EX-99.1 2 aptssfd4q2018.htm EXHIBIT 99.1 Exhibit
pacfulllogoa10.jpg

Preferred Apartment Communities, Inc. Reports Results for Fourth Quarter and Year Ended 2018

Atlanta, GA, February 25, 2019

Preferred Apartment Communities, Inc. (NYSE: APTS) ("we," "our," the "Company" or "Preferred Apartment Communities") today reported results for the quarter and year ended December 31, 2018. Unless otherwise indicated, all per share results are reported based on the basic weighted average shares of Common Stock and Class A Units of the Company's operating partnership ("Class A Units") outstanding. See Definitions of Non-GAAP Measures on page S-22.

Financial Highlights

Our operating results are presented below.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended December 31,
 
 
 
Years ended December 31,
 
 
 
 
 
2018
 
2017
 
% change
 
2018
 
2017
 
% change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues (in thousands)
$
106,280

 
$
81,652

 
30.2
%
 
$
397,271

 
$
294,005

 
35.1
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Per share data:
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) (1)
$
0.06

 
$
(0.60
)
 

 
$
(1.08
)
 
$
(1.13
)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
FFO (2)
$
0.38

 
$
0.31

 
22.6
%
 
$
1.41

 
$
1.32

 
6.8
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
AFFO (2)
$
0.48

 
$
0.31

 
54.8
%
 
$
1.33

 
$
1.17

 
13.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends (3)
$
0.26

 
$
0.25

 
4.0
%
 
$
1.02

 
$
0.94

 
8.5
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1) Per weighted average share of Common Stock outstanding for the periods indicated.
(2) FFO and AFFO results are presented per weighted average share of Common Stock and Class A Unit in our Operating Partnership outstanding for the periods indicated. See Reconciliations of FFO Attributable to Common Stockholders and Unitholders and AFFO to Net Income (Loss) Attributable to Common Stockholders on pages S-3 and S-4 and Definitions of Non-GAAP Measures beginning on page S-22.
(3) Per share of Common Stock and Class A Unit outstanding.

"We had an outstanding fourth quarter and delivered FFO per share growth of 22.6% as compared to the fourth quarter 2017. For the year, we increased FFO per share by 6.8%, we increased our dividend again by over 8% and we achieved multifamily same store NOI growth of 3.4%, reflecting our intensified focus on operational results. We are very proud of the performance of our team as we navigated our way through an emotional start to the year", said Daniel M. DuPree, Preferred Apartment Communities' Chairman and Chief Executive Officer.

    
For the year ended December 31, 2018, our FFO payout ratio to Common Stockholders and Unitholders was approximately 73.0% and our FFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 60.0%. For the fourth quarter 2018, our FFO payout ratio to Common Stockholders and Unitholders was approximately 68.9% and our FFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 59.9%. (A) 

For the year ended December 31, 2018, our AFFO payout ratio to Common Stockholders and Unitholders was approximately 77.5% and our AFFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 61.4%. For the fourth quarter 2018, our AFFO payout ratio to Common Stockholders and Unitholders was approximately 54.4% and our AFFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 54.1%. (B) 

For the year ended December 31, 2018, our same store net operating income for our established multifamily communities increased approximately 3.4% as compared to the year ended December 31, 2017.(C) For the fourth quarter 2018, our average established multifamily communities' physical occupancy was 94.3% and for the year ended December 31, 2018, our same-store rental revenue grew 3.2% from the year ended December 31, 2017.

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 1


pacfulllogoa10.jpg


At December 31, 2018, the market value of our common stock was $14.06 per share. A hypothetical investment in our Common Stock in our initial public offering on April 5, 2011, assuming the reinvestment of all dividends and no transaction costs, would have resulted in an average annual return of approximately 16.7% through December 31, 2018.

As of December 31, 2018, the average age of our multifamily communities was approximately 4.3 years, which is the youngest in the public multifamily REIT industry.

Approximately 90.0% of our permanent property-level mortgage debt has fixed interest rates and approximately 6.0% has variable interest rates which are capped. In addition, we plan to refinance the remaining uncapped variable rate mortgage debt into new fixed rate instruments during 2019. We believe we are well protected against potential increases in market interest rates.

At December 31, 2018, our leverage, as measured by the ratio of our debt to the undepreciated book value of our total assets, was approximately 54.4 %. Our leverage calculation excludes the gross assets of approximately $269.9 million and liabilities of approximately $264.9 million that we consolidated as a result of our investment in the ML-04 pool from the Freddie Mac K program.

As of December 31, 2018, our total assets were approximately $4.4 billion compared to approximately $3.3 billion as of December 31, 2017, an increase of approximately $1.1 billion, or approximately 35.6%. This growth was driven primarily by the acquisition of 17 real estate properties (partially offset by the sale of 4 properties). In addition, our assets increased due to the consolidation of the ML-04 pool from the Freddie Mac K program. Excluding the assets consolidated from the ML-04 pool, our assets grew approximately $893.7 million, or 27.5% since December 31, 2017.

Cash flow from operations for the year ended December 31, 2018 was approximately $145.4 million, an increase of approximately $59.1 million, or 68.4%, compared to cash flow provided by operations of approximately $86.3 million for the year ended December 31, 2017. Cash flow from operations for the year 2018 was more than sufficient to fund our aggregate dividends and distributions for the year, which totaled approximately $128.9 million. Cash flow from operations for the quarter ended December 31, 2018 was approximately $33.4 million, an increase of approximately $17.6 million, or 110.9%, compared to cash flow provided by operations of approximately $15.8 million for the quarter ended December 31, 2017.

On November 30, 2018, we closed on a real estate loan investment of up to approximately $30.3 million and a senior construction loan of up to approximately $37.3 million, both in support of the development of a Class A office building with approximately 187,000 rentable square feet in Atlanta, Georgia.

During the fourth quarter 2018, we closed on two real estate loan investments aggregating approximately $30.3 million, one supporting a multifamily community to be located in Jacksonville, Florida and another supporting a student housing property to be located in Atlanta, Georgia.

On October 23, 2018, we sold our Stoneridge Farms at Hunt Club multifamily community located in Nashville, Tennessee for a net gain of approximately $16.8 million, which resulted in an internal rate of return of approximately 21% from September 26, 2014, the date the property was acquired. (D) 

On December 11, 2018, we sold our McNeil Ranch multifamily community located in Austin, Texas for a net gain of approximately $13.9 million, which resulted in an internal rate of return of approximately 19% from January 24, 2013, the date the property was acquired. (D) 

(A) We calculate the FFO payout ratio to Common Stockholders as the ratio of Common Stock dividends and distributions to FFO Attributable to Common Stockholders and Unitholders. We calculate the FFO payout ratio to preferred stockholders as the ratio of Preferred Stock dividends to the sum of Preferred Stock dividends and FFO. Since our operations resulted in a net loss from continuing operations for the periods presented, a payout ratio based on net loss is not calculable. See Definitions of Non-GAAP Measures on page S-22.

(B) We calculate the AFFO payout ratio to Common Stockholders as the ratio of Common Stock dividends and distributions to AFFO. We calculate the AFFO payout ratio to preferred stockholders as the ratio of Preferred Stock dividends to the sum of Preferred Stock dividends and AFFO.

(C) Same store net operating income is a non-GAAP measure. See Definitions of Non-GAAP Measures on page S-22.

(D) Our IRR calculations are based on equity invested and are net of fees paid to the Manager and disposition costs.

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 2


pacfulllogoa10.jpg

Acquisitions of Properties

During the fourth quarter 2018, we acquired the following properties:
 
 
 
 
 
 
 
 
 
Property
 
Location (MSA)
 
Units / Leasable square feet
 
 
 
 
 
 
 
 
 
 
Office building:
 
 
 
 
 
 
 
Capital Towers
 
Charlotte, NC
 
479,000

LSF
 
 
 
 
 
 
 
 
 
 
Multifamily Communities:
 
 
 
 
 
 
 
CityPark View South
 
Charlotte, NC
 
200

units
 
 
Vestavia Reserve
 
Birmingham, AL
 
272

units
 
 
 
 
 
 
 
 
 
 
Grocery-anchored shopping center:
 
 
 
 
 
 
 
Hollymead Town Center
 
Charlottesville, VA
 
158,807

LSF
 
 
 
 
 
 
 
 
 

Real Estate Assets

 
 
 
 
 
 
 
 
 
 
Owned as of December 31, 2018
 
Potential additions from real estate loan investment portfolio (1) (2)
 
Potential total
 
 
Multifamily communities:
 
 
 
 
 
 
 
Properties
32

 
10

 
42

 
 
Units
9,768

 
3,047

 
12,815

 
 
Grocery-anchored shopping centers:
 
 
 
 
 
 
 
Properties
45

 

 
45

 
 
Gross leasable area (square feet)
4,730,695

 

 
4,730,695

 
 
Student housing properties:
 
 
 
 
 
 
 
Properties
7

 
2

 
9

 
 
Units
1,679

 
423

 
2,102

 
 
Beds
5,208

 
1,359

 
6,567

 
 
Office buildings:
 
 
 
 
 
 
 
Properties
7

 
1

 
8

 
 
Rentable square feet
2,578,000

 
187,000

 
2,765,000

 
 
 
 
 
 
 
 
 
 
(1) We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties from our real estate loan investment portfolio.
 
(2)  The Company has terminated various purchase option agreements in exchange for termination fees.  These properties are excluded from the potential additions from our real estate loan investment portfolio

Subsequent to Quarter End


On January 17, 2019, we acquired Gayton Crossing, a grocery-anchored shopping center consisting of 158,316 square feet of gross leasable area in Richmond, Virginia.

On February 21, 2019, our board of directors declared a quarterly dividend on our Common Stock of $0.26 per share, payable on April 15, 2019 to stockholders of record on March 15, 2019.

    


FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 3


pacfulllogoa10.jpg

Multifamily Established Communities Financial Data

The following chart presents same store operating results for the Company’s established communities. We define our population of established communities as those that have achieved occupancy at or above 93% occupancy for all three consecutive months within a single quarter (stabilized) before the beginning of the prior year and that have been owned for at least 15 full months as of the end of the first quarter of the current year, enabling comparisons of the current year quarterly and annual reporting periods to the prior year comparative periods. The Company excludes the operating results of properties for which construction of adjacent phases has commenced and properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. For the periods presented, same store operating results consist of the operating results of the following multifamily established communities containing an aggregate 2,838 units:
Aster at Lely Resort
 
Avenues at Cypress
 
Avenues at Northpointe
Citi Lakes
 
Lenox Village
 
Retreat at Lenox Village
Venue at Lakewood Ranch
 
Overton Rise
 
Vineyards
Sorrel
 
 
 
 

Same store net operating income is a non-GAAP measure that is most directly comparable to net income (loss), as shown in the reconciliations below.

Reconciliation of Multifamily Established Communities' Net Income (Loss) to Same Store Net Operating Income (NOI)
 
 
 
 
 
 
 
Three months ended:
(in thousands)
 
12/31/2018
 
12/31/2017
 
 
 
 
 
Net income (loss)
 
$
27,199

 
$
(4,742
)
Add:
 
 
 
 
Equity stock compensation
 
(1,178
)
 
862

Depreciation and amortization
 
43,926

 
34,590

Interest expense
 
26,592

 
19,383

Management fees
 
7,445

 
5,702

Insurance, professional fees and other expenses
979

 
2,131

Loan loss allowance
 
(496
)
 

Waived asset management and general and administrative expense fees
 
(2,073
)
 
(728
)
Less:
 
 
 
 
Interest revenue on notes receivable
 
12,614

 
9,586

Interest revenue on related party notes receivable
 
3,306

 
5,232

Income from consolidated VIEs
 
135

 

Gain on sale of real estate
 
30,744

 

 
 
 
 
 
Property net operating income
 
55,595

 
42,380

Less:
 
 
 
 
Non-same-store property revenues
 
(78,434
)
 
(54,997
)
Add:
 
 
 
 
Non-same-store property operating expenses
29,458

 
19,593

 
 
 
 
Same store net operating income
 
$
6,619

 
$
6,976



FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 4


pacfulllogoa10.jpg

Multifamily Established Communities' Same Store Net Operating Income
 
 
 
 
 
 
 
 
 
 
 
Three months ended:
 
 
 
 
(in thousands)
 
12/31/2018
 
12/31/2017
 
$ change
 
% change
Revenues:
 
 
 
 
 
 
 
 
Rental revenues
 
$
10,870

 
$
10,780

 
$
90

 
0.8
 %
Other property revenues
 
1,056

 
1,055

 
1

 
 %
Total revenues
 
11,926

 
11,835

 
91

(1 
) 
0.8
 %
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
Property operating and maintenance
 
1,502

 
1,336

 
166

 
12.4
 %
Payroll
 
995

 
929

 
66

 
7.1
 %
Property management fees
 
477

 
477

 

 
 %
Real estate taxes
 
1,803

 
1,618

 
185

(2 
) 
11.4
 %
Other
 
530

 
499

 
31

 
6.2
 %
Total operating expenses
 
5,307

 
4,859

 
448

 
9.2
 %
 
 
 
 
 
 
 
 
 
Same store net operating income
 
$
6,619

 
$
6,976

 
$
(357
)
 
(5.1
)%

(1) Three of our ten established same store properties are located in Houston Texas that were not damaged by Hurricane Harvey and the resulting short-term housing shortage caused the combined properties to achieve 97.7% physical occupancy during fourth quarter 2017. Occupancy for those properties normalized as damaged housing stocks came back online. Those properties achieved physical occupancy of 94.3% during fourth quarter 2018.

(2) The increase in real estate taxes for the fourth quarter 2018 versus 2017 was due to a successful tax appeal of our Overton Rise multifamily community which resulted in a 2017 beneficial accrual adjustment coupled with a reassessment in 2018 of our Venue at Lakewood Ranch multifamily community for the first time since we acquired the property.

Reconciliation of Multifamily Established Communities' Net Income (Loss) to Same Store Net Operating Income (NOI)
 
 
 
 
 
 
 
Years ended:
(in thousands)
 
12/31/2018
 
12/31/2017
 
 
 
 
 
Net income
 
$
44,538

 
$
28,667

Add:
 
 
 
 
Equity stock compensation
 
1,703

 
3,470

Depreciation and amortization
 
171,136

 
116,777

Interest expense
 
95,564

 
67,468

Acquisition costs
 

 
14

Management fees
 
27,541

 
20,226

Insurance, professional fees and other expenses
3,467

 
4,529

Loan loss allowance
 
2,533

 

Waived asset management and general and administrative expense fees
 
(6,656
)
 
(1,729
)
Loss on extinguishment of debt
 

 
888

Less:
 
 
 
 
Interest revenue on notes receivable
 
50,190

 
35,698

Interest revenue on related party notes receivable
 
15,616

 
21,204

Income from consolidated VIEs
 
320

 

Gain on sale of real estate
 
69,705

 
37,635

 
 
 
 
 
Property net operating income
 
203,995

 
145,773

Less:
 
 
 
 
Non-same-store property revenues
 
(283,750
)
 
(190,847
)
Add:
 
 
 
 
Non-same-store property operating expenses
106,601

 
71,033

 
 
 
 
Same store net operating income
 
$
26,846

 
$
25,959



FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 5


pacfulllogoa10.jpg

Multifamily Established Communities' Same Store Net Operating Income
 
 
 
 
 
 
 
 
 
 
 
Years ended:
 
 
 
 
(in thousands)
 
12/31/2018
 
12/31/2017
 
$ change
 
% change
Revenues:
 
 
 
 
 
 
 
 
Rental revenues
 
$
43,352

 
$
42,132

 
$
1,220

 
2.9
%
Other property revenues
 
4,363

 
4,124

 
239

 
5.8
%
Total revenues
 
47,715

 
46,256

 
1,459

 
3.2
%
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
Property operating and maintenance
 
5,999

 
5,736

 
263

 
4.6
%
Payroll
 
3,847

 
3,818

 
29

 
0.8
%
Property management fees
 
1,911

 
1,865

 
46

 
2.5
%
Real estate taxes
 
7,054

 
6,854

 
200

 
2.9
%
Other
 
2,058

 
2,024

 
34

 
1.7
%
Total operating expenses
 
20,869

 
20,297

 
572

 
2.8
%
 
 
 
 
 
 
 
 
 
Same store net operating income
 
$
26,846

 
$
25,959

 
$
887

 
3.4
%

For periods beginning on or after January 1, 2019, the following multifamily established communities containing an aggregate 6,172 units will be included in our calculations of same store net operating income:
Aster at Lely Resort
 
Avenues at Cypress
 
Avenues at Northpointe
Citi Lakes
 
Lenox Village
 
Retreat at Lenox Village
Overton Rise
 
Sorrel
 
Venue at Lakewood Ranch
Avenues at Creekside
 
525 Avalon Park
 
Vineyards
Citrus Village
 
Retreat at Greystone
 
City Vista
Founders' Village
 
Luxe at Lakewood Ranch
 
Adara at Overland Park
Summit Crossing I
 
Summit Crossing II
 
Aldridge at Town Village

Capital Markets Activities

During the fourth quarter 2018, we issued and sold an aggregate of 109,446 Units from our offering of up to 1,500,000 Units, with each Unit consisting of one share of Series A Redeemable Preferred Stock and one Warrant to purchase up to 20 shares of Common Stock (the "$1.5 Billion Series A Unit Offering"), resulting in net proceeds of approximately $98.5 million after commissions and other fees. In addition, during the fourth quarter 2018, we issued 263,500 shares of Common Stock pursuant to the exercise of warrants issued under our Series A Preferred Stock offering, resulting in aggregate gross proceeds of approximately $3.1 million.
During the fourth quarter 2018, we issued and sold an aggregate of 7,183 shares of Series M Redeemable Preferred Stock (“mShares”), resulting in net proceeds of approximately $7.0 million after dealer manager fees.
    
Dividends

Quarterly Dividends on Common Stock and Class A OP Units

On November 1, 2018, we declared a quarterly dividend on our Common Stock of $0.26 per share for the fourth quarter 2018. This represents a 4.0% increase in our common stock dividend from our fourth quarter 2017 common stock dividend of $0.25 per share, and an average annual dividend growth rate of 14.4% since June 30, 2011, the first quarter end following our initial public offering in April 2011. The fourth quarter dividend was paid on January 15, 2019 to all stockholders of record on December 14, 2018. In conjunction with the Common Stock dividend, the Company's operating partnership declared a distribution on its Class A Units of $0.26 per unit for the fourth quarter 2018, which was paid on January 15, 2019 to all Class A Unit holders of record as of December 14, 2018.

Monthly Dividends on Preferred Stock

We declared and paid monthly dividends of $5.00 per share on our Series A Redeemable Preferred Stock, which totaled approximately $23.3 million for the quarter ended December 31, 2018 and represent a 6% annual yield. We declared and paid

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 6


pacfulllogoa10.jpg

dividends totaling approximately $584,000 on our Series M Redeemable Preferred Stock, or mShares, for the quarter ended December 31, 2018. The mShares have an escalating dividend rate from 5.75% in year one of issuance to 7.50% in year eight and thereafter.

Conference Call and Supplemental Data

We will hold our quarterly conference call on Tuesday, February 26, 2019 at 11:00 a.m. Eastern Time to discuss our fourth quarter 2018 results. To participate in the conference call, please dial in to the following:

Live Conference Call Details
Domestic Dial-in Number: 1-844-890-1791
International Dial-in Number: 1-412-380-7408
Company: Preferred Apartment Communities, Inc.
Date: Tuesday, February 26, 2019
Time: 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time)

The live broadcast of our fourth quarter 2018 conference call will be available online, on a listen-only basis, at our website, www.pacapts.com, under "Investors" and then click on the "Upcoming Events" link. A replay of the call will be archived on under the Investors/Audio Archive section.

2019 Guidance:  

Net income (loss) per share - We are actively adding properties and real estate loan investments to our real estate portfolio and the specific timing of the closing of acquisitions is difficult to predict. Acquisition activity by its nature can cause material variation in our reported depreciation and amortization expense and interest income. Since net income (loss) per share is calculated net of depreciation and amortization expense, our net income (loss) results can fluctuate, possibly significantly, depending upon the timing of the closing of acquisitions. For this reason, we are unable to reasonably forecast this measure or provide a reconciliation of our projected FFO per share to this measure.
FFO per share - We currently project FFO to be in the range of $1.44 - $1.50 per share for the full year 2019.

AFFO and FFO are calculated after deductions for all preferred stock dividends. Reconciliations of net income (loss) attributable to common stockholders to FFO and AFFO for the three-month periods and years ended December 31, 2018 and 2017 appear on pages S-3 and S-4 of the attached report, as well as on our website using the following link:

http://investors.pacapts.com/download/4Q18_Earnings_and_Supplemental_Data.pdf

Forward-Looking Statements

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995:  Estimates of future earnings, guidance, goals and performance are, by definition, and certain other statements in this Earnings Release and Supplemental Financial Data Report may constitute, “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance, achievements or transactions to be materially different from the results, guidance, goals, performance, achievements or transactions expressed or implied by the forward-looking statements.  Factors that impact such forward-looking statements include, among others, our business and investment strategy; legislative or regulatory actions; the state of the U.S. economy generally or in specific geographic areas; economic trends and economic recoveries; changes in operating costs, including real estate taxes, utilities and insurance costs; our ability to obtain and maintain debt or equity financing; financing and advance rates for our target assets; our leverage level; changes in the values of our assets; the occurrence of natural or man-made disasters; availability of attractive investment opportunities in our target markets; our ability to maintain our qualification as a real estate investment trust, or REIT, for U.S. federal income tax purposes; our ability to maintain our exemption from registration under the Investment Company Act of 1940, as amended; availability of quality personnel; our understanding of our competition and market trends in our industry; and interest rates, real estate values, the debt securities markets and the general economy.


FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 7


pacfulllogoa10.jpg

Except as otherwise required by the federal securities laws, we assume no liability to update the information in this Earnings Release and Supplemental Financial Data Report.

We refer you to the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2017 that was filed with the Securities and Exchange Commission, or SEC, on March 1, 2018, which discuss various factors that could adversely affect our financial results. Such risk factors and information may be updated or supplemented by our Form 10-K, Form 10-Q and Form 8-K filings and other documents filed from time to time with the SEC.

Additional Information

The SEC has declared effective the registration statement filed by the Company for each of the offerings to which this communication may relate. Before you invest, you should read the final prospectus, and any prospectus supplements, forming a part of the registration statement and other documents the Company has filed with the SEC for more complete information about the Company and the offering to which this communication may relate. In particular, you should carefully read the risk factors described in the final prospectus and in any related prospectus supplement and in the documents incorporated by reference in the final prospectus and any related prospectus supplement to which this communication may relate. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Company or its dealer manager, Preferred Capital Securities, LLC, will arrange to send you a prospectus with respect to the mShares Offering and/or the $1.5 Billion Unit Offering upon request by contacting Leonard A. Silverstein at (770) 818-4100, 3284 Northside Parkway NW, Suite 150, Atlanta, Georgia 30327.

The final prospectus for the mShares Offering, dated January 19, 2017, can be accessed through the following link:

https://www.sec.gov/Archives/edgar/data/1481832/000148183217000008/a424prospectus-mshares1.htm
    

The final prospectus for the $1.5 Billion Unit Offering, dated March 16, 2017, can be accessed through the following link:

https://www.sec.gov/Archives/edgar/data/1481832/000148183217000061/a424prospectus-15bseriesar.htm


For further information:     

Leonard A. Silverstein, President and Chief Operating Officer         lsilverstein@pacapts.com
Preferred Apartment Communities, Inc.                +1-770-818-4147        


FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 8


pacfulllogoa10.jpg

sfdcover4q18.jpg

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | 9


pacfulllogoa10.jpg

Table of Contents
 
 
Consolidated Statements of Operations
S-2
Reconciliations of FFO Attributable to Common Stockholders and Unitholders and AFFO to Net Income (Loss) Attributable to Common Stockholders
S-3
Notes to Reconciliation of FFO Attributable to Common Stockholders and Unitholders and AFFO to Net Income (Loss) Attributable to Common Stockholders
S-5
Consolidated Balance Sheets
S-7
Consolidated Statements of Cash Flows
S-8
Real Estate Loan Investment Portfolio
S-9
Mortgage Indebtedness
S-12
Multifamily Communities
S-17
Student Housing Properties
S-18
Capital Expenditures
S-18
Grocery-Anchored Shopping Center Portfolio
S-20
Office Building Portfolio
S-21
Definitions of Non-GAAP Measures
S-22


















FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 1


pacfulllogoa10.jpg

Preferred Apartment Communities, Inc.
Consolidated Statements of Operations
(Unaudited)
 
 
 
 
 
 
 
 
 
Three months ended December 31,
 
Years ended December 31,
(In thousands, except per-share figures)
 
2018
 
2017
 
2018
 
2017
Revenues:
 
 
 
 
 
 
 
 
Rental revenues
 
$
76,163

 
$
56,785

 
$
280,079

 
$
200,462

Other property revenues
 
14,197

 
10,049

 
51,386

 
36,641

Interest income on loans and notes receivable
 
12,614

 
9,586

 
50,190

 
35,698

Interest income from related parties
 
3,306

 
5,232

 
15,616

 
21,204

Total revenues
 
106,280

 
81,652

 
397,271

 
294,005

 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
Property operating and maintenance
 
12,260

 
8,266

 
44,065

 
29,903

Property salary and benefits
4,728

 
3,622

 
17,766

 
13,272

Property management fees
3,151

 
2,313

 
11,681

 
8,329

Real estate taxes
 
11,400

 
7,991

 
42,035

 
31,281

General and administrative
 
2,205

 
1,629

 
8,224

 
6,490

Equity compensation to directors and executives
(1,178
)
 
862

 
1,703

 
3,470

Depreciation and amortization
 
43,926

 
34,590

 
171,136

 
116,777

Acquisition and pursuit costs
 

 

 

 
14

Asset management and general and administrative expense
 
 
 
 
 
 
 
 
fees to related party
 
7,445

 
5,702

 
27,541

 
20,226

Loan loss allowance
 
(496
)
 

 
2,533

 

Insurance, professional fees, and other expenses
 
2,000

 
2,764

 
7,166

 
6,584

 
 
 
 
 
 
 
 
 
Total operating expenses
 
85,441

 
67,739

 
333,850

 
236,346

Waived asset management and general and administrative
 
 
 
 
 
 
 
expense fees
(2,073
)
 
(728
)
 
(6,656
)
 
(1,729
)
 
 
 
 
 
 
 
 
 
Net operating expenses
 
83,368

 
67,011

 
327,194

 
234,617

Operating income before gains on sales of
 
 
 
 
 
 
 
 
real estate and trading investment
 
22,912

 
14,641

 
70,077

 
59,388

Gains on sales of real estate and trading investment
 
30,744

 

 
69,705

 
37,635

Operating income
 
53,656

 
14,641

 
139,782

 
97,023

 
 
 
 
 
 
 
 
 
Interest expense
 
26,592

 
19,383

 
95,564

 
67,468

Change in fair value of net assets of consolidated
 
 
 
 
 
 
 
 
VIE from mortgage-backed pool
 
135

 

 
320

 

Loss on extinguishment of debt
 

 

 

 
888

 
 
 
 
 
 
 
 
 
Net income (loss)
 
27,199

 
(4,742
)
 
44,538

 
28,667

Consolidated net (income) loss attributable to non-controlling interests
(615
)
 
111

 
(1,071
)
 
(986
)
 
 
 
 
 
 
 
 
 
Net income (loss) attributable to the Company
 
26,584

 
(4,631
)
 
43,467

 
27,681

 
 
 
 
 
 
 
 
 
Dividends declared to preferred stockholders
 
(23,940
)
 
(17,609
)
 
(86,741
)
 
(63,651
)
Earnings attributable to unvested restricted stock
 
(3
)
 
(3
)
 
(16
)
 
(15
)
 
 
 
 
 
 
 
 
 
Net income (loss) attributable to common stockholders
 
$
2,641

 
$
(22,243
)
 
$
(43,290
)
 
$
(35,985
)
Net income (loss) per share of Common Stock available to
 
 
 
 
 
 
 
 common stockholders:
 
 
 
 
 
 
 
 
Basic
 
$
0.06

 
$
(0.60
)
 
$
(1.08
)
 
$
(1.13
)
 
 
 
 
 
 
 
 
 
Diluted
 
$
0.06

 
$
(0.60
)
 
$
(1.08
)
 
$
(1.13
)
 
 
 
 
 
 
 
 
 
Weighted average number of shares of Common Stock outstanding:
 
 
 
 
 
 
 
Basic
 
41,320

 
37,205

 
40,032

 
31,926

 
 
 
 
 
 
 
 
 
Diluted
 
42,046

 
37,205

 
40,032

 
31,926




FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 2


pacfulllogoa10.jpg

Reconciliation of FFO Attributable to Common Stockholders and Unitholders and AFFO
to Net (Loss) Income Attributable to Common Stockholders (A)
 
 
 
 
 
Three months ended December 31,
(In thousands, except per-share figures)
 
 
2018
 
2017
 
 
 
 
 
 
 
 
Net income (loss) attributable to common stockholders (See note 1)
$
2,641

 
$
(22,243
)
 
 
 
 
 
 
 
 
Add:
Depreciation of real estate assets
 
34,309

 
24,941

 
Amortization of acquired real estate intangible assets and deferred leasing costs
9,173

 
9,386

 
Net income (loss) attributable to non-controlling interests (See note 2)
 
615

 
(111
)
Less:
Gain on sale of real estate
 
(30,682
)
 

FFO attributable to common stockholders and unitholders
16,056

 
11,973

 
 
 
 
 
 
 
 
Add:
Loan cost amortization on acquisition term note
20

 
29

 
Amortization of loan coordination fees paid to the Manager (See note 3)
707

 
421

 
(Insurance recoveries in excess of) weather-related property operating losses (See note 4)
(237
)
 
681

 
Contingent management fees recognized
206

 

 
Payment of costs related to property refinancing
227

 
684

 
Non-cash equity compensation to directors and executives
(1,178
)
 
863

 
Amortization of loan closing costs (See note 5)
 
1,234

 
793

 
Depreciation/amortization of non-real estate assets
 
444

 
263

 
Net loan fees received (See note 6)
 
707

 
18

 
Accrued interest income received (See note 7)
 
12,266

 
4,697

 
(Decrease in) loan loss allowance (See note 8)
 
(496
)
 

 
Amortization of lease inducements (See note 9)
 
426

 
200

 
Non-cash dividends on Preferred Stock
 
17

 
30

 
Cash received in excess of amortization of purchase option termination revenues (See note 10)
1,044

 

Less:
Non-cash loan interest income (See note 7)
 
(4,611
)
 
(4,557
)
 
Non-cash revenues from mortgage-backed securities
 
(135
)
 

 
Cash paid for loan closing costs
 
(1,073
)
 
(28
)
 
Amortization of acquired above and below market lease intangibles

 
 
 
 
and straight-line rental revenues (See note 11)
 
(2,909
)
 
(2,679
)
 
Amortization of deferred revenues (See note 12)
 
(901
)
 
(398
)
 
Normally recurring capital expenditures and leasing costs (See note 13)
(1,485
)
 
(1,026
)
 
 
 
 
 
 
 
 
AFFO
$
20,329

 
$
11,964

 
 
 
 
 
 
Common Stock dividends and distributions to Unitholders declared:
 
 
 
 
Common Stock dividends
 
 
$
10,840

 
$
9,576

 
Distributions to Unitholders (See note 2)
 
228

 
221

 
Total
 
 
 
$
11,068

 
$
9,797

 
 
 
 
 
 
 
 
Common Stock dividends and Unitholder distributions per share
 
$
0.26

 
$
0.25

 
 
 
 
 
 
 
 
FFO per weighted average basic share of Common Stock and Unit outstanding
$
0.38

 
$
0.31

AFFO per weighted average basic share of Common Stock and Unit outstanding
$
0.48

 
$
0.31

 
 
 
 
Weighted average shares of Common Stock and Units outstanding: (A)
 
 
 
 
Basic:
 
 
 
 
 
 
 
Common Stock
 
 
41,320

 
37,205

 
Class A Units
 
 
 
954

 
895

 
Common Stock and Class A Units
 
42,274

 
38,100

 
 
 
 
 
 
 
 
 
Diluted Common Stock and Class A Units (B)
 
43,000

 
43,355

 
 
 
 
 
 
 
 
Actual shares of Common Stock outstanding, including 12 and 12 unvested shares
 
 
 
 of restricted Common Stock at December 31, 2018 and 2017, respectively
41,788

 
38,577

Actual Class A Units outstanding at December 31, 2018 and 2017, respectively.
877

 
885

 
Total
 
 
 
42,665

 
39,462

 
 
 
 
 
 
 
 
(A) Units and Unitholders refer to Class A Units in our Operating Partnership (as defined in note 2), or Class A Units, and holders of Class A Units, respectively. Unitholders include recipients of awards of Class B Units in our Operating Partnership, or Class B Units, for annual service which became vested and earned and automatically converted to Class A Units. Unitholders also include the entity that contributed the Wade Green grocery-anchored shopping center. The Class A Units collectively represent an approximate 2.26% weighted average non-controlling interest in the Operating Partnership for the three-month period ended December 31, 2018.
(B) Since our FFO and AFFO results are positive for the periods reflected above, we are presenting recalculated diluted weighted average shares of Common Stock and Class A Units for these periods for purposes of this table, which includes the dilutive effect of common stock equivalents from grants of the Class B Units, warrants included in units of Series A Preferred Stock issued, as well as annual grants of restricted Common Stock. The weighted average shares of Common Stock outstanding presented on the Consolidated Statements of Operations are the same for basic and diluted for any period for which we recorded a net loss available to common stockholders.
See Notes to Reconciliation of FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders on page S-5.

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 3


pacfulllogoa10.jpg

Reconciliation of FFO Attributable to Common Stockholders and Unitholders and AFFO
to Net (Loss) Income Attributable to Common Stockholders (A)
 
 
 
 
 
Years ended December 31,
(In thousands, except per-share figures)
 
 
2018
 
2017
 
 
 
 
 
 
 
 
Net loss attributable to common stockholders (See note 1)
$
(43,290
)
 
$
(35,985
)
 
 
 
 
 
 
 
 
Add:
Depreciation of real estate assets
 
124,499

 
85,285

 
Amortization of acquired real estate intangible assets and deferred leasing costs
45,136

 
30,693

 
Net loss attributable to non-controlling interests (See note 2)
 
1,071

 
986

Less:
Gain on sale of real estate
 
(69,643
)
 
(37,635
)
FFO attributable to common stockholders and unitholders
57,773

 
43,344

 
 
 
 
 
 
 
 
Add:
Acquisition and pursuit costs
 
 

 
14

 
Loan cost amortization on acquisition term notes
 
83

 
128

 
Amortization of loan coordination fees paid to the Manager (See note 3)
2,487

 
1,599

 
Mortgage loan refinancing and extinguishment costs
288

 
1,742

 
(Insurance recovery in excess of) weather-related property operating losses (See note 4)
(270
)
 
898

 
Contingent management fees recognized
 
 
206

 
387

 
Non-cash equity compensation to directors and executives
1,703

 
3,470

 
Amortization of loan closing costs (See note 5)
 
4,801

 
3,550

 
Depreciation/amortization of non-real estate assets
 
1,501

 
799

 
Net loan fees received (See note 6)
 
2,166

 
1,314

 
Accrued interest income received (See note 7)
 
20,676

 
11,813

 
Loan loss allowance (See note 8)
 
2,533

 

 
Non-cash dividends on Preferred Stock
 
755

 
63

 
Amortization of lease inducements (See note 9)
 
1,381

 
437

Less:
Non-cash loan interest income (See note 7)
 
(19,337
)
 
(18,064
)
 
Cash paid for loan closing costs
 
(1,489
)
 
(28
)
 
Amortization of purchase option termination revenues in excess of cash received (See note 10)
(920
)
 

 
Non-cash revenues from mortgage-backed securities
(320
)
 

 
Amortization of acquired above and below market lease intangibles

 
 
 
 
and straight-line rental revenues (See note 11)
(11,956
)
 
(8,176
)
 
Amortization of deferred revenues (See note 12)
 
(2,666
)
 
(855
)
 
Normally recurring capital expenditures and leasing costs (See note 13)
(4,966
)
 
(4,058
)
AFFO
$
54,429

 
$
38,377

 
 
 
 
Common Stock dividends and distributions to Unitholders declared:
 
 
 
 
Common Stock dividends
 
 
41,129

 
31,244

 
Distributions to Unitholders (See note 2)
 
1,041

 
844

 
Total
 
 
 
42,170

 
32,088

Common Stock dividends and Unitholder distributions per share
 
$
1.02

 
$
0.94

 
 
 
 
 
 
 
 
FFO per weighted average basic share of Common Stock and Unit outstanding
$
1.41

 
$
1.32

AFFO per weighted average basic share of Common Stock and Unit outstanding
$
1.33

 
$
1.17

 
 
 
 
Weighted average shares of Common Stock and Units outstanding: (A)
 
 
 
 
Basic:
 
 
 
 
 
 
 
Common Stock
 
 
40,032

 
31,927

 
Class A Units
 
 
 
1,040

 
906

 
Common Stock and Class A Units
 
41,072

 
32,833

 
 
 
 
 
 
 
 
 
Diluted Common Stock and Class A Units (B)
 
42,390

 
36,939

 
 
 
 
 
 
 
 
Actual shares of Common Stock outstanding, including 12 and 12 unvested shares
 
 
 
 of restricted Common Stock at December 31, 2018 and 2017, respectively
41,788

 
38,577

Actual Class A Units outstanding at December 31, 2018 and 2017, respectively.
877

 
885

 
Total
 
 
 
42,665

 
39,462

 
 
 
 
 
 
 
 
(A) Units and Unitholders refer to Class A Units in our Operating Partnership (as defined in note 2), or Class A Units, and holders of Class A Units, respectively. Unitholders include recipients of awards of Class B Units in our Operating Partnership, or Class B Units, for annual service which became vested and earned and automatically converted to Class A Units. Unitholders also include the entity that contributed the Wade Green grocery-anchored shopping center. The Class A Units collectively represent an approximate 2.53% weighted average non-controlling interest in the Operating Partnership for the twelve-month period ended December 31, 2018.
(B) Since our FFO and AFFO results are positive for the periods reflected above, we are presenting recalculated diluted weighted average shares of Common Stock and Class A Units for these periods for purposes of this table, which includes the dilutive effect of common stock equivalents from grants of the Class B Units, warrants included in units of Series A Preferred Stock issued, as well as annual grants of restricted Common Stock. The weighted average shares of Common Stock outstanding presented on the Consolidated Statements of Operations are the same for basic and diluted for any period for which we recorded a net loss available to common stockholders.
See Notes to Reconciliation of FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders on page S-5.

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 4


pacfulllogoa10.jpg

Notes to Reconciliations of FFO Attributable to Common Stockholders and Unitholders and AFFO to Net Income (Loss) Attributable to Common Stockholders

1)
Rental and other property revenues and property operating expenses for the quarter ended December 31, 2018 include activity for the properties acquired during the quarter only from their respective dates of acquisition and the activity for the properties sold during the period only through the date of the sale. In addition, the fourth quarter 2018 period includes activity for the properties acquired since December 31, 2017. Rental and other property revenues and expenses for the fourth quarter 2017 include activity for the acquisitions made during that period only from their respective dates of acquisition.

2)
Non-controlling interests in Preferred Apartment Communities Operating Partnership, L.P., or our Operating Partnership, consisted of a total of 877,454 Class A Units as of December 31, 2018. Included in this total are 419,228 Class A Units which were granted as partial consideration to the seller in conjunction with the seller's contribution to us on February 29, 2016 of the Wade Green grocery-anchored shopping center. The remaining Class A units were awarded primarily to our key executive officers. The Class A Units are apportioned a percentage of our financial results as non-controlling interests. The weighted average ownership percentage of these holders of Class A Units was calculated to be 2.26% and 2.35% for the three-month periods ended December 31, 2018 and 2017, respectively and 2.53% and 2.76% for the years ended December 31, 2018 and 2017, respectively.

3)
Beginning on January 1, 2016, we pay loan coordination fees to Preferred Apartment Advisors, LLC, our Manager, related to obtaining mortgage financing for acquired properties. Loan coordination fees were introduced to reflect the administrative effort involved in arranging debt financing for acquired properties. The portion of the loan coordination fees paid up until July 1, 2017 attributable to the financing were amortized over the lives of the respective mortgage loans, and this non-cash amortization expense is an addition to FFO in the calculation of AFFO. Beginning effective July 1, 2017, the loan coordination fee was lowered from 1.6% to 0.6% of the amount of any mortgage indebtedness on newly-acquired properties or refinancing. All of the loan coordination fees paid to our Manager subsequent to July 1, 2017 are amortized over the life of the debt. At December 31, 2018, aggregate unamortized loan coordination fees were approximately $13.6 million, which will be amortized over a weighted average remaining loan life of approximately 10.8 years.

4)
We sustained weather related operating losses due to hurricanes (primarily due to Hurricane Harvey at our Stone Creek multifamily community) during the year ended December 31, 2018; these costs are added back to FFO in our calculation of AFFO.  Lost rent and other operating costs incurred during the year ended December 31, 2018 totaled approximately $563,000. This number is offset by the receipt from our insurance carrier of approximately $833,000 for recoveries of lost rent, which was recognized in our consolidated statements of operations for the year ended December 31, 2018.

5)
We incur loan closing costs on our existing mortgage loans, which are secured on a property-by-property basis by each of our acquired real estate assets, and also for occasional amendments to our syndicated revolving line of credit with Key Bank National Association, or our Revolving Line of Credit. Effective April 13, 2018, the maximum borrowing capacity on the Revolving Line of Credit was increased from $150 million to $200 million. These loan closing costs are also amortized over the lives of the respective loans and the Revolving Line of Credit, and this non-cash amortization expense is an addition to FFO in the calculation of AFFO. Neither we nor the Operating Partnership have any recourse liability in connection with any of the mortgage loans, nor do we have any cross-collateralization arrangements with respect to the assets securing the mortgage loans, other than security interests in 49% of the equity interests of the subsidiaries owning such assets, granted in connection with our Revolving Line of Credit, which provides for full recourse liability. At December 31, 2018, aggregate unamortized loan costs were approximately $23.4 million, which will be amortized over a weighted average remaining loan life of approximately 9.1 years.

6)
We receive loan origination fees in conjunction with the origination of certain real estate loan investments. These fees are then recognized as revenue over the lives of the applicable loans as adjustments of yield using the effective interest method. The total fees received after the payment of loan origination fees to our Manager are additive adjustments in the calculation of AFFO. Correspondingly, the amortized non-cash income is a deduction in the calculation of AFFO. Over the lives of certain loans, we accrue additional interest amounts that become due to us at the time of repayment of the loan or refinancing of the property, or when the property is sold. This non-cash interest income is subtracted from FFO in our calculation of AFFO. The amount of additional accrued interest becomes an additive adjustment to FFO once received from the borrower (see note 7).

7)
This adjustment reflects the receipt during the periods presented of additional interest income (described in note 6 above) which was earned and accrued prior to those periods presented on various real estate loans.

8)
During the year ended December 31, 2018, we recorded a $2.5 million loss on our real estate loan investment to the developer of Fusion Apartments in Irvine, California which is reflected on our statements of operations.  This loss was reduced from the previously reported $3.0 million for the nine months ended September 30, 2018 because of the application of accounting guidance pertaining to troubled debt restructuring, which requires any cash received to be applied as a reduction in the principal balance of the loan, not as interest revenue. The Company received interest payments during the fourth quarter of 2018, which reduced the allowance for loan loss on our consolidated balance sheet as well as the bad debt charge presented on our consolidated statements of operations.


FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 5


pacfulllogoa10.jpg

9)
This adjustment removes the non-cash amortization of costs incurred to induce tenants to lease space in our office buildings and grocery-anchored shopping centers.

10)
On May 7, 2018, we terminated our purchase options on the Encore, Bishop Street and Hidden River multifamily communities and the Haven 46 and Haven Charlotte student housing properties, all of which were partially supported by real estate loan investments held by us. In exchange for termination fees aggregating approximately $10.7 million from the developers, which are recorded as revenue over the period beginning on the date of election until the earlier of (i) the maturity of the real estate loan investment and (ii) the sale of the property. The receipt of the cash termination fees are an additive adjustment in our calculation of AFFO and the removal of non-cash revenue from the recognition of the termination fees are a reduction to FFO in our calculation of AFFO; both of these adjustments are presented in a single net number within this line. As of December 31, 2018, we had recognized termination fee revenues in excess of the cash received by approximately $920,000. This difference is a reduction to FFO in our calculation of AFFO.

11)
This adjustment reflects straight-line rent adjustments and the reversal of the non-cash amortization of below-market and above-market lease intangibles, which were recognized in conjunction with our acquisitions and which are amortized over the estimated average remaining lease terms from the acquisition date for multifamily communities and over the remaining lease terms for grocery-anchored shopping center assets and office buildings. At December 31, 2018, the balance of unamortized below-market lease intangibles was approximately $47.1 million, which will be recognized over a weighted average remaining lease period of approximately 9.2 years.

12)
This adjustment removes the non-cash amortization of deferred revenue recorded by us in conjunction with Company-owned lessee-funded tenant improvements in our office buildings.
        
13)
We deduct from FFO normally recurring capital expenditures that are necessary to maintain our assets’ revenue streams in the calculation of AFFO. This adjustment also deducts from FFO capitalized amounts for third party costs during the period to originate or renew leases in our grocery-anchored shopping centers and office buildings. No adjustment is made in the calculation of AFFO for nonrecurring capital expenditures. See Capital Expenditures, Grocery-Anchored Shopping Center Portfolio, and Office Buildings Portfolio sections for definitions of these terms.



See Definitions of Non-GAAP Measures beginning on page S-22.


































FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 6


pacfulllogoa10.jpg

Preferred Apartment Communities, Inc.
 
Consolidated Balance Sheets
 
(Unaudited)
 
(In thousands, except per-share par values)
 
December 31, 2018
 
December 31, 2017
 
Assets
 
 
 
 
 
Real estate
 
 
 
 
Land
 
$
519,300

 
$
406,794

 
Building and improvements
2,738,085

 
2,043,853

 
Tenant improvements
128,914

 
63,425

 
Furniture, fixtures, and equipment
278,151

 
210,779

 
Construction in progress
8,265

 
10,491

 
Gross real estate
3,672,715

 
2,735,342

 
Less: accumulated depreciation
(272,042
)
 
(172,756
)
 
Net real estate
3,400,673

 
2,562,586

 
Real estate loan investments, net of deferred fee income and allowance for loan loss
282,548

 
255,345

 
Real estate loan investments to related parties, net
51,663

 
131,451

 
Total real estate and real estate loan investments, net
3,734,884

 
2,949,382

 
 
 
 
 
 
 
Cash and cash equivalents
38,958

 
21,043

 
Restricted cash
48,732

 
51,969

 
Notes receivable
14,440

 
17,318

 
Note receivable and revolving lines of credit due from related parties
32,867

 
22,739

 
Accrued interest receivable on real estate loans
23,340

 
26,865

 
Acquired intangible assets, net of amortization
135,961

 
102,743

 
Deferred loan costs on Revolving Line of Credit, net of amortization
1,916

 
1,385

 
Deferred offering costs
6,468

 
6,544

 
Tenant lease inducements, net
20,698

 
14,425

 
Receivable from sale of mortgage-backed security
41,181

 

 
Tenant receivables and other assets
41,567

 
37,957

 
Variable Interest Entity ("VIE") assets mortgage-backed pool, at fair value
269,946

 

 
Total assets
$
4,410,958

 
$
3,252,370

 
 
 
 
 
 
 
Liabilities and equity
 
 
 
 
Liabilities
 
 
 
 
Mortgage notes payable, net of deferred loan costs and mark-to-market adjustment
$
2,299,625

 
$
1,776,652

 
Revolving line of credit
57,000

 
41,800

 
Term note payable, net of deferred loan costs

 
10,994

 
Real estate loan investment participation obligation
5,181

 
13,986

 
Unearned purchase option termination fees
2,050

 

 
Deferred revenue
43,484

 
27,947

 
Accounts payable and accrued expenses
38,618

 
31,253

 
Accrued interest payable
6,711

 
5,028

 
Dividends and partnership distributions payable
19,258

 
15,680

 
Acquired below market lease intangibles, net of amortization
47,149

 
38,857

 
Security deposits and other liabilities
17,611

 
9,407

 
VIE liabilities from mortgage-backed pool, at fair value
264,886

 

 
Total liabilities
2,801,573

 
1,971,604

 
 
 
 
 
 
 
Commitments and contingencies
 
 
 
 
Equity
 
 
 
 
 
Stockholders' equity
 
 
 
 
 
Series A Redeemable Preferred Stock, $0.01 par value per share; 3,050
 
 
 
 
   shares authorized; 1,674 and 1,250 shares issued; 1,608 and 1,222
 
 
 
 
shares outstanding at December 31, 2018 and December 31, 2017, respectively
16

 
12

 
Series M Redeemable Preferred Stock, $0.01 par value per share; 500
 
 
 
 
   shares authorized; 44 and 15 shares issued and outstanding
 
 
 
 
at December 31, 2018 and December 31, 2017, respectively

 

 
Common Stock, $0.01 par value per share; 400,067 shares authorized;
 
 
 
 
41,776 and 38,565 shares issued and outstanding at
 
 
 
 
December 31, 2018 and December 31, 2017, respectively
418

 
386

 
Additional paid-in capital
1,607,712

 
1,271,040

 
Accumulated earnings

 
4,449

 
      Total stockholders' equity
1,608,146

 
1,275,887

 
Non-controlling interest
1,239

 
4,879

 
Total equity
1,609,385

 
1,280,766

 
Total liabilities and equity
$
4,410,958

 
$
3,252,370

 

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 7


pacfulllogoa10.jpg

Preferred Apartment Communities, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
 
 
 
Years ended December 31,
(In thousands)
 
2018
 
2017
Operating activities:
 
 
 
 
Net income
 
$
44,538

 
$
28,667

Reconciliation of net income to net cash provided by operating activities:
 
 
 
Depreciation and amortization expense
171,136

 
116,777

Amortization of above and below market leases
(5,905
)
 
(3,335
)
Deferred revenues and fee income amortization
(4,325
)
 
(2,347
)
Purchase option termination fee amortization
(8,660
)
 

Change in fair value of net assets of consolidated VIE
(320
)
 

Amortization of market discount on assumed debt and lease incentives
1,644

 
631

Deferred loan cost amortization
7,108

 
5,084

Decrease (increase) in accrued interest income on real estate loan investments
3,524

 
(4,970
)
Equity compensation to executives and directors
1,703

 
3,470

Gains on sale of real estate and trading investment
(69,703
)
 
(37,635
)
Cash received for purchase option terminations
7,740

 

Loss on extinguishment of debt
 

 
888

Mortgage interest received from consolidated VIE
6,049

 

Mortgage interest paid to other participants of consolidated VIE
(6,049
)
 

Increase in loan loss allowance
2,533

 

Other
 

 
189

Changes in operating assets and liabilities:
 
 
 
(Increase) in tenant receivables and other assets
(7,631
)
 
(12,105
)
(Increase) in tenant lease incentives
(7,607
)
 
(14,260
)
Increase in accounts payable and accrued expenses
2,876

 
2,382

Increase in accrued interest, prepaid rents and other liabilities
6,730

 
2,853

Net cash provided by operating activities
145,381

 
86,289

 
 
 
 
 
Investing activities:
 
 
 
 
Investment in real estate loans
 
(200,806
)
 
(148,346
)
Repayments of real estate loans
 
250,448

 
94,410

Notes receivable issued
 
(9,946
)
 
(7,864
)
Notes receivable repaid
 
12,759

 
6,100

Note receivable issued to and draws on line of credit by related parties
(51,789
)
 
(35,281
)
Repayments of line of credit by related parties
41,117

 
34,229

Origination fees received on real estate loan investments
4,331

 
2,634

Origination fees paid to Manager on real estate loan investments
(2,166
)
 
(1,320
)
Purchases of mortgage-backed securities
(45,927
)
 

Mortgage principal received from consolidated VIE
1,255

 

Acquisition of properties
 
(1,007,048
)
 
(779,643
)
Disposition of properties, net
 
164,838

 
116,813

Receipt of insurance proceeds for capital improvements
978

 
4,719

Additions to real estate assets - improvements
(44,383
)
 
(11,594
)
Deposits refunded (paid) on acquisitions
4,534

 
(2,034
)
Net cash used in investing activities
(881,805
)
 
(727,177
)
 
 
 
 
 
Financing activities:
 
 
 
 
Proceeds from mortgage notes payable
602,375

 
517,489

Repayments of mortgage notes payable
(121,797
)
 
(124,040
)
Payments for deposits and other mortgage loan costs
(12,299
)
 
(14,772
)
Payments for mortgage prepayment costs

 
(817
)
Proceeds from real estate loan participants
5

 
224

Payments to real estate loan participants
(10,425
)
 
(7,883
)
Proceeds from lines of credit
 
550,300

 
275,000

Payments on lines of credit
 
(535,100
)
 
(360,700
)
 
 
 
 
 (Continued on next page)
 
 
 
 
 

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 8


pacfulllogoa10.jpg

Preferred Apartment Communities, Inc.
Consolidated Statements of Cash Flows - continued
(Unaudited)
 
 
 
Years ended December 31,
(In thousands)
 
2018
 
2017
Repayment of the Term Loan
(11,000
)
 

Mortgage principal paid to other participants of consolidated VIE
(1,255
)
 

Proceeds from sales of Units, net of offering costs and redemptions
408,644

 
306,947

Proceeds from sales of Common Stock

 
74,213

Proceeds from exercises of warrants
20,052

 
80,970

Payments for redemptions of preferred stock
(9,367
)
 
(4,480
)
Common Stock dividends paid
 
(39,865
)
 
(27,409
)
Preferred stock dividends paid
 
(84,427
)
 
(61,966
)
Distributions to non-controlling interests
(1,034
)
 
(817
)
Payments for deferred offering costs
(3,705
)
 
(6,314
)
Contribution from non-controlling interests

 
540

Net cash provided by financing activities
751,102

 
646,185

 
 
 
 
Net increase (decrease) in cash, cash equivalents and restricted cash
14,678

 
5,297

Cash, cash equivalents and restricted cash, beginning of year
73,012

 
67,715

Cash, cash equivalents and restricted cash, end of year
$
87,690

 
$
73,012


Real Estate Loan Investments

The following tables present details pertaining to our portfolio of fixed rate, interest-only real estate loan investments.
Project/Property
 
Location
 
Maturity date
 
Optional extension date
 
Total loan commitments
 
Carrying amount (1) as of
 
Current / deferred interest % per annum
 
 
 
 
 
December 31, 2018
 
December 31, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
(in thousands)
 
 
Encore
 
Atlanta, GA
 
12/31/2018
 
N/A
 
$

 
$

 
$
10,958

 
8.5 / 5
Encore Capital
 
Atlanta, GA
 
4/8/2019
 
N/A
 

 

 
7,521

 
8.5 / 5
Palisades
 
Northern VA
 
5/17/2019
 
N/A
 
17,270

 
17,132

 
17,111

 
8 / 5
Fusion
 
Irvine, CA
 
12/1/2018
 
N/A
 

 

 
58,447

 
8.5 / 0
Green Park
 
Atlanta, GA
 
2/28/2018
 
N/A
 

 

 
11,464

 
8.5 / 5.83
Bishop Street
 
Atlanta, GA
 
6/30/2019
 
N/A
 
12,693

 
12,693

 
12,145

 
8.5 / 6.5
Hidden River (3)
 
Tampa, FL
 
12/3/2018
 
N/A
 

 

 
4,735

 
8.5 / 6.5
Hidden River Capital (3)
 
Tampa, FL
 
12/4/2018
 
N/A
 

 

 
5,041

 
8.5 / 6.5
CityPark II (3)
 
Charlotte, NC
 
1/7/2019
 
N/A
 

 

 
3,365

 
8.5 / 6.5
CityPark II Capital (3)
 
Charlotte, NC
 
1/8/2019
 
N/A
 

 

 
3,624

 
8.5 / 6.5
Park 35 on Clairmont
 
Birmingham, AL
 
6/26/2019
 
6/26/2020
 
21,060

 
21,060

 
21,060

 
8.5 / 2
Wiregrass
 
Tampa, FL
 
5/15/2020
 
5/15/2023
 
14,976

 
14,136

 
12,972

 
8.5 / 6.5
Wiregrass Capital
 
Tampa, FL
 
5/15/2020
 
5/15/2023
 
4,244

 
3,891

 
3,561

 
8.5 / 6.5
Berryessa
 
San Jose, CA
 
4/19/2018
 
N/A
 

 

 
30,571

 
10.5 / 0
Berryessa
 
San Jose, CA
 
2/13/2021
 
2/13/2023
 
137,616

 
95,349

 

 
8.5 / 6
The Anson (2)
 
Nashville, TN
 
6/1/2018
 
N/A
 

 

 
2,261

 
12 / 0
The Anson
 
Nashville, TN
 
11/24/2021
 
11/24/2023
 
6,240

 

 

 
8.5 / 4.5
The Anson
 
Nashville, TN
 
11/24/2021
 
11/24/2023
 
5,659

 
3,160

 

 
8.5 / 4.5
Fort Myers
 
Fort Myers, FL
 
2/3/2021
 
2/3/2022
 
9,416

 
8,118

 
3,521

 
8.5 / 5.5
Fort Myers Capital
 
Fort Myers, FL
 
2/3/2021
 
2/3/2022
 
6,193

 
5,442

 
4,994

 
8.5 / 5.5
360 Forsyth
 
Atlanta, GA
 
7/11/2020
 
7/11/2022
 
22,412

 
19,742

 
13,400

 
8.5 / 5.5
Morosgo
 
Atlanta, GA
 
1/31/2021
 
1/31/2022
 
11,749

 
10,736

 
4,951

 
8.5 / 5.5
Morosgo Capital
 
Atlanta, GA
 
1/31/2021
 
1/31/2022
 
6,176

 
5,188

 
4,761

 
8.5 / 5.5
University City Gateway
 
Charlotte, NC
 
8/15/2021
 
8/15/2022
 
10,336

 
10,335

 
850

 
8.5 / 5
University City Gateway
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Capital
 
Charlotte, NC
 
8/18/2021
 
8/18/2022
 
7,338

 
6,030

 
5,530

 
8.5 / 5
Cameron Park
 
Alexandria, VA
 
10/11/2021
 
10/11/2023
 
21,340

 
17,050

 

 
8.5 / 3
Cameron Park Capital
 
Alexandria, VA
 
10/11/2021
 
10/11/2023
 
8,850

 
7,557

 

 
8.5 / 3
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Table continued on next page)
 
 
 
 
 
 
 
 
 
 
 
 

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 9


pacfulllogoa10.jpg

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Project/Property
 
Location
 
Maturity date
 
Optional extension date
 
Total loan commitments
 
Carrying amount (1) as of
 
Current / deferred interest % per annum
 
 
 
 
 
December 31, 2018
 
December 31, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(Continued from previous page)
 
 
 
 
 
 
 
 
 
 
 
 
 
(in thousands)
 
 
Southpoint
 
Fredericksburg, VA
 
2/28/2022
 
2/28/2024
 
7,348

 
896

 

 
8.5 / 4
Southpoint Capital
 
Fredericksburg, VA
 
2/28/2022
 
2/28/2024
 
4,962

 
3,895

 

 
8.5 / 4
Duval
 
Jacksonville, FL
 
6/14/2022
 
6/14/2023
 
16,697

 
3,886

 

 
8.5 / 3.5
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Student housing properties:
 
 
 
 
 
 
 
 
Haven 12
 
Starkville, MS
 
11/30/2020
 
N/A
 
6,116

 
6,116

 
5,816

 
8.5 / 0
Haven46
 
Tampa, FL
 
3/29/2019
 
N/A
 

 

 
9,820

 
8.5 / 5
Haven Northgate (3)
 
College Station, TX
 
6/20/2019
 
N/A
 

 

 
65,724

 
(4)  / 1.5
Lubbock II (3)
 
Lubbock, TX
 
4/20/2019
 
N/A
 

 

 
9,357

 
8.5 / 0
Haven Charlotte
 
Charlotte, NC
 
12/22/2019
 
12/22/2021
 
19,582

 
19,462

 
17,039

 
8.5 / 6.5
Haven Charlotte Member
Charlotte, NC
 
12/22/2019
 
12/22/2021
 
8,201

 
8,201

 
7,795

 
8.5 / 6.5
Solis Kennesaw
 
Atlanta, GA
 
9/26/2020
 
9/26/2022
 
12,359

 
11,343

 
1,610

 
8.5 / 5.5
Solis Kennesaw Capital
 
Atlanta, GA
 
10/1/2020
 
10/1/2022
 
8,360

 
7,786

 
7,145

 
8.5 / 5.5
Solis Kennesaw II
 
Atlanta, GA
 
5/5/2022
 
5/5/2024
 
13,613

 
4,268

 

 
8.5 / 4
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
New Market Properties:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dawson Marketplace
 
Atlanta, GA
 
9/24/2020
 
9/24/2022
 
12,857

 
12,857

 
12,857

 
8.5 / 6.9 (5)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Preferred Office Properties:
 
 
 
 
 
 
 
 
 
 
 
 
8West
 
Atlanta, GA
 
11/29/2022
 
11/29/2024
 
30,329

 

 

 
8.5 / 5
8West construction loan
 
Atlanta, GA
 
11/29/2022
 
11/29/2024
 
37,250

 

 

 
(6) 
Other:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Crescent Avenue (7)
 
Atlanta, GA
 
4/13/2018
 
N/A
 

 

 
8,500

 
10 / 5
North Augusta Ballpark (8)
North Augusta, SC
 
1/15/2021
 
1/15/2024
 

 

 

 
9 / 6
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$
501,242

 
336,329

 
388,506

 
 
Unamortized loan origination fees
 
 
 
 
 
 
 
(2,118
)
 
(1,710
)
 
 
Allowance for loan losses
 
 
 
 
 

 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Carrying amount
 
 
 
 
 
 
 
 
 
$
334,211

 
$
386,796

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Carrying amounts presented per loan are amounts drawn, exclusive of deferred fee revenue.
(2) Effective May 24, 2018, the land acquisition bridge loan was converted into a real estate loan and a capital loan, shown below.
(3) The loan was repaid in full in connection with our acquisition of the underlying property.
(4) The current interest rate on the Haven Northgate loan was a variable rate of 600 basis points over LIBOR.
(5) Effective January 1, 2018, the deferred interest rate increased to 6.9% per annum until the accumulated accrued interest balance reaches $250, at which point the deferred interest rate reverts to 5.0%.
(6) The current interest rate on the 8West construction loan is a variable rate of 400 basis points over LIBOR.
(7) The loan was repaid in full on June 20, 2018.
(8) The loan was repaid in full on December 21, 2018.

    











FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 10


pacfulllogoa10.jpg

We hold options, but not obligations, to purchase certain of the properties which are partially financed by our real estate loan investments. The option purchase prices are negotiated at the time of the loan closing and are to be calculated based upon market cap rates at the time of exercise of the purchase option, less a discount ranging from between 10 and 60 basis points (if any), depending on the loan. As of December 31, 2018, potential property acquisitions and units from projects in our real estate loan investment portfolio consisted of:

 
 
 
Total units upon
 
Purchase option window
 
Project/Property
Location
 
completion (1)
 
Begin
 
End
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
 
 
 
Palisades
Northern VA
 
304

 
5/1/2019
 
5/31/2019
 
Fort Myers
Fort Myers, FL
 
224

 
S + 90 days (2)
 
S + 150 days (2)
 
Wiregrass
Tampa, FL
 
392

 
S + 90 days (2)
 
S + 150 days (2)
 
360 Forsyth
Atlanta, GA
 
356

 
S + 90 days (2)
 
S + 150 days (2)
 
Morosgo
Atlanta, GA
 
258

 
S + 90 days (2)
 
S + 150 days (2)
 
University City Gateway
Charlotte, NC
 
338

 
S + 90 days (2)
 
S + 150 days (2)
 
The Anson
Nashville, TN
 
301

 
S + 90 days (2)
 
S + 150 days (2)
 
Cameron Park
Alexandria, VA
 
302

 
S + 90 days (2)
 
S + 150 days (2)
 
Southpoint
Fredericksburg, VA
 
240

 
S + 90 days (2)
 
S + 150 days (2)
 
Duval
Jacksonville, FL
 
332

 
S + 90 days (3)
 
S + 150 days (3)
 
 
 
 
 
 
 
 
 
 
Student housing properties:
 
 
 
 
 
 
 
 
Solis Kennesaw
Atlanta, GA
 
248

 
(4) 
 
(4) 
 
Solis Kennesaw II
Atlanta, GA
 
175

 
(5) 
 
(5) 
 
 
 
 
 
 
 
 
 
 
Office property:
 
 
 
 
 
 
 
 
8West
Atlanta, GA
 
(6) 

 
(6) 
 
(6) 
 
 
 
 
 
 
 
 
 
 
 
 
 
3,470

 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties from our real estate loan investment portfolio. The purchase options held by us on the Bishop Street, Hidden River, and Haven Charlotte projects were terminated, in exchange for an aggregate $6.7 million in termination fees from the developers.
 
(2) The option period window begins and ends at the number of days indicated beyond the achievement of a 93% physical occupancy rate by the underlying property.
 
(3) The option period window begins on the earlier of June 21, 2024 and the number of days indicated beyond the achievement of a 93% physical occupancy rate by the underlying property.
 
(4) The option period begins on October 1 of the second academic year following project completion and ends on the following December 31. The developer may elect to expedite the option period to begin December 1, 2019 and end on December 31, 2019.
 
(5) The option period begins on October 1 of the second academic year following project completion and ends on the following December 31. The developer may elect to expedite the option period to begin December 1, 2020 and end on December 31, 2020.
 
(6) The project plans are for the construction of a class A office building consisting of approximately 187,000 rentable square feet; our purchase option window opens 90 days following the achievement of 90% lease commencement and ends on November 30, 2024 (subject to adjustment). Our purchase option is at the to-be-agreed-upon market value. In the event the property is sold to a third party, we would be due a fee based on a minimum multiple of 1.15 times the amount drawn on the real estate loan investment, less the amounts of principal and accrued interest repaid.
 



FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 11


pacfulllogoa10.jpg

Mortgage Indebtedness

The following table presents certain details regarding our mortgage notes payable:
 
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
December 31, 2018
 
December 31, 2017
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
(in thousands)
 
 
 
 
 
 
 
 
Stone Rise
7/3/2014
 
$

(2) 
$
23,939

 
8/1/2019
 
2.89
%
 
Fixed rate
 
8/31/2015
Summit Crossing
10/31/2017
 
38,349

 
39,019

 
11/1/2024
 
3.99
%
 
Fixed rate
 
N/A
Summit Crossing II
3/20/2014
 
13,357

 
13,357

 
4/1/2021
 
4.49
%
 
Fixed rate
 
4/30/2019
McNeil Ranch
1/24/2013
 

(3) 
13,646

 
2/1/2020
 
3.13
%
 
Fixed rate
 
2/28/2018
Lake Cameron
1/24/2013
 

(4) 
19,773

 
2/1/2020
 
3.13
%
 
Fixed rate
 
2/28/2018
Stoneridge
9/26/2014
 

(5) 
26,136

 
10/1/2019
 
3.18
%
 
Fixed rate
 
N/A
Vineyards
9/26/2014
 
34,039

 
34,672

 
10/1/2021
 
3.68
%
 
Fixed rate
 
10/31/2017
Avenues at Cypress
2/13/2015
 
21,198

 
21,675

 
9/1/2022
 
3.43
%
 
Fixed rate
 
N/A
Avenues at Northpointe
2/13/2015
 
26,899

 
27,467

 
3/1/2022
 
3.16
%
 
Fixed rate
 
3/31/2017
Venue at Lakewood Ranch
5/21/2015
 
28,723

 
29,348

 
12/1/2022
 
3.55
%
 
Fixed rate
 
N/A
Aster at Lely Resort
6/24/2015
 
31,796

 
32,471

 
7/5/2022
 
3.84
%
 
Fixed rate
 
N/A
CityPark View
6/30/2015
 
20,571

 
21,038

 
7/1/2022
 
3.27
%
 
Fixed rate
 
N/A
Avenues at Creekside
7/31/2015
 
39,697

 
40,523

 
8/1/2024
 
4.10
%
 
160
(6) 
8/31/2016
Citi Lakes
9/3/2015
 
41,582

 
42,396

 
4/1/2023
 
4.67
%
 
217
(7) 
N/A
Stone Creek
6/22/2017
 
20,139

 
20,467

 
7/1/2052
 
3.22
%
 
Fixed rate
 
N/A
Lenox Village Town Center
12/21/2015
 
29,274

 
30,009

 
5/1/2019
 
3.82
%
 
Fixed rate
 
N/A
Lenox Village III
12/21/2015
 
17,465

 
17,802

 
1/1/2023
 
4.04
%
 
Fixed rate
 
N/A
Overton Rise
2/1/2016
 
39,220

 
39,981

 
8/1/2026
 
3.98
%
 
Fixed rate
 
N/A
Village at Baldwin Park
12/17/2018
 
71,453

 
77,800

 
1/1/2054
 
4.16
%
 
Fixed rate
 
N/A
Crosstown Walk
1/15/2016
 
30,878

 
31,486

 
2/1/2023
 
3.90
%
 
Fixed rate
 
N/A
525 Avalon Park
6/15/2017
 
65,740

 
66,912

 
7/1/2024
 
3.98
%
 
Fixed rate
 
N/A
City Vista
7/1/2016
 
34,387

 
35,073

 
7/1/2026
 
3.68
%
 
Fixed rate
 
N/A
Sorrel
8/24/2016
 
32,137

 
32,801

 
9/1/2023
 
3.44
%
 
Fixed rate
 
N/A
Citrus Village
3/3/2017
 
29,393

 
29,970

 
6/10/2023
 
3.65
%
 
Fixed rate
 
6/09/2017
Retreat at Greystone
11/21/2017
 
34,644

 
35,210

 
12/1/2024
 
4.31
%
 
Fixed rate
 
N/A
Founders Village
3/31/2017
 
30,748

 
31,271

 
4/1/2027
 
4.31
%
 
Fixed rate
 
N/A
Claiborne Crossing
4/26/2017
 
26,381

 
26,801

 
6/1/2054
 
2.89
%
 
Fixed rate
 
N/A
Luxe at Lakewood Ranch
7/26/2017
 
38,378

 
39,066

 
8/1/2027
 
3.93
%
 
Fixed rate
 
N/A
Adara at Overland Park
9/27/2017
 
31,203

 
31,760

 
4/1/2028
 
3.90
%
 
Fixed rate
 
N/A
Aldridge at Town Village
10/31/2017
 
37,222

 
37,847

 
11/1/2024
 
4.19
%
 
Fixed rate
(8) 
N/A
Reserve at Summit Crossing
9/29/2017
 
19,654

 
20,017

 
10/1/2024
 
3.87
%
 
Fixed rate
 
N/A

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 12


pacfulllogoa10.jpg

Table continued from previous page
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
December 31, 2018
 
December 31, 2017
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
 
 
 
(in thousands)
 
 
 
 
 
 
 
 
Overlook at Crosstown Walk
11/21/2017
 
21,848

 
22,231

 
12/1/2024
 
3.95
%
 
Fixed rate
 
N/A
Colony at Centerpointe
12/20/2017
 
32,770

 
33,346

 
10/1/2026
 
3.68
%
 
Fixed rate
 
N/A
Lux at Sorrel
1/9/2018
 
31,057

 

 
2/1/2030
 
3.91
%
 
Fixed rate
 
N/A
Green Park
2/28/2018
 
39,236

 

 
3/10/2028
 
4.09
%
 
Fixed rate
 
N/A
The Lodge at Hidden River
9/27/2018
 
41,576

 

 
10/1/2028
 
4.32
%
 
Fixed rate
 
N/A
Vestavia Reserve
11/9/2018
 
37,726

 

 
12/1/2030
 
4.40
%
 
Fixed rate
 
N/A
CityPark View South
11/15/2018
 
24,140

 

 
6/1/2029
 
4.51
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total multifamily communities
 
 
1,112,880

 
1,045,310

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Grocery-anchored shopping centers:
Spring Hill Plaza
9/5/2014
 
9,261

 
9,470

 
10/1/2019
 
3.36
%
 
Fixed rate
 
10/31/2015
Parkway Town Centre
9/5/2014
 
6,735

 
6,887

 
10/1/2019
 
3.36
%
 
Fixed rate
 
10/31/2015
Woodstock Crossing
8/8/2014
 
2,935

 
2,989

 
9/1/2021
 
4.71
%
 
Fixed rate
 
N/A
Deltona Landings
9/30/2014
 
6,622

 
6,778

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Powder Springs
9/30/2014
 
6,987

 
7,152

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Kingwood Glen
9/30/2014
 
11,079

 
11,340

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Barclay Crossing
9/30/2014
 
6,229

 
6,376

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Sweetgrass Corner
9/30/2014
 
7,555

 
7,731

 
10/1/2019
 
3.58
%
 
Fixed rate
 
N/A
Parkway Centre
9/30/2014
 
4,338

 
4,441

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
The Market at Salem Cove
10/6/2014
 
9,253

 
9,423

 
11/1/2024
 
4.21
%
 
Fixed rate
 
11/30/2016
Independence Square
8/27/2015
 
11,716

 
11,967

 
9/1/2022
 
3.93
%
 
Fixed rate
 
9/30/2016
Royal Lakes Marketplace
9/4/2015
 
9,544

 
9,690

 
9/4/2020
 
4.85
%
 
250
 
4/3/2017
The Overlook at Hamilton Place
12/22/2015
 
19,913

 
20,301

 
1/1/2026
 
4.19
%
 
Fixed rate
 
N/A
Summit Point
10/30/2015
 
11,858

 
12,208

 
11/1/2022
 
3.57
%
 
Fixed rate
 
N/A
East Gate Shopping Center
4/29/2016
 
5,431

 
5,578

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Fury's Ferry
4/29/2016
 
6,273

 
6,444

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Rosewood Shopping Center
4/29/2016
 
4,214

 
4,328

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Southgate Village
4/29/2016
 
7,491

 
7,694

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
The Market at Victory Village
5/16/2016
 
9,066

 
9,214

 
9/11/2024
 
4.40
%
 
Fixed rate
 
10/10/2017
Wade Green Village
4/7/2016
 
7,815

 
7,969

 
5/1/2026
 
4.00
%
 
Fixed rate
 
N/A
Lakeland Plaza
7/15/2016
 
28,256

 
29,023

 
8/1/2026
 
3.85
%
 
Fixed rate
 
N/A
University Palms
8/8/2016
 
12,798

 
13,162

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 13


pacfulllogoa10.jpg

Table continued from previous page
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
December 31, 2018
 
December 31, 2017
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
 
 
 
(in thousands)
 
 
 
 
 
 
 
 
Cherokee Plaza
8/8/2016
 
24,683

 
25,322

 
9/1/2021
 
4.60
%
 
225
(9) 
N/A
Sandy Plains Exchange
8/8/2016
 
8,940

 
9,194

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Thompson Bridge Commons
8/8/2016
 
11,951

 
12,291

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Heritage Station
8/8/2016
 
8,845

 
9,097

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Oak Park Village
8/8/2016
 
9,128

 
9,388

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Shoppes of Parkland
8/8/2016
 
15,978

 
16,241

 
9/1/2023
 
4.67
%
 
Fixed rate
 
N/A
Champions Village
10/18/2016
 
27,400

 
27,400

 
11/1/2021
 
5.35
%
 
300
(10) 
11/1/2021
Castleberry-Southard
4/21/2017
 
11,175

 
11,383

 
5/1/2027
 
3.99
%
 
Fixed rate
 
N/A
Rockbridge Village
6/6/2017
 
13,875

 
14,142

 
7/5/2027
 
3.73
%
 
Fixed rate
 
N/A
Irmo Station
7/26/2017
 
10,307

 
10,566

 
8/1/2030
 
3.94
%
 
Fixed rate
 
N/A
Maynard Crossing
8/25/2017
 
17,927

 
18,388

 
9/1/2032
 
3.74
%
 
Fixed rate
 
N/A
Woodmont Village
9/8/2017
 
8,535

 
8,741

 
10/1/2027
 
4.125
%
 
Fixed rate
 
N/A
West Town Market
9/22/2017
 
8,737

 
8,963

 
10/1/2025
 
3.65
%
 
Fixed rate
 
N/A
Crossroads Market
12/5/2017
 
18,584

 
19,000

 
1/1/2030
 
3.95
%
 
Fixed rate
 
N/A
Anderson Central
3/16/2018
 
11,817

 

 
4/1/2028
 
4.32
%
 
Fixed rate
 
N/A
Greensboro Village
5/22/2018
 
8,452

 

 
6/1/2028
 
4.20
%
 
Fixed rate
 
N/A
Governors Towne Square
5/22/2018
 
11,245

 

 
6/1/2028
 
4.20
%
 
Fixed rate
 
N/A
Conway Plaza
6/29/2018
 
9,716

 

 
7/5/2028
 
4.29
%
 
Fixed rate
 
N/A
Brawley Commons
7/6/2018
 
18,387

 

 
8/1/2028
 
4.36
%
 
Fixed rate
 
N/A
Hollymead Town Center
12/21/2018
 
27,300

 

 
1/1/2029
 
4.64
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total grocery-anchored shopping centers
 
 
488,351

 
410,281

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Student housing properties:
North by Northwest
6/1/2016
 
32,004

 
32,767

 
10/1/2022
 
4.02
%
 
Fixed rate
 
N/A
SoL
10/31/2018
 
36,197

 
37,485

 
11/1/2028
 
4.71
%
 
Fixed rate
 
N/A
Stadium Village
10/27/2017
 
46,095

 
46,930

 
11/1/2024
 
3.80
%
 
Fixed rate
 
N/A
Ursa
12/18/2017
 
31,400

 
31,400

 
1/5/2020
 
5.50
%
 
300
 
1/5/2020
The Tradition
5/10/2018
 
30,000

 

 
6/6/2021
 
6.50
%
 
400
(11) 
6/6/2021
Retreat at Orlando
5/31/2018
 
47,125

 

 
9/1/2025
 
4.09
%
 
Fixed rate
 
9/1/2020
The Bloc
6/27/2018
 
28,966

 

 
7/9/2021
 
6.05
%
 
355
(12) 
7/9/2021
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total student housing properties
 
 
251,787

 
148,582

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 14


pacfulllogoa10.jpg

Table continued from previous page
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
December 31, 2018
 
December 31, 2017
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
 
 
 
(in thousands)
 
 
 
 
 
 
 
 
Office buildings:
Brookwood Center
8/29/2016
 
31,481

 
32,219

 
9/10/2031
 
3.52
%
 
Fixed rate
 
10/9/2017
Galleria 75
11/4/2016
 
5,540

 
5,716

 
7/1/2022
 
4.25
%
 
Fixed rate
 
N/A
Three Ravinia
12/30/2016
 
115,500

 
115,500

 
1/1/2042
 
4.46
%
 
Fixed rate
 
1/31/2022
Westridge at La Cantera
11/13/2017
 
53,163

 
54,440

 
12/10/2028
 
4.10
%
 
Fixed rate
 
N/A
Armour Yards
1/29/2018
 
40,000

 

 
2/1/2028
 
4.10
%
 
Fixed rate
 
2/29/2020
150 Fayetteville
7/31/2018
 
114,400

 

 
8/10/2028
 
4.27
%
 
Fixed rate
 
9/9/2020
Capitol Towers
12/20/2018
 
126,650

 

 
1/10/2037
 
4.60
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total office buildings
 
 
486,734

 
207,875

 
 
 
 
 
 
 
 
Grand total
 
 
2,339,752

 
1,812,048

 
 
 
 
 
 
 
 
Less: deferred loan costs
 
 
(35,242
)
 
(30,249
)
 
 
 
 
 
 
 
 
Less: below market debt adjustment
 
 
(4,885
)
 
(5,147
)
 
 
 
 
 
 
 
 
Mortgage notes, net
 
 
$
2,299,625

 
$
1,776,652

 
 
 
 
 
 
 
 

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 15


pacfulllogoa10.jpg

    
Footnotes to Mortgage Notes Table
 
(1) Following the indicated interest only period (where applicable), monthly payments of accrued interest and principal are based on a 25 to 35-year amortization period through the maturity date.
(2) On September 28, 2018, the Company legally defeased the mortgage loan in conjunction with the sale of its Stone Rise property located in Philadelphia, PA. In connection with the defeasance, the mortgage and other liens on the property were extinguished and all existing collateral, including various guarantees, were released. As a result of the defeasance, the Company incurred costs associated with the defeasance of approximately $71,000.
(3) On December 11, 2018, the Company legally defeased the mortgage loan in conjunction with the sale of its McNeil Ranch property, located in Dallas, TX. In connection with the defeasance, the mortgage and other liens on the property were extinguished and all existing collateral, including various guarantees, were released. As a result of the defeasance, the Company incurred costs associated with the defeasance of approximately $147,000.
(4) On March 20, 2018, the Company legally defeased the mortgage loan in conjunction with the sale of its Lake Cameron property, located in Raleigh, NC. In connection with the defeasance, the mortgage and other liens on the property were extinguished and all existing collateral, including various guarantees, were released. As a result of the defeasance, the Company incurred costs associated with the defeasance of approximately $402,000.
(5) On October 23,2018, the Company legally defeased the mortgage loan in conjunction with the sale of its Stoneridge Farms at the Hunt Club property, located in Nashville, TN. In connection with the defeasance, the mortgage and other liens on the property were extinguished and all existing collateral, including various guarantees, were released. As a result of the defeasance, the Company incurred costs associated with the defeasance of approximately $233,000.
(6)  The mortgage instrument was assumed as part of the sales transaction; the 1 Month LIBOR index is capped at 5.0%, resulting in a cap on the combined rate of 6.6%.
(7) The 1 Month LIBOR index is capped at 4.33% resulting in a cap on the combined rate of 6.5%.
(8) The property was temporarily financed through a credit facility sponsored by the Federal Home Loan Mortgage Corporation; the Company obtained permanent mortgage financing subsequent to the closing as shown.
(9) The interest rate has a floor of 2.7%.
(10) The interest rate has a floor of 3.25%.
(11) The interest rate has a floor of 5.6%.
(12) The interest rate has a floor of 5.25%.

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 16


pacfulllogoa10.jpg

Multifamily Communities

As of December 31, 2018, our multifamily community portfolio consisted of the following properties:
 
 
 
 
 
 
 
 
Three months ended
December 31, 2018
 
Property
 
Location
 
Number of units
 
Average unit size (sq. ft.)
 
Average physical occupancy
 
Average rent per unit
 
 
 
 
 
 
 
 
 
 
 
 
 
Established Communities:
 
 
 
 
 
 
 
 
 
 
 
Avenues at Cypress
 
Houston, TX
 
240

 
1,170

 
95.4
%
 
$
1,450

 
Avenues at Northpointe
 
Houston, TX
 
280

 
1,167

 
93.9
%
 
$
1,380

 
Vineyards
 
Houston, TX
 
369

 
1,122

 
93.9
%
 
$
1,177

 
Aster at Lely Resort
 
Naples, FL
 
308

 
1,071

 
92.2
%
 
$
1,486

 
Venue at Lakewood Ranch
 
Sarasota, FL
 
237

 
1,001

 
95.6
%
 
$
1,570

 
Citi Lakes
 
Orlando, FL
 
346

 
984

 
94.3
%
 
$
1,425

 
Lenox Village
 
Nashville, TN
 
273

 
906

 
95.0
%
 
$
1,248

 
Regent at Lenox
 
Nashville, TN
 
18

 
1,072

 
100.0
%
 
$
1,264

 
Retreat at Lenox
 
Nashville, TN
 
183

 
773

 
94.5
%
 
$
1,181

 
Overton Rise
 
Atlanta, GA
 
294

 
1,018

 
94.1
%
 
$
1,553

 
Sorrel
 
Jacksonville, FL
 
290

 
1,048

 
94.4
%
 
$
1,284

 
 
 
 
 
 
 
 
 
 
 
 
 
Total/Average Established Communities
 
 
 
2,838

 
 
 
94.3
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Summit Crossing I
 
Atlanta, GA
 
345

 
1,034

 
95.2
%
 
$
1,162

 
Summit Crossing II
 
Atlanta, GA
 
140

 
1,100

 
96.7
%
 
$
1,271

 
CityPark View
 
Charlotte, NC
 
284

 
948

 

 
$
1,113

 
CityPark View South
 
Charlotte, NC
 
200

 
1,005

 

 
$

 
Avenues at Creekside
 
San Antonio, TX
 
395

 
974

 
93.9
%
 
$
1,156

 
Stone Creek
 
Houston, TX
 
246

 
852

 

 
$
1,098

 
525 Avalon Park
 
Orlando, FL
 
487

 
1,394

 
94.7
%
 
$
1,460

 
Retreat at Greystone
 
Birmingham, AL
 
312

 
1,100

 
96.4
%
 
$
1,248

 
Citrus Village
 
Tampa, FL
 
296

 
980

 
97.5
%
 
$
1,293

 
Founders Village
 
Williamsburg, VA
 
247

 
1,070

 
93.4
%
 
$
1,388

 
Crosstown Walk
 
Tampa, FL
 
342

 
981

 
94.3
%
 
$
1,306

 
Overlook at Crosstown Walk
 
Tampa, FL
 
180

 
986

 
94.8
%
 
$
1,391

 
City Vista
 
Pittsburgh, PA
 
272

 
1,023

 
95.5
%
 
$
1,368

 
Claiborne Crossing
 
Louisville, KY
 
242

 
1,204

 
94.6
%
 
$
1,349

 
Luxe at Lakewood Ranch
 
Sarasota, FL
 
280

 
1,105

 

 
$
1,498

 
Adara Overland Park
 
Kansas City, KS
 
260

 
1,116

 
95.1
%
 
$
1,346

 
Aldridge at Town Village
 
Atlanta, GA
 
300

 
969

 
95.2
%
 
$
1,347

 
The Reserve at Summit Crossing
 
Atlanta, GA
 
172

 
1,002

 
94.6
%
 
$
1,353

 
Colony at Centerpointe
 
Richmond, VA
 
255

 
1,149

 
95.7
%
 
$
1,382

 
Lux at Sorrel
 
Jacksonville, FL
 
265

 
1,025

 
93.2
%
 
$
1,392

 
Green Park
 
Atlanta, GA
 
310

 
985

 
94.6
%
 
$
1,467

 
Lodge at Hidden River
 
Tampa, FL
 
300

 
980

 

 
$

 
Vestavia Reserve
 
Birmingham, AL
 
272

 
1,113

 

 
$

 
 
 
 
 
 
 
 
 
 
 
 
 
Value-add project:
 
 
 
 
 
 
 
 
 
 
 
Village at Baldwin Park
 
Orlando, FL
 
528

 
1,069

 

 
$
1,677

 
 
 
 
 
 
 
 
 
 
 
 
 
Total PAC Non-Established Communities
 
 
 
6,930

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Average stabilized physical occupancy
 
 
 
 
 
 
 
94.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total multifamily community units
 
 
 
9,768

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

For the three-month period ended December 31, 2018, our average established multifamily communities' physical occupancy was 94.3%. We calculate average established physical occupancy for quarterly periods as the average number of occupied units on the 20th day of each of the trailing three months from the reporting period end date and that have been owned for at least 15 full months as of the end of the first quarter of each year. We exclude the operating results of properties for which construction of adjacent phases has commenced, properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. For the three-month period ended December 31, 2018, our average stabilized physical occupancy was 94.7%. We calculate average stabilized physical occupancy

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 17


pacfulllogoa10.jpg

for quarterly periods as the average number of occupied units on the 20th day of each of the trailing three months from the reporting period end date. For the three-month period ended December 31, 2018, our average economic occupancy was 94.7%. We define average economic occupancy as market rent reduced by vacancy losses, expressed as a percentage. All of our multifamily properties are included in these calculations except for properties which are not yet stabilized (which we define as properties having first achieved 93% physical occupancy for three full months in a quarter), properties which are owned for less than the entire reporting period and properties which are undergoing significant capital projects, have sustained significant casualty losses or are adding additional phases (Stone Creek, Village at Baldwin Park, Luxe at Lakewood Ranch, CityPark View and Avenues at Creekside). We also exclude properties which are currently being marketed for sale, of which we had none at December 31, 2018.

Student Housing Properties

As of December 31, 2018, our student housing portfolio consisted of the following properties:
 
 
 
 
 
 
 
 
 
 
Three months ended
December 31, 2018
Property
 
Location
 
Number of units
 
Number of beds
 
Average unit size (sq. ft.)
 
Average physical occupancy (1)
 
Average rent per bed
Student housing properties:
 
 
 
 
 
 
 
 
 
 
 
 
North by Northwest
 
Tallahassee, FL
 
219

 
679

 
1,250

 
95.3
%
 
$
729

SoL
 
Tempe, AZ
 
224

 
639

 
1,296

 
96.9
%
 
$
694

Stadium Village (2)
 
Atlanta, GA
 
198

 
792

 
1,466

 
96.0
%
 
$
718

Ursa (2)
 
Waco, TX
 
250

 
840

 
1,634

 

 
n/a

The Tradition
 
College Station, TX
 
427

 
808

 
549

 

 
n/a

The Retreat at Orlando
 
Orlando, FL
 
221

 
894

 
2,036

 

 
n/a

The Bloc
 
Lubbock, TX
 
140

 
556

 
1,394

 

 
n/a

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
1,679

 
5,208

 
 
 
 
 
 
(1) Data only presented for stabilized student housing properties.
(2) The Company acquired and owns an approximate 99% equity interest in a joint venture which owns both Stadium Village and Ursa.

Capital Expenditures

We regularly incur capital expenditures related to our owned multifamily communities and student housing properties. Capital expenditures may be nonrecurring and discretionary, as part of a strategic plan intended to increase a property’s value and corresponding revenue-generating ability, or may be normally recurring and necessary to maintain the income streams and present value of a property. Certain capital expenditures may be budgeted and reserved for upon acquiring a property as initial expenditures necessary to bring a property up to our standards or to add features or amenities that we believe make the property a compelling value to prospective residents in its individual market. These budgeted nonrecurring capital expenditures in connection with an acquisition are funded from the capital source(s) for the acquisition and are not dependent upon subsequent property operating cash flows for funding.













FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 18


pacfulllogoa10.jpg

For the three-month period ended December 31, 2018, our capital expenditures for multifamily communities consisted of:
 
 
 
Capital Expenditures - Multifamily Communities
 
 
 
Recurring
 
Non-recurring
 
Total
(in thousands, except per-unit figures)
Amount
 
Per Unit
 
Amount
 
Per Unit
 
Amount
 
Per Unit
Appliances
$
119

 
$
12.27

 
$

 
$

 
$
119

 
$
12.27

Carpets
 
 
337

 
34.73

 

 

 
337

 
34.73

Wood / vinyl flooring
176

 
18.19

 

 

 
176

 
18.19

Mini blinds and ceiling fans
60

 
6.14

 

 

 
60

 
6.14

Fire safety
 

 

 
51

 
5.25

 
51

 
5.25

HVAC
 
81

 
8.43

 

 

 
81

 
8.43

Computers, equipment, misc.
3

 
0.25

 
18

 
1.82

 
21

 
2.07

Elevators

 

 
2

 
0.24

 
2

 
0.24

Exterior painting

 

 
73

 
7.61

 
73

 
7.61

Leasing office and other common amenities 
43

 
4.48

 
98

 
10.08

 
141

 
14.56

Major structural projects 

 

 
653

 
67.41

 
653

 
67.41

Cabinets and countertop upgrades

 

 
98

 
10.14

 
98

 
10.14

Landscaping and fencing

 

 
71

 
7.33

 
71

 
7.33

Parking lot
 

 

 
62

 
6.37

 
62

 
6.37

Signage and sanitation

 

 
60

 
6.11

 
60

 
6.11

Totals
 
 
$
819

 
$
84.49

 
$
1,186

 
$
122.36

 
$
2,005

 
$
206.85


For the three-month period ended December 31, 2018, our capital expenditures for student housing properties consisted of:
 
 
 
Capital Expenditures - Student Housing Properties
 
 
 
Recurring
 
Non-recurring
 
Total
(in thousands, except per-bed figures)
Amount
 
Per Bed
 
Amount
 
Per Bed
 
Amount
 
Per Bed
Appliances
$
23

 
$
4.51

 
$

 
$

 
$
23

 
$
4.51

Carpets
 
 
2

 
0.40

 

 

 
2

 
0.40

Wood / vinyl flooring
3

 
0.51

 

 

 
3

 
0.51

Mini blinds and ceiling fans
6

 
1.24

 

 

 
6

 
1.24

Fire safety
 

 

 
61

 
11.71

 
61

 
11.71

HVAC
 
24

 
4.55

 

 

 
24

 
4.55

Computers, equipment, misc.
1

 
0.24

 
44

 
8.67

 
45

 
8.91

Leasing office and other common amenities 

 

 
3

 
0.51

 
3

 
0.51

Major structural projects 

 

 
29

 
5.54

 
29

 
5.54

Cabinets and counter top upgrades
7

 
1.28

 

 

 
7

 
1.28

Totals
 
 
$
66

 
$
12.73

 
$
137

 
$
26.43

 
$
203

 
$
39.16
















FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 19


pacfulllogoa10.jpg

Grocery-Anchored Shopping Center Portfolio

As of December 31, 2018, our grocery-anchored shopping center portfolio consisted of the following properties:
Property name
Location
 
Year built
 
GLA (1)
 
Percent leased
 
Grocery anchor tenant
 
 
 
 
 
 
 
 
 
 
Castleberry-Southard
 Atlanta, GA
 
2006
 
80,018

 
100.0
%
 
 Publix
Cherokee Plaza
 Atlanta, GA
 
1958
 
102,864

 
100.0
%
 
Kroger
Governors Towne Square
 Atlanta, GA
 
2004
 
68,658

 
95.9
%
 
 Publix
Lakeland Plaza
 Atlanta, GA
 
1990
 
301,711

 
95.1
%
 
Sprouts
Powder Springs
 Atlanta, GA
 
1999
 
77,853

 
96.9
%
 
 Publix
Rockbridge Village
 Atlanta, GA
 
2005
 
102,432

 
94.2
%
 
 Kroger
Roswell Wieuca Shopping Center
 Atlanta, GA
 
2007
 
74,370

 
96.6
%
 
 The Fresh Market
Royal Lakes Marketplace
 Atlanta, GA
 
2008
 
119,493

 
88.4
%
 
 Kroger
Sandy Plains Exchange
 Atlanta, GA
 
1997
 
72,784

 
93.2
%
 
Publix
Summit Point
 Atlanta, GA
 
2004
 
111,970

 
86.9
%
 
 Publix
Thompson Bridge Commons
 Atlanta, GA
 
2001
 
92,587

 
96.1
%
 
Kroger
Wade Green Village
 Atlanta, GA
 
1993
 
74,978

 
93.2
%
 
 Publix
Woodmont Village
 Atlanta, GA
 
2002
 
85,639

 
94.6
%
 
Kroger
Woodstock Crossing
 Atlanta, GA
 
1994
 
66,122

 
100.0
%
 
 Kroger
East Gate Shopping Center
 Augusta, GA
 
1995
 
75,716

 
92.2
%
 
 Publix
Fury's Ferry
 Augusta, GA
 
1996
 
70,458

 
98.0
%
 
 Publix
Parkway Centre
 Columbus, GA
 
1999
 
53,088

 
100.0
%
 
 Publix
Spring Hill Plaza
 Nashville, TN
 
2005
 
61,570

 
100.0
%
 
 Publix
Parkway Town Centre
 Nashville, TN
 
2005
 
65,587

 
100.0
%
 
 Publix
The Market at Salem Cove
 Nashville, TN
 
2010
 
62,356

 
100.0
%
 
 Publix
The Market at Victory Village
 Nashville, TN
 
2007
 
71,300

 
98.5
%
 
 Publix
Greensboro Village
 Nashville, TN
 
2005
 
70,203

 
98.3
%
 
 Publix
The Overlook at Hamilton Place
 Chattanooga, TN
 
1992
 
213,095

 
100.0
%
 
 The Fresh Market
Shoppes of Parkland
 Miami-Ft. Lauderdale, FL
 
2000
 
145,720

 
98.4
%
 
BJ's Wholesale Club
Crossroads Market
 Naples, FL
 
1993
 
126,895

 
98.9
%
 
Publix
Neapolitan Way
 Naples, FL
 
1985
 
137,580

 
91.6
%
 
Publix
Deltona Landings
 Orlando, FL
 
1999
 
59,966

 
100.0
%
 
 Publix
University Palms
 Orlando, FL
 
1993
 
99,172

 
100.0
%
 
Publix
Conway Plaza
 Orlando, FL
 
1966
 
117,705

 
98.0
%
 
Publix
Barclay Crossing
 Tampa, FL
 
1998
 
54,958

 
100.0
%
 
 Publix
Champions Village
 Houston, TX
 
1973
 
383,346

 
78.7
%
 
Randalls
Kingwood Glen
 Houston, TX
 
1998
 
103,397

 
97.9
%
 
 Kroger
Independence Square
 Dallas, TX
 
1977
 
140,218

 
83.0
%
 
 Tom Thumb
Oak Park Village
 San Antonio, TX
 
1970
 
64,855

 
100.0
%
 
H.E.B.
Sweetgrass Corner
 Charleston, SC
 
1999
 
89,124

 
96.2
%
 
 Bi-Lo
Irmo Station
 Columbia, SC
 
1980
 
99,384

 
95.3
%
 
Kroger
Rosewood Shopping Center
 Columbia, SC
 
2002
 
36,887

 
90.2
%
 
 Publix
Anderson Central
 Greenville Spartanburg, SC
 
1999
 
223,211

 
96.1
%
 
 Walmart
Fairview Market
 Greenville Spartanburg, SC
 
1998
 
53,888

 
73.5
%
 
Aldi
Brawley Commons
 Charlotte, NC
 
1997
 
122,028

 
97.4
%
 
 Publix
West Town Market
 Charlotte, NC
 
2004
 
67,883

 
100.0
%
 
Harris Teeter
Heritage Station
 Raleigh, NC
 
2004
 
72,946

 
100.0
%
 
Harris Teeter
Maynard Crossing
 Raleigh, NC
 
1996
 
122,781

 
95.7
%
 
Harris Teeter
Southgate Village
 Birmingham, AL
 
1988
 
75,092

 
98.0
%
 
 Publix
Hollymead Town Center
Charlottesville, VA
 
2005
 
158,807

 
89.8
%
 
Harris Teeter
 
 
 
 
 
 
 
 
 
 
Grand total/weighted average
 
 
 
 
4,730,695

 
94.3
%
 
 

(1) Gross leasable area, or GLA, represents the total amount of property square footage that can be leased to tenants.

As of December 31, 2018, our grocery-anchored shopping center portfolio was 94.3% leased. We define percent leased as the percentage of gross leasable area that is leased, including noncancelable lease agreements that have been signed which have not yet commenced.


FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 20


pacfulllogoa10.jpg

Details regarding lease expirations (assuming no exercises of tenant renewal options) within our grocery-anchored shopping center portfolio as of December 31, 2018 were:
 
 
Totals
 
 
Number of leases
 
Leased GLA
 
Percent of leased GLA
 
 
 
 
 
 
 
Month to month
 
7

 
14,638

 
0.3
%
2019
 
94

 
424,978

 
9.5
%
2020
 
131

 
554,319

 
12.4
%
2021
 
135

 
623,682

 
14.0
%
2022
 
109

 
354,688

 
8.0
%
2023
 
104

 
397,395

 
8.9
%
2024
 
43

 
772,547

 
17.3
%
2025
 
28

 
491,917

 
11.0
%
2026
 
12

 
145,520

 
3.3
%
2027
 
19

 
121,651

 
2.7
%
2028
 
19

 
245,115

 
5.5
%
2029 +
 
16

 
311,516

 
7.1
%
 
 
 
 
 
 
 
Total
 
717

 
4,457,966

 
100.0
%

The Company's Annual Report on Form 10-K for 2018 will present income statements of New Market Properties, LLC within the Results of Operations section of Management's Discussion and Analysis of Financial Condition and Results of Operations.

Second-generation capital expenditures within our grocery-anchored shopping center portfolio by property for the fourth quarter 2018 totaled approximately $563,000. Second-generation capital expenditures exclude those expenditures made in our grocery-anchored shopping center portfolio (i) to lease space to "first generation" tenants (i.e. leasing capital for existing vacancies and known move-outs at the time of acquisition), (ii) to bring recently acquired properties up to our ownership standards, and (iii) for property re-developments and repositioning.

Office Building Portfolio

As of December 31, 2018, our office building portfolio consisted of the following properties:
Property Name
 
Location
 
GLA
 
Percent leased
Three Ravinia
 
Atlanta, GA
 
814,000

 
91
%
150 Fayetteville
 
Raleigh, NC
 
560,000

 
89
%
Capitol Towers
 
Charlotte, NC
 
479,000

 
95
%
Westridge at La Cantera
 
San Antonio, TX
 
258,000

 
100
%
Armour Yards
 
Atlanta, GA
 
187,000

 
95
%
Brookwood Center
 
Birmingham, AL
 
169,000

 
100
%
Galleria 75
 
Atlanta, GA
 
111,000

 
94
%
 
 
 
 
 
 
 
 
 
 
 
2,578,000

 
93
%

    












FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 21


pacfulllogoa10.jpg

The Company's office building portfolio includes the following significant tenants:
    
 
 
 
Rentable square footage
 
Percent of Annual Base Rent
 
Annual Base Rent (in thousands)
InterContinental Hotels Group
520,000

 
18.9
%
 
$
11,822

Albemarle
162,000

 
9.1
%
 
5,706

State Farm Mutual Automobile Insurance Company
183,000

 
5.3
%
 
3,311

United Services Automobile Association
129,000

 
4.9
%
 
3,042

Harland Clarke Corporation
129,000

 
4.6
%
 
2,881

 
 
 
 
 
 
 
 
 
1,123,000

 
42.8
%
 
$
26,762

    
The Company defines Annual Base Rent as the current monthly base rent annualized under the respective leases.

The Company's leased square footage of its office building portfolio expires according to the following schedule:
Office building portfolio
 
 
 
 
Percent of
Year of lease expiration
 
Rented square
 
rented
 
feet
 
square feet
2019
 
83,000

 
3.5
%
2020
 
62,000

 
2.6
%
2021
 
245,000

 
10.3
%
2022
 
65,000

 
2.7
%
2023
 
107,000

 
4.5
%
2024
 
204,000

 
8.6
%
2025
 
137,000

 
5.8
%
2026
 
165,000

 
7.0
%
2027
 
267,000

 
11.2
%
2028
 
213,000

 
9.0
%
2029+
 
827,000

 
34.8
%
 
 
 
 
 
Total
 
2,375,000

 
100.0
%

The Company recognized second-generation capital expenditures within its office building portfolio of approximately $36,000 during the fourth quarter 2018. Second-generation capital expenditures exclude those expenditures made in our office building portfolio (i) to lease space to "first generation" tenants (i.e. leasing capital for existing vacancies and known move-outs at the time of acquisition), (ii) to bring recently acquired properties up to our Class A ownership standards (and which amounts were underwritten into the total investment at the time of acquisition) and (iii) for property re-developments and repositionings.

Definitions of Non-GAAP Measures

We disclose FFO, AFFO and NOI, each of which meet the definition of a “non-GAAP financial measure”, as set forth in Item 10(e) of Regulation S-K promulgated by the SEC. As a result we are required to include in this filing a statement of why the Company believes that presentation of these measures provides useful information to investors. None of FFO, AFFO and NOI should be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance, and we believe that to understand our performance further FFO, AFFO and NOI should be compared with our reported net income or net loss and considered in addition to cash flows in accordance with GAAP, as presented in our consolidated financial statements. FFO and AFFO are not considered measures of liquidity and are not alternatives to measures calculated under GAAP.

Funds From Operations Attributable to Common Stockholders and Unitholders (“FFO”)

FFO is one of the most commonly utilized Non-GAAP measures currently in practice. In its 2002 “White Paper on Funds From Operations,” which was restated in 2018, the National Association of Real Estate Investment Trusts, or NAREIT, standardized the definition of how Net income/loss should be adjusted to arrive at FFO, in the interests of uniformity and comparability. We have adopted the NAREIT definition for computing FFO as a meaningful supplemental gauge of our operating results, and as is most often presented by other REIT industry participants.

FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 22


pacfulllogoa10.jpg



The NAREIT definition of FFO (and the one reported by the Company) is:

Net income/loss, excluding:
depreciation and amortization related to real estate;
gains and losses from the sale of certain real estate assets;
gains and losses from change in control and
impairment writedowns of certain real estate assets and investments in entities where the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity.

Not all companies necessarily utilize the standardized NAREIT definition of FFO, so caution should be taken in comparing the Company’s reported FFO results to those of other companies. The Company’s FFO results are comparable to the FFO results of other companies that follow the NAREIT definition of FFO and report these figures on that basis. FFO is a non-GAAP measure that is reconciled to its most comparable GAAP measure, net income/loss available to common stockholders.


Adjusted Funds From Operations Attributable to Common Stockholders and Unitholders (“AFFO”)

AFFO makes further adjustments to FFO results in order to arrive at a more refined measure of operating and financial performance. There is no industry standard definition of AFFO and practice is divergent across the industry. The Company calculates AFFO as:

FFO, plus:
• non-cash equity compensation to directors and executives;
• amortization of loan closing costs;
• losses on debt extinguishments or refinancing costs;
• weather-related property operating losses;
• amortization of loan coordination fees paid to the Manager;
• depreciation and amortization of non-real estate assets;
• net loan fees received;
• accrued interest income received;
• allowances for loan loss reserves;
• cash received for purchase option terminations;
• deemed dividends on preferred stock redemptions;
• non-cash dividends on Series M Preferred Stock; and
• amortization of lease inducements;

Less:
• non-cash loan interest income;
• cash paid for loan closing costs;
• amortization of acquired real estate intangible liabilities;
• amortization of straight line rent adjustments and deferred revenues; and
• normally-recurring capital expenditures and capitalized retail direct leasing costs.

AFFO figures reported by us may not be comparable to those AFFO figures reported by other companies. We utilize AFFO as another measure of the operating performance of our portfolio of real estate assets. We believe AFFO is useful to investors as a supplemental gauge of our operating performance and may be useful in comparing our operating performance with other real estate companies. AFFO is a non-GAAP measure that is reconciled to its most comparable GAAP measure, net income/loss available to common stockholders. FFO and AFFO are not considered measures of liquidity and are not alternatives to measures calculated under GAAP.


FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 23


pacfulllogoa10.jpg

Multifamily Established Communities' Same Store Net Operating Income (“NOI”)

We use same store net operating income as an operational metric for our established communities, enabling comparisons of those properties’ operating results between the current reporting period and the prior year comparative period. We define our population of established communities as those that are stabilized and that have been owned for at least 15 full months, as of the end of the first quarter of each year, and exclude the operating results of properties for which construction of adjacent phases has commenced, and properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. We define net operating income as rental and other property revenues, less total property and maintenance expenses, property management fees, real estate taxes, general and administrative expenses, and property insurance. We believe that net operating income is an important supplemental measure of operating performance for REITs because it provides measures of core operations, rather than factoring in depreciation and amortization, financing costs, acquisition costs, and other corporate expenses. Net operating income is a widely utilized measure of comparative operating performance in the REIT industry, but is not a substitute for the most comparable GAAP-compliant measure, net income/loss.

About Preferred Apartment Communities, Inc.     

    
Preferred Apartment Communities, Inc. is a Maryland corporation formed primarily to own and operate multifamily properties and, to a lesser extent, own and operate student housing properties, grocery-anchored shopping centers and strategically located, well leased class A office buildings, all in select targeted markets throughout the United States. As part of our business strategy, we may enter into forward purchase contracts or purchase options for to-be-built multifamily communities and we may make real estate related loans, provide deposit arrangements, or provide performance assurances, as may be necessary or appropriate, in connection with the development of multifamily communities. As a secondary strategy, we may acquire or originate senior mortgage loans, subordinate loans or real estate loans secured by interests in multifamily properties, membership or partnership interests in multifamily properties and other multifamily related assets and invest a lesser portion of our assets in other real estate related investments, including other income-producing property types, senior mortgage loans, subordinate loans or real estate loans secured by interests in other income-producing property types, membership or partnership interests in other income-producing property types as determined by our manager as appropriate for us. At December 31, 2018, the Company was the approximate 97.9% owner of Preferred Apartment Communities Operating Partnership, L.P., the Company's operating partnership. Preferred Apartment Communities, Inc. has elected to be taxed as a real estate investment trust under the Internal Revenue Code of 1986, as amended, commencing with its tax year ended December 31, 2011. Learn more at www.pacapts.com.


FOURTH QUARTER 2018 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S - 24