|
|
||||
Equity in income of unconsolidated real estate entities
|
(1,643
|
)
|
|
(10,031
|
)
|
|
(780
|
)
|
|
(12,560
|
)
|
||||
Depreciation expense
|
165,463
|
|
|
156,538
|
|
|
490,213
|
|
|
472,282
|
|
||||
Income tax expense
|
11,184
|
|
|
29
|
|
|
11,178
|
|
|
87
|
|
||||
Casualty and impairment gain, net
|
—
|
|
|
(554
|
)
|
|
—
|
|
|
(612
|
)
|
||||
Gain on sale of communities
|
(130,484
|
)
|
|
(27,243
|
)
|
|
(165,849
|
)
|
|
(132,444
|
)
|
||||
Gain on other real estate transactions, net
|
(73
|
)
|
|
(12
|
)
|
|
(374
|
)
|
|
(335
|
)
|
||||
For-sale condominium marketing and administrative costs
|
1,108
|
|
|
339
|
|
|
2,526
|
|
|
497
|
|
||||
Net operating income from real estate assets sold or held for sale
|
(880
|
)
|
|
(17,876
|
)
|
|
(8,600
|
)
|
|
(61,623
|
)
|
||||
Net operating income
|
$
|
409,109
|
|
|
$
|
384,381
|
|
|
$
|
1,207,680
|
|
|
$
|
1,127,317
|
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
9/30/2019
|
|
9/30/2018
|
||||||||
Rental income from real estate assets sold or held for sale
|
$
|
1,972
|
|
|
$
|
28,135
|
|
|
$
|
15,837
|
|
|
$
|
96,517
|
|
Operating expenses from real estate assets sold or held for sale
|
(1,092
|
)
|
|
(10,259
|
)
|
|
(7,237
|
)
|
|
(34,894
|
)
|
||||
Net operating income from real estate assets sold or held for sale
|
$
|
880
|
|
|
$
|
17,876
|
|
|
$
|
8,600
|
|
|
$
|
61,623
|
|
|
For the three months ended
|
|
For the nine months ended
|
|
|
||||||||||||||
|
Total
revenue |
|
NOI
|
|
Total
revenue |
|
NOI
|
|
Gross real estate (1)
|
||||||||||
For the period ended September 30, 2019
|
|
|
|
|
|
|
|
||||||||||||
Established
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
New England
|
$
|
64,608
|
|
|
$
|
42,651
|
|
|
$
|
190,009
|
|
|
$
|
125,362
|
|
|
$
|
2,103,731
|
|
Metro NY/NJ
|
103,471
|
|
|
72,476
|
|
|
307,746
|
|
|
217,531
|
|
|
3,539,251
|
|
|||||
Mid-Atlantic
|
73,906
|
|
|
51,474
|
|
|
219,008
|
|
|
153,599
|
|
|
2,678,892
|
|
|||||
Pacific Northwest
|
28,589
|
|
|
20,683
|
|
|
84,615
|
|
|
61,498
|
|
|
988,952
|
|
|||||
Northern California
|
88,914
|
|
|
68,000
|
|
|
264,575
|
|
|
203,623
|
|
|
2,782,426
|
|
|||||
Southern California
|
101,745
|
|
|
71,741
|
|
|
303,573
|
|
|
217,029
|
|
|
3,599,266
|
|
|||||
Total Established
|
461,233
|
|
|
327,025
|
|
|
1,369,526
|
|
|
978,642
|
|
|
15,692,518
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Other Stabilized
|
76,727
|
|
|
51,187
|
|
|
220,120
|
|
|
148,570
|
|
|
3,372,470
|
|
|||||
Development / Redevelopment
|
46,450
|
|
|
30,897
|
|
|
122,093
|
|
|
80,468
|
|
|
3,485,596
|
|
|||||
Land Held for Development
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
20,095
|
|
|||||
Non-allocated (2)
|
1,231
|
|
|
N/A
|
|
|
3,484
|
|
|
N/A
|
|
|
552,179
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total
|
$
|
585,641
|
|
|
$
|
409,109
|
|
|
$
|
1,715,223
|
|
|
$
|
1,207,680
|
|
|
$
|
23,122,858
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
For the period ended September 30, 2018
|
|
|
|
|
|
|
|
||||||||||||
Established
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
New England
|
$
|
62,705
|
|
|
$
|
41,591
|
|
|
$
|
184,377
|
|
|
$
|
121,028
|
|
|
$
|
2,090,871
|
|
Metro NY/NJ
|
101,285
|
|
|
72,131
|
|
|
299,058
|
|
|
211,560
|
|
|
3,520,938
|
|
|||||
Mid-Atlantic
|
71,715
|
|
|
50,067
|
|
|
212,584
|
|
|
148,838
|
|
|
2,666,241
|
|
|||||
Pacific Northwest
|
27,723
|
|
|
19,679
|
|
|
81,104
|
|
|
57,445
|
|
|
983,942
|
|
|||||
Northern California
|
86,369
|
|
|
66,362
|
|
|
256,351
|
|
|
197,308
|
|
|
2,768,192
|
|
|||||
Southern California
|
99,255
|
|
|
70,392
|
|
|
294,350
|
|
|
211,474
|
|
|
3,567,619
|
|
|||||
Total Established
|
449,052
|
|
|
320,222
|
|
|
1,327,824
|
|
|
947,653
|
|
|
15,597,803
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Other Stabilized
|
61,448
|
|
|
41,537
|
|
|
171,466
|
|
|
114,171
|
|
|
2,791,565
|
|
|||||
Development / Redevelopment
|
33,223
|
|
|
22,622
|
|
|
96,633
|
|
|
65,493
|
|
|
2,460,076
|
|
|||||
Land Held for Development
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
N/A
|
|
|
116,582
|
|
|||||
Non-allocated (2)
|
912
|
|
|
N/A
|
|
|
2,752
|
|
|
N/A
|
|
|
473,928
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Total
|
$
|
544,635
|
|
|
$
|
384,381
|
|
|
$
|
1,598,675
|
|
|
$
|
1,127,317
|
|
|
$
|
21,439,954
|
|
(1)
|
Does not include gross real estate either sold or classified as held for sale subsequent to September 30, 2018 of $1,103,809.
|
(2)
|
Revenue represents third-party management, asset management and developer fees and miscellaneous income which are not allocated to a reportable segment. Gross real estate includes the for-sale residential condominiums at The Park Loggia development, as discussed in Note 5, "Investments in Real Estate."
|
|
|
2009 Plan
shares
|
|
Weighted average
exercise price
per share
|
|||
Options Outstanding, December 31, 2018
|
|
124,212
|
|
|
$
|
128.84
|
|
Exercised
|
|
(81,626
|
)
|
|
130.33
|
|
|
Granted
|
|
—
|
|
|
—
|
|
|
Forfeited
|
|
—
|
|
|
—
|
|
|
Options Outstanding, September 30, 2019
|
|
42,586
|
|
|
$
|
125.98
|
|
Options Exercisable, September 30, 2019
|
|
42,586
|
|
|
$
|
125.98
|
|
|
|
Performance awards
|
|
Weighted average grant date fair value per award
|
|||
Outstanding at December 31, 2018
|
|
267,129
|
|
|
$
|
157.21
|
|
Granted (1)
|
|
79,840
|
|
|
200.69
|
|
|
Change in awards based on performance (2)
|
|
(16,760
|
)
|
|
142.03
|
|
|
Converted to restricted stock or options
|
|
(73,072
|
)
|
|
142.03
|
|
|
Forfeited
|
|
(3,831
|
)
|
|
165.37
|
|
|
Outstanding at September 30, 2019
|
|
253,306
|
|
|
$
|
176.18
|
|
(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 47,091 performance awards and financial metrics related to operating performance and leverage metrics of the Company for 32,749 performance awards.
|
(2)
|
Represents the change in the number of performance awards earned based on actual performance achievement for the performance period.
|
|
|
2019
|
Dividend yield
|
|
3.1%
|
Estimated volatility over the life of the plan (1)
|
|
13.9% - 18.8%
|
Risk free rate
|
|
2.46% - 2.57%
|
Estimated performance award value based on total shareholder return measure
|
|
$204.15
|
(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, 2018
|
|
160,411
|
|
|
$
|
166.33
|
|
|
209,238
|
|
Granted - restricted stock shares
|
|
77,287
|
|
|
195.96
|
|
|
73,072
|
|
|
Vested - restricted stock shares
|
|
(87,370
|
)
|
|
167.72
|
|
|
(118,490
|
)
|
|
Forfeited
|
|
(1,730
|
)
|
|
176.40
|
|
|
—
|
|
|
Outstanding at September 30, 2019
|
|
148,598
|
|
|
$
|
180.81
|
|
|
163,820
|
|
|
Non-designated
Hedges
|
|
Cash Flow
Hedges
Interest Rate Swaps
|
||||
|
|
|
|
||||
Notional balance
|
$
|
445,015
|
|
|
$
|
350,000
|
|
Weighted average interest rate (1)
|
3.2
|
%
|
|
N/A
|
|
||
Weighted average swapped/capped interest rate
|
6.5
|
%
|
|
2.1
|
%
|
||
Earliest maturity date
|
Jan 2021
|
|
|
Oct 2020
|
|
||
Latest maturity date
|
Nov 2021
|
|
|
Oct 2020
|
|
(1)
|
Represents the weighted average interest rate on the hedged debt.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
9/30/2019
|
|
9/30/2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Cash flow hedge losses reclassified to earnings
|
$
|
1,746
|
|
|
$
|
1,466
|
|
|
$
|
4,825
|
|
|
$
|
4,679
|
|
|
|
9/30/2019
|
||||||||||||||
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)
|
||||||||
|
|
|
|
|||||||||||||
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Swaps - Liabilities
|
|
(17,824
|
)
|
|
—
|
|
|
(17,824
|
)
|
|
—
|
|
||||
Puts
|
|
(267
|
)
|
|
—
|
|
|
—
|
|
|
(267
|
)
|
||||
DownREIT units
|
|
(1,615
|
)
|
|
(1,615
|
)
|
|
—
|
|
|
—
|
|
||||
Indebtedness
|
|
|
|
|
|
|
|
|
||||||||
Fixed rate unsecured notes
|
|
(6,221,106
|
)
|
|
(6,221,106
|
)
|
|
—
|
|
|
—
|
|
||||
Secured notes and variable rate unsecured indebtedness
|
|
(1,432,459
|
)
|
|
—
|
|
|
(1,432,459
|
)
|
|
—
|
|
||||
Total
|
|
$
|
(7,673,271
|
)
|
|
$
|
(6,222,721
|
)
|
|
$
|
(1,450,283
|
)
|
|
$
|
(267
|
)
|
|
|
12/31/2018
|
||||||||||||||
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)
|
||||||||
|
|
|
|
|||||||||||||
Non-Designated Hedges
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Caps
|
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
—
|
|
Cash Flow Hedges
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Swaps - Liabilities
|
|
(6,366
|
)
|
|
—
|
|
|
(6,366
|
)
|
|
—
|
|
||||
Puts
|
|
(465
|
)
|
|
—
|
|
|
—
|
|
|
(465
|
)
|
||||
DownREIT units
|
|
(1,305
|
)
|
|
(1,305
|
)
|
|
—
|
|
|
—
|
|
||||
Indebtedness
|
|
|
|
|
|
|
|
|
||||||||
Fixed rate unsecured notes
|
|
(5,268,277
|
)
|
|
(5,268,277
|
)
|
|
—
|
|
|
—
|
|
||||
Secured notes and variable rate unsecured indebtedness
|
|
(1,505,876
|
)
|
|
—
|
|
|
(1,505,876
|
)
|
|
—
|
|
||||
Total
|
|
$
|
(6,782,287
|
)
|
|
$
|
(5,269,582
|
)
|
|
$
|
(1,512,240
|
)
|
|
$
|
(465
|
)
|
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, 2019 was $279,677,000, an increase of $87,191,000, or 45.3%, as compared to the prior year period. The increase is primarily due to an increase in real estate sales and related gains in the current year period and an increase in NOI from communities across the portfolio, partially offset by increases in income tax and depreciation expense and a decrease in joint venture real estate gains from the prior year period.
|
•
|
Established Communities NOI for the three months ended September 30, 2019 was $327,025,000, an increase of $6,803,000, or 2.1%, over the prior year period.
|
•
|
20 communities under construction, which are expected to contain 6,700 apartment homes with a projected total capitalized cost of $2,500,000,000.
|
•
|
The Park Loggia (previously referred to as 15 West 61st Street), located in New York, NY, a mixed-use development that will contain 172 for-sale residential condominiums and 67,000 square feet of retail space with a projected total capitalized cost of $626,000,000. We intend to proceed with the sale of the residential units of The Park Loggia as individual condominiums, and expect to commence settlement of condominium sales in the first quarter of 2020 after individual tax lots have been established for each condominium.
|
•
|
Land or rights to land on which we expect to develop an additional 31 apartment communities that, if developed as expected, will contain 9,994 apartment homes, and will be developed for an aggregate total capitalized cost of $4,217,000,000.
|
•
|
Portico at Silver Spring Metro, located in Silver Spring, MD, contains 151 apartment homes and was acquired for a purchase price of $43,450,000.
|
•
|
Avalon Bonterra, located in Hialeah, FL, contains 314 apartment homes and was acquired for a purchase price of $90,000,000.
|
•
|
Established Communities (also known as Same Store Communities) are consolidated communities in the markets where we have a significant presence (New England, New York/New Jersey, Mid-Atlantic, Pacific Northwest, and Northern and Southern California) and 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, 2019 and 2018, Established Communities are communities that are consolidated for financial reporting purposes, had stabilized occupancy as of January 1, 2018, are not conducting or are not probable to conduct substantial redevelopment activities and are not held for sale as of September 30, 2019 or probable for disposition to unrelated third parties 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 January 1, 2019, or which were acquired as of the beginning of the current calendar year. Other Stabilized Communities includes stabilized operating communities in our expansion markets of Denver, Colorado and Southeast Florida, but excludes communities that are conducting or are probable 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 probable 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
|
|
34
|
|
|
8,416
|
|
Metro NY/NJ
|
|
40
|
|
|
11,463
|
|
Mid-Atlantic
|
|
32
|
|
|
11,232
|
|
Pacific Northwest
|
|
16
|
|
|
4,116
|
|
Northern California
|
|
35
|
|
|
9,828
|
|
Southern California
|
|
53
|
|
|
14,689
|
|
Total Established
|
|
210
|
|
|
59,744
|
|
|
|
|
|
|
||
Other Stabilized Communities:
|
|
|
|
|
|
|
New England
|
|
5
|
|
|
1,457
|
|
Metro NY/NJ
|
|
9
|
|
|
2,515
|
|
Mid-Atlantic
|
|
7
|
|
|
2,342
|
|
Pacific Northwest
|
|
—
|
|
|
—
|
|
Northern California
|
|
6
|
|
|
2,407
|
|
Southern California
|
|
4
|
|
|
1,822
|
|
Expansion Markets
|
|
7
|
|
|
2,060
|
|
Total Other Stabilized
|
|
38
|
|
|
12,603
|
|
|
|
|
|
|
||
Lease-Up Communities
|
|
4
|
|
|
1,123
|
|
|
|
|
|
|
||
Redevelopment Communities
|
|
5
|
|
|
1,818
|
|
|
|
|
|
|
||
Unconsolidated Communities (1)
|
|
15
|
|
|
3,659
|
|
|
|
|
|
|
||
Total Current Communities
|
|
272
|
|
|
78,947
|
|
|
|
|
|
|
||
Development Communities (2)
|
|
20
|
|
|
6,700
|
|
|
|
|
|
|
||
Total Communities
|
|
292
|
|
|
85,647
|
|
|
|
|
|
|
||
Development Rights
|
|
31
|
|
|
9,994
|
|
(1)
|
In October 2019, the Archstone Multifamily Partners AC LP (the "U.S. Fund") sold Avalon Marina Bay and the adjacent marina, The Harbor at Marina Bay. Refer to Note 12, "Subsequent Events," of the Condensed Consolidated Financial Statements included elsewhere in this report for additional discussion of the disposition activity.
|
(2)
|
Development Communities excludes the development of The Park Loggia, containing 172 for-sale residential condominiums and 67,000 square feet of retail space.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||||||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
$ Change
|
|
% Change
|
|
9/30/2019
|
|
9/30/2018
|
|
$ Change
|
|
% Change
|
||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental and other income (1)
|
$
|
586,382
|
|
|
$
|
575,070
|
|
|
$
|
11,312
|
|
|
2.0
|
%
|
|
$
|
1,727,576
|
|
|
$
|
1,703,263
|
|
|
$
|
24,313
|
|
|
1.4
|
%
|
Management, development and other fees
|
1,231
|
|
|
912
|
|
|
319
|
|
|
35.0
|
%
|
|
3,484
|
|
|
2,752
|
|
|
732
|
|
|
26.6
|
%
|
||||||
Total revenue
|
587,613
|
|
|
575,982
|
|
|
11,631
|
|
|
2.0
|
%
|
|
1,731,060
|
|
|
1,706,015
|
|
|
25,045
|
|
|
1.5
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Direct property operating expenses, excluding property taxes (1)
|
112,003
|
|
|
111,573
|
|
|
430
|
|
|
0.4
|
%
|
|
323,368
|
|
|
333,174
|
|
|
(9,806
|
)
|
|
(2.9
|
)%
|
||||||
Property taxes
|
64,374
|
|
|
61,230
|
|
|
3,144
|
|
|
5.1
|
%
|
|
187,890
|
|
|
181,120
|
|
|
6,770
|
|
|
3.7
|
%
|
||||||
Total community operating expenses
|
176,377
|
|
|
172,803
|
|
|
3,574
|
|
|
2.1
|
%
|
|
511,258
|
|
|
514,294
|
|
|
(3,036
|
)
|
|
(0.6
|
)%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Corporate-level property management and other indirect operating expenses
|
21,442
|
|
|
20,664
|
|
|
778
|
|
|
3.8
|
%
|
|
66,457
|
|
|
61,158
|
|
|
5,299
|
|
|
8.7
|
%
|
||||||
Expensed transaction, development and other pursuit costs, net of recoveries
|
175
|
|
|
523
|
|
|
(348
|
)
|
|
(66.5
|
)%
|
|
2,562
|
|
|
2,212
|
|
|
350
|
|
|
15.8
|
%
|
||||||
Interest expense, net
|
51,493
|
|
|
54,097
|
|
|
(2,604
|
)
|
|
(4.8
|
)%
|
|
149,395
|
|
|
165,795
|
|
|
(16,400
|
)
|
|
(9.9
|
)%
|
||||||
Loss on extinguishment of debt, net
|
93
|
|
|
1,678
|
|
|
(1,585
|
)
|
|
(94.5
|
)%
|
|
602
|
|
|
2,717
|
|
|
(2,115
|
)
|
|
(77.8
|
)%
|
||||||
Depreciation expense
|
165,463
|
|
|
156,538
|
|
|
8,925
|
|
|
5.7
|
%
|
|
490,213
|
|
|
472,282
|
|
|
17,931
|
|
|
3.8
|
%
|
||||||
General and administrative expense
|
12,769
|
|
|
14,744
|
|
|
(1,975
|
)
|
|
(13.4
|
)%
|
|
45,440
|
|
|
44,384
|
|
|
1,056
|
|
|
2.4
|
%
|
||||||
Casualty and impairment gain, net
|
—
|
|
|
(554
|
)
|
|
554
|
|
|
(100.0
|
)%
|
|
—
|
|
|
(612
|
)
|
|
612
|
|
|
(100.0
|
)%
|
||||||
Total other expenses
|
251,435
|
|
|
247,690
|
|
|
3,745
|
|
|
1.5
|
%
|
|
754,669
|
|
|
747,936
|
|
|
6,733
|
|
|
0.9
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Equity in income of unconsolidated real estate entities
|
1,643
|
|
|
10,031
|
|
|
(8,388
|
)
|
|
(83.6
|
)%
|
|
780
|
|
|
12,560
|
|
|
(11,780
|
)
|
|
(93.8
|
)%
|
||||||
Gain on sale of communities
|
130,484
|
|
|
27,243
|
|
|
103,241
|
|
|
379.0
|
%
|
|
165,849
|
|
|
132,444
|
|
|
33,405
|
|
|
25.2
|
%
|
||||||
Gain on other real estate transactions, net
|
73
|
|
|
12
|
|
|
61
|
|
|
508.3
|
%
|
|
374
|
|
|
335
|
|
|
39
|
|
|
11.6
|
%
|
||||||
For-sale condominium marketing and administrative costs
|
(1,108
|
)
|
|
(339
|
)
|
|
(769
|
)
|
|
226.8
|
%
|
|
(2,526
|
)
|
|
(497
|
)
|
|
(2,029
|
)
|
|
408.2
|
%
|
||||||
Income before income taxes
|
290,893
|
|
|
192,436
|
|
|
98,457
|
|
|
51.2
|
%
|
|
629,610
|
|
|
588,627
|
|
|
40,983
|
|
|
7.0
|
%
|
||||||
Income tax expense
|
11,184
|
|
|
29
|
|
|
11,155
|
|
|
N/A (2)
|
|
|
11,178
|
|
|
87
|
|
|
11,091
|
|
|
N/A (2)
|
|
||||||
Net income
|
279,709
|
|
|
192,407
|
|
|
87,302
|
|
|
45.4
|
%
|
|
618,432
|
|
|
588,540
|
|
|
29,892
|
|
|
5.1
|
%
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net (income) loss attributable to noncontrolling interests
|
(32
|
)
|
|
79
|
|
|
(111
|
)
|
|
N/A (2)
|
|
|
(108
|
)
|
|
251
|
|
|
(359
|
)
|
|
N/A (2)
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Net income attributable to common stockholders
|
$
|
279,677
|
|
|
$
|
192,486
|
|
|
$
|
87,191
|
|
|
45.3
|
%
|
|
$
|
618,324
|
|
|
$
|
588,791
|
|
|
$
|
29,533
|
|
|
5.0
|
%
|
(1)
|
Historically for periods prior to January 1, 2019, we presented charges for uncollectible lease revenue in direct property operating expenses, excluding property taxes. With the adoption of ASU 2016-02, Leases, we are presenting such charges as an adjustment to rental and other income in our consolidated financial statements on a prospective basis, as of January 1, 2019.
|
(2)
|
Percent change is not meaningful.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
9/30/2019
|
|
9/30/2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net income
|
$
|
279,709
|
|
|
$
|
192,407
|
|
|
$
|
618,432
|
|
|
$
|
588,540
|
|
Indirect operating expenses, net of corporate income
|
20,195
|
|
|
19,742
|
|
|
62,935
|
|
|
58,377
|
|
||||
Expensed transaction, development and other pursuit costs, net of recoveries
|
175
|
|
|
523
|
|
|
2,562
|
|
|
2,212
|
|
||||
Interest expense, net
|
51,493
|
|
|
54,097
|
|
|
149,395
|
|
|
165,795
|
|
||||
Loss on extinguishment of debt, net
|
93
|
|
|
1,678
|
|
|
602
|
|
|
2,717
|
|
||||
General and administrative expense
|
12,769
|
|
|
14,744
|
|
|
45,440
|
|
|
44,384
|
|
||||
Equity in income of unconsolidated real estate entities
|
(1,643
|
)
|
|
(10,031
|
)
|
|
(780
|
)
|
|
(12,560
|
)
|
||||
Depreciation expense
|
165,463
|
|
|
156,538
|
|
|
490,213
|
|
|
472,282
|
|
||||
Income tax expense
|
11,184
|
|
|
29
|
|
|
11,178
|
|
|
87
|
|
||||
Casualty and impairment gain, net
|
—
|
|
|
(554
|
)
|
|
—
|
|
|
(612
|
)
|
||||
Gain on sale of real estate assets
|
(130,484
|
)
|
|
(27,243
|
)
|
|
(165,849
|
)
|
|
(132,444
|
)
|
||||
Gain on other real estate transactions, net
|
(73
|
)
|
|
(12
|
)
|
|
(374
|
)
|
|
(335
|
)
|
||||
For-sale condominium marketing and administrative costs
|
1,108
|
|
|
339
|
|
|
2,526
|
|
|
497
|
|
||||
Net operating income from real estate assets sold or held for sale
|
(880
|
)
|
|
(17,876
|
)
|
|
(8,600
|
)
|
|
(61,623
|
)
|
||||
Net operating income
|
$
|
409,109
|
|
|
$
|
384,381
|
|
|
$
|
1,207,680
|
|
|
$
|
1,127,317
|
|
|
For the three months ended
|
|
For the nine months ended
|
||||
|
9/30/2019
|
|
9/30/2019
|
||||
|
|
|
|
|
|||
Established Communities
|
$
|
6,803
|
|
|
$
|
30,989
|
|
Other Stabilized Communities
|
9,650
|
|
|
34,399
|
|
||
Development and Redevelopment Communities
|
8,275
|
|
|
14,975
|
|
||
Total
|
$
|
24,728
|
|
|
$
|
80,363
|
|
•
|
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
|
•
|
similar adjustments for unconsolidated partnerships and joint ventures.
|
•
|
joint venture gains (if not adjusted through FFO), non-core activities, and promoted interests;
|
•
|
casualty and impairment losses or gains, net on non-depreciable real estate;
|
•
|
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 expected business interruption insurance proceeds;
|
•
|
property and casualty insurance proceeds and legal settlements;
|
•
|
gains or losses on sales of assets not subject to depreciation;
|
•
|
advocacy contributions, representing payments to promote our business interests;
|
•
|
hedge ineffectiveness;
|
•
|
severance related costs;
|
•
|
expensed transaction costs;
|
•
|
for-sale condominium marketing and administrative costs and imputed carry cost;
|
•
|
income taxes; and
|
•
|
other non-core items.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
9/30/2019
|
|
9/30/2018
|
||||||||
|
|
|
|
|
|
|
|
||||||||
Net income attributable to common stockholders
|
$
|
279,677
|
|
|
$
|
192,486
|
|
|
$
|
618,324
|
|
|
$
|
588,791
|
|
Depreciation - real estate assets, including joint venture adjustments
|
165,673
|
|
|
156,204
|
|
|
495,249
|
|
|
470,976
|
|
||||
Distributions to noncontrolling interests
|
11
|
|
|
11
|
|
|
34
|
|
|
33
|
|
||||
Gain on sale of unconsolidated entities holding previously depreciated real estate
|
—
|
|
|
(8,636
|
)
|
|
—
|
|
|
(8,636
|
)
|
||||
Gain on sale of previously depreciated real estate
|
(130,484
|
)
|
|
(27,243
|
)
|
|
(165,849
|
)
|
|
(132,444
|
)
|
||||
FFO attributable to common stockholders
|
314,877
|
|
|
312,822
|
|
|
947,758
|
|
|
918,720
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Adjusting items:
|
|
|
|
|
|
|
|
||||||||
Joint venture losses (1)
|
—
|
|
|
307
|
|
|
—
|
|
|
314
|
|
||||
Joint venture promote (2)
|
—
|
|
|
—
|
|
|
—
|
|
|
(925
|
)
|
||||
Casualty gain, net on real estate (3)
|
—
|
|
|
(554
|
)
|
|
—
|
|
|
(612
|
)
|
||||
Business interruption insurance proceeds
|
(307
|
)
|
|
—
|
|
|
(914
|
)
|
|
—
|
|
||||
Lost NOI from casualty losses covered by business interruption insurance (4)
|
410
|
|
|
—
|
|
|
410
|
|
|
1,730
|
|
||||
Loss on extinguishment of consolidated debt
|
93
|
|
|
1,678
|
|
|
602
|
|
|
2,717
|
|
||||
Advocacy contributions
|
—
|
|
|
843
|
|
|
—
|
|
|
1,449
|
|
||||
Severance related costs
|
895
|
|
|
80
|
|
|
2,267
|
|
|
582
|
|
||||
Development pursuit write-offs and expensed transaction costs, net
|
85
|
|
|
(309
|
)
|
|
1,689
|
|
|
261
|
|
||||
For-sale condominium marketing and administrative costs
|
1,108
|
|
|
339
|
|
|
2,526
|
|
|
497
|
|
||||
For-sale condominium imputed carry cost (5)
|
1,724
|
|
|
—
|
|
|
2,230
|
|
|
—
|
|
||||
Gain on other real estate transactions, net
|
(73
|
)
|
|
(12
|
)
|
|
(374
|
)
|
|
(335
|
)
|
||||
Legal settlements (6)
|
(3,093
|
)
|
|
—
|
|
|
(4,071
|
)
|
|
367
|
|
||||
Income tax expense (7)
|
11,184
|
|
|
—
|
|
|
11,178
|
|
|
—
|
|
||||
Core FFO attributable to common stockholders
|
$
|
326,903
|
|
|
$
|
315,194
|
|
|
$
|
963,301
|
|
|
$
|
924,765
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding - diluted
|
139,852,674
|
|
|
138,323,064
|
|
|
139,438,064
|
|
|
138,230,724
|
|
||||
|
|
|
|
|
|
|
|
||||||||
EPS per common share - diluted
|
$
|
2.00
|
|
|
$
|
1.39
|
|
|
$
|
4.43
|
|
|
$
|
4.26
|
|
FFO per common share - diluted
|
$
|
2.25
|
|
|
$
|
2.26
|
|
|
$
|
6.80
|
|
|
$
|
6.65
|
|
Core FFO per common share - diluted
|
$
|
2.34
|
|
|
$
|
2.28
|
|
|
$
|
6.91
|
|
|
$
|
6.69
|
|
(1)
|
Amounts are primarily composed of (i) our portion of yield maintenance charges incurred for the early repayment of debt associated with joint venture disposition activity and (ii) the write-off of asset management fee intangibles associated with the disposition of a community in the U.S. Fund.
|
(2)
|
Amount represents our promoted interest in AvalonBay Value Added Fund II, L.P.
|
(3)
|
Amounts consist primarily of legal settlement proceeds for construction defects at a community acquired as part of the Archstone acquisition.
|
(4)
|
Amount for the nine months ended September 30, 2018 relate to the Maplewood casualty loss in Q1 2017, and for which we recognized $3,495 in business interruption insurance proceeds in Q3 2017.
|
(5)
|
Represents the imputed carry cost of for-sale residential condominiums at The Park Loggia. We compute this adjustment by multiplying the total capitalized cost of completed and unsold for-sale residential condominiums by our weighted average unsecured debt rate.
|
(6)
|
Amounts for the three and nine months ended September 30, 2019 include $3,126 in legal settlement proceeds related to a former Development Right.
|
(7)
|
Amounts for the three and nine months ended September 30, 2019 consist of $6,645 of income tax expense for a deferred tax liability for the GAAP to tax basis differences at The Park Loggia development and $4,539 related to other activity through a TRS, including the disposition of two wholly-owned operating communities and expense for deferred tax liabilities related to our sustainability initiatives.
|
|
For the three months ended
|
|
For the nine months ended
|
||||||||||||
|
9/30/2019
|
|
9/30/2018
|
|
9/30/2019
|
|
9/30/2018
|
||||||||
Net cash provided by operating activities
|
$
|
376,655
|
|
|
$
|
355,260
|
|
|
$
|
1,014,922
|
|
|
$
|
980,557
|
|
Net cash used in investing activities
|
$
|
(167,180
|
)
|
|
$
|
(178,775
|
)
|
|
$
|
(757,204
|
)
|
|
$
|
(495,456
|
)
|
Net cash used in by financing activities
|
$
|
(204,765
|
)
|
|
$
|
(244,791
|
)
|
|
$
|
(140,828
|
)
|
|
$
|
(405,416
|
)
|
•
|
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 $791,551,000 in the development and redevelopment of communities;
|
•
|
acquisition of four wholly-owned operating communities for $286,804,000; and
|
•
|
capital expenditures of $97,048,000 for our operating communities and non-real estate assets.
|
•
|
payment of cash dividends in the amount of $627,467,000; and
|
•
|
the repayment of mortgage notes payable in the amount of $160,709,000.
|
•
|
proceeds from the issuance of unsecured notes in the amount of $449,804,000; and
|
•
|
the issuance of common stock in the amount of $207,789,000, primarily through CEP IV and CEP V.
|
•
|
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 2019, we amended and restated the $250,000,000 variable rate unsecured term loan that we originally entered into in February 2017, of which $100,000,000 matures in February 2022 with stated pricing of LIBOR plus 0.90%, which remained the same, and $150,000,000 matures in February 2024 with stated pricing of LIBOR plus 0.85% that decreased from LIBOR plus 1.50%.
|
•
|
In April 2019, we repaid $13,363,000 of 2.99% fixed rate debt and $33,854,000 of variable rate debt secured by Avalon Natick at par on its maturity date.
|
•
|
In May 2019, we repaid $7,635,000 principal amount of variable rate debt secured by Eaves Mission Viejo at par in advance of its scheduled maturity date. We utilized $3,706,000 of restricted cash held in a principal reserve fund to repay a portion of the outstanding indebtedness.
|
•
|
In May 2019, we repaid $20,800,000 principal amount of variable rate debt secured by AVA Nob Hill at par in advance of its scheduled maturity date. We utilized $10,584,000 of restricted cash held in a principal reserve fund to repay a portion of the outstanding indebtedness.
|
•
|
In May 2019, we repaid $38,800,000 principal amount of variable rate debt secured by Avalon Campbell at par in advance of its scheduled maturity date. We utilized $22,622,000 of restricted cash held in a principal reserve fund to repay a portion of the outstanding indebtedness.
|
•
|
In May 2019, we repaid $17,600,000 principal amount of variable rate debt secured by Eaves Pacifica at par in advance of its scheduled maturity date. We utilized $10,263,000 of restricted cash held in a principal reserve fund to repay a portion of the outstanding indebtedness.
|
•
|
In May 2019, we issued $450,000,000 principal amount of unsecured notes in a public offering under our existing shelf registration statement for net proceeds of approximately $446,877,000. The notes mature in June 2029 and were issued at a 3.30% interest rate. The effective interest rate of the notes is 3.66%, including the impact of the interest rate hedge discussed above and offering costs.
|
•
|
In August 2019, as part of the tax-deferred exchange associated with the disposition of Archstone Lexington and acquisition of Avalon Cerritos, we (i) repaid $21,700,000 principal amount of variable rate debt secured by Archstone Lexington at par in advance of its scheduled maturity date and (ii) entered into a $30,250,000 fixed rate note secured by Avalon Cerritos, with a contractual interest rate of 3.26%, maturing in August 2029. Refer to Note 6, "Real Estate Disposition Activities," and Note 5, "Investments in Real Estate Entities," of the Condensed Consolidated Financial Statements included elsewhere in this report for further discussion of the disposition and acquisition activity.
|
|
|
All-In
interest rate (1) |
|
Principal
maturity date |
|
Balance Outstanding (2)
|
|
Scheduled Maturities
|
|||||||||||||||||||||||||||||
Community
|
|
|
|
12/31/2018
|
|
9/30/2019
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
|||||||||||||||||||
Tax-exempt bonds
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Avalon at Chestnut Hill
|
|
6.16
|
%
|
|
Oct-2047
|
|
$
|
37,561
|
|
|
$
|
37,139
|
|
|
$
|
144
|
|
|
$
|
596
|
|
|
$
|
629
|
|
|
$
|
663
|
|
|
$
|
699
|
|
|
$
|
34,408
|
|
Avalon Westbury
|
|
3.86
|
%
|
|
Nov-2036
|
(3)
|
62,200
|
|
|
62,200
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
62,200
|
|
||||||||
|
|
|
|
|
|
|
99,761
|
|
|
99,339
|
|
|
144
|
|
|
596
|
|
|
629
|
|
|
663
|
|
|
699
|
|
|
96,608
|
|
||||||||
Variable rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Eaves Mission Viejo
|
|
2.67
|
%
|
|
Jun-2025
|
(5)
|
7,635
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
AVA Nob Hill
|
|
2.65
|
%
|
|
Jun-2025
|
(5)
|
20,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Campbell
|
|
2.98
|
%
|
|
Jun-2025
|
(5)
|
38,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves Pacifica
|
|
3.00
|
%
|
|
Jun-2025
|
(5)
|
17,600
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Acton
|
|
2.88
|
%
|
|
Jul-2040
|
(4)
|
45,000
|
|
|
45,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45,000
|
|
||||||||
Avalon Clinton North
|
|
3.27
|
%
|
|
Nov-2038
|
(4)
|
147,000
|
|
|
147,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
147,000
|
|
||||||||
Avalon Clinton South
|
|
3.27
|
%
|
|
Nov-2038
|
(4)
|
121,500
|
|
|
121,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
121,500
|
|
||||||||
Avalon Midtown West
|
|
3.18
|
%
|
|
May-2029
|
(4)
|
100,500
|
|
|
98,200
|
|
|
—
|
|
|
4,700
|
|
|
5,200
|
|
|
5,600
|
|
|
6,100
|
|
|
76,600
|
|
||||||||
Avalon San Bruno I
|
|
3.16
|
%
|
|
Dec-2037
|
(4)
|
64,450
|
|
|
64,450
|
|
|
—
|
|
|
1,400
|
|
|
1,900
|
|
|
2,000
|
|
|
2,200
|
|
|
56,950
|
|
||||||||
|
|
|
|
|
|
563,285
|
|
|
476,150
|
|
|
—
|
|
|
6,100
|
|
|
7,100
|
|
|
7,600
|
|
|
8,300
|
|
|
447,050
|
|
|||||||||
Conventional loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Fixed rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
$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
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400,000
|
|
||||||||
$300 million unsecured notes
|
|
4.09
|
%
|
|
Jul-2047
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$450 million unsecured notes
|
|
3.32
|
%
|
|
Jan-2028
|
|
450,000
|
|
|
450,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
450,000
|
|
||||||||
$300 million unsecured notes
|
|
3.97
|
%
|
|
Apr-2048
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$450 million unsecured notes
|
|
3.66
|
%
|
|
Jun-2029
|
|
—
|
|
|
450,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
450,000
|
|
||||||||
Avalon Walnut Creek
|
|
4.00
|
%
|
|
Jul-2066
|
|
3,699
|
|
|
3,847
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,847
|
|
||||||||
Eaves Los Feliz
|
|
3.68
|
%
|
|
Jun-2027
|
|
41,400
|
|
|
41,400
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,400
|
|
||||||||
Eaves Woodland Hills
|
|
3.67
|
%
|
|
Jun-2027
|
|
111,500
|
|
|
111,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
111,500
|
|
||||||||
Avalon Russett
|
|
3.77
|
%
|
|
Jun-2027
|
|
32,200
|
|
|
32,200
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,200
|
|
||||||||
Avalon San Bruno II
|
|
3.85
|
%
|
|
Apr-2021
|
|
28,999
|
|
|
28,580
|
|
|
145
|
|
|
591
|
|
|
27,844
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Westbury
|
|
4.88
|
%
|
|
Nov-2036
|
(3)
|
15,095
|
|
|
14,030
|
|
|
365
|
|
|
1,495
|
|
|
1,575
|
|
|
1,655
|
|
|
1,740
|
|
|
7,200
|
|
||||||||
Avalon San Bruno III
|
|
3.18
|
%
|
|
Jun-2020
|
|
52,090
|
|
|
51,146
|
|
|
321
|
|
|
50,825
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Natick
|
|
3.15
|
%
|
|
Apr-2019
|
(6)
|
13,482
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Hoboken
|
|
3.55
|
%
|
|
Dec-2020
|
|
67,904
|
|
|
67,904
|
|
|
—
|
|
|
67,904
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Columbia Pike
|
|
3.24
|
%
|
|
Nov-2019
|
(7)
|
67,085
|
|
|
65,886
|
|
|
65,886
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Cerritos
|
|
3.39
|
%
|
|
Aug-2029
|
(8)
|
—
|
|
|
30,250
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
30,250
|
|
||||||||
|
|
|
|
|
|
|
5,833,454
|
|
|
6,296,743
|
|
|
66,717
|
|
|
520,815
|
|
|
279,419
|
|
|
451,655
|
|
|
601,740
|
|
|
4,376,397
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Variable rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Avalon Natick
|
|
4.80
|
%
|
|
Apr-2019
|
(6)
|
34,155
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Archstone Lexington
|
|
4.13
|
%
|
|
Oct-2020
|
(8)
|
21,700
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Term Loan - $100 million
|
|
3.20
|
%
|
|
Feb-2022
|
|
100,000
|
|
|
100,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
100,000
|
|
|
—
|
|
|
—
|
|
||||||||
Term Loan - $150 million
|
|
3.13
|
%
|
|
Feb-2024
|
|
150,000
|
|
|
150,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
150,000
|
|
||||||||
$300 million unsecured notes
|
|
2.92
|
%
|
|
Jan-2021
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
|
|
|
|
|
|
605,855
|
|
|
550,000
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
|
100,000
|
|
|
—
|
|
|
150,000
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Total indebtedness - excluding Credit Facility
|
|
|
|
|
|
|
$
|
7,102,355
|
|
|
$
|
7,422,232
|
|
|
$
|
66,861
|
|
|
$
|
527,511
|
|
|
$
|
587,148
|
|
|
$
|
559,918
|
|
|
$
|
610,739
|
|
|
$
|
5,070,055
|
|
(1)
|
Rates are given as of September 30, 2019 and include 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 $43,110 and $44,007 as of September 30, 2019 and December 31, 2018, respectively, and deferred financing costs and debt discount associated with secured notes of $17,843 and $18,085 as of September 30, 2019 and December 31, 2018, respectively, 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)
|
Financed by variable rate debt, but interest rate is capped through an interest rate protection agreement.
|
(5)
|
During 2019, we repaid this borrowing at par in advance of its scheduled maturity date.
|
(6)
|
During 2019, we repaid this borrowing at par on its scheduled maturity date.
|
(7)
|
In November 2019, we repaid this borrowing at par on its scheduled maturity date.
|
(8)
|
In August 2019, as part of the tax-deferred exchange associated with the disposition of Archstone Lexington and acquisition of Avalon Cerritos, we (i) repaid the borrowing secured by Archstone Lexington at par in advance of its scheduled maturity date and (ii) entered into a new borrowing secured by Avalon Cerritos.
|
|
|
Company
ownership percentage
|
|
# of Apartment homes
|
|
Total capitalized cost (1)
|
|
Debt (2)
|
|||||||||||||
|
|
|
|
|
|
|
|
|
Interest rate (3)
|
|
Maturity date
|
||||||||||
Unconsolidated Real Estate Investments
|
|
|
|
|
Amount
|
|
Type
|
|
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
NYC Joint Venture
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
1. Avalon Bowery Place I - New York, NY
|
|
|
|
206
|
|
|
$
|
208,380
|
|
|
$
|
93,800
|
|
|
Fixed
|
|
4.01
|
%
|
|
Jan 2029
|
|
2. Avalon Bowery Place II - New York, NY
|
|
|
|
90
|
|
|
90,259
|
|
|
39,639
|
|
|
Fixed
|
|
4.01
|
%
|
|
Jan 2029
|
|||
3. Avalon Morningside - New York, NY (4)
|
|
|
|
295
|
|
|
210,710
|
|
|
112,500
|
|
|
Fixed
|
|
3.55
|
%
|
|
Jan 2029/May 2046
|
|||
4. Avalon West Chelsea - New York, NY (5)
|
|
|
|
305
|
|
|
127,564
|
|
|
66,000
|
|
|
Fixed
|
|
4.01
|
%
|
|
Jan 2029
|
|||
5. AVA High Line - New York, NY (5)
|
|
|
|
405
|
|
|
121,203
|
|
|
84,000
|
|
|
Fixed
|
|
4.01
|
%
|
|
Jan 2029
|
|||
Total NYC Joint Venture
|
|
20.0
|
%
|
|
1,301
|
|
|
758,116
|
|
|
395,939
|
|
|
|
|
3.88
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Archstone Multifamily Partners AC LP (the "U.S. Fund")
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. Avalon Studio 4121 - Studio City, CA
|
|
|
|
|
149
|
|
|
57,168
|
|
|
27,817
|
|
|
Fixed
|
|
3.34
|
%
|
|
Nov 2022
|
||
2. Avalon Marina Bay - Marina del Rey, CA (6)
|
|
|
|
|
205
|
|
|
77,200
|
|
|
49,950
|
|
|
Fixed
|
|
1.56
|
%
|
|
Dec 2020
|
||
3. Avalon Venice on Rose - Venice, CA
|
|
|
|
|
70
|
|
|
57,426
|
|
|
27,815
|
|
|
Fixed
|
|
3.28
|
%
|
|
Jun 2020
|
||
4. Avalon Station 250 - Dedham, MA
|
|
|
|
|
285
|
|
|
97,917
|
|
|
54,197
|
|
|
Fixed
|
|
3.73
|
%
|
|
Sep 2022
|
||
5. Avalon Grosvenor Tower - Bethesda, MD
|
|
|
|
|
237
|
|
|
80,375
|
|
|
42,010
|
|
|
Fixed
|
|
3.74
|
%
|
|
Sep 2022
|
||
Total U.S. Fund
|
|
28.6
|
%
|
|
946
|
|
|
370,086
|
|
|
201,789
|
|
|
|
|
3.08
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Multifamily Partners AC JV LP (the “AC JV”)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. Avalon North Point - Cambridge, MA (7)
|
|
|
|
|
426
|
|
|
189,866
|
|
|
111,653
|
|
|
Fixed
|
|
6.00
|
%
|
|
Aug 2021
|
||
2. Avalon North Point Lofts - Cambridge, MA
|
|
|
|
103
|
|
|
26,865
|
|
|
—
|
|
|
N/A
|
|
N/A
|
|
|
N/A
|
|||
Total AC JV
|
|
20.0
|
%
|
|
529
|
|
|
216,731
|
|
|
111,653
|
|
|
|
|
6.00
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
North Point II JV, LP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
1. AVA North Point - Cambridge, MA
|
|
|
|
265
|
|
|
106,819
|
|
|
—
|
|
|
N/A
|
|
N/A
|
|
|
N/A
|
|||
Total North Point II JV, LP
|
|
55.0
|
%
|
|
265
|
|
|
106,819
|
|
|
—
|
|
|
|
|
N/A
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Other Operating Joint Ventures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. MVP I, LLC
|
|
25.0
|
%
|
|
313
|
|
|
125,531
|
|
|
103,000
|
|
|
Fixed
|
|
3.24
|
%
|
|
Jul 2025
|
||
2. Brandywine Apartments of Maryland, LLC
|
|
28.7
|
%
|
|
305
|
|
|
19,383
|
|
|
21,758
|
|
|
Fixed
|
|
3.40
|
%
|
|
Jun 2028
|
||
Total Other Joint Ventures
|
|
|
|
618
|
|
|
144,914
|
|
|
124,758
|
|
|
|
|
3.27
|
%
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total Unconsolidated Investments
|
|
|
|
3,659
|
|
|
$
|
1,596,666
|
|
|
$
|
834,139
|
|
|
|
|
3.88
|
%
|
|
|
(1)
|
Represents total capitalized cost as of September 30, 2019.
|
(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, 2019.
|
(4)
|
Borrowing on this community is comprised of two mortgage loans.
|
(5)
|
Borrowing on this dual-branded community is comprised of a single mortgage loan.
|
(6)
|
In October 2019, we sold this community and the adjacent marina for $86,000 and repaid the associated outstanding secured borrowing in conjunction with the disposition.
|
(7)
|
Borrowing is comprised of loans made by the equity investors in the venture in proportion to their equity interests.
|
|
Number of
apartment
homes
|
|
Projected total
capitalized cost (1)
($ millions)
|
|
Construction
start
|
|
Initial projected
or actual occupancy (2)
|
|
Estimated
completion
|
|
Estimated
stabilized operations (3)
|
|||||
1.
|
|
Avalon Boonton
Boonton, NJ
|
350
|
|
|
$
|
93
|
|
|
Q3 2016
|
|
Q1 2019
|
|
Q4 2019
|
|
Q2 2020
|
2.
|
|
Avalon Belltown Towers (4)
Seattle, WA
|
274
|
|
|
147
|
|
|
Q4 2016
|
|
Q2 2019
|
|
Q4 2019
|
|
Q2 2020
|
|
3.
|
|
Avalon Public Market
Emeryville, CA
|
289
|
|
|
175
|
|
|
Q4 2016
|
|
Q3 2019
|
|
Q2 2020
|
|
Q4 2020
|
|
4.
|
|
Avalon Teaneck
Teaneck, NJ
|
248
|
|
|
73
|
|
|
Q4 2016
|
|
Q2 2019
|
|
Q1 2020
|
|
Q3 2020
|
|
5.
|
|
AVA Hollywood (4)
Hollywood, CA
|
695
|
|
|
365
|
|
|
Q4 2016
|
|
Q4 2019
|
|
Q4 2020
|
|
Q2 2021
|
|
6.
|
|
Avalon Towson
Towson, MD
|
371
|
|
|
114
|
|
|
Q4 2017
|
|
Q1 2020
|
|
Q4 2020
|
|
Q2 2021
|
|
7.
|
|
Avalon Yonkers
Yonkers, NY
|
590
|
|
|
188
|
|
|
Q4 2017
|
|
Q3 2019
|
|
Q1 2021
|
|
Q2 2021
|
|
8.
|
|
Avalon Walnut Creek II
Walnut Creek, CA
|
200
|
|
|
109
|
|
|
Q4 2017
|
|
Q1 2020
|
|
Q2 2020
|
|
Q4 2020
|
|
9.
|
|
Avalon North Creek
Bothell, WA
|
316
|
|
|
84
|
|
|
Q4 2017
|
|
Q2 2019
|
|
Q1 2020
|
|
Q3 2020
|
|
10.
|
|
Avalon Saugus (4)
Saugus, MA
|
280
|
|
|
93
|
|
|
Q2 2018
|
|
Q2 2019
|
|
Q4 2019
|
|
Q3 2020
|
|
11.
|
|
Avalon Doral
Doral, FL
|
350
|
|
|
113
|
|
|
Q2 2018
|
|
Q2 2020
|
|
Q1 2021
|
|
Q3 2021
|
|
12.
|
|
Avalon Norwood
Norwood, MA
|
198
|
|
|
61
|
|
|
Q2 2018
|
|
Q3 2019
|
|
Q1 2020
|
|
Q3 2020
|
|
13.
|
|
Avalon East Harbor
Baltimore, MD
|
400
|
|
|
139
|
|
|
Q3 2018
|
|
Q4 2020
|
|
Q3 2021
|
|
Q1 2022
|
|
14.
|
|
Avalon Old Bridge
Old Bridge, NJ |
252
|
|
|
66
|
|
|
Q3 2018
|
|
Q1 2020
|
|
Q4 2020
|
|
Q1 2021
|
|
15.
|
|
Avalon Newcastle Commons II
Newcastle, WA |
293
|
|
|
106
|
|
|
Q4 2018
|
|
Q3 2020
|
|
Q2 2021
|
|
Q4 2021
|
|
16.
|
|
Twinbrook Station
Rockville, MD |
238
|
|
|
66
|
|
|
Q4 2018
|
|
Q3 2020
|
|
Q1 2021
|
|
Q3 2021
|
|
17.
|
|
Avalon Harrison (4)
Harrison, NY |
143
|
|
|
76
|
|
|
Q4 2018
|
|
Q1 2021
|
|
Q1 2022
|
|
Q2 2022
|
|
18.
|
|
Avalon Brea Place
Brea, CA |
653
|
|
|
290
|
|
|
Q2 2019
|
|
Q1 2021
|
|
Q2 2022
|
|
Q3 2022
|
|
19.
|
|
Avalon Foundry Row
Owings Mills, MD
|
437
|
|
|
100
|
|
|
Q2 2019
|
|
Q1 2021
|
|
Q1 2022
|
|
Q3 2022
|
|
20.
|
|
Avalon Marlborough II
Marlborough, MA |
123
|
|
|
42
|
|
|
Q2 2019
|
|
Q2 2020
|
|
Q4 2020
|
|
Q2 2021
|
|
|
|
Total
|
6,700
|
|
|
$
|
2,500
|
|
|
|
|
|
|
|
|
|
(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, as well as costs incurred for first generation retail tenants such as tenant improvements and leasing commissions. 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 unless otherwise noted.
|
(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 Belltown Towers (11,000 square feet), AVA Hollywood (19,000 square feet), Avalon Saugus (23,000 square feet) and Avalon Harrison (27,000 square feet).
|
|
Number of
apartment homes |
|
Total capitalized
cost (1)
($ millions) |
|
Approximate rentable area
(sq. ft.)
|
|
Total capitalized cost per sq. ft.
|
||||||||
1.
|
|
AVA Esterra Park
Redmond, WA
|
323
|
|
|
$
|
91
|
|
|
229,514
|
|
|
$
|
396
|
|
(1)
|
Total capitalized cost is as of September 30, 2019. We generally anticipate incurring additional costs associated with Development Communities that are customary for new developments.
|
|
|
|
|
Number of
apartment
homes
|
|
Projected total
capitalized cost
($ millions) (1)
|
|
Reconstruction
start
|
|
Estimated
reconstruction
completion (2)
|
|
Estimated
restabilized
operations (3)
|
|||
1.
|
|
Eaves Seal Beach
Seal Beach, CA |
|
549
|
|
|
32
|
|
|
Q1 2018
|
|
Q4 2019
|
|
Q2 2020
|
|
2.
|
|
Eaves Redmond Campus
Redmond, WA |
|
422
|
|
|
24
|
|
|
Q1 2018
|
|
Q4 2019
|
|
Q2 2020
|
|
3.
|
|
Eaves Fairfax Towers
Falls Church, VA |
|
415
|
|
|
14
|
|
|
Q1 2018
|
|
Q4 2019
|
|
Q2 2020
|
|
4.
|
|
Avalon Prudential Center I
Boston, MA |
|
243
|
|
|
18
|
|
|
Q1 2018
|
|
Q1 2020
|
|
Q3 2020
|
|
5.
|
|
Avalon Darien
Darien, CT |
|
189
|
|
|
7
|
|
|
Q1 2019
|
|
Q4 2019
|
|
Q2 2020
|
|
|
|
Total
|
|
1,818
|
|
|
$
|
95
|
|
|
|
|
|
|
|
(1)
|
Projected total capitalized cost does not include capitalized costs incurred prior to redevelopment and represents the aggregate of any multiple phase redevelopments.
|
(2)
|
Estimated reconstruction completion dates reflect all planned phases.
|
(3)
|
Estimated 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.
|
Market
|
|
Number of rights
|
|
Estimated
number of homes
|
|
Projected total
capitalized cost ($ millions) (1)
|
||||
|
|
|
|
|
|
|
||||
New England
|
|
6
|
|
|
1,135
|
|
|
$
|
421
|
|
Metro NY/NJ
|
|
12
|
|
|
5,101
|
|
|
2,105
|
|
|
Mid-Atlantic
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Pacific Northwest
|
|
2
|
|
|
542
|
|
|
170
|
|
|
Northern California
|
|
4
|
|
|
1,253
|
|
|
747
|
|
|
Southern California
|
|
3
|
|
|
791
|
|
|
388
|
|
|
Southeast Florida
|
|
1
|
|
|
254
|
|
|
99
|
|
|
Denver
|
|
3
|
|
|
918
|
|
|
287
|
|
|
Total
|
|
31
|
|
|
9,994
|
|
|
$
|
4,217
|
|
(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, as well as costs incurred for first generation retail tenants such as tenant improvements and leasing commissions.
|
•
|
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 timing and net sales proceeds of condominium sales;
|
•
|
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;
|
•
|
the impact of landlord-tenant laws and rent regulations;
|
•
|
the expected proceeds from settlement of the Forward;
|
•
|
our declaration or payment of dividends;
|
•
|
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, Denver, Colorado, and Southeast Florida, 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 outstanding legal proceedings.
|
•
|
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;
|
•
|
the timing and net proceeds of condominium sales may not equal our current expectations;
|
•
|
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 expected proceeds from the Forward are subject to adjustment for changes in the Overnight Bank Funding Rate and the amount of dividends we pay on our common stock, and our receipt of settlement proceeds assumes that we will settle the Forward by physical delivery;
|
•
|
the impact of new landlord-tenant laws and rent regulations may be greater than we expected;
|
•
|
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 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;
|
•
|
laws and regulations implementing rent control or rent stabilization, or otherwise limiting our ability to increase rents, charge fees or evict tenants, may impact our revenue or increase our costs;
|
•
|
the expected proceeds from settlement of the Forward are subject to adjustment for changes in the Overnight Bank Funding Rate and the amount of dividends we pay on our common stock, and our receipt of settlement proceeds assumes that we will settle the Forward by physical delivery; and
|
•
|
our expectations, estimates and assumptions as of the date of this filing regarding outstanding legal proceedings 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, 2019
|
|
8,285
|
|
|
$
|
208.79
|
|
|
—
|
|
|
$
|
200,000
|
|
August 1 - August 31, 2019
|
|
108
|
|
|
$
|
212.56
|
|
|
—
|
|
|
$
|
200,000
|
|
September 1 - September 30, 2019
|
|
14
|
|
|
$
|
216.16
|
|
|
—
|
|
|
$
|
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
|
|
—
|
|
|
31.1
|
|
—
|
|
|
31.2
|
|
—
|
|
|
32
|
|
—
|
|
|
101.SCH
|
|
—
|
|
Inline XBRL Taxonomy Extension Schema Document. (Filed herewith.)
|
101.CAL
|
|
—
|
|
Inline XBRL Taxonomy Extension Calculation Linkbase Document. (Filed herewith.)
|
101.DEF
|
|
—
|
|
Inline XBRL Taxonomy Extension Definition Linkbase Document. (Filed herewith.)
|
101.LAB
|
|
—
|
|
Inline XBRL Taxonomy Extension Label Linkbase Document. (Filed herewith.)
|
101.PRE
|
|
—
|
|
Inline XBRL Taxonomy Extension Presentation Linkbase Document. (Filed herewith.)
|
104
|
|
—
|
|
Cover Page Interactive Data File (formatted as inline XBRL with applicable taxonomy extension information contained in Exhibits 101.*) (Filed herewith.)
|
|
AVALONBAY COMMUNITIES, INC.
|
|
|
|
|
|
|
|
Date:
|
November 5, 2019
|
/s/ Timothy J. Naughton
|
|
|
Timothy J. Naughton
|
|
|
Chairman, Chief Executive Officer and President
|
|
|
(Principal Executive Officer)
|
|
|
|
Date:
|
November 5, 2019
|
/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 |
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