Exhibit 99.1
For Immediate News ReleaseJuly 25, 2016
AVALONBAY COMMUNITIES, INC. ANNOUNCES
SECOND QUARTER 2016 OPERATING RESULTS
AND UPDATES FULL YEAR 2016 FINANCIAL OUTLOOK
(Arlington, VA) AvalonBay Communities, Inc. (NYSE: AVB) (the “Company”) reported today that Net Income Attributable to Common Stockholders for the three months ended June 30, 2016 was $197,444,000. This resulted in an increase in Earnings per Share – diluted (“EPS”) of 11.6% to $1.44 for the three months ended June 30, 2016, from $1.29 for the prior year period.
Funds from Operations attributable to common stockholders - diluted (“FFO”) per share for the three months ended June 30, 2016 decreased 8.7% to $1.99 from $2.18 for the prior year period.
Core FFO per share for the three months ended June 30, 2016 increased 8.6% to $2.03 from $1.87 for the prior year period.
The Company's EPS, FFO per share and Core FFO per share were impacted by an increase in Net Operating Income (“NOI”) from newly developed and existing operating communities for the three months ended June 30, 2016 over the prior year period, partially offset by an increase in the average shares outstanding. The increase in EPS was also due to an increase in both wholly-owned and joint venture real estate sales and related gains, partially offset by an increase in depreciation expense and a decrease in casualty and impairment gain, net. The decrease in FFO per share is primarily due to a decrease in casualty and impairment gain, net, coupled with the gain on extinguishment of debt in the prior year period as compared to the loss on extinguishment of debt for the three months ended June 30, 2016.
The following table compares the Company’s actual results for EPS, FFO per share and Core FFO per share for the second quarter of 2016 to its April 2016 outlook:
Second Quarter 2016 Results | |||||||||
Comparison to April 2016 Outlook | |||||||||
Per Share | |||||||||
EPS | FFO | Core FFO | |||||||
Projected per share - April 2016 outlook (1) | $ | 1.49 | $ | 2.10 | $ | 2.00 | |||
Established and Redevelopment Community NOI | 0.02 | 0.02 | 0.02 | ||||||
Gain on sale of real estate | (0.13 | ) | (0.14 | ) | — | ||||
Casualty and impairment loss | 0.02 | (0.02 | ) | — | |||||
Joint venture income and other | 0.04 | 0.03 | 0.01 | ||||||
Q2 2016 per share reported results | $ | 1.44 | $ | 1.99 | $ | 2.03 | |||
(1) The mid-point of the Company's April 2016 outlook. | |||||||||
For the six months ended June 30, 2016, EPS increased 10.8% to $3.17 from $2.86 for the prior year period. FFO per share was $4.06 for both the six months ended June 30, 2016 and the prior year period. For the six months ended June 30, 2016, Core FFO per share increased 10.2% to $4.00 from $3.63 for the prior year period.
Operating Results for the Three Months Ended June 30, 2016 Compared to the Prior Year Period
For the Company, total revenue increased by $44,848,000, or 9.8%, to $502,307,000. This increase is primarily due to growth in revenue from development communities and Established Communities.
Copyright © 2016 AvalonBay Communities, Inc. All Rights Reserved
For Established Communities, Average Rental Rates increased 5.2%, and were partially offset by a decrease in Economic Occupancy of 0.2%, resulting in an increase in rental revenue of 5.0%. If the Company were to include current and previously completed redevelopment communities as part of its Established Communities portfolio, the increase in Established Communities' rental revenue would have been 5.1%. Total revenue for Established Communities increased $17,901,000, or 4.9%, to $379,853,000. Operating expenses for Established Communities increased $5,080,000, or 4.7%, to $112,575,000. NOI for Established Communities increased $12,821,000, or 5.0%, to $267,278,000.
The following table reflects the percentage changes in rental revenue, operating expenses and NOI for Established Communities for the three months ended June 30, 2016 compared to the three months ended June 30, 2015:
Q2 2016 Compared to Q2 2015 | |||||||||||||||
Rental Revenue | |||||||||||||||
Avg Rent | Ec | % of | |||||||||||||
Rates | Occ | Opex (1) | NOI | NOI (2) | |||||||||||
New England | 4.0 | % | (0.4 | )% | 5.3 | % | 2.7 | % | 14.2 | % | |||||
Metro NY/NJ | 3.1 | % | 0.2 | % | 5.5 | % | 2.3 | % | 24.4 | % | |||||
Mid-Atlantic | 1.6 | % | — | % | (0.2 | )% | 2.5 | % | 15.2 | % | |||||
Pacific NW | 7.0 | % | (0.5 | )% | 8.2 | % | 5.6 | % | 5.2 | % | |||||
No. California | 8.7 | % | (0.1 | )% | 14.4 | % | 6.8 | % | 21.0 | % | |||||
So. California | 7.1 | % | (0.4 | )% | (1.1 | )% | 10.3 | % | 20.0 | % | |||||
Total | 5.2 | % | (0.2 | )% | 4.7 | % | 5.0 | % | 100.0 | % | |||||
(1) See the full release for discussion of variances. | |||||||||||||||
(2) Represents each region's % of total NOI for Q2 2016, including amounts related to communities that have been sold or that are classified as held for sale. | |||||||||||||||
Operating Results for the Six Months Ended June 30, 2016 Compared to the Prior Year Period
For the Company, total revenue increased by $110,978,000, or 12.3%, to $1,010,804,000. This increase is primarily due to growth in revenue from development communities and Established Communities, coupled with business interruption insurance proceeds.
For Established Communities, Average Rental Rates increased 5.4%, and were partially offset by a decrease in Economic Occupancy of 0.2%, resulting in an increase in rental revenue of 5.2%. If the Company were to include current and previously completed redevelopment communities as part of its Established Communities portfolio, the increase in Established Communities' rental revenue would have been 5.3%. Total revenue for Established Communities increased $37,243,000, or 5.2%, to $753,804,000. Operating expenses for Established Communities increased $5,217,000, or 2.4%, to $222,996,000. NOI for Established Communities increased $32,026,000, or 6.4%, to $530,808,000.
The following table reflects the percentage changes in rental revenue, operating expenses and NOI for Established Communities for the six months ended June 30, 2016 compared to the six months ended June 30, 2015:
YTD 2016 Compared to YTD 2015 | |||||||||||||||
Rental Revenue | |||||||||||||||
Avg Rent | Ec | % of | |||||||||||||
Rates | Occ | Opex (1) | NOI | NOI (2) | |||||||||||
New England | 4.7 | % | (0.4 | )% | (3.0 | )% | 8.9 | % | 14.3 | % | |||||
Metro NY/NJ | 3.4 | % | (0.1 | )% | 4.3 | % | 2.8 | % | 24.2 | % | |||||
Mid-Atlantic | 1.6 | % | (0.2 | )% | 0.4 | % | 1.9 | % | 15.1 | % | |||||
Pacific NW | 6.9 | % | (0.4 | )% | 6.9 | % | 6.2 | % | 5.2 | % | |||||
No. California | 9.5 | % | (0.4 | )% | 8.8 | % | 9.1 | % | 21.1 | % | |||||
So. California | 7.4 | % | (0.2 | )% | 0.7 | % | 10.1 | % | 20.1 | % | |||||
Total | 5.4 | % | (0.2 | )% | 2.4 | % | 6.4 | % | 100.0 | % | |||||
(1) See the full release for discussion of variances. | |||||||||||||||
(2) Represents each region's % of total NOI for YTD 2016, including amounts related to communities that have been sold or that are classified as held for sale. | |||||||||||||||
Development Activity
During the three months ended June 30, 2016, the Company engaged in the following development activity:
The Company completed the development of three communities:
• | AVA Capitol Hill, located in Seattle, WA; |
• | Avalon Irvine III, located in Irvine, CA; and |
• | Avalon Union, located in Union, NJ. |
These three communities contain an aggregate of 607 apartment homes and 16,000 square feet of retail space, and were constructed for an aggregate Total Capital Cost of $187,500,000.
The Company started the construction of two communities:
• | Avalon Somers, located in Somers, NY; and |
• | AVA North Point, located in Cambridge, MA. |
These two communities will contain a total of 417 apartment homes when completed and will be developed for an aggregate estimated Total Capital Cost of $159,000,000. AVA North Point is the third phase of a master planned development, the other phases of which are owned through a joint venture structure that the Company acquired an interest in as part of the Archstone acquisition, as described in the Company’s first quarter 2013 earnings release dated April 30, 2013. This community will also be developed by the Company within a joint venture that was formed in July 2016, in which the Company owns a 55% interest.
The Company added five development rights which, if developed as expected, will contain 2,060 apartment homes and will be developed for an estimated Total Capital Cost of $684,000,000.
The projected Total Capital Cost of overall development rights increased to $4.0 billion at June 30, 2016 from $3.7 billion at March 31, 2016.
Copyright © 2016 AvalonBay Communities, Inc. All Rights Reserved
During the three months ended June 30, 2016, the Company acquired three parcels of land for development for an aggregate investment of $34,587,000. The Company has started or anticipates starting construction of apartment communities on this land during the next six months.
Acquisition Activity
In May 2016, the Company acquired Avalon Clarendon, located in Arlington, VA. Avalon Clarendon contains 300 apartment homes and was acquired for a purchase price of $120,300,000. Avalon Clarendon is part of a mixed-use development containing residential, retail, office and public parking. To facilitate the acquisition, the Company entered into a joint venture under which the Company acquired all of the rights and obligations associated with the residential component, while the joint venture partner acquired all of the rights and obligations associated with the other components. The Company and its venture partner expect to complete a vertical subdivision of the property in the third quarter of 2016, at which time the Company will report the operating results of Avalon Clarendon as part of its consolidated results of operations.
Disposition Activity
Consolidated Apartment Communities
During the three months ended June 30, 2016, the Company sold Avalon Essex, a wholly-owned community located in Peabody, MA. Avalon Essex contains 154 apartment homes and was sold for $45,100,000, resulting in a gain in accordance with GAAP of $31,081,000 and an Economic Gain of $20,787,000. Avalon Essex generated an Unleveraged IRR of 13.7% over an investment period of 15.7 years.
Unconsolidated Real Estate Investments
During the three months ended June 30, 2016, AvalonBay Value Added Fund II, L.P. ("Fund II"), a private discretionary real estate investment vehicle in which the Company holds an equity interest of approximately 31.3%, sold one community containing 628 apartment homes for a sales price of $163,550,000. The Company's share of the gain in accordance with GAAP was $23,547,000. In conjunction with the disposition, Fund II repaid $59,100,000 of related secured indebtedness in advance of the scheduled maturity date. This resulted in charges for a prepayment penalty and write-off of deferred financing costs, of which the Company’s portion was $463,000, reported as a reduction of joint venture income. In July 2016, Fund II distributed the proceeds from the sale, of which the Company received $35,947,000. The Company’s share of the distribution included $5,014,000 for an incentive distribution, of which $3,447,000 was recognized as income from the Company’s promoted interest in the three months ended June 30, 2016.
Liquidity and Capital Markets
At June 30, 2016, the Company did not have any borrowings outstanding under its $1,500,000,000 unsecured credit facility, and had $287,691,000 in unrestricted cash and cash in escrow.
The Company’s annualized Net Debt-to-Core EBITDA for the second quarter of 2016 was 5.1 times.
During the three months ended June 30, 2016, the Company issued $475,000,000 principal amount of unsecured notes in a public offering under its existing shelf registration for net proceeds of approximately $471,751,000. The notes mature in May 2026, were issued at a 2.95% coupon interest rate and have an effective interest rate of approximately 3.35%, including the effect of an interest rate hedge and offering costs.
During the three months ended June 30, 2016, the Company repaid $134,500,000 of variable rate debt secured by Avalon Walnut Creek at par in advance of its March 2046 maturity date, recognizing a non-cash charge of $2,461,000 for the write-off of deferred financing costs.
Third Quarter and Updated Full Year 2016 Financial Outlook
For its third quarter and full year 2016 financial outlook, the Company expects the following:
Projected EPS, Projected FFO and Projected Core FFO Outlook (1) | ||||||||
Q3 2016 | Full Year 2016 | |||||||
Low | High | Low | High | |||||
Projected EPS | $2.69 | - | $2.75 | $7.48 | - | $7.68 | ||
Projected FFO per share | $2.14 | - | $2.20 | $8.26 | - | $8.46 | ||
Projected Core FFO per share (1) | $2.05 | - | $2.11 | $8.13 | - | $8.33 | ||
(1) See the full release for reconciliations of Projected FFO per share and Projected Core FFO per share to Projected EPS. | ||||||||
The following table compares the Company's July 2016 outlook for EPS, FFO per share and Core FFO per share for the full year 2016 to its February 2016 outlook:
July 2016 Full Year Outlook | |||||||||
Comparison to February 2016 Outlook | |||||||||
Per Share | |||||||||
EPS | FFO | Core FFO | |||||||
Projected per share - February 2016 outlook (1) | $ | 7.06 | $ | 8.32 | $ | 8.23 | |||
Established Community NOI | (0.03 | ) | (0.03 | ) | (0.03 | ) | |||
Other community NOI | 0.01 | 0.01 | 0.01 | ||||||
Capital markets and transaction activity | (0.01 | ) | (0.01 | ) | 0.02 | ||||
Interest expense and capitalized interest | 0.01 | 0.01 | 0.01 | ||||||
Joint venture income, management fees and overhead | 0.05 | 0.05 | (0.01 | ) | |||||
Casualty and impairment loss, net | (0.04 | ) | (0.07 | ) | — | ||||
Gain on sale of real estate | 0.61 | 0.08 | — | ||||||
Depreciation expense (real estate related) | (0.08 | ) | — | — | |||||
Projected per share - July 2016 outlook (1) | $ | 7.58 | $ | 8.36 | $ | 8.23 | |||
(1) The mid-point of the Company's outlook. | |||||||||
Copyright © 2016 AvalonBay Communities, Inc. All Rights Reserved
Further detail of the Company's current full year 2016 outlook is available in the full release.
Other Matters
The Company will hold a conference call on July 26, 2016 at 11:00 AM ET to review and answer questions about this release, its second quarter 2016 results, the Attachments (described below) and related matters. To participate on the call, dial 888-516-2377 domestically and 719-325-4937 internationally and use conference id: 8768422.
To hear a replay of the call, which will be available from July 26, 2016 at 2:00 PM ET to August 2, 2016 at 2:00 PM ET, dial 888-203-1112 domestically and 719-457-0820 internationally and use conference id: 8768422. A webcast of the conference call will also be available at http://www.avalonbay.com/earnings, and an on-line playback of the webcast will be available for at least 30 days following the call.
The Company produces Earnings Release Attachments (the "Attachments") that provide detailed information regarding operating, development, redevelopment, disposition and acquisition activity. These Attachments are considered a part of this earnings release and are available in full with this earnings release via the Company's website at http://www.avalonbay.com/earnings. To receive future press releases via e-mail, please submit a request through http://www.avalonbay.com/email.
In addition to the Attachments, the Company is providing a management letter and teleconference presentation that will be available on the Company's website at http://www.avalonbay.com/earnings subsequent to this release and before the market opens on July 26, 2016. These supplemental materials will be available on the Company's website for 30 days following the earnings call.
About AvalonBay Communities, Inc.
As of June 30, 2016, the Company owned or held a direct or indirect ownership interest in 283 apartment communities containing 82,984 apartment homes in 10 states and the District of Columbia, of which 23 communities were under construction and seven communities were under reconstruction. The Company is an equity REIT in the business of developing, redeveloping, acquiring and managing apartment communities in leading metropolitan areas in New England, the New York/New Jersey Metro area, the Mid-Atlantic, the Pacific Northwest, and the Northern and Southern California regions of the United States. More information may be found on the Company’s website at http://www.avalonbay.com. For additional information, please contact Jason Reilley, Senior Director of Investor Relations at 703-317-4681.
Forward-Looking Statements
This release, including its Attachments, contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These forward-looking statements, which you can identify by the Company’s use of words such as “expects,” “plans,”
“estimates,” “anticipates,” “projects,” “intends,” “believes,” “outlook” and similar expressions that do not relate to historical matters, are based on the Company’s expectations, forecasts and assumptions at the time of this release, which may not be realized and involve risks and uncertainties that cannot be predicted accurately or that might not be anticipated. These could cause actual results to differ materially from those expressed or implied by the forward-looking statements. Risks and uncertainties that might cause such differences include the following, among others: the Company's expectations and assumptions as of the date of this release regarding potential uninsured loss amounts and on-going investigations resulting from the casualty loss at Avalon at Edgewater ("Edgewater") are subject to change and could materially affect the Company's current expectations regarding the impact of the fire; we may abandon development or redevelopment opportunities for which we have already incurred costs; adverse capital and credit market conditions may affect our access to various sources of capital and/or cost of capital, which may affect our business activities, earnings and common stock price, among other things; changes in local employment conditions, demand for apartment homes, supply of competitive housing products, and other economic conditions may result in lower than expected occupancy and/or rental rates and adversely affect the profitability of our communities; delays in completing development, redevelopment and/or lease-up may result in increased financing and construction costs and may delay and/or reduce the profitability of a community; debt and/or equity financing for development, redevelopment or acquisitions of communities may not be available or may not be available on favorable terms; we may be unable to obtain, or experience delays in obtaining, necessary governmental permits and authorizations; expenses may result in communities that we develop or redevelop failing to achieve expected profitability; our assumptions concerning risks relating to our lack of control of joint ventures and our abilities to successfully dispose of certain assets may not be realized; our assumptions and expectations in our financial outlook may prove to be too optimistic. Additional discussions of risks and uncertainties that could cause actual results to differ materially from those expressed or implied by the forward-looking statements appear in the Company’s filings with the Securities and Exchange Commission, including the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2015 under the heading “Risk Factors” and under the heading “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Forward-Looking Statements” and in subsequent quarterly reports on Form 10-Q.
The Company does not undertake a duty to update forward-looking statements, including its expected 2016 operating results and other financial data forecasts contained in this release. The Company may, in its discretion, provide information in future public announcements regarding its outlook that may be of interest to the investment community. The format and extent of future outlooks may be different from the format and extent of the information contained in this release.
Copyright © 2016 AvalonBay Communities, Inc. All Rights Reserved
Definitions and Reconciliations
Non-GAAP financial measures and other capitalized terms, as used in this earnings release, are defined and further explained on Attachment 14, “Definitions and Reconciliations of Non-GAAP Financial Measures and Other Terms.” Attachment 14 is included in the full earnings release available at the Company’s website at http://www.avalonbay.com/earnings. This wire distribution includes only definitions and reconciliations of the following non-GAAP financial measures:
Economic Gain (Loss) is calculated by the Company as the gain (loss) on sale in accordance with GAAP, less accumulated depreciation through the date of sale and any other non-cash adjustments that may be required under GAAP accounting. Management generally considers Economic Gain (Loss) to be an appropriate supplemental measure to gain (loss) on sale in accordance with GAAP because it helps investors to understand the relationship between the cash proceeds from a sale and the cash invested in the sold community. The Economic Gain (Loss) for each of the communities presented is based on their respective final settlement statements. A reconciliation of Economic Gain (Loss) to gain on sale in accordance with GAAP for the three months ended June 30, 2016 as well as prior years’ activities is presented elsewhere in the full release.
Economic Occupancy (“Ec Occ”) is defined as total possible revenue less vacancy loss as a percentage of total possible revenue. Total possible revenue (also known as “gross potential”) is determined by valuing occupied units at contract rates and vacant units at market rents. Vacancy loss is determined by valuing vacant units at current market rents. By measuring vacant apartments at their market rents, Economic Occupancy takes into account the fact that apartment homes of different sizes and locations within a community have different economic impacts on a community’s gross revenue.
Established Communities are identified by the Company as communities where a comparison of operating results from the prior year to the current year is meaningful, as these communities were owned and had Stabilized Operations, as defined below, as of the beginning of the respective prior year period. Therefore, for 2016 operating results, Established Communities are consolidated communities that have Stabilized Operations as of January 1, 2015 and are not conducting or planning to conduct substantial redevelopment activities within the current year. Established Communities do not include communities that are currently held for sale or planned for disposition during the current year.
FFO and Core FFO are considered by management to be supplemental measures of our operating and financial performance. FFO is calculated by the Company in accordance with the definition adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”). FFO is calculated by the Company as Net income or loss attributable to common stockholders computed in accordance with GAAP, adjusted for gains or losses on sales of previously depreciated operating communities, cumulative effect of a change in accounting principle, impairment write-downs of depreciable real estate assets, write-downs of investments in affiliates which are driven by a decrease in the value of depreciable real estate assets held by the affiliate and depreciation of real estate assets, including adjustments for unconsolidated partnerships and joint ventures. By excluding gains or losses related to dispositions of previously depreciated operating communities and excluding real estate depreciation (which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates), FFO can help one compare the operating and financial performance of a company’s real estate between periods or as compared to different companies. Core FFO is the Company's FFO as adjusted for non-core items outlined in the table below. By further adjusting for items that are not considered part of our core business operations, Core FFO can help one compare the core operating and financial performance of the Company between periods. A reconciliation Net income attributable to common stockholders to FFO and to Core FFO is as follows (dollars in thousands):
Q2 | Q2 | YTD | YTD | |||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Net income attributable to common stockholders | $ | 197,444 | $ | 172,324 | $ | 435,377 | $ | 380,469 | ||||||||
Depreciation - real estate assets, including discontinued operations and joint venture adjustments | 134,858 | 119,856 | 262,558 | 238,177 | ||||||||||||
Distributions to noncontrolling interests, including discontinued operations | 10 | 9 | 20 | 19 | ||||||||||||
Gain on sale of unconsolidated entities holding previously depreciated real estate | (23,547 | ) | (1,718 | ) | (53,172 | ) | (10,873 | ) | ||||||||
Gain on sale of previously depreciated real estate | (30,990 | ) | — | (82,420 | ) | (70,936 | ) | |||||||||
Casualty and impairment (recovery) loss, net on real estate (1)(5) | (4,195 | ) | — | (4,195 | ) | 4,195 | ||||||||||
FFO attributable to common stockholders | 273,580 | 290,471 | 558,168 | 541,051 | ||||||||||||
Adjusting items: | ||||||||||||||||
Joint venture losses (gains) (2) | 574 | (8,282 | ) | 5,568 | (10,283 | ) | ||||||||||
Business interruption ("BI") insurance proceeds | (10 | ) | (66 | ) | (20,344 | ) | (154 | ) | ||||||||
Casualty and impairment loss (gain), net on real estate (3)(5) | 2,463 | (17,114 | ) | 261 | (15,521 | ) | ||||||||||
Lost NOI from casualty losses covered by BI insurance | 1,833 | 1,687 | 3,703 | 3,334 | ||||||||||||
Loss (gain) on extinguishment of consolidated debt | 2,461 | (7,749 | ) | 2,461 | (7,749 | ) | ||||||||||
Acquisition costs | 829 | 62 | 1,929 | 940 | ||||||||||||
Severance related costs | (24 | ) | 16 | 561 | 1,664 | |||||||||||
Development pursuit and other write-offs | 338 | 353 | 771 | 462 | ||||||||||||
Joint venture promote (4) | (3,447 | ) | (1,289 | ) | (3,447 | ) | (21,969 | ) | ||||||||
Gain on sale of other real estate | (143 | ) | (9,625 | ) | (143 | ) | (9,647 | ) | ||||||||
Income taxes | — | 997 | — | 997 | ||||||||||||
Core FFO attributable to common stockholders | $ | 278,454 | $ | 249,461 | $ | 549,488 | $ | 483,125 | ||||||||
Average shares outstanding - diluted | 137,437,733 | 133,086,439 | 137,410,387 | 133,131,363 | ||||||||||||
Earnings per share - diluted | $ | 1.44 | $ | 1.29 | $ | 3.17 | $ | 2.86 | ||||||||
FFO per common share - diluted | $ | 1.99 | $ | 2.18 | $ | 4.06 | $ | 4.06 | ||||||||
Core FFO per common share - diluted | $ | 2.03 | $ | 1.87 | $ | 4.00 | $ | 3.63 | ||||||||
(1) In 2015, the Company recognized an impairment on depreciable real estate of $4,195 from the severe winter storms that occurred in the Company’s Northeast markets. In Q2 2016, the Company received insurance proceeds, net of additional costs incurred, of $5,732 related to the winter storms. For Q2 and YTD 2016, the Company recognized $4,195 of this recovery as an offset to the loss recognized in the prior year period. The balance of the net insurance proceeds received in 2016 of $1,537 is recognized as a casualty gain and is included in the reconciliation of FFO to Core FFO. | ||||||||||||||||
(2) Amounts for 2016 are primarily composed of the Company's portion of yield maintenance charges incurred for the early repayment of debt associated with joint venture disposition activity. Amount for YTD 2016 also includes the write-off of asset management fee intangibles primarily associated with the disposition of communities in the U.S. Fund. Amounts for 2015 are primarily composed of the Company's proportionate share of gains and operating results for joint ventures formed with Equity Residential as part of the Archstone acquisition. | ||||||||||||||||
(3) Amounts for Q2 and YTD 2016 include impairment charges of $4,000 and $10,500, respectively, relating to ancillary land parcels, partially offset by $1,537 in insurance proceeds in excess of the total recognized loss related to severe winter storms in the Company's Northeast markets that occurred in 2015. Amount for YTD 2016 also includes $8,702 in property damage insurance proceeds for the Edgewater casualty loss. Amounts for Q2 and YTD 2015 include $22,000 and $44,142, respectively, of Edgewater insurance proceeds received, partially offset by $4,886 and $27,679, respectively, for the write-off of real estate and related costs. | ||||||||||||||||
(4) Amounts for 2016 are composed of the Company's recognition of its promoted interest in Fund II. Amount for YTD 2015 is primarily composed of a joint venture partner's buyout of the Company's promoted interest in future distributions of MVP I, LLC. | ||||||||||||||||
(5) Aggregate impact of Casualty and impairment (recovery) loss, net on real estate and Casualty and impairment loss (gain), net on real estate for Q2 and YTD 2016 are gains of $1,732 and $3,935, respectively. | ||||||||||||||||
Initial Year Market Cap Rate is defined by the Company as Projected NOI of a single community for the first 12 months of operations (assuming no repositioning), less estimates for non-routine allowance of approximately $300 - $500 per apartment home, divided by the gross sales price for the community. Projected NOI, as referred to above, represents management’s estimate of projected rental revenue minus projected operating expenses before interest, income taxes (if any), depreciation and amortization. For this purpose, management’s projection of operating expenses for the community includes a management fee of 2.5% - 3.5%. The Initial Year Market Cap Rate, which may be determined in a different manner by others, is a measure frequently used in the real estate industry when determining the appropriate purchase price for a property or estimating the value for a property. Buyers may assign different Initial Year Market Cap Rates to different communities when determining the appropriate value because they (i) may project different rates of change in operating expenses and capital expenditure estimates and (ii) may project different rates of change in future rental revenue due to different estimates for changes in rent and occupancy levels. The weighted average Initial Year Market Cap Rate is weighted based on the gross sales price of each community.
Interest Coverage is calculated by the Company as Core EBITDA divided by the sum of interest expense, net, and preferred dividends, if applicable. Interest Coverage is presented by the Company because it provides rating agencies and investors an additional means of comparing our ability to service debt obligations to that of other companies. EBITDA is defined by the Company as net income or loss attributable to the Company before interest income and expense, income taxes, depreciation and amortization.
A reconciliation of Core EBITDA and a calculation of Interest Coverage for the three months ended June 30, 2016 are as follows (dollars in thousands):
Net income attributable to common stockholders | $ | 197,444 | |
Interest expense, net | 46,581 | ||
Income tax expense | 36 | ||
Depreciation expense | 132,469 | ||
EBITDA | $ | 376,530 | |
NOI from real estate assets sold or held for sale | (1,192 | ) | |
Gain on sale of communities | (30,990 | ) | |
EBITDA after disposition activity | $ | 344,348 | |
Joint venture income | (27,151 | ) | |
Casualty and impairment (gain) loss, net | (1,732 | ) | |
Lost NOI from casualty losses | 1,833 | ||
Loss on extinguishment of debt, net | 2,461 | ||
Gain on sale of other real estate | (143 | ) | |
Business interruption insurance proceeds | (10 | ) | |
Acquisition costs | 829 | ||
Severance related costs | (24 | ) | |
Development pursuit and other write-offs | 338 | ||
Core EBITDA | $ | 320,749 | |
Interest expense, net | $ | 46,581 | |
Interest Coverage | 6.9 times | ||
Net Debt-to-Core EBITDA is calculated by the Company as total debt that is consolidated for financial reporting purposes, less consolidated cash and cash in escrow, divided by annualized second quarter 2016 Core EBITDA, as adjusted. For a calculation of Core EBITDA, see "Interest Coverage" above.
Total debt principal (1) | $ | 6,864,985 | |
Cash and cash in escrow | (287,691 | ) | |
Net debt | $ | 6,577,294 | |
Core EBITDA | $ | 320,749 | |
Core EBITDA, annualized | $ | 1,282,996 | |
Net Debt-to-Core EBITDA | 5.1 times | ||
(1) Balance at June 30, 2016 excludes $7,178 of debt discount and $23,657 of deferred financing costs as reflected in unsecured notes, net, and $11,701 of debt premium and $11,860 of deferred financing costs as reflected in notes payable, on the Condensed Consolidated Balance Sheets. The debt premium is primarily related to above market interest rates on debt assumed in connection with the Archstone acquisition. | |||
NOI is defined by the Company as total property revenue less direct property operating expenses (including property taxes), and excludes corporate-level income (including management, development and other fees), corporate-level property management and other indirect operating expenses, investments and investment management expenses, expensed development and other pursuit costs, net of recoveries, interest expense, net, loss (gain) on extinguishment of debt, net, general and administrative expense, joint venture income, depreciation expense, casualty and impairment (gain) loss, net gain on sale of real estate assets, and NOI from real estate assets held for sale or that have been sold. The Company considers NOI to be an appropriate supplemental measure to Net Income of operating performance of a community or communities because it helps both investors and management to understand the core operations of a community or communities prior to the allocation of corporate-level property management overhead or general and administrative costs. This is more reflective of the operating performance of a community, and allows for an easier comparison of the operating performance of single assets or groups of assets. In addition, because prospective buyers of real estate have different overhead structures, with varying marginal impact to overhead by acquiring real estate, NOI is considered by many in the real estate industry to be a useful measure for determining the value of a real estate asset or groups of assets.
A reconciliation of NOI to Net Income, as well as a breakdown of NOI by operating segment, is as follows (dollars in thousands):
Q2 | Q2 | Q1 | Q4 | YTD | YTD | |||||||||||||||||||
2016 | 2015 | 2016 | 2015 | 2016 | 2015 | |||||||||||||||||||
Net income | $ | 197,319 | $ | 172,253 | $ | 237,877 | $ | 155,352 | $ | 435,197 | $ | 380,306 | ||||||||||||
Indirect operating expenses, net of corporate income | 15,477 | 14,817 | 16,537 | 13,332 | 32,015 | 30,215 | ||||||||||||||||||
Investments and investment management expense | 1,194 | 1,073 | 1,145 | 1,096 | 2,340 | 2,107 | ||||||||||||||||||
Expensed acquisition, development and other pursuit costs, net of recoveries | 1,436 | 673 | 3,462 | 1,570 | 4,897 | 1,860 | ||||||||||||||||||
Interest expense, net | 46,581 | 44,590 | 43,410 | 42,217 | 89,991 | 90,164 | ||||||||||||||||||
Loss (gain) on extinguishment of debt, net | 2,461 | (7,749 | ) | — | — | 2,461 | (7,749 | ) | ||||||||||||||||
General and administrative expense | 12,011 | 10,335 | 11,404 | 11,508 | 23,414 | 20,803 | ||||||||||||||||||
Joint venture income | (27,151 | ) | (13,806 | ) | (27,969 | ) | (1,093 | ) | (55,120 | ) | (48,371 | ) | ||||||||||||
Depreciation expense | 132,469 | 118,627 | 127,216 | 122,259 | 259,685 | 235,480 | ||||||||||||||||||
Income tax expense | 36 | 1,293 | 37 | 135 | 73 | 1,308 | ||||||||||||||||||
Casualty and impairment (gain) loss, net | (1,732 | ) | (17,114 | ) | (2,202 | ) | 125 | (3,935 | ) | (11,326 | ) | |||||||||||||
Gain on sale of real estate | (31,133 | ) | (9,625 | ) | (51,430 | ) | (9,474 | ) | (82,563 | ) | (80,583 | ) | ||||||||||||
NOI from real estate assets sold or held for sale (1) | (1,192 | ) | (4,377 | ) | (2,025 | ) | (3,281 | ) | (3,218 | ) | (8,812 | ) | ||||||||||||
NOI | $ | 347,776 | $ | 310,990 | $ | 357,462 | $ | 333,746 | $ | 705,237 | $ | 605,402 | ||||||||||||
Established: | ||||||||||||||||||||||||
New England | $ | 37,170 | $ | 36,182 | $ | 36,670 | $ | 38,294 | $ | 73,840 | $ | 67,824 | ||||||||||||
Metro NY/NJ | 61,951 | 60,551 | 59,764 | 62,988 | 121,715 | 118,456 | ||||||||||||||||||
Mid-Atlantic | 40,530 | 39,560 | 40,063 | 41,210 | 80,593 | 79,089 | ||||||||||||||||||
Pacific NW | 15,843 | 14,997 | 15,745 | 15,502 | 31,588 | 29,747 | ||||||||||||||||||
No. California | 60,850 | 56,985 | 60,248 | 59,354 | 121,097 | 111,011 | ||||||||||||||||||
So. California | 50,934 | 46,182 | 51,041 | 49,227 | 101,975 | 92,655 | ||||||||||||||||||
Total Established | 267,278 | 254,457 | 263,531 | 266,575 | 530,808 | 498,782 | ||||||||||||||||||
Other Stabilized (2) | 38,593 | 29,046 | 58,604 | 33,296 | 97,197 | 53,199 | ||||||||||||||||||
Development/Redevelopment | 41,905 | 27,487 | 35,327 | 33,875 | 77,232 | 53,421 | ||||||||||||||||||
NOI | $ | 347,776 | $ | 310,990 | $ | 357,462 | $ | 333,746 | $ | 705,237 | $ | 605,402 | ||||||||||||
(1) Represents NOI from real estate assets sold or held for sale that are not otherwise classified as discontinued operations. | ||||||||||||||||||||||||
(2) NOI for Q1 2016 and YTD 2016 Other Stabilized Communities includes $20,306 of business interruption insurance proceeds related to the Edgewater casualty loss. | ||||||||||||||||||||||||
NOI as reported by the Company does not include the operating results from assets sold or classified as held for sale (i.e., assets sold or classified as held for sale at June 30, 2016 that are not otherwise classified as discontinued operations). A reconciliation of NOI from communities sold or classified as held for sale is as follows (dollars in thousands):
Q2 | Q2 | YTD | YTD | |||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Revenue from real estate assets sold or held for sale | $ | 2,016 | $ | 7,292 | $ | 5,365 | $ | 14,726 | ||||||||
Operating expenses from real estate assets sold or held for sale | (824 | ) | (2,915 | ) | (2,147 | ) | (5,914 | ) | ||||||||
NOI from real estate assets sold or held for sale | $ | 1,192 | $ | 4,377 | $ | 3,218 | $ | 8,812 | ||||||||
Other Stabilized Communities as of January 1, 2016 are completed consolidated communities that the Company owns, which did not have Stabilized Operations as of January 1, 2015, but have stabilized occupancy as of January 1, 2016. Other Stabilized Communities as of January 1, 2016 do not include communities that are planning to conduct substantial redevelopment activities or that are under contract to be sold.
Projected FFO and Projected Core FFO, as provided within this release in the Company’s outlook, are calculated on a basis consistent with historical FFO and Core FFO, and are therefore considered to be appropriate supplemental measures to projected
Net Income from projected operating performance. A reconciliation of the ranges provided for Projected FFO per share (diluted) for the third quarter of 2016 to the ranges provided for projected EPS (diluted) and corresponding reconciliation of the ranges for Projected FFO per share to the ranges for Core FFO per share are as follows:
Low Range | High Range | ||||||||
Projected EPS (diluted) - Q3 2016 | $ | 2.69 | $ | 2.75 | |||||
Depreciation (real estate related) | 0.98 | 1.02 | |||||||
Gain on sale of communities | (1.53 | ) | (1.57 | ) | |||||
Projected FFO per share (diluted) - Q3 2016 | 2.14 | 2.20 | |||||||
Gain on sale of other real estate | (0.08 | ) | (0.08 | ) | |||||
JV costs, abandoned pursuits, acquisition costs and severance | (0.02 | ) | (0.02 | ) | |||||
Lost NOI from casualty losses | 0.01 | 0.01 | |||||||
Projected Core FFO per share (diluted) - Q3 2016 | $ | 2.05 | $ | 2.11 | |||||
Projected EPS (diluted) - Full Year 2016 | $ | 7.48 | $ | 7.68 | |||||
Depreciation (real estate related) | 3.77 | 3.97 | |||||||
Gain on sale of communities | (2.99 | ) | (3.19 | ) | |||||
Projected FFO per share (diluted) - Full Year 2016 | 8.26 | 8.46 | |||||||
JV costs, abandoned pursuits, acquisition costs and severance | 0.03 | 0.03 | |||||||
Gain on sale of other real estate | (0.08 | ) | (0.08 | ) | |||||
Lost NOI from casualty losses | 0.05 | 0.05 | |||||||
Early extinguishment of consolidated borrowings | 0.02 | 0.02 | |||||||
Business interruption insurance proceeds | (0.15 | ) | (0.15 | ) | |||||
Projected Core FFO per share (diluted) - Full Year 2016 | $ | 8.13 | $ | 8.33 | |||||
Projected NOI, as used within this release for certain development communities and in calculating the Initial Year Market Cap Rate for dispositions, represents management’s estimate, as of the date of this release (or as of the date of the buyer’s valuation in the case of dispositions), of projected stabilized rental revenue minus projected stabilized operating expenses. For development communities, Projected NOI is calculated based on the first twelve months of Stabilized Operations following the completion of construction. In calculating the Initial Year Market Cap Rate, Projected NOI for dispositions is calculated for the first twelve months following the date of the buyer’s valuation. Projected stabilized rental revenue represents management’s estimate of projected gross potential minus projected stabilized economic vacancy and adjusted for projected stabilized concessions plus projected stabilized other rental revenue. Projected stabilized operating expenses do not include interest, income taxes (if any), depreciation or amortization, or any allocation of corporate-level property management overhead or general and administrative costs. In addition, projected stabilized operating expenses for development communities do not include property management fee expense. Projected gross potential for development communities and dispositions is based on leased rents for occupied homes and management’s best estimate of rental levels for homes which are currently unleased, as well as those homes which will become available for lease during the twelve month forward period used to develop Projected NOI. The weighted average Projected NOI as a percentage of Total Capital Cost is weighted based on the Company’s share of the Total Capital Cost of each community, based on its percentage ownership.
Management believes that Projected NOI of the development communities, on an aggregated weighted average basis, assists investors in understanding management's estimate of the likely impact on operations of the development communities when the assets are complete and achieve stabilized occupancy (before allocation of any corporate-level property management overhead, general and administrative costs or interest expense). However, in this release the Company has not given a projection of NOI on a company-wide basis. Given the different dates and fiscal years for which NOI is projected for these communities, the projected allocation of corporate-level property management overhead, general and administrative costs and interest expense to communities under development is complex, impractical to develop, and may not be meaningful. Projected NOI of these communities is not a projection of the Company's overall financial performance or cash flow. There can be no assurance that the communities under development or redevelopment will achieve the Projected NOI as described in this release.
Projected Stabilized Yield (also expressed as “weighted average initial stabilized yield” or words of similar meaning) means Projected NOI as a percentage of Total Capital Cost.
Rental Revenue with Concessions on a Cash Basis is considered by the Company to be a supplemental measure to rental revenue in conformity with GAAP to help investors evaluate the impact of both current and historical concessions on GAAP-based rental revenue and to more readily enable comparisons to revenue as reported by other companies. In addition, Rental Revenue with Concessions on a Cash Basis allows an investor to understand the historical trend in cash concessions.
A reconciliation of rental revenue from Established Communities in conformity with GAAP to Rental Revenue with Concessions on a Cash Basis is as follows (dollars in thousands):
Q2 | Q2 | YTD | YTD | |||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Rental revenue (GAAP basis) | $ | 379,675 | $ | 361,689 | $ | 753,426 | $ | 716,075 | ||||||||
Concessions amortized | 216 | 757 | 410 | 1,785 | ||||||||||||
Concessions granted | (313 | ) | (23 | ) | (524 | ) | (511 | ) | ||||||||
Rental Revenue with Concessions | ||||||||||||||||
on a Cash Basis | $ | 379,578 | $ | 362,423 | $ | 753,312 | $ | 717,349 | ||||||||
% change -- GAAP revenue | 5.0 | % | 5.2 | % | ||||||||||||
% change -- cash revenue | 4.7 | % | 5.0 | % | ||||||||||||
Stabilized Operations/Restabilized Operations is defined as the earlier of (i) attainment of 95% physical occupancy or (ii) the one-year anniversary of completion of development or redevelopment.
Total Capital Cost includes all capitalized costs projected to be or actually incurred to develop the respective development or redevelopment community, or development right, including land acquisition costs, construction costs, real estate taxes, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees, offset by proceeds from the sale of any associated land or improvements, all as determined in accordance with GAAP. For redevelopment communities, Total Capital Cost excludes costs incurred prior to the start of redevelopment when indicated. With respect to communities where development or redevelopment was completed in a prior or the current period, Total Capital Cost reflects the actual cost incurred, plus any contingency estimate made by management. Total Capital Cost for communities identified as having joint venture ownership, either during construction or upon construction completion, represents the total projected joint venture contribution amount. For joint ventures not in construction, Total Capital Cost is equal to gross real estate cost.
Unencumbered NOI as calculated by the Company represents NOI generated by real estate assets unencumbered by outstanding secured debt as a percentage of total NOI generated by real estate assets. The Company believes that current and prospective unsecured creditors of the Company view Unencumbered NOI as one indication of the borrowing capacity of the Company. Therefore, when reviewed together with the Company’s Interest Coverage, EBITDA and cash flow from operations, the Company believes that investors and creditors view Unencumbered NOI as a useful supplemental measure for determining the financial flexibility of an entity. A calculation of Unencumbered NOI for the six months ended June 30, 2016 is as follows (dollars in thousands):
Year to Date | ||||
NOI | ||||
NOI for Established Communities | $ | 530,808 | ||
NOI for Other Stabilized Communities (1) | 97,197 | |||
NOI for Development/Redevelopment Communities | 77,232 | |||
NOI from real estate assets sold or held for sale | 3,218 | |||
Total NOI generated by real estate assets | 708,455 | |||
NOI on encumbered assets | 141,104 | |||
NOI on unencumbered assets | $ | 567,351 | ||
Unencumbered NOI | 80 | % | ||
(1) NOI for Other Stabilized Communities includes $20,306 of business interruption insurance proceeds related to the Edgewater casualty loss. | ||||
Unleveraged IRR on sold communities refers to the internal rate of return calculated by the Company considering the timing and amounts of (i) total revenue during the period owned by the Company and (ii) the gross sales price net of selling costs, offset by (iii) the undepreciated capital cost of the communities at the time of sale and (iv) total direct operating expenses during the period owned by the Company. Each of the items (i), (ii), (iii) and (iv) is calculated in accordance with GAAP.
The calculation of Unleveraged IRR does not include an adjustment for the Company’s general and administrative expense, interest expense, or corporate-level property management and other indirect operating expenses. Therefore, Unleveraged IRR is not a substitute for Net Income as a measure of our performance. Management believes that the Unleveraged IRR achieved during the period a community is owned by the Company is useful because it is one indication of the gross value created by the Company’s acquisition, development or redevelopment, management and sale of a community, before the impact of indirect expenses and Company overhead. The Unleveraged IRR achieved on the communities as cited in this release should not be viewed as an indication of the gross value created with respect to other communities owned by the Company, and the Company does not represent that it will achieve similar Unleveraged IRRs upon the disposition of other communities. The weighted average Unleveraged IRR for sold communities is weighted based on all cash flows over the investment period for each respective community, including net sales proceeds.
