EX-99.1 2 sfd1q18.htm 1Q18 EARNINGS RELEASE AND SUPPLEMENTAL DATA Exhibit
pacfulllogoa06.jpg

Preferred Apartment Communities, Inc. Reports Results for First Quarter Ended 2018

Atlanta, GA, April 30, 2018

Preferred Apartment Communities, Inc. (NYSE: APTS) ("we," "our," the "Company" or "Preferred Apartment Communities") today reported results for the quarter ended March 31, 2018. Unless otherwise indicated, all per share results are reported based on the basic weighted average shares of Common Stock and Class A Units of the Company's operating partnership ("Class A Units") outstanding. See Definitions of Non-GAAP Measures on page S-18.

"As we continue executing our strategy of property acquisitions, we are able to utilize our unique access to capital through the independent broker-dealer and registered investment advisory channels to issue our Series A Preferred Stock and mShares. These additional capital channels beyond the sale of our common stock give us a significant competitive advantage as we explore opportunities," said Daniel M. DuPree, Preferred Apartment Communities' Chairman and Chief Executive Officer.

Financial Highlights

Our operating results are presented below. Net income (loss) per share reflected gains on sales of real estate of approximately $1.14 per share for the first quarter 2017 and $0.52 per share for the first quarter 2018.
 
 
 
 
 
 
 
 
 
 
Three months ended March 31,
 
 
 
 
 
2018
 
2017
 
% change
 
 
 
 
 
 
 
 
 
 
Revenues (in thousands)
$
90,370

 
$
66,561

 
35.8
 %
 
 
 
 
 
 
 
 
 
 
Per share data:
 
 
 
 
 
 
 
Net income (loss) (1)
$
(0.14
)
 
$
0.54

 

 
 
 
 
 
 
 
 
 
 
FFO (2)
$
0.37

 
$
0.35

 
5.7
 %
 
 
 
 
 
 
 
 
 
 
AFFO (2)
$
0.26

 
$
0.27

 
(3.7
)%
 
 
 
 
 
 
 
 
 
 
Dividends (3)
$
0.25

 
$
0.22

 
13.6
 %
 
 
 
 
 
 
 
 
 

(1) Per weighted average share of Common Stock outstanding for the periods indicated.
(2) FFO and AFFO results are presented per weighted average share of Common Stock and Class A Unit in our Operating Partnership outstanding for the periods indicated. See Reconciliation of FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders on page S-3 and Definitions of Non-GAAP Measures beginning on page S-18.
(3) Per share of Common Stock and Class A Unit outstanding.
    
For the first quarter 2018, our FFO payout ratio to Common Stockholders and Unitholders was approximately 68.5% and our FFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 57.0%.(A) 

For the first quarter 2018, our AFFO payout ratio to Common Stockholders and Unitholders was approximately 96.7% and our AFFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 65.2%.(A) 

For the first quarter 2018, our same store net operating income for our established multifamily communities increased 10.3% as compared to the first quarter 2017. (B) 

At March 31, 2018, the market value of our common stock was $14.19. A hypothetical investment in our Common Stock in our initial public offering on April 5, 2011, assuming the reinvestment of all dividends and no transaction costs, would have resulted in an average annual return of approximately 17.3% through March 31, 2018.

As of March 31, 2018, our total assets were approximately $3.4 billion compared to approximately $2.5 billion as of March 31, 2017, an increase of approximately $851 million, or approximately 33.4%. This growth was driven primarily by the acquisition of 18 real estate properties (partially offset by the sale of two properties) and an increase of approximately $74.1 million in the funded amount of our real estate loan investment portfolio since March 31, 2017.



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


pacfulllogoa06.jpg

As of March 31, 2018, the average age of our multifamily communities was approximately 5.6 years, which is one of the youngest in the multifamily REIT industry.

Approximately 89.1% of our permanent property-level mortgage debt has fixed interest rates or has variable interest rates which are capped. We believe we are well protected against potential increases in market interest rates.

At March 31, 2018, our leverage, as measured by the ratio of our debt to the undepreciated book value of our total assets, was approximately 53.9%.

Cash flow from operations for the quarter ended March 31, 2018 was approximately $31.4 million, an increase of approximately $13.1 million, or 71.9%, compared to approximately $18.3 million for the quarter ended March 31, 2017.

For the quarter ended March 31, 2018, our physical occupancy for established multifamily communities was 95.1%.

On January 16, 2018, we closed on a real estate loan investment of up to $3.5 million in support of a mixed-use project in North Augusta, South Carolina. On February 13, 2018, we closed on a real estate loan investment of up to $137.6 million in support of a 551-unit multifamily community in San Jose, California.

On March 20, 2018, we sold our oldest multifamily community, Lake Cameron, which is located in Raleigh, North Carolina for approximately $43.5 million, which resulted in an average annual return of 19% from January 23, 2013, the date the property was acquired.

Remediation of property damages due to Hurricane Harvey at our Stone Creek multifamily community located in Port Arthur, Texas is progressing on schedule, and we anticipate full completion by May 2018. For the three-month period ended March 31, 2018, rental revenues decreased approximately $252,000 due to lost rents. During the first quarter, we received proceeds from our insurance company of $588,000 for lost rents, which has been reflected in income for the first quarter 2018. We expect to record a full recovery of the remainder of lost revenues upon settlement with our insurance carrier and receipt of funds later in 2018.

(A) We calculate the AFFO payout ratio to Common Stockholders as the ratio of Common Stock dividends and distributions to preferred stockholders to AFFO. We calculate the AFFO payout ratio to preferred stockholders as the ratio of Preferred Stock dividends to the sum of Preferred Stock dividends and AFFO. Since our operations resulted in a net loss from continuing operations for the periods presented, a payout ratio based on net loss is not calculable. See Definitions of Non-GAAP Measures on page S-18.

(B) Same store net operating income is a non-GAAP measure. See Definitions of Non-GAAP Measures on page S-18.

Acquisitions of Properties

During the first quarter 2018, we acquired the following properties:
 
 
 
 
 
 
 
 
 
 
Property
 
Location (MSA)
 
Units
 
Leasable square feet
 
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
 
 
 
The Lux at Sorrel
 
Jacksonville, FL
 
265
 
n/a

 
 
Green Park
 
Atlanta, GA
 
310
 
n/a

 
 
 
 
 
 
 
 
 
 
 
Office buildings:
 
 
 
 
 
 
 
 
Armour Yards
 
Atlanta, GA
 
n/a
 
187,000

 
 
 
 
 
 
 
 
 
 








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


pacfulllogoa06.jpg

Real Estate Assets

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

 
15

 
46

 
 
Units
9,768

 
4,378

 
14,146

 
 
Grocery-anchored shopping centers:
 
 
 
 
 
 
 
Properties
39

 

 
39

 
 
Gross leasable area (square feet)
4,055,714

 

 
4,055,714

 
 
Student housing properties:
 
 
 
 
 
 
 
Properties
4

 
6

 
10

 
 
Units
891

 
1,457

 
2,348

 
 
Beds
2,950

 
4,145

 
7,095

 
 
Office buildings:
 
 
 
 
 
 
 
Properties
5

 

 
5

 
 
Rentable square feet
1,539,000

 

 
1,539,000

 
 
 
 
 
 
 
 
 
 
(1) We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties from our real estate loan investment portfolio.

Subsequent to Quarter End

On April 11, 2018, we closed on a real estate loan and member loan investment of up to approximately $30.2 million in support of a proposed 302-unit multifamily community in Alexandria, Virginia.

On April 27, 2018, we acquired a grocery-anchored shopping center located in the Atlanta, Georgia MSA comprising 68,658 square feet of gross leasable area and a second grocery-anchored shopping center located in the Nashville, Tennessee MSA comprising 70,203 square feet of gross leasable area.

On April 30, 2018, our board of directors declared a quarterly dividend on our Common Stock of $0.255 per share, payable on July 16, 2018 to stockholders of record on June 15, 2018.
    
Multifamily Established Communities Financial Data

The following chart presents same store operating results for the Company’s established communities. Effective with the fourth quarter 2017, we define our population of established communities as those that have been stabilized for at least three consecutive months and that have been owned for at least 15 full months as of the end of the first quarter of each year, enabling comparisons of the current year quarterly and annual reporting periods to the prior year comparative periods. The Company excludes the operating results of properties for which construction of adjacent phases has commenced and properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. For the periods presented, same store operating results consist of the operating results of the following multifamily established communities:

Stoneridge Farms at Hunt Club
 
Overton Rise
 
Avenues at Cypress
Vineyards
 
Aster at Lely
 
Avenues at Northpointe
McNeil Ranch
 
Venue at Lakewood Ranch
 
Stone Rise
Citi Lakes
 
Lenox Portfolio
 
Sorrel







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


pacfulllogoa06.jpg

Same store net operating income is a non-GAAP measure that is most directly comparable to net income (loss), with a reconciliation following below.
Multifamily Established Communities' Same Store Net Operating Income
 
 
 
 
 
 
 
 
 
 
 
Three months ended:
 
 
 
 
(in thousands)
 
3/31/2018
 
3/31/2017
 
$ change
 
% change
Revenues:
 
 
 
 
 
 
 
 
Rental revenues
 
$
13,412

 
$
12,990

 
$
422

 
3.2
 %
Other property revenues
 
1,458

 
1,390

 
68

 
4.9
 %
Total revenues
 
14,870

 
14,380

 
490

 
3.4
 %
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
Property operating and maintenance
 
1,839

 
1,865

 
(26
)
 
(1.4
)%
Payroll
 
1,148

 
1,229

 
(81
)
 
(6.6
)%
Property management fees
 
599

 
577

 
22

 
3.8
 %
Real estate taxes
 
2,181

 
2,382

 
(201
)
 
(8.4
)%
Other
 
610

 
627

 
(17
)
 
(2.7
)%
Total operating expenses
 
6,377

 
6,680

 
(303
)
 
(4.5
)%
 
 
 
 
 
 
 
 
 
Same store net operating income
 
$
8,493

 
$
7,700

 
$
793

 
10.3
 %

Real estate taxes for same store established communities fell 8.4% for the first quarter 2018 versus 2017 due to successful appeals for 2017 which, along with guidance from our real estate tax consultants, resulted in downward adjustments to some of our 2018 estimates.

Reconciliation of Multifamily Established Communities' Same Store Net Operating Income (NOI) to Net Income (Loss)
 
 
 
 
 
 
 
Three months ended:
(in thousands)
 
3/31/2018
 
3/31/2017
 
 
 
 
 
Same store net operating income
 
$
8,493

 
$
7,700

Add:
 
 
 
 
Non-same-store property revenues
 
60,936

 
39,419

Less:
 
 
 
 
Non-same-store property operating expenses
21,641

 
14,586

 
 
 
 
 
Property net operating income
 
47,788

 
32,533

Add:
 
 
 
 
Interest revenue on notes receivable
 
10,300

 
7,948

Interest revenue on related party notes receivable
 
4,265

 
4,814

Less:
 
 
 
 
Equity stock compensation
 
1,135

 
873

Depreciation and amortization
 
40,616

 
24,826

Interest expense
 
20,968

 
15,009

Acquisition costs
 

 
9

Management fees
 
6,241

 
4,513

Insurance, professional fees and other
704

 
903

Gain on sale of real estate
 
20,354

 
30,724

Contingent asset management and general and administrative expense fees
 
(1,220
)
 
(175
)
 
 
 
 
 
Net income (loss)
 
$
14,263

 
$
30,061


Capital Markets Activities

During the first quarter 2018, we issued and sold an aggregate of 98,195 Units from our offering of up to 1,500,000 Units, with each Unit consisting of one share of Series A Redeemable Preferred Stock and one Warrant to purchase up to 20 shares of Common Stock (the "$1.5 Billion Series A Unit Offering"), resulting in net proceeds of approximately $88.4 million after commissions and other fees. In addition, during the first quarter 2018, we issued approximately 527,000 shares of Common Stock pursuant to the exercise of warrants issued under our Series A Preferred Stock offering, resulting in aggregate gross proceeds of approximately $7.2 million.


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


pacfulllogoa06.jpg

During the first quarter 2018, we issued and sold an aggregate of 5,209 shares of Series M Redeemable Preferred Stock (“mShares”), resulting in net proceeds of approximately $5.1 million after dealer manager fees.
Our outstanding shares of Common Stock totaled approximately 39.2 million shares at March 31, 2018. The market value of our Common Stock was $14.19 per share on March 31, 2018 versus $13.21 on March 31, 2017. Our total equity book value increased 40.7% to approximately $1.4 billion at March 31, 2018 from $967.3 million at March 31, 2017.

Dividends

Quarterly Dividends on Common Stock and Class A OP Units

On February 1, 2018, we declared a quarterly dividend on our Common Stock of $0.25 per share for the first quarter 2018. This represents a 13.6% increase in our common stock dividend from our first quarter 2017 common stock dividend of $0.22 per share, and an annualized dividend growth rate of 14.9% since June 30, 2011, the first quarter end following our initial public offering in April 2011. The first quarter dividend was paid on April 16, 2018 to all stockholders of record on March 15, 2018. In conjunction with the Common Stock dividend, the Company's operating partnership declared a distribution on its Class A Units of $0.25 per unit for the first quarter 2018, which was paid on April 16, 2018 to all Class A Unit holders of record as of March 15, 2018.

Monthly Dividends on Preferred Stock

We declared and paid monthly dividends of $5.00 per share on our Series A Redeemable Preferred Stock, which totaled approximately $19.2 million for the quarter ended March 31, 2018 and represent a 6% annual yield. We declared and paid dividends totaling approximately $270,000 on our Series M Redeemable Preferred Stock, or mShares, for the quarter ended March 31, 2018. The mShares have an escalating dividend rate from 5.75% in year one of issuance to 7.50% in year eight and thereafter.

Conference Call and Supplemental Data

We will hold our quarterly conference call on Tuesday, May 1, 2018 at 11:00 a.m. Eastern Time to discuss our first quarter 2018 results. To participate in the conference call, please dial in to the following:

Live Conference Call Details
Domestic Dial-in Number: 1-(844) 890-1791
International Dial-in Number: 1-(412) 380-7408
Company: Preferred Apartment Communities, Inc.
Date: Tuesday, May 1, 2018
Time: 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time)

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

2018 Guidance:  

Net income (loss) per share - We are actively adding properties and real estate loan investments to our real estate portfolio and the specific timing of the closing of acquisitions is difficult to predict. Acquisition activity by its nature can cause material variation in our reported depreciation and amortization expense and interest income. Since net income (loss) per share is calculated net of depreciation and amortization expense, our net income (loss) results can fluctuate, possibly significantly, depending upon the timing of the closing of acquisitions. For this reason, we are unable to reasonably forecast this measure or provide a reconciliation of our projected FFO per share to this measure.
FFO per share - We currently project FFO to be in the range of $1.43 - $1.47 per share for the full year 2018.

Revenue - We currently project total revenues to be in the range of $400 million - $440 million for the full year 2018.

Common Stock dividends - We currently expect to increase our Common Stock dividend by an aggregate of at least 10% during 2018 as compared to 2017.


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


pacfulllogoa06.jpg

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

http://investors.pacapts.com/download/1Q18_Earnings_and_Supplemental_Data.pdf

Forward-Looking Statements

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

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

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

Additional Information

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

The prospectus supplement for the Common Stock ATM Offering, dated July 10, 2017, including a base prospectus, dated May 17, 2016, can be accessed through the following link:

https://www.sec.gov/Archives/edgar/data/1481832/000148183217000110/atmprospectusspring2017.htm

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

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

    



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


pacfulllogoa06.jpg

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

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


For further information:     

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


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


pacfulllogoa06.jpg

a1q2018sfdcover.jpg


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


pacfulllogoa06.jpg


Table of Contents
 
 
Consolidated Statements of Operations
S-2
Reconciliations of FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders
S-3
Notes to Reconciliation of FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders
S-4
Consolidated Balance Sheets
S-6
Consolidated Statements of Cash Flows
S-7
Real Estate Loan Investment Portfolio
S-8
Mortgage Indebtedness
S-10
Multifamily Communities
S-14
Capital Expenditures
S-15
Grocery-Anchored Shopping Center Portfolio
S-16
Office Building Portfolio
S-17
Definitions of Non-GAAP Measures
S-18


















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


pacfulllogoa06.jpg

Preferred Apartment Communities, Inc.
Consolidated Statements of Operations
(Unaudited)
 
 
 
 
 
Three months ended March 31,
(In thousands, except per-share figures)
 
2018
 
2017
Revenues:
 
 
 
 
Rental revenues
 
$
64,077

 
$
45,363

Other property revenues
 
11,728

 
8,436

Interest income on loans and notes receivable
 
10,300

 
7,948

Interest income from related parties
 
4,265

 
4,814

Total revenues
 
90,370

 
66,561

 
 
 
 
 
Operating expenses:
 
 
 
 
Property operating and maintenance
 
8,805

 
6,539

Property salary and benefits
3,899

 
3,028

Property management fees
2,756

 
1,902

Real estate taxes
 
9,975

 
7,904

General and administrative
 
1,841

 
1,505

Equity compensation to directors and executives
1,135

 
873

Depreciation and amortization
 
40,616

 
24,826

Acquisition and pursuit costs

 
9

Asset management and general and administrative expense
 
 
 
 
fees to related party
 
6,241

 
4,513

Insurance, professional fees, and other expenses
 
1,445

 
1,291

 
 
 
 
 
Total operating expenses
 
76,713

 
52,390

Contingent asset management and general and administrative
 
 
 
expense fees
(1,220
)
 
(175
)
 
 
 
 
 
Net operating expenses
 
75,493

 
52,215

Operating income
 
14,877

 
14,346

Interest expense
 
20,968

 
15,009

Net income (loss) before gain on sale of real estate
 
(6,091
)
 
(663
)
Gain on sale of real estate
 
20,354

 
30,724

 
 
 
 
 
Net income
 
14,263

 
30,061

Consolidated net (income) attributable to non-controlling interests
(380
)
 
(999
)
 
 
 
 
 
Net income attributable to the Company
 
13,883

 
29,062

 
 
 
 
 
Dividends declared to preferred stockholders
 
(19,517
)
 
(14,386
)
Earnings attributable to unvested restricted stock
 
(2
)
 
(1
)
 
 
 
 
 
Net (loss) income attributable to common stockholders
 
$
(5,636
)
 
$
14,675

Net (loss) income per share of Common Stock available to common stockholders,
 
 
 
basic and diluted
 
$
(0.14
)
 
$
0.54

 
 
 
 
 
Dividends per share declared on Common Stock
 
$
0.25

 
$
0.22

 
 
 
 
 
Weighted average number of shares of Common Stock outstanding,
 
 
 
basic and diluted
 
39,098

 
26,936









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


pacfulllogoa06.jpg

Reconciliation of FFO and AFFO
to Net (Loss) Income Attributable to Common Stockholders (A)
 
 
 
 
 
Three months ended March 31,
(In thousands, except per-share figures)
 
 
2018
 
2017
 
 
 
 
 
 
 
 
Net (loss) income attributable to common stockholders (See note 1)
$
(5,636
)
 
$
14,675

 
 
 
 
 
 
 
 
Add:
Depreciation of real estate assets
 
27,712

 
18,131

 
Amortization of acquired real estate intangible assets and deferred leasing costs
12,591

 
6,532

 
Income attributable to non-controlling interests (See note 2)
 
380

 
999

Less:
Gain on sale of real estate
 
(20,354
)
 
(30,724
)
FFO
14,693

 
9,613

 
 
 
 
 
 
 
 
Add:
Acquisition and pursuit costs
 
 

 
9

 
Loan cost amortization on acquisition term note (See note 3)
25

 
27

 
Amortization of loan coordination fees paid to the Manager (See note 4)
476

 
356

 
Mortgage loan refinancing and extinguishment costs
41

 

 
Insurance recovery in excess of weather-related property operating losses (See note 5)
(260
)
 

 
Non-cash equity compensation to directors and executives
1,135

 
873

 
Amortization of loan closing costs (See note 6)
 
1,045

 
798

 
Depreciation/amortization of non-real estate assets
 
313

 
163

 
Net loan fees received (See note 7)
 
800

 

 
Accrued interest income received (See note 8)
 
1,343

 
2,524

 
Deemed dividends from cash redemptions of preferred stock
 
318

 

 
Non-cash dividends on Series M Preferred Stock
 
106

 

 
Amortization of lease inducements (See note 9)
 
257

 

Less:
Non-cash loan interest income (See note 8)
 
(4,932
)
 
(4,299
)
 
Cash paid for loan closing costs
(391
)
 

 
Amortization of acquired above and below market lease intangibles

 
 
 
 
and straight-line rental revenues (See note 10)
(3,189
)
 
(1,817
)
 
Amortization of deferred revenues (See note 11)
 
(497
)
 

 
Normally recurring capital expenditures and leasing costs (See note 12)
(874
)
 
(846
)
 
 
 
 
 
 
 
 
AFFO
$
10,409

 
$
7,401

 
 
 
 
 
 
 
 
Common Stock dividends and distributions to Unitholders declared:
 
 
 
 
Common Stock dividends
 
 
$
9,802

 
$
5,971

 
Distributions to Unitholders (See note 2)
 
268

 
198

 
Total
 
 
 
$
10,070

 
$
6,169

 
 
 
 
 
 
 
 
Common Stock dividends and Unitholder distributions per share
 
$
0.25

 
$
0.22

 
 
 
 
 
 
 
 
FFO per weighted average basic share of Common Stock and Unit outstanding
$
0.37

 
$
0.35

AFFO per weighted average basic share of Common Stock and Unit outstanding
$
0.26

 
$
0.27

 
 
 
 
Weighted average shares of Common Stock and Units outstanding: (A)
 
 
 
 
Basic:
 
 
 
 
 
 
 
Common Stock
 
 
39,098

 
26,936

 
Class A Units
 
 
 
1,070

 
926

 
Common Stock and Class A Units
 
40,168

 
27,862

 
 
 
 
 
 
 
 
 
Diluted Common Stock and Class A Units (B)
 
41,226

 
28,786

 
 
 
 
 
 
 
 
Actual shares of Common Stock outstanding, including 6 and 8 unvested shares
 
 
 
 of restricted Common Stock at March 31, 2018 and 2017, respectively
39,215

 
27,193

Actual Class A Units outstanding at March 31, 2018 and 2017, respectively.
1,070

 
903

 
Total
 
 
 
40,285

 
28,096

 
 
 
 
 
 
 
 
(A) Units and Unitholders refer to Class A Units in our Operating Partnership, or Class A Units, and holders of Class A Units, respectively. Unitholders include recipients of awards of Class B Units in our Operating Partnership, or Class B Units, for annual service which became vested and earned and automatically converted to Class A Units. Unitholders also include the entity that contributed the Wade Green grocery-anchored shopping center. The Class A Units collectively represent an approximate 2.66% weighted average non-controlling interest in the Operating Partnership for the three-month period ended March 31, 2018.
(B) Since our FFO and AFFO results are positive for the periods reflected above, we are presenting recalculated diluted weighted average shares of Common Stock and Class A Units for these periods for purposes of this table, which includes the dilutive effect of common stock equivalents from grants of the Class B Units, warrants included in units of Series A Preferred Stock issued, as well as annual grants of restricted Common Stock. The weighted average shares of Common Stock outstanding presented on the Consolidated Statements of Operations are the same for basic and diluted for any period for which we recorded a net loss available to common stockholders, excluding any gains from sales of real estate assets.
See Notes to Reconciliation of FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders on page S-4.


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


pacfulllogoa06.jpg

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

1)
Rental and other property revenues and property operating expenses for the quarter ended March 31, 2018 include activity for the two multifamily communities and one office building acquired during the quarter only from their respective dates of acquisition. In addition, the first quarter 2018 period includes a full quarter of activity for the six multifamily communities, eight grocery-anchored shopping centers, two student housing properties and one office building acquired during the second, third and fourth quarters 2017. Rental and other property revenues and expenses for the first quarter 2017 include activity for the acquisitions made during that period only from their respective dates of acquisition.

2)
Non-controlling interests in our Operating Partnership consisted of a total of 1,070,103 Class A Units as of March 31, 2018. Included in this total are 419,228 Class A Units which were granted as partial consideration to the seller in conjunction with the seller's contribution to us on February 29, 2016 of the Wade Green grocery-anchored shopping center. The remaining Class A units were awarded primarily to our key executive officers. The Class A Units are apportioned a percentage of our financial results as non-controlling interests. The weighted average ownership percentage of these holders of Class A Units was calculated to be 2.67% and 3.32% for the three-month periods ended March 31, 2018 and 2017, respectively.

3)
We incurred loan closing costs for the $11 million term note, which we used to finance the acquisition of our Anderson Central grocery-anchored shopping center, and on our $200 million acquisition revolving credit facility, or Acquisition Facility, which is used to finance acquisitions of multifamily communities and student housing communities. The costs to establish these instruments were deferred and amortized over the lives of the instruments. The amortization expense of these deferred costs is an additive adjustment in the calculation of AFFO.

4)
As of January 1, 2016, we pay loan coordination fees to Preferred Apartment Advisors, LLC, our Manager, related to obtaining mortgage financing for acquired properties. Loan coordination fees were introduced to reflect the administrative effort involved in arranging debt financing for acquired properties. The portion of the loan coordination fees paid up until July 1, 2017 attributable to the financing were amortized over the lives of the respective mortgage loans, and this non-cash amortization expense is an addition to FFO in the calculation of AFFO. Beginning effective July 1, 2017, the loan coordination fee was lowered from 1.6% to 0.6% of the amount of any mortgage indebtedness on newly-acquired properties or refinancing. All of the loan coordination fees paid to our Manager subsequent to July 1, 2017 are amortized over the life of the debt. At March 31, 2018, aggregate unamortized loan coordination fees were approximately $12.4 million, which will be amortized over a weighted average remaining loan life of approximately 10.5 years.

5)
We sustained weather-related operating losses due to Hurricane Harvey at our Stone Creek multifamily community during the first quarter 2018; these costs are added back to FFO in our calculation of AFFO. Included in these adjustments are the receipt from our insurance carrier during the first quarter 2018 of claims proceeds for lost rental revenues incurred during the third and fourth quarters of 2017 that totaled approximately $588,000, which was recognized in our statements of operations for the first quarter 2018.

6)
We incur loan closing costs on our existing mortgage loans, which are secured on a property-by-property basis by each of our acquired real estate assets, and also for occasional amendments to our syndicated revolving line of credit with Key Bank National Association, or our Revolving Line of Credit. On March 23, 2018, but effective April 13, 2018, the maximum borrowing capacity on the Revolving Line of Credit was increased from $150 million to $200 million. These loan closing costs are also amortized over the lives of the respective loans and the Revolving Line of Credit, and this non-cash amortization expense is an addition to FFO in the calculation of AFFO. Neither we nor the Operating Partnership have any recourse liability in connection with any of the mortgage loans, nor do we have any cross-collateralization arrangements with respect to the assets securing the mortgage loans, other than security interests in 49% of the equity interests of the subsidiaries owning such assets, granted in connection with our Revolving Line of Credit, which provides for full recourse liability. At March 31, 2018, aggregate unamortized loan costs were approximately $19.8 million, which will be amortized over a weighted average remaining loan life of approximately 7.9 years.

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

8)
This adjustment reflects the receipt during the periods presented of additional interest income (described in note 7 above) which was earned and accrued prior to those periods presented on various real estate loans.

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

10)
This adjustment reflects straight-line rent adjustments and the reversal of the non-cash amortization of below-market and above-market lease intangibles, which were recognized in conjunction with our acquisitions and which are amortized over the estimated average remaining lease terms from the acquisition date for multifamily communities and over the remaining lease terms for grocery-anchored

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


pacfulllogoa06.jpg

shopping center assets and office buildings. At March 31, 2018, the balance of unamortized below-market lease intangibles was approximately $39.0 million, which will be recognized over a weighted average remaining lease period of approximately 9.4 years.

11)
This adjustment removes the non-cash amortization of deferred revenue recorded by us in conjunction with Company-owned lessee-funded tenant improvements in our office buildings.
        
12)
We deduct from FFO normally recurring capital expenditures that are necessary to maintain our assets’ revenue streams in the calculation of AFFO. This adjustment also deducts from FFO capitalized amounts for third party costs during the period to originate or renew leases in our grocery-anchored shopping centers and office buildings. No adjustment is made in the calculation of AFFO for nonrecurring capital expenditures. See Capital Expenditures, Grocery-Anchored Shopping Center Portfolio, and Office Buildings Portfolio sections for definitions of these terms.



See Definitions of Non-GAAP Measures beginning on page S-18.

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


pacfulllogoa06.jpg

Preferred Apartment Communities, Inc.
 
Consolidated Balance Sheets
 
(Unaudited)
 
 
 
(In thousands, except per-share par values)
 
March 31, 2018
 
December 31, 2017
 
Assets
 
 
 
 
 
Real estate
 
 
 
 
Land
 
$
422,361

 
$
406,794

 
Building and improvements
2,146,135

 
2,043,853

 
Tenant improvements
75,531

 
63,425

 
Furniture, fixtures, and equipment
225,553

 
210,779

 
Construction in progress
13,420

 
10,491

 
Gross real estate
2,883,000

 
2,735,342

 
Less: accumulated depreciation
(193,141
)
 
(172,756
)
 
Net real estate
2,689,859

 
2,562,586

 
Real estate loan investments, net of deferred fee income
278,258

 
255,345

 
Real estate loan investments to related parties, net
134,786

 
131,451

 
Total real estate and real estate loan investments, net
3,102,903

 
2,949,382

 
 
 
 
 
 
 
Cash and cash equivalents
19,711

 
21,043

 
Restricted cash
47,683

 
51,969

 
Notes receivable
12,174

 
17,318

 
Note receivable and revolving line of credit due from related party
28,020

 
22,739

 
Accrued interest receivable on real estate loans
29,693

 
26,865

 
Acquired intangible assets, net of amortization
100,276

 
102,743

 
Deferred loan costs on Revolving Line of Credit, net of amortization
1,578

 
1,385

 
Deferred offering costs
7,374

 
6,544

 
Tenant lease inducements, net
16,318

 
14,425

 
Tenant receivables and other assets
28,444

 
37,957

 
 
 
 
 
 
 
Total assets
$
3,394,174

 
$
3,252,370

 
 
 
 
 
 
 
Liabilities and equity
 
 
 
 
Liabilities
 
 
 
 
Mortgage notes payable, net of deferred loan costs
$
1,871,966

 
$
1,776,652

 
Revolving line of credit
13,200

 
41,800

 
Term note payable, net of deferred loan costs

 
10,994

 
Real estate loan investment participation obligation
10,798

 
13,986

 
Deferred revenue
31,053

 
27,947

 
Accounts payable and accrued expenses
33,053

 
31,253

 
Accrued interest payable
5,472

 
5,028

 
Dividends and partnership distributions payable
16,460

 
15,680

 
Acquired below market lease intangibles, net of amortization
38,991

 
38,857

 
Security deposits and other liabilities
12,349

 
9,407

 
 
 
 
 
 
Total liabilities
2,033,342

 
1,971,604

 
 
 
 
 
 
 
Commitments and contingencies
 
 
 
 
Equity
 
 
 
 
 
Stockholders' equity
 
 
 
 
 
Series A Redeemable Preferred Stock, $0.01 par value per share; 3,050
 
 
 
 
   shares authorized; 1,348 and 1,250 shares issued; 1,313 and 1,222
 
 
 
 
shares outstanding at March 31, 2018 and December 31, 2017, respectively
13

 
12

 
Series M Redeemable Preferred Stock, $0.01 par value per share; 500
 
 
 
 
   shares authorized; 20 and 15 shares issued and outstanding
 
 
 
 
at March 31, 2018 and December 31, 2017, respectively

 

 
Common Stock, $0.01 par value per share; 400,067 shares authorized;
 
 
 
 
39,208 and 38,565 shares issued and outstanding at
 
 
 
 
March 31, 2018 and December 31, 2017, respectively
392

 
386

 
Additional paid-in capital
1,357,725

 
1,271,040

 
Accumulated earnings

 
4,449

 
      Total stockholders' equity
1,358,130

 
1,275,887

 
Non-controlling interest
2,702

 
4,879

 
Total equity
1,360,832

 
1,280,766

 
 
 
 
 
 
 
Total liabilities and equity
$
3,394,174

 
$
3,252,370

 

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


pacfulllogoa06.jpg

Preferred Apartment Communities, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
 
 
 
Three months ended March 31,
(In thousands)
 
2018
 
2017
Operating activities:
 
 
 
 
Net income (loss )
 
$
14,263

 
$
30,061

Reconciliation of net income (loss) to net cash provided by operating activities:
 
 
 
Depreciation expense
 
27,990

 
18,288

Amortization expense
 
12,626

 
6,539

Amortization of above and below market leases
(1,178
)
 
(798
)
Deferred revenues and fee income amortization
(943
)
 
(284
)
Amortization of market discount on assumed debt and lease incentives
323

 

Deferred loan cost amortization
1,480

 
1,180

(Increase) in accrued interest income on real estate loans
(2,828
)
 
(1,546
)
Equity compensation to executives and directors
1,135

 
873

Gain on sale of real estate
 
(20,354
)
 
(30,724
)
Other
 

 
187

Changes in operating assets and liabilities:
 
 
 
(Increase) in tenant receivables and other assets
625

 
(1,965
)
(Increase) in tenant lease incentives
(2,149
)
 
(2,913
)
Increase in accounts payable and accrued expenses
(1,074
)
 
(716
)
Increase in accrued interest, prepaid rents and other liabilities
1,502

 
95

Net cash provided by operating activities
31,418

 
18,277

 
 
 
 
 
Investing activities:
 
 
 
 
Investment in real estate loans
 
(68,929
)
 
(16,272
)
Repayments of real estate loans
 
42,312

 
9,866

Notes receivable issued
 
(472
)
 
(1,263
)
Notes receivable repaid
 
5,618

 

Note receivable issued to and draws on line of credit by related party
(14,419
)
 
(7,650
)
Repayments of line of credit by related party
9,034

 
7,554

Loan origination fees received
1,600

 

Loan origination fees paid to Manager
(800
)
 

Acquisition of properties
 
(170,072
)
 
(138,298
)
Disposition of properties, net
 
42,266

 
76,368

Increase in cash held in like-kind exchange

 
3,761

Receipt of insurance proceeds for capital improvements
412

 

Additions to real estate assets - improvements
(7,637
)
 
(3,680
)
(Deposits) on acquisitions
 
4,021

 
(1,838
)
Net cash used in investing activities
(157,066
)
 
(71,452
)
 
 
 
 
 
Financing activities:
 
 
 
 
Proceeds from mortgage notes payable
123,275

 
104,300

Payments for mortgage notes payable
(27,350
)
 
(67,141
)
Payments for deposits and other mortgage loan costs
(1,733
)
 
(3,399
)
Proceeds from real estate loan participants
5

 
82

Payments to real estate loan participants
(3,314
)
 
(2,467
)
Proceeds from lines of credit
 
86,200

 
37,500

Payments on lines of credit
 
(114,800
)
 
(68,000
)
Repayment of the Term Loan
 
(11,000
)
 

Proceeds from sales of Units, net of offering costs and redemptions
87,490

 
68,987

Proceeds from sales of Common Stock

 
186

Proceeds from exercises of warrants
11,169

 
4,249

Common Stock dividends paid
 
(9,576
)
 
(5,741
)
Preferred stock dividends paid
 
(18,963
)
 
(13,961
)
Distributions to non-controlling interests
(221
)
 
(195
)
Payments for deferred offering costs
(1,152
)
 
(2,126
)
Net cash provided by financing activities
120,030

 
52,274

 
 
 
 
Net increase in cash, cash equivalents and restricted cash
(5,618
)
 
(901
)
Cash, cash equivalents and restricted cash, beginning of period
73,012

 
67,715

Cash, cash equivalents and restricted cash, end of period
$
67,394

 
$
66,814






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


pacfulllogoa06.jpg

Real Estate Loan Investments

The following tables present details pertaining to our portfolio of fixed rate, interest-only real estate loan investments.

Project/Property
 
Location
 
Maturity date
 
Optional extension date
 
Total loan commitments
 
Carrying amount (1) as of
 
Current / deferred interest % per annum
 
 
 
 
 
March 31, 2018
 
December 31, 2017
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
(in thousands)
 
 
Encore
 
Atlanta, GA
 
4/8/2019
 
10/8/2020
 
$
10,958

 
$
10,958

 
$
10,958

 
8.5 / 5
Encore Capital
 
Atlanta, GA
 
4/8/2019
 
10/8/2020
 
9,758

 
7,723

 
7,521

 
8.5 / 5
Palisades
 
Northern VA
 
5/17/2018 (2)
 
N/A
 
17,270

 
17,132

 
17,111

 
8 / 5
Fusion
 
Irvine, CA
 
5/31/2018
 
5/31/2020
 
70,835

 
65,981

 
58,447

 
8.5 / 7.5
Green Park
 
Atlanta, GA
 
2/28/2018
 
12/1/2019
 
13,464

 

 
11,464

 
8.5 / 5.83
Bishop Street
 
Atlanta, GA
 
2/18/2020
 
N/A
 
12,693

 
12,405

 
12,145

 
8.5 / 6.5
Hidden River
 
Tampa, FL
 
12/3/2018
 
12/3/2020
 
4,735

 
4,735

 
4,735

 
8.5 / 6.5
Hidden River Capital
 
Tampa, FL
 
12/4/2018
 
12/4/2020
 
5,380

 
5,149

 
5,041

 
8.5 / 6.5
CityPark II
 
Charlotte, NC
 
1/7/2019
 
1/7/2021
 
3,365

 
3,365

 
3,365

 
8.5 / 6.5
CityPark II Capital
 
Charlotte, NC
 
1/8/2019
 
1/31/2021
 
3,916

 
3,702

 
3,624

 
8.5 / 6.5
Park 35 on Clairmont
 
Birmingham, AL
 
6/26/2018
 
6/26/2020
 
21,060

 
21,060

 
21,060

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

 
13,250

 
12,972

 
8.5 / 6.5
Wiregrass Capital
 
Tampa, FL
 
5/15/2020
 
5/15/2023
 
3,744

 
3,637

 
3,561

 
8.5 / 6.5
Berryessa
 
San Jose, CA
 
4/19/2018
 
N/A
 
31,509

 

 
30,571

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

 
34,563

 

 
8.5 / 6.0
Brentwood
 
Nashville, TN
 
6/1/2018
 
N/A
 
2,376

 
2,329

 
2,261

 
12 / 0
Fort Myers
 
Fort Myers, FL
 
2/3/2021
 
2/3/2022
 
9,416

 
7,461

 
3,521

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

 
5,101

 
4,994

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

 
18,342

 
13,400

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

 
9,269

 
4,951

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

 
4,863

 
4,761

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

 
2,968

 
850

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

 
5,652

 
5,530

 
8.5 / 5
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Student housing properties:
 
 
 
 
 
 
 
 
 
 
 
 
Haven 12
 
Starkville, MS
 
12/17/2018
 
11/30/2020
 
6,116

 
6,116

 
5,816

 
8.5 / 0
Haven46
 
Tampa, FL
 
3/29/2019
 
9/29/2020
 
9,820

 
9,820

 
9,820

 
8.5 / 5
Haven Northgate
 
College Station, TX
 
6/20/2019
 
6/20/2020
 
67,680

 
66,644

 
65,724

 
(3)  / 1.5
Lubbock II
 
Lubbock, TX
 
4/20/2019
 
N/A
 
9,857

 
9,635

 
9,357

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

 
18,242

 
17,039

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

 
7,978

 
7,795

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

 
6,896

 
1,610

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

 
7,298

 
7,145

 
8.5 / 5.5
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
New Market Properties:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dawson Marketplace
 
Atlanta, GA
 
9/24/2020
 
9/24/2022
 
12,857

 
12,857

 
12,857

 
8.5 / 6.9 (4)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Crescent Avenue
 
Atlanta, GA
 
4/13/2018
 
5/31/2018
 
8,500

 
8,500

 
8,500

 
10 / 5
North Augusta Ballpark
 
North Augusta, SC
 
1/15/2021
 
1/15/2024
 
3,500

 
1,492

 

 
9 / 6
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$
604,107

 
415,123

 
388,506

 
 
Unamortized loan origination fees
 
 
 
 
 
 
 
(2,079
)
 
(1,710
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Carrying amount
 
 
 
 
 
 
 
 
 
$
413,044

 
$
386,796

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Carrying amounts presented per loan are amounts drawn, exclusive of deferred fee revenue.
(2) Effective April 13, 2018, the maturity date was extended to May 17, 2019.
(3) The current interest rate on the Haven Northgate loan is a variable rate of 600 basis points over LIBOR.
(4) Effective January 1, 2018, the deferred interest rate increased to 6.9% per annum until the accumulated accrued interest balance reaches $250, at which point the deferred interest rate reverts to 5.0%.



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


pacfulllogoa06.jpg



We hold options, but not obligations, to purchase certain of the properties which are partially financed by our real estate loan investments. The option purchase prices are negotiated at the time of the loan closing and are to be calculated based upon market cap rates at the time of exercise of the purchase option, less a discount ranging from between 15 and 60 basis points, depending on the loan. As of March 31, 2018, potential property acquisitions and units from projects in our real estate loan investment portfolio consisted of:
 
 
 
Total units upon
 
Purchase option window
 
Project/Property
Location
 
completion (1)
 
Begin
 
End
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
 
 
 
Encore
Atlanta, GA
 
339

 
9/30/2018
 
12/31/2018
 
Palisades
Northern VA
 
304

 
1/1/2019
 
5/31/2019
 
Fusion
Irvine, CA
 
280

 
10/1/2018
 
1/1/2019
 
Bishop Street
Atlanta, GA
 
232

 
10/1/2018
 
12/31/2018
 
Hidden River
Tampa, FL
 
300

 
9/1/2018
 
12/31/2018
 
CityPark II
Charlotte, NC
 
200

 
9/30/2018
 
12/31/2018
 
Park 35 on Clairmont
Birmingham, AL
 
271

 
S + 90 days (2)
 
S + 150 days (2)
 
Fort Myers
Fort Myers, FL
 
224

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

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

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

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

 
S + 90 days (2)
 
S + 150 days (2)
 
Berryessa
San Jose, CA
 
551

 
N/A
 
N/A
 
Brentwood
Nashville, TN
 
301

 
N/A
 
N/A
 
North Augusta Ballpark
North Augusta, SC
 
32

 
N/A
 
N/A
 
 
 
 
 
 
 
 
 
 
Student housing properties:
 
 
 
 
 
 
 
 
Haven 12
Starkville, MS
 
152

 
4/1/2019
 
6/30/2019
 
Haven46
Tampa, FL
 
158

 
11/1/2018
 
1/31/2019
 
Haven Northgate
College Station, TX
 
427

 
10/1/2018
 
12/31/2018
 
Lubbock II
Lubbock, TX
 
140

 
11/1/2018
 
1/31/2019
 
Haven Charlotte
Charlotte, NC
 
332

 
12/1/2019
 
2/28/2020
 
Solis Kennesaw
Atlanta, GA
 
248

 
(3) 
 
(3) 
 
 
 
 
 
 
 
 
 
 
 
 
 
5,835

 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties from our real estate loan investment portfolio. The Berryessa and North Augusta Ballpark projects do not include exclusive purchase options, but we hold a Right of First Offer on these projects at prices acceptable to us and the developer. The Brentwood project is a land acquisition bridge loan and does not include any exclusive purchase right as of March 31, 2018.
 
(2) The option period window begins and ends at the number of days indicated beyond the achievement of a 93% physical occupancy rate by the underlying property.
 
(3) The option period begins on October 1 of the second academic year following project completion and ends on the following December 31. The developer may elect to expedite the option period to begin December 1, 2019 and end on December 31, 2019.
 



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


pacfulllogoa06.jpg

Mortgage Indebtedness

The following table presents certain details regarding our mortgage notes payable:
 
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
March 31, 2018
 
December 31, 2017
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
(in thousands)
 
 
 
 
 
 
 
 
Stone Rise
7/3/2014
 
$
23,798

 
$
23,939

 
8/1/2019
 
2.89
%
 
Fixed rate
 
8/31/2015
Summit Crossing
10/31/2017
 
38,848

 
39,019

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

 
13,357

 
4/1/2021
 
4.49
%
 
Fixed rate
 
4/30/2019
McNeil Ranch
1/24/2013
 
13,621

 
13,646

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

(2) 
19,773

 
2/1/2020
 
3.13
%
 
Fixed rate
 
2/28/2018
Stoneridge
9/26/2014
 
25,982

 
26,136

 
10/1/2019
 
3.18
%
 
Fixed rate
 
N/A
Vineyards
9/26/2014
 
34,512

 
34,672

 
10/1/2021
 
3.68
%
 
Fixed rate
 
10/31/2017
Avenues at Cypress
2/13/2015
 
21,555

 
21,675

 
9/1/2022
 
3.43
%
 
Fixed rate
 
N/A
Avenues at Northpointe
2/13/2015
 
27,324

 
27,467

 
3/1/2022
 
3.16
%
 
Fixed rate
 
3/31/2017
Venue at Lakewood Ranch
5/21/2015
 
29,190

 
29,348

 
12/1/2022
 
3.55
%
 
Fixed rate
 
N/A
Aster at Lely
6/24/2015
 
32,305

 
32,471

 
7/5/2022
 
3.84
%
 
Fixed rate
 
N/A
CityPark View
6/30/2015
 
20,920

 
21,038

 
7/1/2022
 
3.27
%
 
Fixed rate
 
N/A
Avenues at Creekside
7/31/2015
 
40,317

 
40,523

 
8/1/2024
 
3.48
%
 
160
(3) 
8/31/2016
Citi Lakes
9/3/2015
 
42,176

 
42,396

 
4/1/2023
 
4.05
%
 
217
(4) 
N/A
Stone Creek
6/22/2017
 
20,386

 
20,467

 
7/1/2052
 
3.22
%
 
Fixed rate
 
N/A
Lenox Village Town Center
12/21/2015
 
29,824

 
30,009

 
5/1/2019
 
3.82
%
 
Fixed rate
 
N/A
Lenox Village III
12/21/2015
 
17,717

 
17,802

 
1/1/2023
 
4.04
%
 
Fixed rate
 
N/A
Overton Rise
2/1/2016
 
39,788

 
39,981

 
8/1/2026
 
3.98
%
 
Fixed rate
 
N/A
Baldwin Park
1/5/2016
 
77,800

 
77,800

 
1/5/2019
 
4.18
%
 
230
 
1/4/2019
Crosstown Walk
1/15/2016
 
31,332

 
31,486

 
2/1/2023
 
3.90
%
 
Fixed rate
 
N/A
525 Avalon Park
6/15/2017
 
66,614

 
66,912

 
7/1/2024
 
3.98
%
 
Fixed rate
 
N/A
City Vista
7/1/2016
 
34,900

 
35,073

 
7/1/2026
 
3.68
%
 
Fixed rate
 
N/A
Sorrel
8/24/2016
 
32,633

 
32,801

 
9/1/2023
 
3.44
%
 
Fixed rate
 
N/A
Citrus Village
3/3/2017
 
29,827

 
29,970

 
6/10/2023
 
3.65
%
 
Fixed rate
 
6/09/2017
Retreat at Greystone
11/21/2017
 
35,066

 
35,210

 
12/1/2024
 
4.31
%
 
Fixed rate
 
N/A
Founders Village
3/31/2017
 
31,138

 
31,271

 
4/1/2027
 
4.31
%
 
Fixed rate
 
N/A
Claiborne Crossing
4/26/2017
 
26,697

 
26,801

 
6/1/2054
 
2.89
%
 
Fixed rate
 
N/A
Luxe at Lakewood Ranch
7/26/2017
 
38,891

 
39,066

 
8/1/2027
 
3.93
%
 
Fixed rate
 
N/A
Adara at Overland Park
9/27/2017
 
31,618

 
31,760

 
4/1/2028
 
3.90
%
 
Fixed rate
 
N/A
Aldridge at Town Village
10/31/2017
 
37,688

 
37,847

 
11/1/2024
 
4.19
%
 
Fixed rate
(5) 
N/A
Reserve at Summit Crossing
9/29/2017
 
19,925

 
20,017

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


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


pacfulllogoa06.jpg

Table continued from previous page
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
March 31, 2018
 
December 31, 2017
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
Overlook at Crosstown Walk
11/21/2017
 
22,134

 
22,231

 
12/1/2024
 
3.95
%
 
Fixed rate
 
N/A
Colony at Centerpointe
12/20/2017
 
33,243

 
33,346

 
10/1/2026
 
3.68
%
 
Fixed rate
 
N/A
Lux at Sorrel
1/9/2018
 
31,479

 

 
2/1/2030
 
3.91
%
 
Fixed rate
 
N/A
Green Park
2/28/2018
 
39,750

 

 
3/10/2028
 
4.09
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total multifamily communities
 
 
1,092,355

 
1,045,310

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Grocery-anchored shopping centers:
Spring Hill Plaza
9/5/2014
 
9,418

 
9,470

 
10/1/2019
 
3.36
%
 
Fixed rate
 
10/31/2015
Parkway Town Centre
9/5/2014
 
6,850

 
6,887

 
10/1/2019
 
3.36
%
 
Fixed rate
 
10/31/2015
Woodstock Crossing
8/8/2014
 
2,976

 
2,989

 
9/1/2021
 
4.71
%
 
Fixed rate
 
N/A
Deltona Landings
9/30/2014
 
6,739

 
6,778

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Powder Springs
9/30/2014
 
7,111

 
7,152

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Kingwood Glen
9/30/2014
 
11,276

 
11,340

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Barclay Crossing
9/30/2014
 
6,340

 
6,376

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Sweetgrass Corner
9/30/2014
 
7,687

 
7,731

 
10/1/2019
 
3.58
%
 
Fixed rate
 
N/A
Parkway Centre
9/30/2014
 
4,415

 
4,441

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
The Market at Salem Cove
10/6/2014
 
9,381

 
9,423

 
11/1/2024
 
4.21
%
 
Fixed rate
 
11/30/2016
Independence Square
8/27/2015
 
11,905

 
11,967

 
9/1/2022
 
3.93
%
 
Fixed rate
 
9/30/2016
Royal Lakes Marketplace
9/4/2015
 
9,654

 
9,690

 
9/4/2020
 
4.16
%
 
250
 
4/3/2017
The Overlook at Hamilton Place
12/22/2015
 
20,206

 
20,301

 
1/1/2026
 
4.19
%
 
Fixed rate
 
N/A
Summit Point
10/30/2015
 
12,122

 
12,208

 
11/1/2022
 
3.57
%
 
Fixed rate
 
N/A
East Gate Shopping Center
4/29/2016
 
5,542

 
5,578

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Fury's Ferry
4/29/2016
 
6,402

 
6,444

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Rosewood Shopping Center
4/29/2016
 
4,300

 
4,328

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Southgate Village
4/29/2016
 
7,644

 
7,694

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
The Market at Victory Village
5/16/2016
 
9,176

 
9,214

 
9/11/2024
 
4.40
%
 
Fixed rate
 
10/10/2017
Wade Green Village
4/7/2016
 
7,931

 
7,969

 
5/1/2026
 
4.00
%
 
Fixed rate
 
N/A
Lakeland Plaza
7/15/2016
 
28,834

 
29,023

 
8/1/2026
 
3.85
%
 
Fixed rate
 
N/A
University Palms
8/8/2016
 
13,072

 
13,162

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Cherokee Plaza
8/8/2016
 
25,153

 
25,322

 
9/1/2021
 
3.91
%
 
225
(6) 
N/A
Sandy Plains Exchange
8/8/2016
 
9,131

 
9,194

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Thompson Bridge Commons
8/8/2016
 
12,207

 
12,291

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Heritage Station
8/8/2016
 
9,035

 
9,097

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Oak Park Village
8/8/2016
 
9,323

 
9,388

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Shoppes of Parkland
8/8/2016
 
16,174

 
16,241

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

 
27,400

 
11/1/2021
 
4.67
%
 
300
(7) 
11/1/2021


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


pacfulllogoa06.jpg

Table continued from previous page
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
March 31, 2018
 
December 31, 2017
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
Castleberry-Southard
4/21/2017
 
11,332

 
11,383

 
5/1/2027
 
3.99
%
 
Fixed rate
 
N/A
Rockbridge Village
6/6/2017
 
14,076

 
14,142

 
7/5/2027
 
3.73
%
 
Fixed rate
 
N/A
Irmo Station
7/26/2017
 
10,502

 
10,566

 
8/1/2030
 
3.94
%
 
Fixed rate
 
N/A
Maynard Crossing
8/25/2017
 
18,274

 
18,388

 
9/1/2032
 
3.74
%
 
Fixed rate
 
N/A
Woodmont Village
9/8/2017
 
8,691

 
8,741

 
10/1/2027
 
4.125
%
 
Fixed rate
 
N/A
West Town Market
9/22/2017
 
8,907

 
8,963

 
10/1/2025
 
3.65
%
 
Fixed rate
 
N/A
Crossroads Market
12/5/2017
 
18,925

 
19,000

 
1/1/2030
 
3.95
%
 
Fixed rate
 
N/A
Anderson Central
3/16/2018
 
12,000

 

 
4/1/2028
 
4.32
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total grocery-anchored shopping centers
 
 
420,111

 
410,281

 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
Student housing properties:
North by Northwest
6/1/2016
 
32,574

 
32,767

 
9/1/2022
 
4.02
%
 
Fixed rate
 
N/A
SoL
3/29/2018
 
37,485

 
37,485

 
2/1/2019
 
3.98
%
 
210
 
2/1/2019
Stadium Village
10/27/2017
 
46,718

 
46,930

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

 
31,400

 
1/5/2020
 
4.88
%
 
300
 
1/5/2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total student housing properties
 
 
148,177

 
148,582

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office buildings:
Brookwood Center
8/29/2016
 
32,037

 
32,219

 
9/10/2031
 
3.52
%
 
Fixed rate
 
10/9/2017
Galleria 75
11/4/2016
 
5,668

 
5,716

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

 
115,500

 
1/1/2042
 
4.46
%
 
Fixed rate
 
1/31/2022
Westridge at La Cantera
11/13/2017
 
54,126

 
54,440

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

 

 
2/1/2028
 
4.10
%
 
Fixed rate
 
1/31/2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total office buildings
 
 
247,331

 
207,875

 
 
 
 
 
 
 
 
Grand total
 
 
1,907,974

 
1,812,048

 
 
 
 
 
 
 
 
Less: deferred loan costs
 
 
(30,926
)
 
(30,249
)
 
 
 
 
 
 
 
 
Less: below market debt adjustment
 
 
(5,082
)
 
(5,147
)
 
 
 
 
 
 
 
 
Mortgage notes, net
 
 
$
1,871,966

 
$
1,776,652

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


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


pacfulllogoa06.jpg

    
Footnotes to Mortgage Notes Table
 
(1) Following the indicated interest only period (where applicable), monthly payments of accrued interest and principal are based on a 25 to 35-year amortization period through the maturity date.
(2) On date, the Company legally defeased the mortgage loan in conjunction with the sale of its Lake Cameron property, located in Raleigh, NC. In connection with the defeasance, the mortgage and other liens on the property were extinguished and all existing collateral, including various guarantees, were released. As a result of the defeasance, the Company incurred costs associated with a defeasance premium of approximately $355.
(3)  The mortgage instrument was assumed as part of the sales transaction; the 1 Month LIBOR index is capped at 5.0%, resulting in a cap on the combined rate of 6.6%.
(4) The 1 Month LIBOR index is capped at 4.33% resulting in a cap on the combined rate of 6.5%.
(5) The property was temporarily financed through a credit facility sponsored by the Federal Home Loan Mortgage Corporation; the Company obtained permanent mortgage financing subsequent to the closing as shown.
(6) The interest rate has a floor of 2.7%.
(7) The interest rate has a floor of 3.25%.



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


pacfulllogoa06.jpg

Multifamily Communities

As of March 31, 2018, our multifamily community portfolio consisted of the following properties:
 
 
 
 
 
 
 
 
Three months ended
March 31, 2018
 
Property
 
Location
 
Number of units
 
Average unit size (sq. ft.)
 
Average physical occupancy
 
Average rent per unit
 
 
 
 
 
 
 
 
 
 
 
 
 
Established Communities:
 
 
 
 
 
 
 
 
 
 
 
Stone Rise
 
Philadelphia, PA
 
216

 
1,078

 
94.6
%
 
$
1,451

 
McNeil Ranch
 
Austin, TX
 
192

 
1,071

 
95.1
%
 
$
1,257

 
Avenues at Cypress
 
Houston, TX
 
240

 
1,170

 
94.6
%
 
$
1,423

 
Avenues at Northpointe
 
Houston, TX
 
280

 
1,167

 
95.7
%
 
$
1,340

 
Stoneridge Farms at the Hunt Club
 
Nashville, TN
 
364

 
1,153

 
94.7
%
 
$
1,098

 
Vineyards
 
Houston, TX
 
369

 
1,122

 
95.8
%
 
$
1,145

 
Aster at Lely Resort
 
Naples, FL
 
308

 
1,071

 
95.8
%
 
$
1,467

 
Venue at Lakewood Ranch
 
Sarasota, FL
 
237

 
1,001

 
95.6
%
 
$
1,568

 
Citi Lakes
 
Orlando, FL
 
346

 
984

 
94.5
%
 
$
1,394

 
Lenox Portfolio
 
Nashville, TN
 
474

 
861

 
96.1
%
 
$
1,207

 
Overton Rise
 
Atlanta, GA
 
294

 
1,018

 
94.7
%
 
$
1,498

 
Sorrel
 
Jacksonville, FL
 
290

 
1,048

 
93.6
%
 
$
1,258

 
 
 
 
 
 
 
 
 
 
 
 
 
Total/Average Established Communities
 
 
 
3,610

 
 
 
95.1
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Summit Crossing
 
Atlanta, GA
 
485

 
1,053

 
92.5
%
 
$
1,188

 
CityPark View
 
Charlotte, NC
 
284

 
948

 

 
$
1,072

 
Avenues at Creekside
 
San Antonio, TX
 
395

 
974

 

 
$
1,143

 
Stone Creek
 
Houston, TX
 
246

 
852

 

 
$
1,044

 
525 Avalon Park
 
Orlando, FL
 
487

 
1,394

 

 
$
1,396

 
Retreat at Greystone
 
Birmingham, AL
 
312

 
1,100

 
94.4
%
 
$
1,212

 
Broadstone at Citrus Village
 
Tampa, FL
 
296

 
980

 
97.7
%
 
$
1,267

 
Founders Village
 
Williamsburg, VA
 
247

 
1,070

 
94.9
%
 
$
1,362

 
Crosstown Walk
 
Tampa, FL
 
342

 
981

 
95.4
%
 
$
1,268

 
Claiborne Crossing
 
Louisville, KY
 
242

 
1,204

 

 
$
1,308

 
Luxe at Lakewood Ranch
 
Sarasota, FL
 
280

 
1,105

 

 
$
1,516

 
Adara Overland Park
 
Kansas City, KS
 
260

 
1,116

 
94.1
%
 
$
1,310

 
Aldridge at Town Village
 
Atlanta, GA
 
300

 
969

 
95.3
%
 
$
1,303

 
The Reserve at Summit Crossing
 
Atlanta, GA
 
172

 
1,002

 

 
$
1,315

 
Overlook at Crosstown Walk
 
Tampa, FL
 
180

 
986

 

 
$
1,360

 
Colony at Centerpointe
 
Richmond, VA
 
255

 
1,149

 

 
$
1,305

 
Lux at Sorrel
 
Jacksonville, FL
 
265

 
1,025

 

 
n/a

 
Green Park
 
Atlanta, GA
 
310

 
985

 

 
n/a

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

 
1,069

 

 
$
1,572

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5,886

 
 
 
 
 
 
 
Joint venture:
 
 
 
 
 
 
 
 
 
 
 
City Vista
 
Pittsburgh, PA
 
272

 
1,023

 
94.2
%
 
$
1,343

 
 
 
 
 
 
 
 
 
 
 
 
 
Total PAC Non-Established Communities
 
 
 
6,158

 
 
 
 
 
 
 
Average stabilized physical occupancy
 
 
 
 
 
 
 
94.9
%
(1) 
 
 
Student housing communities: (2)
 
 
 
 
 
 
 
 
 
Average rent per bed
 
North by Northwest
 
Tallahassee, FL
 
219

(2 
) 
1,250

 
99.2
%
 
$
724

 
SoL
 
Tempe, AZ
 
224

(2 
) 
1,296

 
91.3
%
 
$
713

 
Stadium Village (3)
 
Atlanta, GA
 
198

(2 
) 
1,466

 
99.7
%
 
$
670

 
Ursa (3)
 
Waco, TX
 
250

(2 
) 
1,634

 

 
n/a

 
 
 
 
 
 
 
 
 
 
 
 
 
Total All PAC units
 
 
 
10,659

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Excludes average occupancy for student housing communities.
 
(2) North by Northwest has 679 beds, SoL has 639 beds, Stadium Village has 792 beds and Ursa has 840 beds.
(3) The Company acquired and owns an approximate 99% equity interest in a joint venture which owns both Stadium Village and Ursa.


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


pacfulllogoa06.jpg


For the three-month period ended March 31, 2018, our average established multifamily communities' physical occupancy was 95.1%. We calculate average established physical occupancy for quarterly periods as the average number of occupied units on the 20th day of each of the trailing three months from the reporting period end date and that have been owned for at least 15 full months as of the end of the first quarter of each year. We exclude the operating results of properties for which construction of adjacent phases has commenced, properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. For the three-month period ended March 31, 2018, our average stabilized physical occupancy was 94.9%. We calculate average stabilized physical occupancy for quarterly periods as the average number of occupied units on the 20th day of each of the trailing three months from the reporting period end date. For the three-month period ended March 31, 2018, our average economic occupancy was 94.9%. We define average economic occupancy as market rent reduced by vacancy losses, expressed as a percentage. All of our multifamily properties are included in these calculations except for properties which are not yet stabilized (which we define as properties having first achieved 93% physical occupancy for three full months in a quarter), properties which are owned for less than the entire reporting period and properties which are undergoing significant capital projects, have sustained significant casualty losses or are adding additional phases (Stone Creek, Village at Baldwin Park, 525 Avalon Park, CityPark View and Avenues at Creekside). We also exclude properties which are currently being marketed for sale, of which there were none at March 31, 2018.

Capital Expenditures

We regularly incur capital expenditures related to our owned multifamily communities and student housing properties. Capital expenditures may be nonrecurring and discretionary, as part of a strategic plan intended to increase a property’s value and corresponding revenue-generating ability, or may be normally recurring and necessary to maintain the income streams and present value of a property. Certain capital expenditures may be budgeted and reserved for upon acquiring a property as initial expenditures necessary to bring a property up to our standards or to add features or amenities that we believe make the property a compelling value to prospective residents in its individual market. These budgeted nonrecurring capital expenditures in connection with an acquisition are funded from the capital source(s) for the acquisition and are not dependent upon subsequent property operating cash flows for funding. For the three-month period ended March 31, 2018, our capital expenditures for multifamily communities and student housing properties consisted of:
 
 
 
Capital Expenditures
 
 
 
Recurring
 
Non-recurring
 
Total
(in thousands, except per-unit figures)
Amount
 
Per Unit
 
Amount
 
Per Unit
 
Amount
 
Per Unit
Appliances
$
99

 
$
37.50

 
$
1

 
$
0.43

 
$
100

 
$
37.93

Carpets
 
 
278

 
105.23

 

 

 
278

 
105.23

Wood / vinyl flooring
54

 
20.55

 

 

 
54

 
20.55

Mini blinds and ceiling fans
14

 
5.32

 

 

 
14

 
5.32

Fire safety
 
4

 
1.43

 
13

 
4.85

 
17

 
6.28

HVAC
 
38

 
14.38

 

 

 
38

 
14.38

Computers, equipment, misc.
24

 
9.05

 
47

 
17.64

 
71

 
26.69

Elevators

 

 
5

 
2.01

 
5

 
2.01

Leasing office and other common amenities 
1

 
0.40

 
93

 
35.33

 
94

 
35.73

Major structural projects 
6

 
2.34

 
93

 
35.10

 
99

 
37.44

Cabinets and counter top upgrades

 

 
292

 
110.46

 
292

 
110.46

Landscaping and fencing

 

 
27

 
10.26

 
27

 
10.26

Parking lot
 

 

 
47

 
17.85

 
47

 
17.85

Common area items

 

 
5

 
1.77

 
5

 
1.77

Totals
 
 
$
518

 
$
196.20

 
$
623

 
$
235.70

 
$
1,141

 
$
431.90








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


pacfulllogoa06.jpg

Grocery-Anchored Shopping Center Portfolio

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

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

 
100.0
%
 
Kroger
Lakeland Plaza
 Atlanta, GA
 
1990
 
301,711

 
95.8
%
 
Sprouts
Powder Springs
 Atlanta, GA
 
1999
 
77,853

 
95.1
%
 
 Publix
Rockbridge Village
 Atlanta, GA
 
2005
 
102,432

 
95.5
%
 
 Kroger
Roswell Wieuca Shopping Center
 Atlanta, GA
 
2007
 
74,370

 
100.0
%
 
 The Fresh Market
Royal Lakes Marketplace
 Atlanta, GA
 
2008
 
119,493

 
84.4
%
 
 Kroger
Sandy Plains Exchange
 Atlanta, GA
 
1997
 
72,784

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

 
86.5
%
 
 Publix
Thompson Bridge Commons
 Atlanta, GA
 
2001
 
92,587

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

 
95.9
%
 
 Publix
Woodmont Village
 Atlanta, GA
 
2002
 
85,639

 
96.0
%
 
Kroger
Woodstock Crossing
 Atlanta, GA
 
1994
 
66,122

 
97.7
%
 
 Kroger
East Gate Shopping Center
 Augusta, GA
 
1995
 
75,716

 
89.5
%
 
 Publix
Fury's Ferry
 Augusta, GA
 
1996
 
70,458

 
98.6
%
 
 Publix
Parkway Centre
 Columbus, GA
 
1999
 
53,088

 
97.4
%
 
 Publix
Spring Hill Plaza
 Nashville, TN
 
2005
 
61,570

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

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

 
97.8
%
 
 Publix
The Market at Victory Village
 Nashville, TN
 
2007
 
71,300

 
98.5
%
 
 Publix
The Overlook at Hamilton Place
 Chattanooga, TN
 
1992
 
213,095

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

 
100.0
%
 
BJ's Wholesale Club
Barclay Crossing
 Tampa, FL
 
1998
 
54,958

 
100.0
%
 
 Publix
Deltona Landings
 Orlando, FL
 
1999
 
59,966

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

 
100.0
%
 
Publix
Crossroads Market
 Naples, FL
 
1993
 
126,895

 
98.1
%
 
Publix
Champions Village
 Houston, TX
 
1973
 
383,346

 
75.0
%
 
Randalls
Kingwood Glen
 Houston, TX
 
1998
 
103,397

 
100.0
%
 
 Kroger
Independence Square
 Dallas, TX
 
1977
 
140,218

 
84.3
%
 
 Tom Thumb
Oak Park Village
 San Antonio, TX
 
1970
 
64,855

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

 
100.0
%
 
 Bi-Lo
Irmo Station
 Columbia, SC
 
1980
 
99,384

 
95.3
%
 
Kroger
Anderson Central
 Greenville Spartanburg, SC
 
1999
 
223,211

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

 
73.5
%
 
Aldi
Rosewood Shopping Center
 Columbia, SC
 
2002
 
36,887

 
90.2
%
 
 Publix
West Town Market
 Charlotte, NC
 
2004
 
67,883

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

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

 
98.6
%
 
Kroger
Southgate Village
 Birmingham, AL
 
1988
 
75,092

 
100.0
%
 
 Publix
 
 
 
 
 
 
 
 
 
 
Grand total/weighted average
 
 
 
 
4,055,714

 
94.1
%
 
 

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

As of March 31, 2018, our grocery-anchored shopping center portfolio was 94.1% leased. We define percent leased as the percentage of gross leasable area that is leased, including noncancelable lease agreements that have been signed which have not yet commenced.



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


pacfulllogoa06.jpg

Details regarding lease expirations (assuming no exercises of tenant renewal options) within our grocery-anchored shopping center portfolio as of March 31, 2018 were:
 
Total grocery-anchored shopping center portfolio
 
Number of leases
 
Leased GLA
 
Percent of leased GLA
 
 
 
 
 
 
Month to month
13

 
25,158

 
0.7
%
2018
72

 
239,263

 
6.3
%
2019
97

 
561,832

 
14.7
%
2020
109

 
497,860

 
13.0
%
2021
94

 
440,527

 
11.5
%
2022
90

 
313,726

 
8.2
%
2023
44

 
203,115

 
5.3
%
2024
18

 
551,844

 
14.5
%
2025
19

 
298,146

 
7.8
%
2026
9

 
127,071

 
3.3
%
2027
16

 
112,101

 
2.9
%
2028+
22

 
446,360

 
11.8
%
 
 
 
 
 
 
Total
603

 
3,817,003

 
100.0
%

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

Second-generation capital expenditures within our grocery-anchored shopping center portfolio by property for the first quarter 2018 totaled $296,000. Second-generation capital expenditures exclude those expenditures made in our grocery-anchored shopping center portfolio (i) to lease space to "first generation" tenants (i.e. leasing capital for existing vacancies and known move-outs at the time of acquisition), (ii) to bring recently acquired properties up to our ownership standards, and (iii) for property re-developments and repositioning.

Office Building Portfolio

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

 
98
%
Westridge at La Cantera
 
San Antonio, TX
 
258,000

 
100
%
Armour Yards
 
Atlanta, GA
 
187,000

 
97
%
Brookwood Center
 
Birmingham, AL
 
169,000

 
100
%
Galleria 75
 
Atlanta, GA
 
111,000

 
94
%
 
 
 
 
 
 
 
 
 
 
 
1,539,000

 
98
%

The Company's office building portfolio includes the following significant tenants:
    
 
 
 
Square footage
 
Percent of Annual Base Rent
 
Annual Base Rent
InterContinental Hotels Group
496,391

 
34.1
%
 
$
11,210,020

State Farm Mutual Automobile Insurance Company
183,168

 
9.8
%
 
3,232,086

Harland Clarke Corporation
129,016

 
8.5
%
 
2,810,678

United Services Automobile Association
129,015

 
9.2
%
 
3,042,173

Southern Natural Gas Company, LLC
63,113

 
5.7
%
 
1,862,077

 
 
 
 
 
 
 
 
 
 
 
1,000,703

 
67.3
%
 
$
22,157,034

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



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


pacfulllogoa06.jpg

The Company's leased square footage of its office building portfolio expires according to the following schedule:
Office building portfolio
 
 
 
 
Percent of
Year of lease expiration
 
Rentable square
 
rented
 
feet
 
square feet
2018
 
5,626

 
0.4
%
2019
 
22,890

 
1.5
%
2020
 
110,596

 
7.4
%
2021
 
231,549

 
15.5
%
2022
 
41,532

 
2.8
%
2023
 
96,775

 
6.5
%
2024
 
24,120

 
1.6
%
2025
 
58,276

 
3.9
%
2026
 

 
%
2027
 
258,031

 
17.2
%
2028+
 
645,364

 
43.2
%
 
 
 
 
 
Total
 
1,494,759

 
100.0
%

The Company recognized second-generation capital expenditures within its office building portfolio of approximately $60,000 during the first quarter 2018. Second-generation capital expenditures exclude those expenditures made in our office building portfolio (i) to lease space to "first generation" tenants (i.e. leasing capital for existing vacancies and known move-outs at the time of acquisition), (ii) to bring recently acquired properties up to our Class A ownership standards (and which amounts were underwritten into the total investment at the time of acquisition) and (iii) for property re-developments and repositionings.

Definitions of Non-GAAP Measures

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

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

FFO is one of the most commonly utilized Non-GAAP measures currently in practice. In its 2002 “White Paper on Funds From Operations,” which was most recently revised in 2012, the National Association of Real Estate Investment Trusts, or NAREIT, standardized the definition of how Net income/loss should be adjusted to arrive at FFO, in the interests of uniformity and comparability. We have adopted the NAREIT definition for computing FFO as a meaningful supplemental gauge of our operating results, and as is most often presented by other REIT industry participants.

The NAREIT definition of FFO (and the one reported by the Company) is:
Net income/loss:
excluding impairment charges on and gains/losses from sales of depreciable property;
plus depreciation and amortization of real estate assets and deferred leasing costs; and
after adjustments for the Company's proportionate share of unconsolidated partnerships and joint ventures.

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





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


pacfulllogoa06.jpg

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

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

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

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

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

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

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

About Preferred Apartment Communities, Inc.     

Preferred Apartment Communities, Inc. (NYSE: APTS), or the Company, is a Maryland corporation formed primarily to acquire and operate multifamily properties in select targeted markets throughout the United States. As part of our business strategy, we may enter into forward purchase contracts or purchase options for to-be-built multifamily communities and we may make real estate related loans, provide deposit arrangements or provide performance assurances, as may be necessary or appropriate, in connection with the development of multifamily communities and other properties. As a secondary strategy, we may acquire or originate senior mortgage loans, subordinate loans or real estate loans secured by interests in multifamily properties, membership or partnership interests in multifamily properties and other multifamily related assets and invest a lesser portion of our assets in


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


pacfulllogoa06.jpg

other real estate related investments, including other income-producing property types, senior mortgage loans, subordinate loans or real estate loans secured by interests in other income-producing property types or membership or partnership interests in other income-producing property types as determined by Preferred Apartment Advisors, LLC, or our Manager, as appropriate for us. At March 31, 2018, the Company was the approximate 97.3% owner of Preferred Apartment Communities Operating Partnership, L.P., or the Operating Partnership. We elected to be taxed as a real estate investment trust under the Internal Revenue Code of 1986, as amended, commencing with our tax year ended December 31, 2011.



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