Exhibit 99.1
For Immediate News ReleaseOctober 24, 2016
AVALONBAY COMMUNITIES, INC. ANNOUNCES
THIRD QUARTER 2016 OPERATING RESULTS
(Arlington, VA) AvalonBay Communities, Inc. (NYSE: AVB) (the “Company”) reported today that Net Income Attributable to Common Stockholders for the three months ended September 30, 2016 was $356,392,000. This resulted in an increase in Earnings per Share – diluted (“EPS”) of 69.3% to $2.59 for the three months ended September 30, 2016, from $1.53 for the prior year period.
Funds from Operations attributable to common stockholders - diluted (“FFO”) per share for the three months ended September 30, 2016 increased 4.5% to $2.11 from $2.02 for the prior year period.
Core FFO per share for the three months ended September 30, 2016 increased 7.3% to $2.07 from $1.93 for the prior year period.
The changes in the Company's EPS, FFO per share and Core FFO per share were due to an increase in Net Operating Income (“NOI”) from newly developed and existing operating communities for the three months ended September 30, 2016 over the prior year period, partially offset by an increase in the average shares outstanding. The changes in EPS and FFO per share were also due to the gain on extinguishment of debt in the prior year period, as well as the current year period gain from the contribution of a land parcel to a joint venture. The change in EPS was also due to an increase in wholly-owned real estate sales and related gains, partially offset by a decrease in joint venture real estate sales and related gains and an increase in depreciation expense.
The following table compares the Company’s actual results for EPS, FFO per share and Core FFO per share for the third quarter of 2016 to its July 2016 outlook:
Third Quarter 2016 Results | |||||||||
Comparison to July 2016 Outlook | |||||||||
Per Share | |||||||||
EPS | FFO | Core FFO | |||||||
Projected per share - July 2016 outlook (1) | $ | 2.72 | $ | 2.17 | $ | 2.08 | |||
Established Community Opex | (0.01 | ) | (0.01 | ) | (0.01 | ) | |||
Other community NOI | (0.01 | ) | (0.01 | ) | (0.01 | ) | |||
Interest expense | 0.01 | 0.01 | 0.01 | ||||||
Timing of joint venture promote income | (0.03 | ) | (0.03 | ) | — | ||||
Development pursuits and other write-offs | (0.02 | ) | (0.02 | ) | — | ||||
Gain on sale of communities and depreciation expense (2) | (0.07 | ) | — | — | |||||
Q3 2016 per share reported results | $ | 2.59 | $ | 2.11 | $ | 2.07 | |||
(1) The mid-point of the Company's July 2016 outlook. | |||||||||
(2) Consists primarily of timing differences for disposition gains on wholly-owned and joint venture communities. | |||||||||
For the nine months ended September 30, 2016, EPS increased 31.2% to $5.76 from $4.39 for the prior year period. For the nine months ended September 30, 2016, FFO per share increased 1.5% to $6.17 from $6.08 for the prior year period. For the nine months ended September 30, 2016, Core FFO per share increased 9.2% to $6.07 from $5.56 for the prior year period.
Operating Results for the Three Months Ended September 30, 2016 Compared to the Prior Year Period
For the Company, total revenue increased by $40,851,000, or 8.6%, to $516,211,000. 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 3.9%, and were partially offset by a decrease in Economic Occupancy of 0.1%, resulting in an increase in rental revenue of 3.8%. 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 3.9%. Total revenue for Established Communities increased $13,819,000, or 3.7%, to $389,050,000. Operating expenses for Established Communities increased $2,561,000, or 2.2%, to $117,476,000. NOI for Established Communities increased $11,258,000, or 4.3%, to $271,574,000.
The following table reflects the percentage changes in rental revenue, operating expenses and NOI for Established Communities for the three months ended September 30, 2016 compared to the three months ended September 30, 2015:
Q3 2016 Compared to Q3 2015 | |||||||||||||||
Rental Revenue | |||||||||||||||
Avg Rent | Ec | % of | |||||||||||||
Rates | Occ | Opex (1) | NOI | NOI (2) | |||||||||||
New England | 2.5 | % | 0.2 | % | 5.9 | % | 0.6 | % | 14.2 | % | |||||
Metro NY/NJ | 2.3 | % | 0.2 | % | 4.4 | % | 1.5 | % | 24.7 | % | |||||
Mid-Atlantic | 2.0 | % | (0.3 | )% | 3.1 | % | 0.4 | % | 14.7 | % | |||||
Pacific NW | 5.7 | % | 0.4 | % | (0.6 | )% | 9.5 | % | 5.6 | % | |||||
No. California | 5.8 | % | (0.2 | )% | 4.6 | % | 5.9 | % | 20.9 | % | |||||
So. California | 6.0 | % | (0.4 | )% | (6.0 | )% | 11.1 | % | 19.9 | % | |||||
Total | 3.9 | % | (0.1 | )% | 2.2 | % | 4.3 | % | 100.0 | % | |||||
(1) See the full release for discussion of variances. | |||||||||||||||
(2) Represents each region's % of total NOI for Q3 2016, including amounts related to communities that have been sold or that are classified as held for sale. | |||||||||||||||
Operating Results for the Nine Months Ended September 30, 2016 Compared to the Prior Year Period
For the Company, total revenue increased by $151,828,000, or 11.0%, to $1,527,015,000. 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 4.9%, and were partially offset by a decrease in Economic Occupancy of 0.2%, resulting in an increase in rental revenue of 4.7%. 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 4.8%. Total revenue for Established Communities increased $50,811,000, or 4.6%, to $1,149,093,000. Operating expenses for Established Communities increased
$8,450,000, or 2.5%, to $343,319,000. NOI for Established Communities increased $42,361,000, or 5.5%, to $805,774,000.
The following table reflects the percentage changes in rental revenue, operating expenses and NOI for Established Communities for the nine months ended September 30, 2016 compared to the nine months ended September 30, 2015:
YTD 2016 Compared to YTD 2015 | |||||||||||||||
Rental Revenue | |||||||||||||||
Avg Rent | Ec | % of | |||||||||||||
Rates | Occ | Opex (1) | NOI | NOI (2) | |||||||||||
New England | 3.9 | % | (0.2 | )% | (0.1 | )% | 5.9 | % | 14.3 | % | |||||
Metro NY/NJ | 2.9 | % | 0.1 | % | 4.8 | % | 2.0 | % | 24.3 | % | |||||
Mid-Atlantic | 1.7 | % | (0.2 | )% | 1.3 | % | 1.4 | % | 15.0 | % | |||||
Pacific NW | 6.4 | % | (0.2 | )% | 5.3 | % | 6.6 | % | 5.3 | % | |||||
No. California | 8.3 | % | (0.4 | )% | 7.4 | % | 8.0 | % | 21.0 | % | |||||
So. California | 6.9 | % | (0.3 | )% | (1.6 | )% | 10.3 | % | 20.1 | % | |||||
Total | 4.9 | % | (0.2 | )% | 2.5 | % | 5.5 | % | 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 September 30, 2016, the Company engaged in the following development activity:
The Company completed the development of two communities:
• | Avalon Dublin Station II, located in Dublin, CA; and |
• | Avalon Alderwood II, located in Lynnwood, WA. |
These two communities contain an aggregate of 376 apartment homes and were constructed for an aggregate Total Capital Cost of $111,200,000.
The Company started the construction of Avalon Boonton, located in Boonton, NJ. Avalon Boonton will contain 350 apartment homes when completed and will be developed for an estimated Total Capital Cost of $91,200,000.
The Company added one development right which, if developed as expected, will contain 200 apartment homes and will be developed for an estimated Total Capital Cost of $95,000,000.
The projected Total Capital Cost of overall development rights decreased to $3.9 billion at September 30, 2016 from $4.0 billion at June 30, 2016.
Copyright © 2016 AvalonBay Communities, Inc. All Rights Reserved
Acquisition Activity
In September 2016, the Company acquired two communities.
• | Avalon Columbia Pike, located in Arlington, VA, contains 269 apartment homes and 27,000 square feet of retail space, and was acquired for a purchase price of $102,000,000, which includes the assumption of a fixed rate mortgage loan secured by the community in the amount of $70,507,000. The mortgage loan has a 3.38% contractual interest rate and matures in November 2019. |
• | Studio 77, located in North Hollywood, CA, contains 156 apartment homes and 11,000 square feet of retail space, and was acquired for a purchase price of $72,100,000. |
Disposition Activity
During the three months ended September 30, 2016, the Company sold three wholly-owned communities: Eaves Nanuet, located in Nanuet, NY, Avalon Shrewsbury, located in Shrewsbury, MA and Avalon at Freehold, located in Freehold, NJ. In the aggregate, the three communities contain 1,051 apartment homes and were sold for $275,500,000, resulting in a gain in accordance with GAAP of $197,840,000 and an Economic Gain of $140,148,000. These communities generated an Unleveraged IRR of 13.6% over a weighted average investment period of 15.1 years.
In October 2016, the Company sold Avalon Brandemoor I and II, located in Lynnwood, WA. The two wholly-owned communities contain an aggregate of 506 apartment homes and were sold for $132,000,000.
Liquidity and Capital Markets
At September 30, 2016, the Company had $170,000,000 in borrowings outstanding under its $1,500,000,000 unsecured credit facility, and had $232,188,000 in unrestricted cash and cash in escrow.
The Company’s annualized Net Debt-to-Core EBITDA for the third quarter of 2016 was 5.1 times.
During the three months ended September 30, 2016, the Company repaid $250,000,000 principal amount of its 5.75% coupon unsecured notes pursuant to its scheduled maturity.
In October 2016, the Company issued the following unsecured notes in public offerings under its existing shelf registration statement.
• | $300,000,000 principal amount of unsecured notes were issued for net proceeds of approximately $297,117,000. The notes mature in October 2026 and were issued at a 2.90% coupon interest rate. |
• | $350,000,000 principal amount of unsecured notes were issued for net proceeds of approximately $345,520,000. The notes mature in October 2046 and were issued at a 3.90% coupon interest rate. |
In October 2016, the Company issued a redemption notice for $250,000,000 principal amount of its 5.70% coupon unsecured notes in advance of the March 2017 scheduled maturity. The Company expects to complete the redemption of the unsecured notes in the fourth quarter of 2016.
Unconsolidated Real Estate Investments
During the three months ended September 30, 2016, the Company entered into a joint venture to develop, own and operate AVA North Point, a 265 apartment home community in Cambridge, MA, which is expected to be developed for a Total Capital Cost to the joint venture of $113,900,000. 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. The Company contributed the land parcel to the venture, recognizing a gain of $10,621,000. The Company owns a 55.0% interest in the venture that owns AVA North Point.
Also during the three months ended September 30, 2016, the Company and its venture partner established separate legal ownership of the residential and retail components of the mixed-use development containing Avalon Clarendon, which was acquired in May 2016. As a result the Company consolidated Avalon Clarendon and beginning in October 2016, the Company will report the operating results of the community as part of its consolidated operations. In conjunction with the consolidation of Avalon Clarendon, the Company recorded a gain of $4,322,000, included as a component of gain on sale of communities, representing the amount that the fair value of the Company's prior interest exceeded its carrying value, primarily attributable to depreciation recognized during the period the community was owned in the joint venture.
Copyright © 2016 AvalonBay Communities, Inc. All Rights Reserved
Fourth Quarter and Updated Full Year 2016 Financial Outlook
For its fourth quarter and full year 2016 financial outlook, the Company expects the following:
Projected EPS, Projected FFO and Projected Core FFO Outlook (1) | ||||||||
Q4 2016 | Full Year 2016 | |||||||
Low | High | Low | High | |||||
Projected EPS | $1.77 | - | $1.83 | $7.53 | - | $7.59 | ||
Projected FFO per share | $2.06 | - | $2.12 | $8.23 | - | $8.29 | ||
Projected Core FFO per share (1) | $2.08 | - | $2.14 | $8.15 | - | $8.21 | ||
(1) See Definitions and Reconciliations of this release for reconciliation of Projected FFO per share and Projected Core FFO per share to Projected EPS. | ||||||||
Full Year 2016 Revised Financial Outlook | ||||||||
October 2016 | July 2016 | |||||||
Low | High | Low | High | |||||
Established Communities: | ||||||||
Rental revenue change | 4.25% | - | 4.5% | 4.25% | - | 4.75% | ||
Operating expense change | 2.9% | - | 3.3% | 2.0% | - | 2.75% | ||
NOI change | 4.6% | - | 5.0% | 5.0% | - | 5.75% | ||
The following table compares the Company's October 2016 outlook for EPS, FFO per share and Core FFO per share for the full year 2016 to its July 2016 outlook:
October 2016 Full Year Outlook | |||||||||
Comparison to July 2016 Outlook | |||||||||
Per Share | |||||||||
EPS | FFO | Core FFO | |||||||
Projected per share - July 2016 outlook (1) | $ | 7.58 | $ | 8.36 | $ | 8.23 | |||
Q3 2016 Results (2) | (0.13 | ) | (0.06 | ) | (0.01 | ) | |||
Established Community revenue | (0.01 | ) | (0.01 | ) | (0.01 | ) | |||
Established Community Opex | (0.01 | ) | (0.01 | ) | (0.01 | ) | |||
Other community NOI | (0.01 | ) | (0.01 | ) | (0.01 | ) | |||
Interest expense | (0.05 | ) | (0.05 | ) | (0.01 | ) | |||
Joint venture income, management fees and overhead | 0.04 | 0.04 | — | ||||||
Gain on sale of communities and depreciation expense | 0.15 | — | — | ||||||
Projected per share - October 2016 outlook (1) | $ | 7.56 | $ | 8.26 | $ | 8.18 | |||
(1) The mid-point of the Company's outlook. | |||||||||
(2) Amount represents the difference between the July 2016 outlook and actual results. See page 1 of this release for details. | |||||||||
Fourth Quarter Conference Schedule
The Company is scheduled to participate in the NAREIT's REITWorld Conference in Phoenix, AZ, from November 15-17, 2016. During this conference, management may discuss the Company’s current operating environment; operating trends; development, redevelopment, disposition and acquisition activity; portfolio strategy and other business and financial matters affecting the Company. Details on how to access related materials will be available on the Company’s website at http://www.avalonbay.com/events one business day in advance of the conference.
Other Matters
The Company will hold a conference call on October 25, 2016 at 11:00 AM ET to review and answer questions about this release, its third quarter 2016 results, the Attachments (described below) and related matters. To participate on the call, dial 800-474-8920 domestically and 719-457-2643 internationally and use conference id: 7799607.
To hear a replay of the call, which will be available from October 25, 2016 at 4:00 PM ET to November 1, 2016 at 4:00 PM ET, dial 888-203-1112 domestically and 719-457-0820 internationally and use conference id: 7799607. 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 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 October 25, 2016. These supplemental materials will be available on the Company's website for 30 days following the earnings call.
Copyright © 2016 AvalonBay Communities, Inc. All Rights Reserved
About AvalonBay Communities, Inc.
As of September 30, 2016, the Company owned or held a direct or indirect ownership interest in 283 apartment communities containing 82,708 apartment homes in 10 states and the District of Columbia, of which 22 communities were under construction and eight 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: 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; and 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. 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 13, “Definitions and Reconciliations of Non-GAAP Financial Measures and Other Terms.” Attachment 13 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:
Average Rental Rates are calculated by the Company as rental revenue in accordance with GAAP, divided by the weighted average number of occupied apartment homes.
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 nine months ended September 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 consolidated communities where a comparison of operating results from the prior year to the current year is meaningful, as these communities were owned and had Stabilized 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, are not conducting or planning to conduct substantial redevelopment activities and are not held for sale or planned for disposition within 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):
Q3 | Q3 | YTD | YTD | |||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Net income attributable to common stockholders | $ | 356,392 | $ | 206,142 | $ | 791,767 | $ | 586,610 | ||||||||
Depreciation - real estate assets, including discontinued operations and joint venture adjustments | 135,275 | 121,018 | 397,834 | 359,195 | ||||||||||||
Distributions to noncontrolling interests, including discontinued operations | 10 | 9 | 30 | 28 | ||||||||||||
Gain on sale of unconsolidated entities holding previously depreciated real estate | — | (20,074 | ) | (53,172 | ) | (30,947 | ) | |||||||||
Gain on sale of previously depreciated real estate | (202,163 | ) | (35,216 | ) | (284,582 | ) | (106,151 | ) | ||||||||
Casualty and impairment (recovery) loss, net on real estate (1)(5) | — | — | (4,195 | ) | 4,195 | |||||||||||
FFO attributable to common stockholders | 289,514 | 271,879 | 847,682 | 812,930 | ||||||||||||
Adjusting items: | ||||||||||||||||
Joint venture losses (gains) (2) | 195 | 1,611 | 5,763 | (8,671 | ) | |||||||||||
Impairment loss on real estate (3)(5) | — | — | 10,500 | 800 | ||||||||||||
Casualty loss (gain), net on real estate (4)(5) | — | 658 | (10,239 | ) | (15,663 | ) | ||||||||||
Business interruption insurance proceeds | (78 | ) | (357 | ) | (20,422 | ) | (511 | ) | ||||||||
Lost NOI from casualty losses covered by business interruption insurance (6) | 1,877 | 1,738 | 5,580 | 5,072 | ||||||||||||
(Gain) loss on extinguishment of consolidated debt | — | (18,987 | ) | 2,461 | (26,736 | ) | ||||||||||
Acquisition costs | 635 | 2,514 | 2,564 | 3,454 | ||||||||||||
Severance related costs | 346 | 120 | 907 | 1,784 | ||||||||||||
Development pursuit and other write-offs | 2,998 | 609 | 3,769 | 1,072 | ||||||||||||
Joint venture promote (7) | — | — | (3,447 | ) | (21,969 | ) | ||||||||||
Gain on sale of other real estate | (10,778 | ) | — | (10,921 | ) | (9,647 | ) | |||||||||
Income taxes | — | — | — | 997 | ||||||||||||
Core FFO attributable to common stockholders | $ | 284,709 | $ | 259,785 | $ | 834,197 | $ | 742,912 | ||||||||
Average shares outstanding - diluted | 137,505,054 | 134,709,460 | 137,442,306 | 133,663,770 | ||||||||||||
Earnings per share - diluted | $ | 2.59 | $ | 1.53 | $ | 5.76 | $ | 4.39 | ||||||||
FFO per common share - diluted | $ | 2.11 | $ | 2.02 | $ | 6.17 | $ | 6.08 | ||||||||
Core FFO per common share - diluted | $ | 2.07 | $ | 1.93 | $ | 6.07 | $ | 5.56 | ||||||||
(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. The Company received insurance proceeds in 2016, net of additional costs incurred, of $5,732 related to the winter storms, $4,195 of this recovery is recognized as an offset to the loss incurred 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) Amount for YTD 2016 is primarily composed of the Company's portion of yield maintenance charges incurred for the early repayment of debt associated with joint venture disposition activity and the write-off of asset management fee intangibles primarily associated with the disposition of communities in the U.S. Fund. Amount for YTD 2015 is 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 include impairment charges relating to ancillary land parcels. | ||||||||||||||||
(4) Amount for YTD 2016 includes $8,702 in property damage insurance proceeds for the Edgewater casualty loss, and $1,537 in property damage 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 Q3 2015 consists of demolition and additional incident expenses for the Edgewater casualty loss and amount for YTD 2015 includes $44,142 of Edgewater insurance proceeds received partially offset by $28,479 for the write-off of real estate and related costs. | ||||||||||||||||
(5) Aggregate impact of (i) Casualty and impairment (recovery) loss, net on real estate, (ii) Impairment loss on real estate and (iii) Casualty loss (gain), net on real estate for YTD 2016, is a gain of $3,935. | ||||||||||||||||
(6) Amounts relate to a casualty event at Edgewater in Q1 2015, for which the Company received $20,306 in business interruption insurance proceeds in Q1 2016. | ||||||||||||||||
(7) Amount for YTD 2016 is 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. | ||||||||||||||||
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 September 30, 2016 are as follows (dollars in thousands):
Net income attributable to common stockholders | $ | 356,392 | |
Interest expense, net | 47,871 | ||
Income tax expense | 22 | ||
Depreciation expense | 131,729 | ||
EBITDA | $ | 536,014 | |
NOI from real estate assets sold or held for sale | (5,525 | ) | |
Gain on sale of communities | (202,163 | ) | |
Gain on sale of other real estate | (10,778 | ) | |
Joint venture loss | 342 | ||
Consolidated EBITDA after disposition activity | $ | 317,890 | |
Lost NOI from casualty losses | 1,877 | ||
Business interruption insurance proceeds | (78 | ) | |
Acquisition costs | 635 | ||
Severance related costs | 346 | ||
Development pursuit and other write-offs | 2,998 | ||
Core EBITDA | $ | 323,668 | |
Interest expense, net | $ | 47,871 | |
Interest Coverage | 6.8 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 third quarter 2016 Core EBITDA, as adjusted. For a calculation of Core EBITDA, see "Interest Coverage" above.
Total debt principal (1) | $ | 6,851,379 | |
Cash and cash in escrow | (232,188 | ) | |
Net debt | $ | 6,619,191 | |
Core EBITDA | $ | 323,668 | |
Core EBITDA, annualized | $ | 1,294,672 | |
Net Debt-to-Core EBITDA | 5.1 times | ||
(1) Balance at September 30, 2016 excludes $6,882 of debt discount and $22,871 of deferred financing costs as reflected in unsecured notes, net, and $6,501 of debt premium and $12,157 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 excluding corporate-level income (including management, development and other fees), corporate-level property management and other indirect operating expenses, investments and investment management expenses, expensed acquisition, development and other pursuit costs, net of recoveries, interest expense, net, (gain) loss on extinguishment of debt, net, general and administrative expense, joint venture (loss) income, depreciation expense, corporate income tax expense, casualty and impairment loss (gain), net, gain on sale of real estate assets and net operating income from real estate assets sold or held for sale. The Company considers NOI to be an important and appropriate supplemental performance 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 any corporate-level property management overhead or financing-related costs. NOI reflects the operating performance of a community, and allows for an easier comparison of the operating performance of individual assets or groups of assets. In addition, because prospective buyers of real estate have different financing and overhead structures, with varying marginal impact to overhead as a result of 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):
Q3 | Q3 | Q2 | Q1 | Q4 | YTD | YTD | ||||||||||||||||||||||
2016 | 2015 | 2016 | 2016 | 2015 | 2016 | 2015 | ||||||||||||||||||||||
Net income | $ | 356,329 | $ | 206,076 | $ | 197,319 | $ | 237,877 | $ | 155,352 | $ | 791,525 | $ | 586,381 | ||||||||||||||
Indirect operating expenses, net of corporate income | 14,946 | 13,427 | 15,477 | 16,537 | 13,332 | 46,960 | 43,642 | |||||||||||||||||||||
Investments and investment management expense | 1,205 | 1,167 | 1,194 | 1,145 | 1,096 | 3,545 | 3,274 | |||||||||||||||||||||
Expensed acquisition, development and other pursuit costs, net of recoveries | 3,804 | 3,391 | 1,436 | 3,462 | 1,570 | 8,702 | 5,251 | |||||||||||||||||||||
Interest expense, net | 47,871 | 43,234 | 46,581 | 43,410 | 42,217 | 137,862 | 133,398 | |||||||||||||||||||||
(Gain) loss on extinguishment of debt, net | — | (18,987 | ) | 2,461 | — | — | 2,461 | (26,736 | ) | |||||||||||||||||||
General and administrative expense | 11,928 | 10,464 | 12,011 | 11,404 | 11,508 | 35,343 | 31,266 | |||||||||||||||||||||
Joint venture loss (income) | 342 | (20,554 | ) | (27,151 | ) | (27,969 | ) | (1,093 | ) | (54,779 | ) | (68,925 | ) | |||||||||||||||
Depreciation expense | 131,729 | 120,184 | 132,469 | 127,216 | 122,259 | 391,414 | 355,664 | |||||||||||||||||||||
Income tax expense | 22 | 39 | 36 | 37 | 135 | 95 | 1,348 | |||||||||||||||||||||
Casualty and impairment loss (gain), net | — | 658 | (1,732 | ) | (2,202 | ) | 125 | (3,935 | ) | (10,668 | ) | |||||||||||||||||
Gain on sale of real estate | (212,941 | ) | (35,216 | ) | (31,133 | ) | (51,430 | ) | (9,474 | ) | (295,503 | ) | (115,798 | ) | ||||||||||||||
NOI from real estate assets sold or held for sale (1) | (5,525 | ) | (9,180 | ) | (6,731 | ) | (7,495 | ) | (8,833 | ) | (19,751 | ) | (28,248 | ) | ||||||||||||||
NOI | $ | 349,710 | $ | 314,703 | $ | 342,237 | $ | 351,992 | $ | 328,194 | $ | 1,043,939 | $ | 909,849 | ||||||||||||||
Established: | ||||||||||||||||||||||||||||
New England | $ | 37,657 | $ | 37,427 | $ | 37,170 | $ | 36,670 | $ | 38,293 | $ | 111,497 | $ | 105,250 | ||||||||||||||
Metro NY/NJ | 65,299 | 64,360 | 64,970 | 62,732 | 66,051 | 193,001 | 189,285 | |||||||||||||||||||||
Mid-Atlantic | 40,029 | 39,860 | 40,530 | 40,063 | 41,210 | 120,623 | 118,950 | |||||||||||||||||||||
Pacific NW | 14,502 | 13,239 | 14,173 | 14,078 | 13,903 | 42,753 | 40,092 | |||||||||||||||||||||
No. California | 61,560 | 58,137 | 60,850 | 60,248 | 59,354 | 182,658 | 169,148 | |||||||||||||||||||||
So. California | 52,527 | 47,293 | 51,301 | 51,415 | 49,572 | 155,242 | 140,688 | |||||||||||||||||||||
Total Established | 271,574 | 260,316 | 268,994 | 265,206 | 268,383 | 805,774 | 763,413 | |||||||||||||||||||||
Other Stabilized (2) | 34,812 | 29,116 | 35,091 | 55,114 | 30,042 | 125,017 | 76,466 | |||||||||||||||||||||
Development/Redevelopment | 43,324 | 25,271 | 38,152 | 31,672 | 29,769 | 113,148 | 69,970 | |||||||||||||||||||||
NOI | $ | 349,710 | $ | 314,703 | $ | 342,237 | $ | 351,992 | $ | 328,194 | $ | 1,043,939 | $ | 909,849 | ||||||||||||||
(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 September 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):
Q3 | Q3 | YTD | YTD | |||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Revenue from real estate assets sold or held for sale | $ | 8,814 | $ | 15,098 | $ | 31,731 | $ | 46,610 | ||||||||
Operating expenses from real estate assets sold or held for sale | (3,289 | ) | (5,918 | ) | (11,980 | ) | (18,362 | ) | ||||||||
NOI from real estate assets sold or held for sale | $ | 5,525 | $ | 9,180 | $ | 19,751 | $ | 28,248 | ||||||||
Other Stabilized Communities are completed consolidated communities that the Company owns, which have Stabilized Operations as of January 1, 2016. Other Stabilized Communities do not include communities that are conducting or planning to conduct substantial redevelopment activities.
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 fourth quarter and full year 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) - Q4 2016 | $ | 1.77 | $ | 1.83 | |||||
Depreciation (real estate related) | 0.97 | 1.01 | |||||||
Gain on sale of communities | (0.68 | ) | (0.72 | ) | |||||
Projected FFO per share (diluted) - Q4 2016 | 2.06 | 2.12 | |||||||
Joint venture losses, development pursuit and other write-offs, acquisition costs and severance related costs | (0.03 | ) | (0.03 | ) | |||||
Lost NOI from casualty losses covered by business interruption insurance | 0.01 | 0.01 | |||||||
Loss on extinguishment of consolidated debt | 0.04 | 0.04 | |||||||
Projected Core FFO per share (diluted) - Q4 2016 | $ | 2.08 | $ | 2.14 | |||||
Projected EPS (diluted) - Full Year 2016 | $ | 7.53 | $ | 7.59 | |||||
Depreciation (real estate related) | 3.83 | 3.87 | |||||||
Gain on sale of communities | (3.13 | ) | (3.17 | ) | |||||
Projected FFO per share (diluted) - Full Year 2016 | 8.23 | 8.29 | |||||||
Joint venture losses, development pursuit and other write-offs, acquisition costs and severance related costs | 0.05 | 0.05 | |||||||
Gain on sale of other real estate | (0.08 | ) | (0.08 | ) | |||||
Lost NOI from casualty losses covered by business interruption insurance | 0.05 | 0.05 | |||||||
Loss on extinguishment of consolidated debt | 0.05 | 0.05 | |||||||
Business interruption insurance proceeds | (0.15 | ) | (0.15 | ) | |||||
Projected Core FFO per share (diluted) - Full Year 2016 | $ | 8.15 | $ | 8.21 | |||||
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 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):
Q3 | Q3 | YTD | YTD | |||||||||||||
2016 | 2015 | 2016 | 2015 | |||||||||||||
Rental revenue (GAAP basis) | $ | 388,615 | $ | 374,390 | $ | 1,147,985 | $ | 1,096,523 | ||||||||
Concessions amortized | 317 | 493 | 722 | 2,266 | ||||||||||||
Concessions granted | (443 | ) | (169 | ) | (964 | ) | (678 | ) | ||||||||
Rental Revenue with Concessions | ||||||||||||||||
on a Cash Basis | $ | 388,489 | $ | 374,714 | $ | 1,147,743 | $ | 1,098,111 | ||||||||
% change -- GAAP revenue | 3.8 | % | 4.7 | % | ||||||||||||
% change -- cash revenue | 3.7 | % | 4.5 | % | ||||||||||||
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 nine months ended September 30, 2016 is as follows (dollars in thousands):
Year to Date | ||||
NOI | ||||
NOI for Established Communities | $ | 805,774 | ||
NOI for Other Stabilized Communities (1) | 125,017 | |||
NOI for Development/Redevelopment Communities | 113,148 | |||
NOI from real estate assets sold or held for sale | 19,751 | |||
Total NOI generated by real estate assets | 1,063,690 | |||
NOI on encumbered assets | 208,986 | |||
NOI on unencumbered assets | $ | 854,704 | ||
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.
