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Partners' Capital
12 Months Ended
Dec. 31, 2020
Partners Capital [Abstract]  
Partners' Capital

Note 9 —Partners’ Capital

Separation from Aimco

On December 15, 2020, AIR Operating Partnership completed the Separation, which was effected through a pro rata distribution of all of the outstanding common limited partnership units of Aimco Operating Partnership to holders of AIR Operating Partnership common limited partnership units and AIR Operating Partnership Class I High Performance partnership units as of the close of business on December 5, 2020. Stockholders of AIR’s Predecessor received one share of Class A common stock of AIR for every one share of Class A common stock of AIR’s Predecessor held as of the close of business on the record date, and received cash in lieu of fractional shares of Class A common stock of AIR.

Partnership Preferred Units Owned by AIR

At December 31, 2020, AIR Operating Partnership had Class A outstanding preferred units similar to AIR’s Preferred Stock discussed in Note 8. All Class A Partnership Preferred Units are senior to the AIR Operating Partnership common partnership units. Distributions on all Partnership Preferred Units are subject to being declared by the General Partner. The Partnership Preferred Units are redeemable by the AIR Operating Partnership only in connection with a concurrent redemption by AIR of the corresponding AIR Preferred Stock held by unrelated parties.

Redeemable Preferred OP Units

The AIR Operating Partnership has outstanding various classes of redeemable preferred OP Units. As of December 31, 2020 and 2019, the AIR Operating Partnership had the following classes of preferred OP Units (stated at their redemption values, in thousands, except unit and per unit data):

 

 

Distributions per Annum

 

 

Units Issued and Outstanding

 

 

Redemption Values

 

Class of Preferred Units

 

Percent

 

 

Per Unit

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Class One

 

 

8.75

%

 

$

8.00

 

 

 

90,000

 

 

 

90,000

 

 

$

8,229

 

 

$

8,229

 

Class Two

 

 

1.92

%

 

$

0.48

 

 

 

11,122

 

 

 

11,122

 

 

 

278

 

 

 

278

 

Class Three

 

 

7.88

%

 

$

1.97

 

 

 

1,313,927

 

 

 

1,338,524

 

 

 

32,848

 

 

 

33,463

 

Class Four

 

 

8.00

%

 

$

2.00

 

 

 

644,954

 

 

 

644,954

 

 

 

16,124

 

 

 

16,124

 

Class Six

 

 

8.50

%

 

$

2.13

 

 

 

773,693

 

 

 

773,693

 

 

 

19,342

 

 

 

19,342

 

Class Seven

 

 

7.87

%

 

$

1.97

 

 

 

26,150

 

 

 

26,150

 

 

 

654

 

 

 

654

 

Class Nine

 

 

6.00

%

 

$

1.50

 

 

 

78,956

 

 

 

78,956

 

 

 

1,974

 

 

 

1,974

 

Class Ten

 

 

6.00

%

 

$

1.50

 

 

 

 

 

 

680,000

 

 

 

 

 

 

17,000

 

   Total

 

 

 

 

 

 

 

 

 

 

2,938,802

 

 

 

3,643,399

 

 

$

79,449

 

 

$

97,064

 

 

Each class of preferred OP Units is currently redeemable at the holders’ option. The AIR Operating Partnership, at its sole discretion, may settle such redemption requests in cash or cause AIR to issue shares of its Common Stock with a value equal to the redemption price. In the event the AIR Operating Partnership requires AIR to issue shares of Common Stock to settle a redemption request, the AIR Operating Partnership would issue to AIR a corresponding number of common OP Units. The AIR Operating Partnership has a redemption policy that requires cash settlement of redemption requests for the preferred OP Units,

subject to limited exceptions. Subject to certain conditions, the Class Four and Class Six preferred OP Units may be converted into common OP Units.

These redeemable units are classified within temporary equity in AIR’s consolidated balance sheets and within temporary capital in the AIR Operating Partnership’s consolidated balance sheets.

During the years ended December 31, 2020, 2019, and 2018, approximately 705,000, 169,000 and 10,000 preferred OP Units, respectively, were redeemed in exchange for cash, and no preferred OP Units were redeemed in exchange for shares of AIR Common Stock or common OP Units.

The following table presents a reconciliation of the AIR Operating Partnership’s preferred OP Units during the year ended December 31, 2020 (in thousands):

 

 

2020

 

Balance at January 1

 

$

97,064

 

Preferred distributions

 

 

(7,019

)

Redemption of preferred units and other

 

 

(17,615

)

Net income

 

 

7,019

 

   Balance at December 31

 

$

79,449

 

AIR Operating Partnership Partners’ Capital

Common Partnership Units

In the AIR Operating Partnership’s consolidated balance sheets, the common partnership units held by AIR are classified within Partners’ Capital as General Partner and Special Limited Partner capital and the common OP Units are classified within Limited Partners’ capital. In AIR’s consolidated balance sheets, the common OP Units are classified within permanent equity as common noncontrolling interests in the AIR Operating Partnership.

Common partnership units held by AIR are not redeemable whereas common OP Units are redeemable at the holders’ option, subject to certain restrictions, on the basis of one common OP Unit for either one share of Common Stock or cash equal to the fair value of a share of Common Stock at the time of redemption. AIR has the option to deliver shares of Common Stock in exchange for all or any portion of the common OP Units tendered for redemption. When a limited partner redeems a common OP Unit for Common Stock, Limited Partners’ capital is reduced and the General Partner and Special Limited Partners’ capital is increased.

During the years ended December 31, 2020, 2019, and 2018, approximately 64,000, 129,000 and 224,000 common OP Units, respectively, were redeemed in exchange for cash. During the years ended December 31, 2020 and 2019, 159,000 and 127,000 common OP Units were redeemed in exchange for shares of Common Stock. No common OP Units were redeemed in exchange for AIR Common Stock during the year ended December 31, 2018.

The holders of the common OP Units receive distributions, prorated from the date of issuance, in an amount equivalent to the dividends paid to holders of Common Stock. During the years ended December 31, 2020, 2019, and 2018, the Aimco Operating Partnership declared regular quarterly distributions per common unit of $0.41, $0.39 and $0.38, respectively, excluding distributions declared as part of the special distribution.

On October 21, 2020, the Board of Directors authorized a reverse unit split and special distribution in the same form and with the same timing as the reverse stock split and special dividend discussed in Note 8 above. The special distribution to the holders of Aimco Operating Partnership common partnership units consisted of $128.7 million in cash and 35.4 million common partnership units. Total common partnership units outstanding prior to and following both transactions was unchanged.

On February 3, 2019, the Board of Directors authorized a reverse unit split and special distribution on the same form and with the same timing as the reverse stock split and special dividend discussed in Note 8 above. The special distribution to the holders of Aimco Operating Partnership common partnership units consisted of $72.7 million in cash, 4.8 million common partnership units and $0.4 million of cash paid in lieu of issuing fractional units. Total common partnership units outstanding prior to and following both transactions was unchanged.