8-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

_____________________

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 24, 2020

Preferred Apartment Communities, Inc.

(Exact Name of Registrant as Specified in its Charter)

Maryland	001-34995	27-1712193
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

3284 Northside Parkway NW, Suite 150	30327
(Address of Principal Executive Offices)	(Zip Code)

Registrant's telephone number, including area code:  (770) 818-4100

_____________________

(Former name or former address, if changed since last report)

___________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $.01 per share	APTS	NYSE

Securities registered pursuant to Section 12(g) of the Act:

Title of each class

Series A Redeemable Preferred Stock, par value $0.01 per share

Warrant to Purchase Common Stock, par value $0.01 per share

Series M Redeemable Preferred Stock, par value $0.01 per share

Series A1 Redeemable Preferred Stock, par value $0.01 per share

Series M1 Redeemable Preferred Stock, par value $0.01 per share

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging Growth Company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

Item 7.01    Regulation FD Disclosure.

Preferred Apartment Communities, Inc. (the "Company") issued a press release on April 24, 2020, regarding the Company's updates related to COVID-19 and April 2020 rent collections. In addition, this press release includes a withdrawal of the Company's 2020 guidance that was provided on February 24, 2020 due to the inherent uncertainty of the scope, duration and rapidly evolving nature of the economic and social disruption from the COVID-19 pandemic. A copy of that press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein. In addition, the Company has posted to its website a related business update presentation which is furnished as Exhibit 99.2 to this report and is incorporated herein by reference.

The information contained in this Item 7.01, including the information contained in the press release attached as Exhibit 99.1 and the presentation as Exhibit 99.2 hereto, is being “furnished" and shall not be deemed to be “filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act"), or otherwise subject to the liabilities of that section, nor shall such information be deemed to be incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Reference to the Company’s website in the press release attached as Exhibit 99.1 to this Current Report on Form 8-K does not incorporate by reference the information on such website into this Current Report on Form 8-K and the Company disclaims any such incorporation by reference.

Item 9.01    Financial Statements and Exhibits.

(d)    Exhibits.

Exhibit Number	Description
99.1	Press Release dated April 24, 2020
99.2	COVID-19 Business Update

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

PREFERRED APARTMENT COMMUNITIES, INC.

(Registrant)

Date: April 24, 2020	By:	/s/ Jeffrey R. Sprain
		Jeffrey R. Sprain
		Executive Vice President, General Counsel and Corporate Secretary

EX-99.1

Preferred Apartment Communities, Inc. Provides Updates Related to COVID-19 Pandemic and April Rent Collections

Atlanta, GA, April 24, 2020

Preferred Apartment Communities, Inc. (NYSE: APTS) ("PAC" or the "Company") today provided the following updates:

"Our entire team, across all of our operating platforms, is committed to the health and safety of our associates, our residents, our tenants, and our communities as we move through the events related to and resulting from the COVID-19 pandemic. As we navigate this together, we continue to provide places for our residents to live and/or study, places for our tenants to transact essential business in our open-air grocery-anchored centers, and places for our office tenants to conduct necessary operations and return to with their associates at the appropriate time. Certainly, the impacts of this unprecedented situation are evolving daily, with heightened uncertainty in terms of both scope and scale, as well as duration. We believe that our well-positioned and diversified portfolio is positioned to navigate this situation, and our experienced team is committed to making the most prudent decisions for the long term," said Joel Murphy, President and Chief Executive Officer.

As of April 22, 2020, the Company has collected April rent as follows:

Multihousing

• 95% collected for multifamily

• 96% collected for student housing

Grocery Anchored Retail

• 71% collected overall¹, including 100% of grocery and pharmacy

Office Properties

• 95% collected¹ 

¹Adjusted for GSA leases or other Federal government agencies which are customarily paid in arrears.

In total, the Company has collected an aggregate of approximately 90% of its monthly rent and real estate investment loan income for the month of April across all business lines. More complete details about these April collections and other business updates are included in a presentation on our website here: COVID-19 Business Update. The Company will provide additional updates with its first quarter 2020 earnings results, which we intend to release on May 11, 2020, followed by our earnings call on May 12, 2020 at 11:15 am Eastern Time.

Due to the inherent uncertainty of the scope, duration and rapidly evolving nature of the economic and social disruption from the COVID-19 pandemic, the Company is withdrawing its full year 2020 guidance that was included in its February 24, 2020 earnings release.

Additional information on how the Company is striving to protect and support our tenants, associates and local work force in connection with the COVID-19 pandemic can be found at https://pacapts.com/covid19/.

About Preferred Apartment Communities, Inc.

Preferred Apartment Communities, Inc. (NYSE: APTS) is a real estate investment trust engaged primarily in the ownership and operation of Class A multifamily properties, with select investments in grocery anchored shopping centers, Class A office buildings, and student housing properties. Preferred Apartment Communities’ investment objective is to generate attractive, stable returns for stockholders by investing in income-producing properties and acquiring or originating real estate loans. As of December 31, 2019, the Company owned 123 properties in 15 states, predominantly in the Southeast region of the United States. Learn more at www.pacapts.com.

Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements may be identified by the use of forward-looking terminology such as "may", "trend", "will", "expects", "plans", "estimates", "anticipates", "projects", "intends", "believes", "goals", "objectives", "outlook" and similar expressions. Because such statements include risks, uncertainties and contingencies, actual results may differ materially from the expectations, intentions, beliefs, plans or predictions of the future expressed or implied by such forward-looking statements. These risks, uncertainties and contingencies include, but are not limited to, (a) the impact of the coronavirus (COVID-19) pandemic on PAC’s business operations and the economic conditions in the markets in which PAC operates; (b) PAC’s ability to mitigate the impacts arising from COVID-19 and (c) those disclosed in PAC's filings with the Securities and Exchange Commission. PAC undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as may be required by law.

Additional Information

The SEC has declared effective the registration statement (including prospectus) 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 obtain 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 PAC's Series A1/M1 Redeemable Preferred Stock Offering, will arrange to send you a prospectus if you request it by calling John A. Isakson at (770) 818-4109, 3284 Northside Parkway NW, Suite 150, Atlanta, Georgia 30327.

The Series A1/M1 Redeemable Preferred Stock Offering prospectus, dated October 22, 2019, can be accessed through the following link:

https://www.sec.gov/Archives/edgar/data/1481832/000148183219000097/a424b5-2019seriesamshares.htm

SOURCE: Preferred Apartment Communities, Inc.

Preferred Apartment Communities, Inc.

John A. Isakson 770-818-4109

Chief Financial Officer

Email: jisakson@pacapts.com

EX-99.2

COVID-19 BUSINESS UPDATE APRIL 24, 2020

COVID-19 BUSINESS UPDATE NAVIGATING EXPERIENCED PLATFORM UNPRECEDENTED EVENTS WITH RESILIENCY SOUND STRATEGIES DIVERSIFIED BUSINESS 2

COVID-19 BUSINESS UPDATE • As the COVID-19 pandemic continues to unfold, the APTS team is working proactively to mitigate impacts to our customers, our investors, our associates, and our properties. • The Company is well-positioned through its experienced leadership, sound real estate strategies, diversified business model, and operating platform to navigate these unprecedented times. • For the month of April 2020 (through April 21), the Company reports the following cash rental collections activity: MULTIHOUSING • 95% collected for multifamily. • 96% collected for student housing. GROCERY ANCHORED RETAIL • 71% collected overall,1 including 100% of grocery and pharmacy customers. OFFICE PROPERTIES • 95% collected.1 • Any amounts currently uncollected are being addressed through a combination of deferral, abatement or other accommodations on a case-by-case basis. 3 1 Adjusted for GSA leases or other Federal government agencies which are customarily paid in arrears.

EXPERIENCED PLATFORM SOUND STRATEGIES DIVERSIFIED BUSINESS 43

EXPERIENCED PLATFORM Leveraging Deep Experience, Cross-Divisional Collaboration, and Strong Customer Relationships to Navigate Economic Cycles 5

EXPERIENCED PLATFORM EXPERIENCE Leadership and operating teams bring deep experience through multiple past cycles across all segments of the platform. CROSS-DIVISIONAL Operating ~20 million square feet across vertically integrated multihousing, grocery anchored retail, and office strategies. Diversified presence promotes best practices. Visibility to demand behavior across corporate, residential, and consumer segments. CUSTOMER RELATIONSHIPS Service-oriented approach prioritizes long-term customer relationships. Top-rated in customer satisfaction across business units. Customer relationships drive collections and retention performance. COVID-19 BUSINESS UPDATE: EXPERIENCED PLATFORM 6

SOUND STRATEGIES Commitment to Tightly Defined Real Estate Strategies Positions Business for Performance During Defensive Periods 7

SOUND STRATEGIES MULTIHOUSING HIGH CREDIT QUALITY RENTER PROFILE Class A apartments in top performing major Sunbelt MSAs 3:1 income-to rent qualification standard YOUNGEST PORTFOLIO AMONG MULTIFAMILY PUBLIC REIT PEERS Average property vintage = <6 years old Newer construction requires fewer capital expenditures and preserves cash flow FIXED RATE DEBT TERM TO MATURITES 95% of property debt is fixed rate 83% maturing after 2023 COVID-19 BUSINESS UPDATE: SOUND STRATEGIES 8

SOUND STRATEGIES GROCERY ANCHORED RETAIL 100% PURE PLAY GROCERY ANCHORED STRATEGY 76% of centers anchored by FIXED RATE DEBT AND MORE THAN 8 YEARS AVERAGE MATURITY 2019 PORTFOLIO GROCERY AVERAGE SALES = $572 PSF VS. $450 PSF INDUSTRY AVERAGE COVID-19 BUSINESS UPDATE: SOUND STRATEGIES 9

SOUND STRATEGIES OFFICE DIVERSIFIED RENT ROLL WITH LONG-TERM LEASES 97% leased More than 7 years of average lease term remaining No more than 10% of portfolio expiring in any year through 2029 LARGE, WELL-CAPITALIZED CORPORATE CUSTOMERS Average lease size = 17k SF Limited small tenant exposure FIXED RATE DEBT AND NO LOAN MATURITIES IN CORE PORTFOLIO UNTIL 2028 COVID-19 BUSINESS UPDATE: SOUND STRATEGIES 10

DIVERSIFIED BUSINESS Mitigating Risk Through Strategic Diversification 11

DIVERSIFIED BUSINESS PORTFOLIO COMPOSITION PRODUCT TYPES GEOGRAPHY Property revenues derived Portfolio investments are from a diversified portfolio geographically diversified across of multihousing, office, Sunbelt markets and grocery anchored No exposure to Gateway markets retail investments NYC, Seattle, Chicago, Los Angeles RETAIL MULTIHOUSING OTHER FL CAPITAL 21% 59% 24% 25% AVAILABILITY REVENUE REVENUE “FULL CYCLE” ACCESS DISTRIBUTION DISTRIBUTION TO CAPITAL THROUGH: BY PRODUCT TX BY TYPE GEOGRAPHY 13% GA • NYSE-LISTED Common Stock OFFICE 25% 20% • Non-Traded Preferred Stock NC » Series A1 offering » Series M1 offering 14% • Property-Level Non-Recourse Mortgages Top 4 states comprise 77% of 2019 total revenues • Unencumbered Assets Georgia – Florida – North Carolina – Texas • Line of Credit • Free Cash Flow and Cash on Hand COVID-19 BUSINESS UPDATE: DIVERSIFIED BUSINESS 12

INVESTOR RESOURCES Click icons below to access information electronically Annual Report 2019 Executive Team Bios Q1 2020 Earnings Call May 12, 2020 at 11:15 am Eastern Time Investor Relations phone #: (770) 635 1284 investorrelations@pacapts.com 3284 Northside Parkway, Suite 150 Atlanta GA 30327 PACAPTS.COM Forward Looking Statements This business update (this “Update”) includes forward-looking statements made in reliance on the safe harbor provisions of the Private Se- curities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking terminology such as “may”, “trend”, “will”, “expects”, “plans”, “estimates”, “anticipates”, “projects”, “intends”, “believes”, “goals”, “objectives”, “outlook” and similar expressions. Forward-looking statements include, without limitation, statements relating to the impact of COVID-19, on the Company’s business and the Company’s ability to mitigate the impacts arising from COVID-19. These statements are based on the Company’s current expectations and beliefs and are subject to a number of risks, uncertainties and assumptions that could cause actual results to differ materially from those described in the forward-looking statements. These risks, uncertainties and contingencies include, but are not limited to, those disclosed in PAC’s filings with the Securities and Exchange Commission. PAC undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as may be required by law. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this Update. The properties depicted in this Update are multihousing communities, grocery anchored retail, Class-A office, and other income-producing property types that PAC currently owns or for which PAC currently has a real estate loan investment in connection with the development of those properties. PRIOR PERFORMANCE IN THIS UPDATE SHOULD NOT BE INDICATIVE OF HOW PAC WILL PERFORM IN THE FUTURE.