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      Preferred Apartment Communities, Inc. Reports Results for Second Quarter 2020


      News provided by

      Preferred Apartment Communities, Inc.

      Aug 10, 2020, 16:47 ET

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      ATLANTA, Aug. 10, 2020 /PRNewswire/ -- Preferred Apartment Communities, Inc. (NYSE: APTS) ("we," "our," the "Company", "Preferred Apartment Communities" or "PAC") today reported results for the quarter ended June 30, 2020. Unless otherwise indicated, all per share results are reported based on the basic weighted average shares of Common Stock and Class A Units ("Class A Units") of the Preferred Apartment Communities Operating Partnership (our "Operating Partnership") outstanding. See Definitions of Non-GAAP Measures.

      Our operating results are presented below.

      Continue Reading
      Preferred Apartment Communities
      Preferred Apartment Communities



      Three months ended June 30,




      Six months ended June 30,






      2020


      2019


      % change


      2020


      2019


      % change

















      Revenues (in thousands)

      $

      123,277



      $

      113,852



      8.3

      %


      $

      254,379



      $

      225,358



      12.9

      %

















      Per share data:














      Net income (loss) (1)

      $

      (1.06)



      $

      (0.66)



      —



      $

      (5.47)



      $

      (1.32)



      —




      FFO (2)

      $

      (0.01)



      $

      0.36



      —



      $

      (3.39)



      $

      0.75



      —




      Core FFO (2)

      $

      0.21



      $

      0.36



      (41.7)

      %


      $

      0.59



      $

      0.77



      (23.4)

      %



      AFFO (2)

      $

      0.05



      $

      0.22



      (77.3)

      %


      $

      0.52



      $

      0.55



      (5.5)

      %



      Dividends (3)

      $

      0.175



      $

      0.2625



      (33.3)

      %


      $

      0.4375



      $

      0.5225



      (16.3)

      %



      (1) Per weighted average share of Common Stock outstanding for the periods indicated.

      (2) FFO, Core FFO and AFFO results are presented per basic weighted average share of Common Stock and Class A Unit in our Operating Partnership outstanding for the periods indicated. See Reconciliations of FFO Attributable to Common Stockholders and Unitholders, Core FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders and Definitions of Non-GAAP Measures.

      (3)  Per share of Common Stock and Class A Unit outstanding.

      "We are pleased with PAC's second quarter operational results, which include year-over-year same store NOI growth of .1% in our core multifamily business, as we successfully navigated the still-evolving COVID-19 pandemic and its widespread impact on the economy. We were particularly pleased with our collections of recurring rental revenues for the second quarter, which were in excess of 99%, 92%, and 99% for our multi-housing, grocery anchored retail, and office portfolios, respectively, adjusted for deferrals. This, and other operational successes we achieved during the quarter, is a testament to the quality of our assets, the positioning of our assets in quality markets and submarkets, the resiliency of our resident and tenant base, and the hard and effective work of our team that executed a well-considered game plan.

      As we look ahead, we believe our Sunbelt markets and suburban focus provide a strong foundation for cash flow stability and growth, with continued business and job growth as well as new household formation. Further, our scale and diverse portfolio mix provides us some distinct competitive advantages, with high quality multi-housing combined with essential, grocery-anchored retail and market specific Class A office. Our management team is aligned and focused on enhancing our liquidity and capital structure as we seek to create long term shareholder value in 2020 and beyond," stated Joel Murphy, Preferred Apartment Communities' President and Chief Executive Officer.

      Financial

      • Our net loss per share was $(1.06) and $(0.66) for the three-month periods ended June 30, 2020 and 2019, respectively. Funds From Operations, or FFO, for the three months ended June 30, 2020 was $(0.01) per weighted average share and Class A Unit outstanding and reflects lower purchase option termination revenues, as well as costs associated with the acquisition of Preferred Apartment Advisors, LLC (our "Former Manager") and NMP Advisors, LLC (our "Former Submanager"). Core FFO was $0.21 for the three months ended June 30, 2020, as compared to $0.36 for the three months ended June 30, 2019. Our decline in Core FFO was driven primarily by lower interest income from our real estate loan investments by virtue of the lower balance, lower income from purchase option amortization, higher interest expense and reduced income at the property level related to COVID.
      • For the second quarter 2020, our declared dividends to preferred and Common Stockholders and distributions to Unitholders exceeded our NAREIT-defined FFO result for the period, which was negative. Our Core FFO payout ratio to Common Stockholders and Unitholders was approximately 83.8% and our Core FFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 77.3%.(A)
      • Our AFFO payout ratio to Common Stockholders and Unitholders was approximately 367.1% for the second quarter 2020. Our AFFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 93.7% for the second quarter 2020. (A) Our higher AFFO payout ratio was driven largely by the reduced level of accrued interest received on our real estate loan investment portfolio, the higher operational expenses previously mentioned and a normalized level of recurring capital expenditures at the property level, which are difficult to curtail and allow us to operate our properties at the level we expect. We have approximately $23.0 million of accrued interest revenue on our real estate loan investment portfolio, which will positively impact AFFO once received.
      • As of June 30, 2020, our total assets were approximately $4.8 billion. Our total assets at June 30, 2019 of approximately $5.0 billion, included approximately $572.0 million of VIE mortgage pool assets attributable to other mortgage pool participants that were consolidated due to our investments in the Freddie Mac K Program. During the fourth quarter 2019, we sold our K Program investments, realizing an internal rate of return of approximately 18%. Excluding the consolidated VIE mortgage pool assets from the June 30, 2019 total, our total assets grew approximately $410.8 million, or 9.3%.

      The following chart details monthly cash collections of rental revenues before and after the effect of rent deferrals across all our verticals as of August 6, 2020:



      2020 Cash Collections of Recurring Rental Revenues (1)



      January


      February


      March


      April


      May


      June


      July
















      Unadjusted for rent
      deferrals:














      Multifamily


      100.0

      %


      99.9

      %


      99.8

      %


      98.8

      %


      98.8

      %


      98.8

      %


      98.1

      %

      Student housing


      100.0

      %


      100.0

      %


      99.7

      %


      97.9

      %


      97.0

      %


      97.4

      %


      97.0

      %

      Office


      99.7

      %


      99.5

      %


      99.6

      %


      98.5

      %


      96.9

      %


      96.8

      %


      98.3

      %

      Grocery-anchored retail


      99.4

      %


      99.4

      %


      98.9

      %


      90.0

      %


      87.6

      %


      89.2

      %


      92.0

      %
















      Adjusted for rent deferrals:














      Multifamily


      100.0

      %


      99.9

      %


      99.8

      %


      99.7

      %


      99.5

      %


      98.9

      %


      98.1

      %

      Student housing


      100.0

      %


      100.0

      %


      99.7

      %


      98.4

      %


      97.4

      %


      97.4

      %


      97.0

      %

      Office


      99.7

      %


      99.5

      %


      99.6

      %


      99.5

      %


      99.4

      %


      99.0

      %


      99.2

      %

      Grocery-anchored retail


      99.4

      %


      99.4

      %


      98.9

      %


      93.6

      %


      91.8

      %


      92.2

      %


      93.2

      %


      (1) Percent of revenue billed includes recurring charges for base rent, operating expense escalations, pet, garage, parking and storage rent, as well as receivables from U.S. Government tenants, from which collection is reasonably assured.

      The following chart details monthly occupancy and percent leased rates across all our verticals:



      2020 Monthly Occupancy and Percentages Leased



      January


      February


      March


      April


      May


      June


      July































      Occupancy:















      Multifamily (stabilized)


      95.3

      %


      95.6

      %


      95.7

      %


      94.4

      %


      94.4

      %


      95.2

      %


      95.1

      %

      Student housing


      96.0

      %


      96.2

      %


      96.1

      %


      96.0

      %


      95.8

      %


      95.8

      %


      95.8

      %

      Percent leased:















      Office


      96.3

      %


      96.3

      %


      96.7

      %


      95.9

      %


      96.2

      %


      96.2

      %


      96.1

      %

      Grocery-anchored retail


      92.9

      %


      92.6

      %


      92.6

      %


      92.5

      %


      92.5

      %


      92.7

      %


      92.8

      %

      Operational 

      • Our average recurring rental revenue collections before and after any effect of rent deferrals for the second quarter 2020 were approximately 96.0% and 97.6% respectively. Rent deferments provided to our residents/tenants primarily related to a change of timing of rent payments with no significant changes to total payments or term.
      • For the quarter, we reserved 4.77% of rental revenues of our retail portfolio against potential bad debt. Our retail division had nominal write offs and rental abatements.
      • As of June 30, 2020, the average age of our multifamily communities was approximately 6.1 years, which is the youngest in the public multifamily REIT industry.

      Financing and Capital Markets

      • Between June 25 and July 10, 2020, we refinanced mortgage loans supporting eight multifamily communities, seven of which carry fixed interest rates below 3.0% per annum. As a result, we collected approximately $72.1 million of aggregate refinancing proceeds inclusive of COVID reserves, and thereby reduced our average interest rate on these assets to approximately 2.91% per annum.

      The mortgages we refinanced during the second quarter 2020 on certain of our multifamily communities were as shown in the following table:

      Property


      Loan amount
      (millions)


      Maturity date


      Rate


      Interest only
      period (years)












      Summit Crossing II


      $

      20.7



      7/1/2030


      (1)


      2


      Avenues at Northpointe


      33.5



      7/1/2027


      2.79

      %


      2


      Avenues at Cypress


      28.4



      7/1/2027


      2.96

      %


      2


      CityPark View


      29.0



      7/1/2030


      2.75

      %


      3


      Venue at Lakewood Ranch


      36.6



      7/1/2030


      2.99

      %


      2


      Crosstown Walk


      46.5



      7/1/2027


      2.92

      %


      2


      Aster at Lely


      50.4



      7/1/2030


      2.95

      %


      2














      $

      245.1



















      (1) The new mortgage bears interest at a variable rate of 1 Month LIBOR  plus 278 basis points.


      • As of June 30, 2020, approximately 94.1% of our permanent property-level mortgage debt has fixed interest rates and approximately 4.2% has variable interest rates which are capped. We believe we are well protected against potential increases in market interest rates. Our overall weighted average interest rate for our mortgage debt portfolio was 3.86%.
      • At June 30, 2020, our leverage, as measured by the ratio of our debt to the undepreciated book value of our total assets, was approximately 54.6%.
      • On September 27, 2019, our registration statement on Form S-3 (Registration No. 333-233576) (the "Series A1/M1 Registration Statement") was declared effective by the Securities and Exchange Commission (the "SEC"). The Series A1/M1 Registration Statement allows us to offer up to a maximum of 1,000,000 shares of Series A1 Redeemable Preferred Stock, Series M1 Redeemable Preferred Stock or a combination of both (the "Series A1/M1 Offering"). The stated price per share is $1,000, subject to adjustment under certain conditions. The shares are being offered by our affiliate, Preferred Capital Securities, LLC ("PCS"), on a "reasonable best efforts" basis and we intend to invest substantially all the net proceeds of the Series A1/M1 Offering in connection with the acquisition of multifamily communities, grocery-anchored shopping centers, office buildings, real estate loans and mortgages, other real estate-related investments and general working capital purposes.
      • During the second quarter 2020, we issued and sold an aggregate of 31,337 shares of Series A1 Redeemable Preferred Stock, resulting in net proceeds of approximately $28.2 million after commissions and other fees. During the second quarter 2020, we issued and sold an aggregate of 3,286 shares of Series M1 Redeemable Preferred Stock, resulting in net proceeds of approximately $3.2 million after dealer manager fees.
      • Our Offering of up to 1,500,000 Series A Units expired during the first quarter 2020.
      • In addition, during the second quarter 2020, we issued approximately 1.67 million shares of Common Stock for redemptions of 11,651 shares of Redeemable Preferred Stock and paid out $41.0 million in cash for redemptions of 42,209 shares of Redeemable Preferred Stock.

      Acquisitions and Originations

      • On April 30, 2020, we closed on the acquisition of Parkside at the Beach, a 288-unit multifamily community located in Panama City Beach, Florida.
      • On May 14, 2020, we closed on a real estate loan investment of up to $10.0 million to partially finance the development and construction of a 277-unit multifamily community to be located in Raleigh, North Carolina. The aggregate carrying amount of our real estate loan investment portfolio was approximately $308.6 million at June 30, 2020.

      (A) We calculate the Core FFO and AFFO payout ratios to Common Stockholders as the ratio of Common Stock dividends and distributions to Core FFO and AFFO. We calculate the Core FFO and AFFO payout ratios to preferred stockholders as the ratio of Preferred Stock dividends to the sum of Preferred Stock dividends and Core FFO 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.


      (B) Same store net operating income is a non-GAAP measure. See Definitions of non-GAAP Measures.

      Business Update Related to COVID-19

      Since the onset of COVID-19, the Company has taken various actions in response to the pandemic.  We continue to adjust our business operations to address the needs of our residents, tenants and associates. Our property management and asset management teams continuously respond and adapt appropriately to any onsite, tenant and/or property management request, while following all applicable safety and social distancing guidelines as the situation continues to evolve and change. All of our multifamily communities, student housing properties, grocery-anchored shopping centers and office buildings have operated throughout the pandemic and in compliance with government-imposed COVID-19 guidelines and mandates.  We have released a more comprehensive business update regarding the Company's operations and the impact of COVID-19 on our website at http://investors.pacapts.com/presentations.

      Real Estate Assets

      At June 30, 2020, our portfolio of owned real estate assets and potential additions from purchase options we held from our real estate loan investments consisted of:











      Owned as of June
      30, 2020 (1)


      Potential
      additions from
      real estate loan
      investment
      portfolio (2) (3)


      Potential total



      Residential communities:








      Properties

      44



      11



      55




      Units

      12,936



      2,995



      15,931




      Beds

      6,095



      543



      6,638




      Grocery-anchored shopping centers:








      Properties

      54



      —



      54




      Gross leasable area (square feet)

      6,208,278



      —



      6,208,278




      Office buildings:








      Properties

      9


      (4)

      1



      10




      Rentable square feet

      3,169,000



      195,000



      3,364,000












      (1) One multifamily community, two student housing properties, two grocery-anchored shopping centers and two office buildings are owned through consolidated joint ventures.


      (2)  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.


      (3)  The Company has terminated various purchase option agreements in exchange for termination fees.  These properties are excluded from the potential additions from our real estate loan investment portfolio.


      (4)  Excludes our 251 Armour property, comprising 35,000 rentable square feet that is under development.

      Same-Store Multifamily Communities Financial Data

      The following chart presents same-store operating results for the Company's multifamily communities. We define our population of same-store multifamily communities as those that have achieved occupancy at or above 93% for all three consecutive months within a single quarter (stabilized) before the beginning of the prior year and that have been owned for at least 15 full months as of the end of the first quarter of the current 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 communities containing an aggregate 8,694 units:

      Aster at Lely Resort


      Avenues at Cypress


      Avenues at Northpointe

      Citi Lakes


      Lenox Village


      Retreat at Lenox Village

      Overton Rise


      Sorrel


      Venue at Lakewood Ranch

      Avenues at Creekside


      525 Avalon Park


      Vineyards

      Citrus Village


      Retreat at Greystone


      City Vista

      Founders Village


      Luxe at Lakewood Ranch


      Adara at Overland Park

      Summit Crossing I


      Summit Crossing II


      Aldridge at Town Village

      City Park View


      Crosstown Walk


      Claiborne Crossing

      Reserve at Summit Crossing


      Colony at Centerpointe


      Lux at Sorrel

      Green Park


      Vestavia Reserve



      Same-store net operating income is a non-GAAP measure that is most directly comparable to net income (loss), as shown in the reconciliations below.

      Reconciliation of Net Income (Loss) to Multifamily Communities' Same-Store Net Operating Income (NOI)








      Three months ended:

      (in thousands)


      6/30/2020


      6/30/2019






      Net (loss) income


      $

      (15,950)



      $

      (1,677)


      Add:





      Equity stock compensation


      246



      306


      Depreciation and amortization


      51,793



      45,663


      Interest expense


      31,136



      27,611


      Management fees


      —



      8,209


      Corporate G&A and other

      8,847



      1,388


      Management Internalization


      458



      280


      Provision for expected credit losses


      482



      —


      Waived asset management and general and administrative expense fees


      —



      (2,795)


      Less:





      Interest revenue on notes receivable


      10,407



      12,093


      Interest revenue on related party notes receivable


      604



      1,632


      Miscellaneous revenues


      692



      1,000


      Income from consolidated VIEs


      —



      584


      Gain on extinguishment of debt


      (6,156)



      (52)


      Gains on land condemnation and trading investment


      —



      747







      Property net operating income


      71,465



      62,981


      Less:





      Non-same-store property revenues


      (74,721)



      (62,174)


      Add:





      Non-same-store property operating expenses

      24,614



      20,537






      Same-store net operating income


      $

      21,358



      $

      21,344


      Multifamily Communities' Same Store Net Operating Income












      Three months ended:





      (in thousands)


      6/30/2020


      6/30/2019


      $ change


      % change

      Revenues:









      Rental and other property revenues


      $

      36,854



      $

      36,953



      $

      (99)



      (0.3)

      %










      Operating expenses:









      Property operating and maintenance


      6,326



      6,883



      (557)



      (8.1)

      %

      Payroll


      2,984



      2,843



      141



      5.0

      %

      Real estate taxes and insurance


      6,186



      5,883



      303



      5.2

      %

      Total operating expenses


      15,496



      15,609



      (113)



      (0.7)

      %










      Same-store net operating income


      $

      21,358



      $

      21,344



      $

      14



      0.1

      %










      Same-store average physical occupancy


      94.7

      %


      95.4

      %














      Corporate level expenses related to the management and operations of the Multifamily and Student housing property portfolios are allocated on a per unit basis to Property NOI and are included in Multifamily Same Store NOI.

      Reconciliation of Net Income (Loss) to Multifamily Communities' Same-Store Net Operating Income (NOI)








      Six months ended:

      (in thousands)


      6/30/2020


      6/30/2019






      Net (loss) income


      $

      (195,473)



      $

      (3,957)


      Add:





      Equity stock compensation


      476



      617


      Depreciation and amortization


      101,302



      90,952


      Interest expense


      60,729



      54,367


      Management fees


      3,099



      16,038


      Corporate G&A and other

      15,212



      2,809


      Management Internalization


      179,251



      325


      Provision for expected credit losses


      5,615



      (5,424)


      Waived asset management and general and administrative expense fees


      (1,136)



      —


      Less:





      Interest revenue on notes receivable


      23,846



      23,381


      Interest revenue on related party notes receivable


      3,141



      7,434


      Miscellaneous revenues


      3,952



      1,023


      Income from consolidated VIEs


      —



      725


      Gain on extinguishment of debt


      (6,156)



      (69)


      Gains on land condemnation and trading investment


      479



      751







      Property net operating income


      143,813



      122,482


      Less:





      Non-same-store property revenues


      (148,968)



      (120,177)


      Add:





      Non-same-store property operating expenses

      48,792



      40,407






      Same-store net operating income


      $

      43,637



      $

      42,712


      Multifamily Communities' Same Store Net Operating Income












      Six months ended:





      (in thousands)


      6/30/2020


      6/30/2019


      $ change


      % change

      Revenues:









      Rental and other property revenues


      $

      74,472



      $

      73,343



      $

      1,129



      1.5

      %










      Operating expenses:









      Property operating and maintenance


      12,739



      13,221



      (482)



      (3.6)

      %

      Payroll


      5,795



      5,692



      103



      1.8

      %

      Real estate taxes and insurance


      12,301



      11,718



      583



      5.0

      %

      Total operating expenses


      30,835



      30,631



      204



      0.7

      %










      Same-store net operating income


      $

      43,637



      $

      42,712



      $

      925



      2.2

      %










      Corporate level expenses related to the management and operations of the Multifamily and Student housing property portfolios are allocated on a per unit basis to Property NOI and are included in Multifamily Same Store NOI.

      Dividends

      Quarterly Dividends on Common Stock and Class A OP Units

      On May 11, 2020, we declared a quarterly dividend on our Common Stock of $0.175 per share for the second quarter 2020. The second quarter dividend was paid on July 15, 2020 to all stockholders of record on June 15, 2020. In conjunction with the Common Stock dividend, the Company's operating partnership declared a distribution on its Class A Units of $0.175 per unit for the second quarter 2020, which was paid on July 15, 2020 to all Class A Unit holders of record as of June 15, 2020.

      Monthly Dividends on Preferred Stock

      We declared monthly dividends of $5.00 per share on our Series A Redeemable Preferred Stock, which totaled approximately $33.2 million for the second quarter 2020 and represents a 6% annual yield. We declared monthly dividends of $5.00 per share on our Series A1 Redeemable Preferred Stock, which totaled approximately $756,000 for the second quarter 2020 and also represents a 6% annual yield. We declared dividends totaling approximately $1.6 million on our Series M Redeemable Preferred Stock, or mShares, for the second quarter 2020. The mShares have a dividend rate that escalates from 5.75% in year one of issuance to 7.50% in year eight and thereafter. We declared dividends totaling approximately $50,000  on our Series M1 Redeemable Preferred Stock for the second quarter 2020. The Series M1 Redeemable Preferred Stock has a dividend rate that escalates from 6.1% in year one of issuance to 7.1% in year ten and thereafter.

      Subsequent to Quarter End

      Between July 1, 2020 and July 31, 2020, we issued 10,421 shares of Series A1 Preferred Stock and collected net proceeds of approximately $9.4 million after commissions and fees and we issued 4,123 shares of Series M1 Preferred Stock and collected net proceeds of approximately $4.0 million after commissions and fees.             

      On July 10, 2020, we closed on a refinancing of the mortgage on our Citrus Village multifamily community. The new instrument has a principal amount of $40.9 million, bears interest at a fixed 2.95% per annum and matures on August 1, 2027. Monthly interest-only payments are due through August 31, 2022.

      On July 31, 2020, we received approximately $18.7 million in full satisfaction of the principal and all interest due on our Palisades real estate loan investment.

      On August 6, 2020, our board of directors declared a quarterly dividend on our Common Stock of $0.175 per share, payable on October 15, 2020 to stockholders of record on September 15, 2020.

      As a result of the COVID-19 pandemic that resulted in wide spread stay-at-home orders across the country and other restrictions that have led to significant adverse effects on economic activity, some of our multifamily residents and office and retail tenants have requested rent relief from the Company. At this point, the Company's policy is to extend rent deferral options to our residents and tenants with abatements in only certain circumstances.

      Conference Call and Supplemental Data

      We will hold our quarterly conference call on Tuesday, August 11, 2020 at 11:00 a.m. Eastern Time to discuss our second quarter 2020 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, August 11, 2020
      Time: 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time)

      The live broadcast of our second quarter 2020 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.

      2020 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  - Due to the inherent uncertainty of the scope, duration and rapidly evolving nature of the economic and social disruption from the COVID-19 pandemic, on April 24, 2020 we withdrew our full year 2020 guidance on FFO per share that we previously included in our February 24, 2020 earnings release.

      AFFO, Core FFO and FFO are calculated after deductions for all preferred stock dividends. Reconciliations of net income (loss) attributable to common stockholders to FFO, Core FFO and AFFO for the three-month and six-month periods ended June 30, 2020 and 2019 appear in the attached report, as well as on our website using the following link:

      http://investors.pacapts.com/download/2Q20_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. These statements may be identified  by the use of forward-looking terminology such as "may," "trend," "will," "expects," "plans," "estimates," "anticipates," "projects," "intends," "believes," "strategy," "goals," "objectives," "outlook" and similar expressions. These risks, uncertainties and contingencies include, but are not limited to, (a) the impact of the COVID-19 pandemic and related federal, state and local government actions 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 SEC. 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, 2019 that was filed with the SEC on March 3, 2020, 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, will arrange to send you a prospectus with respect to the Series A1/M1 Offering upon request by contacting John A. Isakson at (770) 818-4109, 3284 Northside Parkway NW, Suite 150, Atlanta, Georgia 30327.

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

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

      Preferred Apartment Communities, Inc.

      Condensed Consolidated Statements of Operations

      (Unaudited)






      Three months ended June 30,

      (In thousands, except per-share figures)


      2020


      2019

      Revenues:





      Rental and other property revenues


      $

      111,574



      $

      99,127


      Interest income on loans and notes receivable


      10,407



      12,093


      Interest income from related parties


      604



      1,632


      Miscellaneous revenues


      692



      1,000







      Total revenues


      123,277



      113,852







      Operating expenses:





      Property operating and maintenance


      16,841



      13,864


      Property salary and benefits

      5,720



      4,828


      Property management costs

      1,042



      3,373


      Real estate taxes and insurance


      16,506



      14,081


      General and administrative


      8,847



      1,388


      Equity compensation to directors and executives

      246



      306


      Depreciation and amortization


      51,793



      45,663


      Asset management and general and administrative expense





      fees to related party


      —



      8,209


      Provision for expected credit losses


      482



      —


      Management internalization expense


      458



      280







      Total operating expenses


      101,935



      91,992


      Waived asset management and general and administrative




      expense fees

      —



      (2,795)







      Net operating expenses


      101,935



      89,197


      Operating income


      21,342



      24,655







      Interest expense


      31,136



      27,611


      Change in fair value of net assets of consolidated





      VIEs from mortgage-backed pools


      —



      584


      Loss on extinguishment of debt


      (6,156)



      (52)


      Gain on sale of real estate loan investment


      —



      747







      Net loss


      (15,950)



      (1,677)


      Consolidated net loss attributable to non-controlling interests

      266



      571







      Net loss attributable to the Company


      (15,684)



      (1,106)







      Dividends declared to preferred stockholders


      (35,624)



      (27,542)


      Earnings attributable to unvested restricted stock


      (11)



      (7)







      Net loss attributable to common stockholders


      $

      (51,319)



      $

      (28,655)







      Net loss per share of Common Stock available to




       common stockholders, basic and diluted


      $

      (1.06)



      $

      (0.66)







      Weighted average number of shares of Common Stock outstanding,




      basic and diluted


      48,220



      43,703



      Reconciliation of FFO Attributable to Common Stockholders and Unitholders, Core FFO and AFFO

      to Net (Loss) Income Attributable to Common Stockholders (A)






      Three months ended June 30,

      (In thousands, except per-share figures)



      2020


      2019









      Net loss attributable to common stockholders (See note 1)

      $

      (51,319)



      $

      (28,655)










      Add:

      Depreciation of real estate assets


      40,996



      36,310



      Depreciation of acquired intangible assets and deferred leasing costs


      9,973



      8,893



      Net loss attributable to Class A Unitholders (See note 2)

      (249)



      (571)


      FFO attributable to common stockholders and unitholders

      (599)



      15,977











      Acquisition and pursuit costs

      132



      —



      Loan cost amortization on acquisition term notes and loan coordination fees (See note 3)

      528



      493



      Payment of costs related to property refinancing

      6,863



      369



      Internalization costs (See note 4)

      458



      280



      Deemed dividends for redemptions of preferred stock


      2,772



      123



      Noncash (income) expense for current expected credit losses (See note 5)

      (122)



      —



      Expenses related to the COVID-19 global pandemic (See note 6)

      419



      —



      Earnest money forfeited by prospective asset purchaser

      $

      —



      (1,000)


      Core FFO attributable to common stockholders and unitholders

      10,451



      16,242








      Add:

      Non-cash equity compensation to directors and executives


      246



      306



      Amortization of loan closing costs (See note 7)


      1,177



      1,159



      Depreciation/amortization of non-real estate assets


      616



      460



      Net loan origination fees received (See note 8)


      200



      125



      Deferred interest income received (See note 9)


      —



      2,318



      Amortization of lease inducements (See note 10)


      447



      432



      Non-operating miscellaneous revenues

      —



      1,000


      Less:

      Amortization of purchase option termination revenues in excess of cash received (See note 11)

      (435)



      (1,383)



      Non-cash loan interest income (See note 9)


      (3,109)



      (3,658)



      Cash received for sale of K Program securities in excess of noncash revenues

      —



      (274)



      Cash paid for loan closing costs

      —



      (5)



      Amortization of acquired real estate intangible liabilities and SLR (See note 12)

      (4,144)



      (4,324)



      Amortization of deferred revenues (See note 13)


      (941)



      (941)



      Normally recurring capital expenditures (See note 14)

      (2,124)



      (1,563)










      AFFO attributable to common stockholders and Unitholders

      $

      2,384



      $

      9,894








      Common Stock dividends and distributions to Unitholders declared:





      Common Stock dividends



      $

      8,624



      $

      11,581



      Distributions to Unitholders (See note 2)


      130



      229



      Total




      $

      8,754



      $

      11,810










      Common Stock dividends and Unitholder distributions per share


      $

      0.175



      $

      0.2625










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

      $

      (0.01)



      $

      0.36


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

      $

      0.21



      $

      0.36


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

      $

      0.05



      $

      0.22






      Weighted average shares of Common Stock and Units outstanding: (A)





      Basic:








      Common Stock



      48,220



      43,703



      Class A Units




      759



      877



      Common Stock and Class A Units


      48,979



      44,580











      Diluted Common Stock and Class A Units (B)


      48,980



      45,027










      Actual shares of Common Stock outstanding, including 548 and 26 unvested shares




       of restricted Common Stock at June 30, 2020 and 2019, respectively.

      49,831



      44,273


      Actual Class A Units outstanding at June 30, 2020 and 2019, respectively.

      742



      875



      Total




      50,573



      45,148










      (A) Units and Unitholders refer to Class A Units in our Operating Partnership (as defined in note 2), 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 1.55% weighted average non-controlling interest in the Operating Partnership for the three-month period ended June 30, 2020.

      (B) Since our 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 and restricted stock units. 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.


      See Notes to Reconciliation of FFO, Core FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders.

      Reconciliation of FFO Attributable to Common Stockholders and Unitholders, Core FFO and AFFO

      to Net (Loss) Income Attributable to Common Stockholders (A)






      Six months ended June 30,

      (In thousands, except per-share figures)



      2020


      2019









      Net loss attributable to common stockholders (See note 1)

      $

      (260,771)



      $

      (56,968)










      Add:

      Depreciation of real estate assets


      80,771



      72,027



      Depreciation of acquired intangible assets and deferred leasing costs

      18,955



      18,016



      Net loss attributable to Class A Unitholders (See note 2)

      (3,343)



      (79)


      FFO attributable to common stockholders and unitholders

      (164,388)



      32,996











      Acquisition and pursuit costs

      378



      —



      Loan cost amortization on acquisition term notes and loan coordination fees (See note 3)

      1,206



      980



      Payment of costs related to property refinancing

      6,863



      424



      Internalization costs (See note 4)

      179,251



      325



      Deemed dividends for redemptions of preferred stock


      3,316



      219



      Noncash (income) expense for current expected credit losses (See note 5)

      4,408



      —



      Expenses related to the COVID-19 global pandemic (See note 6)

      448



      —



      Earnest money forfeited by prospective asset purchaser

      (2,750)



      (1,000)


      Core FFO attributable to common stockholders and unitholders

      28,732



      33,944








      Add:

      Non-cash equity compensation to directors and executives


      476



      617



      Amortization of loan closing costs (See note 7)


      2,343



      2,290



      Depreciation/amortization of non-real estate assets


      1,172



      909



      Net loan origination fees received (See note 8)


      467



      526



      Deferred interest income received (See note 9)


      8,277



      5,078



      Amortization of lease inducements (See note 10)


      886



      860



      Cash received in excess of (exceeded by) amortization of





      purchase option termination revenues  (See note 11)

      325



      (1,087)



      Non-operating miscellaneous revenues

      2,750



      1,000


      Less:

      Non-cash loan interest income (See note 9)


      (6,128)



      (6,982)



      Non-cash revenues from mortgage-backed securities

      —



      (415)



      Cash paid for loan closing costs

      —



      (8)



      Amortization of acquired real estate intangible liabilities and SLR (See note 12)

      (8,797)



      (8,082)



      Amortization of deferred revenues (See note 13)


      (1,881)



      (1,881)



      Normally recurring capital expenditures (See note 14)

      (3,542)



      (2,743)










      AFFO attributable to common stockholders and Unitholders

      $

      25,080



      $

      24,026








      Common Stock dividends and distributions to Unitholders declared:





      Common Stock dividends



      21,115



      22,776



      Distributions to Unitholders (See note 2)


      333



      458



      Total




      21,448



      23,234










      Common Stock dividends and Unitholder distributions per share


      $

      0.4375



      $

      0.5225










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

      $

      (3.39)



      $

      0.75


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

      $

      0.59



      $

      0.77


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

      $

      0.52



      $

      0.55






      Weighted average shares of Common Stock and Units outstanding: (A)





      Basic:




      47,674



      43,194



      Common Stock



      793



      879



      Class A Units




      48,467



      44,073



      Common Stock and Class A Units














      Diluted Common Stock and Class A Units (B)


      48,474



      44,755










      Actual shares of Common Stock outstanding, including 548 and 26 unvested shares




       of restricted Common Stock at June 30, 2020 and 2019, respectively.

      49,831



      44,273


      Actual Class A Units outstanding at June 30, 2020 and 2019, respectively.

      742



      875



      Total




      50,573



      45,148










      (A) Units and Unitholders refer to Class A Units in our Operating Partnership (as defined in note 2), 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 1.64% weighted average non-controlling interest in the Operating Partnership for the six-month period ended June 30, 2020.

      (B) Since our 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 and restricted stock units. 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.


      See Notes to Reconciliation of FFO, Core FFO and AFFO to Net Income (Loss) Attributable to Common Stockholders.

      Notes to Reconciliations of FFO Attributable to Common Stockholders and Unitholders, Core FFO and AFFO to Net Loss Attributable to Common Stockholders

      1)

      Rental and other property revenues and property operating expenses for the three-month and six-month periods ended June 30, 2020 include activity for the properties acquired during the period only from their respective dates of acquisition. In addition, these periods include activity for the properties acquired since June 30, 2019. Rental and other property revenues and expenses for the three-month and six-month periods ended June 30, 2019 include activity for the acquisitions made during that period only from their respective dates of acquisition.



      2)

      Non-controlling interests in Preferred Apartment Communities Operating Partnership, L.P., or our Operating Partnership, consisted of a total of 742,413 Class A Units as of June 30, 2020. 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 1.55% and 1.97% for the three-month periods ended June 30, 2020 and 2019, respectively.



      3)

      We paid loan coordination fees to Preferred Apartment Advisors, LLC, or our Former Manager, to reflect the administrative effort involved in arranging debt financing for acquired properties prior to the Internalization. The fees were calculated as 0.6% of the amount of any mortgage indebtedness on newly-acquired properties or refinancing and are amortized over the lives of the respective mortgage loans. This non-cash amortization expense is an addition to FFO in the calculation of Core FFO and AFFO. At June 30, 2020, aggregate unamortized loan coordination fees were approximately $13.5 million, which will be amortized over a weighted average remaining loan life of approximately 10.2 years.



      4)

      This adjustment reflects the add-back of (i) consideration paid to the owners of the Former Manager, (ii) accretion of the discount on the deferred liability payable to the owners of the Former Manager and (iii) due diligence and pursuit costs incurred by the Company related to the internalization of the functions performed by the Former Manager.



      5)

      Effective January 1, 2020, we adopted ASU 2016-03, which requires us to estimate the amount of future credit losses we expect to incur over the lives of our real estate loan investments at the inception of each loan. This loss reserve may be adjusted upward or downward over the lives of our loans and therefore the aggregate net adjustment for each period could be positive (removing the non-cash effect of a net increase in aggregate loss reserves) or negative (removing the non-cash effect of a net decrease in aggregate loss reserves) in these adjustments to FFO in calculating Core FFO.



      6)

      This additive adjustment to FFO consists of one-time costs for signage, cleaning and supplies necessary to create and maintain work environments necessary to adhere to CDC guidelines during the current COVID-19 pandemic. Since we do not expect to incur similar costs once the COVID-19 pandemic has subsided, we add these costs back to FFO in our calculation of Core FFO.



      7)

      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. 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 June 30, 2020, unamortized loan costs on all the Company's indebtedness were approximately $32.7 million, which will be amortized over a weighted average remaining loan life of approximately 9.0 years.



      8)

      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 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 Core FFO in our calculation of AFFO. The amount of additional accrued interest becomes an additive adjustment to FFO once received from the borrower (see note 8).



      9)

      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.



      10)

      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.



      11)

      Effective March 6, 2020, our purchase option on the Falls at Forsyth multifamily community was extinguished in conjunction with the loan repayment; effective January 1, 2019, we terminated our purchase options on the Sanibel Straits, Newbergh, Wiregrass and Cameron Square multifamily communities and the Solis Kennesaw student housing property; on May 7, 2018, we terminated our purchase options on the Bishop Street multifamily community and the Haven Charlotte student housing property, both of which are (or were) partially supported by real estate loan investments held by us. In exchange, we arranged to receive termination fees aggregating approximately $17.2 million from the developers, which are recorded as revenue over the period beginning on the date of election until the earlier of (i) the maturity of the real estate loan investment and (ii) the sale of the property. The receipt of the cash termination fees are an additive adjustment in our calculation of AFFO and the removal of non-cash revenue from the recognition of the termination fees are a reduction to Core FFO in our calculation of AFFO; both of these adjustments are presented in a single net number within this line. For the three-month periods ended June 30, 2020 and 2019 and the six-month period ended June 30, 2019, we had recognized termination fee revenues in excess of cash received, resulting in the negative adjustments shown to Core FFO in our calculation of AFFO. For the six-month period ended June 30, 2020, cash received exceeded fee revenue amortization, resulting in a net positive adjustment to Core FFO in our calculation of AFFO.



      12)

      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 shopping center assets and office buildings. At June 30, 2020, the balance of unamortized below-market lease intangibles was approximately $57.8 million, which will be recognized over a weighted average remaining lease period of approximately 8.9 years.



      13)

      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.



      14)

      We deduct from Core FFO normally recurring capital expenditures that are necessary to maintain our assets' revenue streams in the calculation of AFFO. This adjustment also deducts from Core FFO capitalized amounts for third party costs during the period to originate or renew leases in our grocery-anchored shopping centers and office buildings. This adjustment includes approximately $31,000 and $71,000 of recurring capitalized expenditures incurred at our corporate offices during the three-month and six-month periods ended June 30, 2020, respectively. 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.

      Preferred Apartment Communities, Inc.

      Condensed Consolidated Balance Sheets

      (Unaudited)

      (In thousands, except per-share par values)


      June 30, 2020


      December 31, 2019

      Assets





      Real estate 




      Land


      $

      671,687



      $

      635,757


      Building and improvements

      3,375,631



      3,256,223


      Tenant improvements

      174,565



      167,275


      Furniture, fixtures, and equipment

      354,340



      323,381


      Construction in progress

      22,539



      11,893


      Gross real estate

      4,598,762



      4,394,529


      Less: accumulated depreciation

      (503,467)



      (421,551)


      Net real estate

      4,095,295



      3,972,978


      Real estate loan investments, net of deferred fee income and allowance for expected loan loss

      306,026



      325,790


      Real estate loan investments to related parties, net

      2,568



      23,692


      Total real estate and real estate loan investments, net

      4,403,889



      4,322,460







      Cash and cash equivalents

      60,101



      94,381


      Restricted cash

      56,333



      42,872


      Notes receivable

      7,758



      17,079


      Note receivable and revolving lines of credit due from related parties

      9,011



      24,838


      Accrued interest receivable on real estate loans

      23,046



      25,755


      Acquired intangible assets, net of amortization

      145,187



      154,803


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

      950



      1,286


      Deferred offering costs

      4,088



      2,147


      Tenant lease inducements, net

      19,103



      19,607


      Tenant receivables and other assets

      89,817



      65,332


      Total assets

      $

      4,819,283



      $

      4,770,560







      Liabilities and equity




      Liabilities




      Mortgage notes payable, net of deferred loan costs and mark-to-market adjustment

      $

      2,762,291



      $

      2,567,022


      Revolving line of credit

      92,500



      —


      Term note payable, net of deferred loan costs

      —



      69,489


      Unearned purchase option termination fees

      1,585



      2,859


      Deferred revenue

      37,862



      39,722


      Accounts payable and accrued expenses

      56,143



      42,191


      Deferred liability to Former Manager

      23,168



      —


      Contingent liability due to Former Manager

      14,880



      —


      Accrued interest payable

      7,927



      8,152


      Dividends and partnership distributions payable

      20,570



      23,519


      Acquired below market lease intangibles, net of amortization

      57,793



      62,611


      Prepaid rent, security deposits and other liabilities

      34,568



      20,879


      Total liabilities

      3,109,287



      2,836,444







      Commitments and contingencies




      Equity





      Stockholders' equity





      Series A Redeemable Preferred Stock, $0.01 par value per share; 3,050 shares authorized; 2,226 and 2,161 




       shares issued; 2,026 and 2,028 shares outstanding at June 30, 2020 and December 31, 2019, respectively

      20



      20


      Series A1 Redeemable Preferred Stock, $0.01 par value per share; up to 1,000 shares authorized;




        68 and 5 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively

      —



      —


      Series M Redeemable Preferred Stock, $0.01 par value per share; 500 shares authorized; 106 shares




        issued; 93 and 103 shares outstanding at June 30, 2020 and December 31, 2019, respectively

      1



      1


      Series M1 Redeemable Preferred Stock, $0.01 par value per share; up to 1,000 shares authorized;




        5 and zero shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively

      —



      —


      Common Stock, $0.01 par value per share; 400,067 shares authorized; 49,283 and 46,443 shares issued




      and outstanding at June 30, 2020 and December 31, 2019, respectively

      493



      464


      Additional paid-in capital


      1,917,212



      1,938,057


      Accumulated (deficit) earnings


      (206,724)



      (7,244)


      Total stockholders' equity


      1,711,002



      1,931,298


      Non-controlling interest


      (1,006)



      2,818


      Total equity


      1,709,996



      1,934,116







      Total liabilities and equity


      $

      4,819,283



      $

      4,770,560


      Preferred Apartment Communities, Inc.

      Consolidated Statements of Cash Flows

      (Unaudited)




      Six-month periods ended June 30,

      (In thousands)


      2020


      2019

      Operating activities:





      Net (loss) income


      $

      (195,473)



      $

      (3,957)


      Reconciliation of net (loss) income to net cash provided by operating activities:




      Depreciation and amortization expense

      101,302



      90,952


      Amortization of above and below market leases

      (3,570)



      (3,179)


      Deferred revenues and fee income amortization

      (2,482)



      (3,197)


      Purchase option termination fee amortization

      (4,475)



      (5,617)


      Amortization of equity compensation, lease incentives and other non-cash expenses

      1,781



      1,608


      Deferred loan cost amortization

      3,424



      3,139


      Non-cash accrued interest income on real estate loans

      (6,156)



      (6,734)


      Receipt of accrued interest income on real estate loans

      8,865



      2,318


      Gains on sales of real estate loan and trading investment

      (479)



      (751)


      Cash received for purchase option terminations

      4,800



      1,330


      Loss on extinguishment of debt


      6,156



      69


      Increase in provision for expected credit losses

      5,615



      —


      Mortgage interest received from consolidated VIEs

      —



      8,015


      Mortgage interest paid to other participants of consolidated VIEs

      —



      (8,015)


      Changes in operating assets and liabilities:




      (Increase) in tenant receivables and other assets

      (12,112)



      (11,306)


      (Increase) in tenant lease incentives

      (382)



      (314)


      Increase in accounts payable and accrued expenses

      36,431



      11,691


      Increase in deferred liability to Former Manager

      22,851



      —


      Increase in contingent liability

      15,004



      —


      Decrease in accrued interest, prepaid rents and other liabilities

      (2,234)



      (1,416)


      Net cash (used in) provided by operating activities

      (21,134)



      74,636







      Investing activities:





      Investments in real estate loans


      (24,547)



      (53,497)


      Repayments of real estate loans


      53,896



      —


      Notes receivable issued


      (686)



      (4,792)


      Notes receivable repaid


      10,041



      10


      Notes receivable issued and draws on lines of credit by related parties

      (9,624)



      (22,766)


      Repayments of notes receivable and lines of credit by related parties

      4,546



      16,103


      Origination fees received on real estate loan investments

      467



      1,051


      Origination fees paid to Former Manager on real estate loan investments

      —



      (526)


      Purchases of mortgage backed securities (K program), net of acquisition costs

      —



      (30,934)


      Mortgage principal received from consolidated VIEs

      —



      2,073


      Proceeds from sales of mortgage-backed securities

      —



      53,445


      Acquisition of properties


      (185,970)



      (154,579)


      Receipt of insurance proceeds for capital improvements

      —



      746


      Proceeds from land condemnation


      738



      —


      Additions to real estate assets - improvements

      (26,422)



      (20,647)


      Investment in property development


      (50)



      —


      Deposits paid on acquisitions

      (105)



      (8,202)


      Net cash used in investing activities

      (177,716)



      (222,515)







      Financing activities:





      Proceeds from mortgage notes payable

      336,849



      145,861


      Repayments of mortgage notes payable

      (134,493)



      (57,318)


      Payments for deposits and other mortgage loan costs

      (10,541)



      (3,267)


      Debt prepayment and other debt extinguishment costs

      (5,919)



      —


      Payments to real estate loan participants

      —



      (5,223)


      Proceeds from lines of credit


      284,000



      162,200


      Payments on lines of credit


      (191,500)



      (219,200)


      Repayment of Term Loan

      (70,000)



      —


      Mortgage principal paid to other participants of consolidated VIEs

      —



      (2,073)


      Proceeds from repurchase agreements

      —



      4,857


      Payments for repurchase agreements

      —



      (4,857)


      Proceeds from sales of preferred stock and Units, net of offering costs and redemptions

      120,497



      257,466


      Proceeds from exercises of Warrants

      29



      7,433


      Payments for redemptions of preferred stock

      (48,202)



      (5,115)


      Common Stock dividends paid


      (24,647)



      (22,036)


      Preferred stock dividends and Class A Unit distributions paid

      (68,538)



      (52,112)


      Payments for deferred offering costs

      (9,701)



      (1,868)


      Contributions from non-controlling interests

      197



      —


      Net cash provided by financing activities

      178,031



      204,748






      Net (decrease) increase in cash, cash equivalents and restricted cash

      (20,819)



      56,869


      Cash, cash equivalents and restricted cash, beginning of year

      137,253



      87,690


      Cash, cash equivalents and restricted cash, end of period

      $

      116,434



      $

      144,559


      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






      June 30, 2020


      December 31,
      2019

















      Multifamily communities:






      (in thousands)



      Palisades


      Northern VA


      5/17/2021


      N/A


      $

      17,270



      $

      17,250



      $

      17,250



      8 / 0  (2)

      Wiregrass


      Tampa, FL


      N/A


      N/A


      —



      —



      14,976



      —

      Wiregrass Capital


      Tampa, FL


      N/A


      N/A


      —



      —



      4,240



      —

      Berryessa


      San Jose, CA


      2/13/2021


      2/13/2023


      137,616



      120,887



      115,819



      8.5 / 3

      The Anson


      Nashville, TN


      11/24/2021


      11/24/2023


      6,240



      6,240



      6,240



      8.5 / 4.5

      The Anson Capital


      Nashville, TN


      11/24/2021


      11/24/2023


      5,659



      4,634



      4,440



      8.5 / 4.5

      Sanibel Straights


      Fort Myers, FL


      2/3/2021


      2/3/2022


      9,416



      9,233



      8,846



      8.5 / 5.5

      Sanibel Straights Capital


      Fort Myers, FL


      2/3/2021


      2/3/2022


      6,193



      6,190



      5,930



      8.5 / 5.5

      Falls at Forsyth


      Atlanta, GA


      N/A


      N/A


      —



      —



      21,513



      —

      Newbergh


      Atlanta, GA


      1/31/2021


      1/31/2022


      11,749



      11,749



      11,699



      8.5 / 5.5

      Newbergh Capital


      Atlanta, GA


      1/31/2021


      1/31/2022


      6,176



      6,176



      5,653



      8.5 / 5.5

      V & Three


      Charlotte, NC


      8/15/2021


      8/15/2022


      10,336



      10,336



      10,336



      8.5 / 5

      V & Three Capital


      Charlotte, NC


      8/18/2021


      8/18/2022


      7,338



      6,858



      6,571



      8.5 / 5

      Cameron Square


      Alexandria, VA


      10/11/2021


      10/11/2023


      21,340



      19,395



      18,582



      8.5 / 3

      Cameron Square Capital


      Alexandria, VA


      10/11/2021


      10/11/2023


      8,850



      8,595



      8,235



      8.5 / 3

      Southpoint


      Fredericksburg, VA

      2/28/2022


      2/28/2024


      7,348



      7,348



      7,348



      8.5 / 4

      Southpoint Capital


      Fredericksburg, VA

      2/28/2022


      2/28/2024


      4,962



      4,430



      4,245



      8.5 / 4

      E-Town


      Jacksonville, FL


      6/14/2022


      6/14/2023


      16,697



      15,187



      14,550



      8.5 / 3.5

      Vintage


      Destin, FL


      3/24/2022


      3/24/2024


      10,763



      9,323



      8,932



      8.5 / 4

      Hidden River II


      Tampa, FL


      10/11/2022


      10/11/2024


      4,462



      4,462



      3,012



      8.5 / 3.5

      Hidden River II Capital


      Tampa, FL


      10/11/2022


      10/11/2024


      2,763



      2,357



      2,258



      8.5 / 3.5

      Kennesaw Crossing


      Atlanta, GA


      9/1/2023


      9/1/2024


      14,810



      12,473



      7,616



      8.5 / 5.5

      Vintage Horizon West


      Orlando, FL


      10/11/2022


      10/11/2024


      10,900



      8,637



      8,275



      8.5 / 5.5

      Chestnut Farms


      Charlotte, NC


      2/28/2025


      N/A


      13,372



      3,554



      —



      8.5 / 5.5

      Vintage Jones Franklin


      Raleigh, NC


      11/14/2023


      5/14/2025


      10,000



      776



      —



      8.5 / 5.5
















      Student housing properties:













      Haven 12


      Starkville, MS


      11/30/2020


      N/A


      6,116



      6,116



      6,116



      8.5 / 0

      Solis Kennesaw II


      Atlanta, GA


      5/5/2022


      5/5/2024


      13,613



      13,036



      12,489



      8.5 / 4
















      New Market Properties:















      Dawson Marketplace


      Atlanta, GA


      N/A


      N/A


      —



      —



      12,857



      —
















      Preferred Office Properties:













      8West


      Atlanta, GA


      11/29/2022


      11/29/2024


      19,193



      7,991



      4,554



      8.5 / 5
























      $

      383,182



      323,233



      352,582




      Unamortized loan origination fees








      (1,416)



      (1,476)




      Allowance for loan losses






      (13,223)



      (1,624)



















      Carrying amount










      $

      308,594



      $

      349,482



























      (1) Carrying amounts presented per loan are amounts drawn, exclusive of deferred fee revenue.

      (2) Pursuant to an amendment of the loan agreement, effective January 1, 2019, the loan ceased accruing deferred interest. On July 31, 2020, we received approximately $18.7 million in full satisfaction of the principal and all interest due on the loan. 

      We hold options or rights of first offer, but not obligations, to purchase some of the properties which are partially financed by our real estate loan investments. Certain 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 zero and 15 basis points, depending on the loan. As of June 30, 2020, 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











      Residential properties:









      V & Three

      Charlotte, NC


      338



      S + 90 days (2)


      S + 150 days (2)


      The Anson

      Nashville, TN


      301



      S + 90 days (2)


      S + 150 days (2)


      Southpoint

      Fredericksburg, VA


      240



      S + 90 days (2)


      S + 150 days (2)


      E-Town

      Jacksonville, FL


      332



      S + 90 days (3)


      S + 150 days (3)


      Vintage

      Destin, FL


      282



      (4)


      (4)


      Hidden River II

      Tampa, FL


      204



      S + 90 days (2)


      S + 150 days (2)


      Kennesaw Crossing

      Atlanta, GA


      250



      (5)


      (5)


      Vintage Horizon West

      Orlando, FL


      340



      (4)


      (4)


      Solis Chestnut Farm

      Charlotte, NC


      256



      (5)


      (5)


      Vintage Jones Franklin

      Raleigh, NC


      277



      (4)


      (4)


      Solis Kennesaw II

      Atlanta, GA


      175



      (6)


      (6)











      Office property:









      8West

      Atlanta, GA


      (7)



      (7)


      (7)














      2,995
















      (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 purchase options held by us on the 464 Bishop, Haven Charlotte, Sanibel Straights, Wiregrass, Newbergh, Cameron Square, Solis Kennesaw and Falls at Forsyth projects were terminated, in exchange for an aggregate $17.2 million in termination fees from the developers.


      (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 window begins on the earlier of June 21, 2024 and the number of days indicated beyond the achievement of a 93% physical occupancy rate by the underlying property.


      (4) The option period window begins on the later of one year following receipt of final certificate of occupancy or 90 days beyond the achievement of a 93% physical occupancy rate by the underlying property and ends 60 days beyond the option period beginning date.


      (5) We hold a right of first offer on the property.


      (6) 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, 2020 and end on December 31, 2020.


      (7) The project plans are for the construction of a class A office building consisting of approximately 195,000 rentable square feet; our purchase option window opens 90 days following the achievement of 90% lease commencement and ends on November 30, 2024 (subject to adjustment). Our purchase option is at the to-be-agreed-upon market value. In the event the property is sold to a third party, we would be due a fee based on a minimum multiple of 1.15 times the total commitment amount of the real estate loan investment, less the amounts actually paid by the borrower, up to and including payment of accrued interest and repayment of principal at the time of the sale.


      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


      June 30, 2020


      December 31,
      2019


      Maturity
      date


      Interest
      rate


      Basis point
      spread over
      1 Month
      LIBOR


















      Multifamily communities:



      (in thousands)










      Summit Crossing

      10/31/2017


      $

      37,294



      $

      37,651



      11/1/2024


      3.99

      %


      Fixed rate


      N/A


      Summit Crossing II

      6/30/2020


      20,700



      13,221



      7/1/2030


      2.94

      %


      278


      7/31/2022


      Vineyards

      9/26/2014


      33,046



      33,382



      10/1/2021


      3.68

      %


      Fixed rate


      N/A


      Avenues at Cypress

      6/30/2020


      28,366



      20,704



      7/1/2027


      2.96

      %


      Fixed rate


      7/31/2022


      Avenues at Northpointe

      6/29/2020


      33,546



      26,313



      7/1/2027


      2.79

      %


      Fixed rate


      7/31/2022


      Venue at Lakewood Ranch

      6/30/2020


      36,555



      28,076



      7/1/2030


      2.99

      %


      Fixed rate


      7/31/2022


      Aster at Lely Resort

      6/29/2020


      50,400



      31,094



      7/1/2030


      2.95

      %


      Fixed rate


      7/31/2022


      CityPark View

      6/25/2020


      29,000



      20,089



      7/1/2030


      2.75

      %


      Fixed rate


      7/31/2023


      Avenues at Creekside

      7/31/2015


      38,458



      38,871



      8/1/2024


      1.78

      %


      160

      (2)

      N/A


      Citi Lakes

      7/29/2019


      40,705



      41,079



      8/1/2029


      3.66

      %


      Fixed rate


      N/A


      Stone Creek

      6/22/2017


      19,627



      19,800



      7/1/2052


      3.22

      %


      Fixed rate


      N/A


      Lenox Village Town Center

      2/28/2019


      38,494



      38,813



      3/1/2029


      4.34

      %


      Fixed rate


      N/A


      Retreat at Lenox

      12/21/2015


      16,935



      17,114



      1/1/2023


      4.04

      %


      Fixed rate


      N/A


      Overton Rise

      2/1/2016


      38,022



      38,428



      8/1/2026


      3.98

      %


      Fixed rate


      N/A


      Village at Baldwin Park

      12/17/2018


      70,132



      70,607



      1/1/2054


      4.16

      %


      Fixed rate


      N/A


      Crosstown Walk

      6/30/2020


      46,500



      30,246



      7/1/2027


      2.92

      %


      Fixed rate


      7/31/2022


      525 Avalon Park

      6/15/2017


      63,894



      64,519



      7/1/2024


      3.98

      %


      Fixed rate


      N/A


      City Vista

      7/1/2016


      33,309



      33,674



      7/1/2026


      3.68

      %


      Fixed rate


      N/A


      Sorrel

      8/24/2016


      31,098



      31,449



      9/1/2023


      3.44

      %


      Fixed rate


      N/A


      Citrus Village

      3/3/2017


      28,489



      28,796



      6/10/2023


      3.65

      %


      Fixed rate


      N/A


      Retreat at Greystone

      11/21/2017


      33,749



      34,053



      12/1/2024


      4.31

      %


      Fixed rate


      N/A


      Founders Village

      3/31/2017


      29,922



      30,202



      4/1/2027


      4.31

      %


      Fixed rate


      N/A


      Claiborne Crossing

      4/26/2017


      25,727



      25,948



      6/1/2054


      2.89

      %


      Fixed rate


      N/A


      Luxe at Lakewood Ranch

      7/26/2017


      37,296



      37,662



      8/1/2027


      3.93

      %


      Fixed rate


      N/A


      Adara at Overland Park

      9/27/2017


      30,327



      30,624



      4/1/2028


      3.90

      %


      Fixed rate


      N/A


      Aldridge at Town Village

      10/31/2017


      36,234



      36,569



      11/1/2024


      4.19

      %


      Fixed rate


      N/A


      Reserve at Summit Crossing

      9/29/2017


      19,088



      19,276



      10/1/2024


      3.87

      %


      Fixed rate


      N/A


      Overlook at Crosstown Walk

      11/21/2017


      21,246



      21,450



      12/1/2024


      3.95

      %


      Fixed rate


      N/A


      Colony at Centerpointe

      12/20/2017


      31,785



      32,120



      10/1/2026


      3.68

      %


      Fixed rate


      N/A


      Lux at Sorrel

      1/9/2018


      30,174



      30,474



      2/1/2030


      3.91

      %


      Fixed rate


      N/A


      Green Park

      2/28/2018


      38,159



      38,525



      3/10/2028


      4.09

      %


      Fixed rate


      N/A


      The Lodge at Hidden River

      9/27/2018


      40,557



      40,903



      10/1/2028


      4.32

      %


      Fixed rate


      N/A


      Vestavia Reserve

      11/9/2018


      36,824



      37,130



      12/1/2030


      4.40

      %


      Fixed rate


      N/A


      CityPark View South

      11/15/2018


      23,575



      23,767



      6/1/2029


      4.51

      %


      Fixed rate


      N/A


      Artisan at Viera

      8/8/2019


      39,468



      39,824



      9/1/2029


      3.93

      %


      Fixed rate


      N/A


      Five Oaks at Westchase

      10/17/2019


      31,136



      31,448



      11/1/2031


      3.27

      %


      Fixed rate


      N/A


      Horizon at Wiregrass Ranch

      4/23/2020


      51,909



      —



      5/1/2030


      2.90

      %


      Fixed rate


      N/A


      Parkside at the Beach

      4/30/2020


      45,037



      —



      5/1/2030


      2.95

      %


      Fixed rate


      N/A

















      Total multifamily communities



      1,336,783



      1,173,901


























      Grocery-anchored shopping centers:


      Spring Hill Plaza

      9/17/2019


      8,066



      8,167



      10/1/2031


      3.72

      %


      Fixed rate


      N/A


      Parkway Town Centre

      9/17/2019


      7,967



      8,067



      10/1/2031


      3.72

      %


      Fixed rate


      N/A


      Woodstock Crossing

      8/8/2014


      2,848



      2,877



      9/1/2021


      4.71

      %


      Fixed rate


      N/A


      Deltona Landings

      8/16/2019


      6,216



      6,289



      9/1/2029


      4.18

      %


      Fixed rate


      N/A


      Powder Springs

      8/13/2019


      7,851



      7,951



      9/1/2029


      3.65

      %


      Fixed rate


      (3)


      Barclay Crossing

      8/16/2019


      6,161



      6,233



      9/1/2029


      4.18

      %


      Fixed rate


      N/A


      Parkway Centre

      8/16/2019


      4,477



      4,530



      9/1/2029


      4.18

      %


      Fixed rate


      N/A


      The Market at Salem Cove

      10/6/2014


      8,983



      9,075



      11/1/2024


      4.21

      %


      Fixed rate


      N/A


      Independence Square

      8/27/2015


      11,321



      11,455



      9/1/2022


      3.93

      %


      Fixed rate


      N/A


      Royal Lakes Marketplace

      4/12/2019


      9,460



      9,572



      5/1/2029


      4.29

      %


      Fixed rate


      N/A


      The Overlook at Hamilton Place

      12/22/2015


      19,301



      19,509



      1/1/2026


      4.19

      %


      Fixed rate


      N/A


      Summit Point

      10/30/2015


      11,308



      11,494



      11/1/2022


      3.57

      %


      Fixed rate


      N/A


      East Gate Shopping Center

      4/29/2016


      5,198



      5,277



      5/1/2026


      3.97

      %


      Fixed rate


      N/A


      Fury's Ferry

      4/29/2016


      6,005



      6,096



      5/1/2026


      3.97

      %


      Fixed rate


      N/A


      Rosewood Shopping Center

      4/29/2016


      4,033



      4,095



      5/1/2026


      3.97

      %


      Fixed rate


      N/A


      Southgate Village

      4/29/2016


      7,170



      7,279



      5/1/2026


      3.97

      %


      Fixed rate


      N/A


      The Market at Victory Village

      5/16/2016


      8,832



      8,911



      9/11/2024


      4.40

      %


      Fixed rate


      N/A


      Wade Green Village

      4/7/2016


      7,572



      7,655



      5/1/2026


      4.00

      %


      Fixed rate


      N/A


      Lakeland Plaza

      7/15/2016


      27,050



      27,459



      8/1/2026


      3.85

      %


      Fixed rate


      N/A


      University Palms

      8/8/2016


      12,227



      12,421



      9/1/2026


      3.45

      %


      Fixed rate


      N/A


      Cherokee Plaza

      4/12/2019


      24,575



      24,867



      5/1/2027


      4.28

      %


      Fixed rate


      N/A


      Sandy Plains Exchange

      8/8/2016


      8,541



      8,676



      9/1/2026


      3.45

      %


      Fixed rate


      N/A


      Thompson Bridge Commons

      8/8/2016


      11,418



      11,599



      9/1/2026


      3.45

      %


      Fixed rate


      N/A


      Heritage Station

      8/8/2016


      8,451



      8,585



      9/1/2026


      3.45

      %


      Fixed rate


      N/A


      Oak Park Village

      8/8/2016


      8,721



      8,859



      9/1/2026


      3.45

      %


      Fixed rate


      N/A


      Shoppes of Parkland

      8/8/2016


      15,560



      15,702



      9/1/2023


      4.67

      %


      Fixed rate


      N/A


      Champions Village

      10/18/2016


      27,400



      27,400



      11/1/2021


      3.25

      %


      300

      (4)

      11/1/2021


      Castleberry-Southard

      4/21/2017


      10,848



      10,959



      5/1/2027


      3.99

      %


      Fixed rate


      N/A


      Rockbridge Village

      6/6/2017


      13,455



      13,597



      7/5/2027


      3.73

      %


      Fixed rate


      N/A


      Irmo Station

      7/26/2017


      9,900



      10,038



      8/1/2030


      3.94

      %


      Fixed rate


      N/A


      Maynard Crossing

      8/25/2017


      17,204



      17,449



      9/1/2032


      3.74

      %


      Fixed rate


      N/A


      Woodmont Village

      9/8/2017


      8,209



      8,320



      10/1/2027


      4.13

      %


      Fixed rate


      N/A


      West Town Market

      9/22/2017


      8,382



      8,503



      10/1/2025


      3.65

      %


      Fixed rate


      N/A


      Crossroads Market

      12/5/2017


      17,869



      18,112



      1/1/2030


      3.95

      %


      Fixed rate


      N/A


      Anderson Central

      3/16/2018


      11,394



      11,539



      4/1/2028


      4.32

      %


      Fixed rate


      N/A


      Greensboro Village

      5/22/2018


      8,146



      8,250



      6/1/2028


      4.20

      %


      Fixed rate


      N/A


      Governors Towne Square

      5/22/2018


      10,838



      10,976



      6/1/2028


      4.20

      %


      Fixed rate


      N/A


      Conway Plaza

      6/29/2018


      9,463



      9,549



      7/5/2028


      4.29

      %


      Fixed rate


      N/A


      Brawley Commons

      7/6/2018


      17,743



      17,963



      8/1/2028


      4.36

      %


      Fixed rate


      N/A


      Hollymead Town Center

      12/21/2018


      26,452



      26,758



      1/1/2029


      4.64

      %


      Fixed rate


      N/A


      Gayton Crossing

      1/17/2019


      17,480



      17,679



      2/1/2029


      4.71

      %


      Fixed rate


      N/A


      Free State Shopping Center

      5/28/2019


      45,974



      46,391



      6/1/2029


      3.99

      %


      Fixed rate


      N/A


      Polo Grounds Mall

      6/12/2019


      13,108



      13,227



      7/1/2034


      3.93

      %


      Fixed rate


      N/A


      Disston Plaza

      6/12/2019


      17,743



      17,905



      7/1/2034


      3.93

      %


      Fixed rate


      N/A


      Fairfield Shopping Center

      8/16/2019


      19,750



      19,750



      8/16/2026


      2.25

      %


      205


      8/16/22


      Berry Town Center

      11/14/2019


      11,910



      12,025



      12/1/2034


      3.49

      %


      Fixed rate


      N/A


      Hanover Shopping Center

      12/19/2019


      31,612



      32,000



      12/19/2026


      3.62

      %


      Fixed rate


      N/A


      Wakefield Crossing

      1/29/2020


      7,825



      —



      2/1/2032


      3.66

      %


      Fixed rate


      N/A

















      Total grocery-anchored shopping centers



      622,017



      621,090


























      Student housing properties:


      North by Northwest

      6/1/2016


      30,800



      31,209



      10/1/2022


      4.02

      %


      Fixed rate


      N/A


      SoL

      10/31/2018


      35,377



      35,656



      11/1/2028


      4.71

      %


      Fixed rate


      N/A


      Stadium Village

      10/27/2017


      44,784



      45,228



      11/1/2024


      3.80

      %


      Fixed rate


      N/A


      Ursa

      12/18/2017


      —



      31,400



      1/5/2020


      4.78

      %


      300


      N/A


      The Tradition

      5/10/2018


      30,000



      30,000



      6/6/2021


      5.45

      %


      375

      (5)

      6/6/2021


      Knightshade

      5/31/2018


      47,125



      47,125



      9/1/2025


      4.09

      %


      Fixed rate


      9/1/2020


      The Bloc

      6/27/2018


      28,966



      28,966



      7/9/2021


      5.25

      %


      355

      (6)

      7/9/2021

















      Total student housing properties



      217,052



      249,584


























      Office buildings:


      Brookwood Center

      8/29/2016


      30,324



      30,716



      9/10/2031


      3.52

      %


      Fixed rate


      N/A


      Galleria 75

      11/4/2016


      5,236



      5,340



      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


      51,149



      51,834



      12/10/2028


      4.10

      %


      Fixed rate


      N/A


      Armour Yards

      1/29/2018


      39,772



      40,000



      2/1/2028


      4.10

      %


      Fixed rate


      N/A


      150 Fayetteville

      7/31/2018


      114,400



      114,400



      8/10/2028


      4.27

      %


      Fixed rate


      9/9/2020


      CAPTRUST Tower

      7/25/2019


      82,650



      82,650



      8/1/2029


      3.61

      %


      Fixed rate


      7/31/2029


      Morrocroft Centre

      3/19/2020


      70,000



      —



      4/10/2033


      3.40

      %


      Fixed rate


      4/10/2025


      251 Armour Yards (7)

      1/22/2020


      3,522



      —



      1/22/2025


      4.50

      %


      Fixed rate


      1/21/2023

















      Total office buildings



      636,332



      565,254











      Grand total



      2,812,184



      2,609,829











      Less: deferred loan costs



      (45,402)



      (38,185)











      Less: below market debt adjustment



      (4,491)



      (4,622)











      Mortgage notes, net



      $

      2,762,291



      $

      2,567,022











      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)  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%. 

      (3) The mortgage has interest-only payment terms for the periods of June 1, 2023 through May 1, 2024 and from June 1, 2028 through May 1, 2029.

      (4) The interest rate has a floor of 3.25%.

      (5) The interest rate has a floor of 5.45%.

      (6) The interest rate has a floor of 5.25%.

      (7) A construction loan financing redevelopment of the property.

      Multifamily Communities

      As of June 30, 2020, our multifamily community portfolio consisted of the following properties:









      Three months ended
      June 30, 2020


      Property


      Location


      Number of
      units


      Average unit
      size (sq. ft.)


      Average
      physical
      occupancy


      Average rent
      per unit














      Same-Store Communities:












      Aldridge at Town Village


      Atlanta, GA


      300



      969



      96.3

      %


      $

      1,397



      Green Park


      Atlanta, GA


      310



      985



      95.9

      %


      $

      1,498



      Overton Rise


      Atlanta, GA


      294



      1,018



      95.9

      %


      $

      1,590



      Summit Crossing I


      Atlanta, GA


      345



      1,034



      95.2

      %


      $

      1,223



      Summit Crossing II


      Atlanta, GA


      140



      1,100



      95.7

      %


      $

      1,334



      The Reserve at Summit Crossing


      Atlanta, GA


      172



      1,002



      94.8

      %


      $

      1,353



      Avenues at Cypress


      Houston, TX


      240



      1,170



      96.0

      %


      $

      1,451



      Avenues at Northpointe


      Houston, TX


      280



      1,167



      95.5

      %


      $

      1,416



      Vineyards


      Houston, TX


      369



      1,122



      97.1

      %


      $

      1,194



      Avenues at Creekside


      San Antonio, TX


      395



      974



      94.7

      %


      $

      1,196



      Aster at Lely Resort


      Naples, FL


      308



      1,071



      92.1

      %


      $

      1,455



      Sorrel


      Jacksonville, FL


      290



      1,048



      94.0

      %


      $

      1,328



      Lux at Sorrel


      Jacksonville, FL


      265



      1,025



      94.6

      %


      $

      1,391



      525 Avalon Park


      Orlando, FL


      487



      1,394



      93.8

      %


      $

      1,505



      Citi Lakes


      Orlando, FL


      346



      984



      92.3

      %


      $

      1,506



      Luxe at Lakewood Ranch


      Sarasota, FL


      280



      1,105



      91.1

      %


      $

      1,522



      Venue at Lakewood Ranch


      Sarasota, FL


      237



      1,001



      90.3

      %


      $

      1,556



      Crosstown Walk


      Tampa, FL


      342



      1,070



      96.8

      %


      $

      1,329



      Overlook at Crosstown Walk


      Tampa, FL


      180



      986



      95.0

      %


      $

      1,406



      Citrus Village


      Tampa, FL


      296



      980



      94.6

      %


      $

      1,337



      Lenox Village


      Nashville, TN


      273



      906



      95.6

      %


      $

      1,325



      Regent at Lenox


      Nashville, TN


      18



      1,072



      98.1

      %


      $

      1,406



      Retreat at Lenox


      Nashville, TN


      183



      773



      95.1

      %


      $

      1,263



      CityPark View


      Charlotte, NC


      284



      948



      96.5

      %


      $

      1,155



      CityPark View South


      Charlotte, NC


      200



      1,005



      95.5

      %


      $

      1,280



      Colony at Centerpointe


      Richmond, VA


      255



      1,149



      94.9

      %


      $

      1,390



      Founders Village


      Williamsburg, VA


      247



      1,070



      92.8

      %


      $

      1,416



      Retreat at Greystone


      Birmingham, AL


      312



      1,100



      95.4

      %


      $

      1,346



      Vestavia Reserve


      Birmingham, AL


      272



      1,113



      96.0

      %


      $

      1,560



      Adara Overland Park


      Kansas City, KS


      260



      1,116



      94.9

      %


      $

      1,397



      Claiborne Crossing


      Louisville, KY


      242



      1,204



      95.0

      %


      $

      1,353



      City Vista


      Pittsburgh, PA


      272



      1,023



      92.9

      %


      $

      1,449















      Total/Average Same-Store Communities




      8,694





















      Stone Creek


      Houston, TX


      246



      852



      95.5

      %


      $

      1,179



      Village at Baldwin Park


      Orlando, FL


      528



      1,069



      94.0

      %


      $

      1,689



      Lodge at Hidden River


      Tampa, FL


      300



      980



      94.4

      %


      $

      1,394



      Five Oaks at Westchase


      Tampa, FL


      218



      983



      93.6

      %


      $

      1,519















      Total/Average Stabilized Communities




      9,986





















      Artisan at Viera


      Melbourne, FL


      259



      1,070



      N/A


      $

      1,717



      Wiregrass Ranch


      Tampa, FL


      392



      973



      N/A


      $

      1,500



      Parkside at the Beach


      Panama City Beach, FL


      288



      1,041



      N/A


      —















      Total PAC Non-Stabilized Communities




      939





















      Total multifamily community units




      10,925









      For the three-month period ended June 30, 2020, our average same-store multifamily communities' physical occupancy was 94.7%. We calculate average same-store 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. We believe "Same Property" information is useful as it allows both management and investors to gauge our management effectiveness via comparisons of financial and operational results between interim and annual periods for those subsets of multifamily communities owned for current and prior comparative periods.

      For the three-month period ended June 30, 2020, our average stabilized physical occupancy was 94.7%. 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 June 30, 2020, our average economic occupancy was 94.5%. 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; includes Artisan at Viera and Wiregrass Ranch), properties which are owned for less than the entire reporting period (Parkside at the Beach) and properties which are undergoing significant capital projects, have sustained significant casualty losses (Stone Creek) or are adding additional phases (Lodge at Hidden River). We also exclude properties which are currently being marketed for sale, of which we had none at June 30, 2020. Average economic occupancy is useful both to management and investors as a gauge of our effectiveness in realizing the full revenue generating potential of our multifamily communities given market rents and occupancy rates.

      Student Housing Properties

      As of June 30, 2020, our student housing portfolio consisted of the following properties:











      Three months ended
      June 30, 2020

      Property


      Location


      Number
      of units


      Number
      of beds


      Average unit
      size (sq. ft.)


      Average
      physical
      occupancy


      Average rent
      per bed

      Student housing properties:













      North by Northwest


      Tallahassee, FL


      219


      679


      1,250



      86.8

      %


      $

      701


      SoL  


      Tempe, AZ


      224


      639


      1,296



      98.9

      %


      $

      718


      Stadium Village (1)


      Atlanta, GA


      198


      792


      1,466



      97.6

      %


      $

      721


      Ursa (1)


      Waco, TX


      250


      840


      1,634



      97.3

      %


      $

      605


      The Tradition


      College Station, TX


      427


      808


      539



      97.7

      %


      $

      606


      Knightshade


      Orlando, FL


      221


      894


      2,036



      98.4

      %


      $

      769


      The Bloc


      Lubbock, TX


      140


      556


      1,394



      88.9

      %


      $

      514


      Rush


      Charlotte, NC


      332


      887


      1,224



      97.8

      %


      $

      752















      Total/Average




      2,011


      6,095




      95.9

      %


      $

      680



      (1) The Company acquired and owns an approximate 99% equity interest in a joint venture which owns both Stadium Village and Ursa.

      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. Since the onset of COVID, all nonrecurring and discretionary capital expenditures have been reviewed individually and approved on as needed basis.  There are regular recurring and life safety/operational capital expenditures which remain necessary for the continued normal operation of our properties.  These have continued without interruption.

      For the three-month period ended June 30, 2020, our capital expenditures for multifamily communities consisted of:




      Capital Expenditures - Multifamily Communities




      Recurring


      Non-recurring


      Total

      (in thousands, except per-unit figures)

      Amount


      Per Unit


      Amount


      Per Unit


      Amount


      Per Unit

      Appliances

      $

      198



      $

      18.62



      $

      —



      $

      —



      $

      198



      $

      18.62


      Carpets



      410



      38.70



      —



      —



      410



      38.70


      Wood / vinyl flooring

      27



      2.47



      137



      12.92



      164



      15.39


      Mini blinds and ceiling fans

      55



      5.12



      —



      —



      55



      5.12


      Fire safety


      —



      —



      147



      13.95



      147



      13.95


      HVAC


      167



      15.84



      —



      —



      167



      15.84


      Computers, equipment, misc.

      64



      6.08



      15



      1.38



      79



      7.46


      Elevators

      —



      —



      34



      3.20



      34



      3.20


      Exterior painting

      —



      —



      —



      —



      —



      —


      Leasing office and other common amenities 

      37



      3.48



      115



      10.21



      152



      13.69


      Major structural projects 

      —



      —



      273



      25.57



      273



      25.57


      Cabinets and countertop upgrades

      —



      —



      315



      29.79



      315



      29.79


      Landscaping and fencing

      —



      —



      132



      12.37



      132



      12.37


      Parking lot


      —



      —



      27



      2.60



      27



      2.60


      Signage and sanitation

      —



      —



      23



      2.14



      23



      2.14


      Totals



      $

      958



      $

      90.31



      $

      1,218



      $

      114.13



      $

      2,176



      $

      204.44


      For the three-month period ended June 30, 2020, our capital expenditures for student housing properties consisted of:




      Capital Expenditures - Student Housing Properties




      Recurring


      Non-recurring


      Total

      (in thousands, except per-bed figures)

      Amount


      Per Bed


      Amount


      Per Bed


      Amount


      Per Bed

      Appliances

      $

      15



      $

      2.35



      $

      —



      $

      —



      $

      15



      $

      2.35


      Carpets



      2



      0.42



      —



      —



      2



      0.42


      Wood / vinyl flooring

      —



      —



      —



      —



      —



      —


      Mini blinds and ceiling fans

      1



      0.17



      —



      —



      1



      0.17


      Fire safety


      —



      —



      27



      4.37



      27



      4.37


      HVAC


      22



      3.73



      —



      —



      22



      3.73


      Computers, equipment, misc.

      4



      0.65



      19



      3.05



      23



      3.70


      Elevators

      —



      —



      10



      1.67



      10



      1.67


      Exterior painting

      —



      —



      —



      —



      —



      —


      Leasing office and other common amenities 

      75



      12.23



      59



      9.63



      134



      21.86


      Major structural projects 

      —



      —



      69



      11.44



      69



      11.44


      Cabinets and counter top upgrades

      —



      —



      1



      0.21



      1



      0.21


      Landscaping and fencing

      —



      —



      —



      —



      —



      —


      Parking lot

      —



      —



      —



      —



      —



      —


      Signage and sanitation

      —



      —



      26



      4.19



      26



      4.19


      Unit furniture

      105



      17.24



      —



      —



      105



      17.24


      Totals



      $

      224



      $

      36.79



      $

      211



      $

      34.56



      $

      435



      $

      71.35


      Grocery-Anchored Shopping Center Portfolio

      As of June 30, 2020, 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



      98.3

      %


       Publix

      Cherokee Plaza

       Atlanta, GA


      1958


      102,864



      100.0

      %


      Kroger

      Governors Towne Square

       Atlanta, GA


      2004


      68,658



      93.9

      %


       Publix

      Lakeland Plaza

       Atlanta, GA


      1990


      301,711



      93.1

      %


      Sprouts

      Powder Springs

       Atlanta, GA


      1999


      77,853



      89.3

      %


       Publix

      Rockbridge Village

       Atlanta, GA


      2005


      102,432



      85.4

      %


       Kroger

      Roswell Wieuca Shopping Center

       Atlanta, GA


      2007


      74,370



      100.0

      %


       The Fresh Market

      Royal Lakes Marketplace

       Atlanta, GA


      2008


      119,493



      93.9

      %


       Kroger

      Sandy Plains Exchange

       Atlanta, GA


      1997


      72,784



      93.8

      %


      Publix

      Summit Point

       Atlanta, GA


      2004


      111,970



      89.8

      %


       Publix

      Thompson Bridge Commons

       Atlanta, GA


      2001


      92,587



      97.5

      %


      Kroger

      Wade Green Village

       Atlanta, GA


      1993


      74,978



      88.7

      %


       Publix

      Woodmont Village

       Atlanta, GA


      2002


      85,639



      97.2

      %


      Kroger

      Woodstock Crossing

       Atlanta, GA


      1994


      66,122



      100.0

      %


       Kroger

      East Gate Shopping Center

       Augusta, GA


      1995


      75,716



      92.2

      %


       Publix

      Fury's Ferry

       Augusta, GA


      1996


      70,458



      98.0

      %


       Publix

      Parkway Centre

       Columbus, GA


      1999


      53,088



      97.7

      %


       Publix

      Greensboro Village

       Nashville, TN


      2005


      70,203



      98.3

      %


       Publix

      Spring Hill Plaza

       Nashville, TN


      2005


      66,693



      100.0

      %


       Publix

      Parkway Town Centre

       Nashville, TN


      2005


      65,587



      100.0

      %


       Publix

      The Market at Salem Cove

       Nashville, TN


      2010


      62,356



      100.0

      %


       Publix

      The Market at Victory Village

       Nashville, TN


      2007


      71,300



      100.0

      %


       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



      98.9

      %


      BJ's Wholesale Club

      Crossroads Market

       Naples, FL


      1993


      126,895



      100.0

      %


      Publix

      Neapolitan Way

       Naples, FL


      1985


      137,580



      88.0

      %


      Publix

      Berry Town Center

       Orlando, FL


      2003


      99,441



      84.2

      %


      Publix

      Conway Plaza

       Orlando, FL


      1966


      117,705



      83.4

      %


      Publix

      Deltona Landings

       Orlando, FL


      1999


      59,966



      98.4

      %


       Publix

      University Palms

       Orlando, FL


      1993


      99,172



      100.0

      %


      Publix

      Disston Plaza

       Tampa-St. Petersburg, FL


      1954


      129,150



      97.5

      %


      Publix

      Barclay Crossing

       Tampa, FL


      1998


      54,958



      100.0

      %


       Publix

      Polo Grounds Mall

      West Palm Beach, FL


      1966


      130,285



      100.0

      %


      Publix

      Champions Village

       Houston, TX


      1973


      383,346



      78.7

      %


      Randalls

      Kingwood Glen

       Houston, TX


      1998


      103,397



      97.1

      %


       Kroger

      Independence Square

       Dallas, TX


      1977


      140,218



      86.1

      %


       Tom Thumb

      Midway Market

       Dallas, TX


      2002


      85,599



      90.3

      %


      Kroger

      Oak Park Village

       San Antonio, TX


      1970


      64,855



      100.0

      %


      H.E.B.

      Sweetgrass Corner

       Charleston, SC


      1999


      89,124



      29.1

      %


      (2)

      Irmo Station

       Columbia, SC


      1980


      99,384



      95.3

      %


      Kroger

      Rosewood Shopping Center

       Columbia, SC


      2002


      36,887



      93.5

      %


       Publix

      Anderson Central

       Greenville Spartanburg, SC


      1999


      223,211



      95.9

      %


       Walmart

      Fairview Market

       Greenville Spartanburg, SC


      1998


      46,303



      97.0

      %


      Aldi

      Brawley Commons

       Charlotte, NC


      1997


      122,028



      99.2

      %


       Publix

      West Town Market

       Charlotte, NC


      2004


      67,883



      97.7

      %


      Harris Teeter

      Heritage Station

       Raleigh, NC


      2004


      72,946



      100.0

      %


      Harris Teeter

      Maynard Crossing

       Raleigh, NC


      1996


      122,781



      93.4

      %


      Harris Teeter

      Wakefield Crossing

       Raleigh, NC


      2001


      75,927



      98.2

      %


      Food Lion

      Hanover Center (4)

      Wilmington, NC


      1954


      305,346



      97.1

      %


      Harris Teeter

      Southgate Village

       Birmingham, AL


      1988


      75,092



      96.8

      %


       Publix

      Hollymead Town Center

      Charlottesville, VA


      2005


      158,807



      91.9

      %


      Harris Teeter

      Gayton Crossing

      Richmond, VA


      1983


      158,316


       (3)

      81.9

      %


      Kroger

      Fairfield Shopping Center (4)

      Virginia Beach, VA


      1985


      231,829



      84.7

      %


      Food Lion

      Free State Shopping Center

      Washington, DC


      1970


      264,152



      97.3

      %


      Giant











      Grand total/weighted average





      6,208,278



      92.7

      %




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

      (2) Bi-Lo (the former anchor tenant) had extended their term through April 30, 2019 and had no further right or option to extend their lease.

      (3) The GLA figure shown excludes the GLA of the Kroger store, which is owned by others.

      (4) Property is owned through a consolidated joint venture.

      As of June 30, 2020, our grocery-anchored shopping center portfolio was 92.7% leased. We define percent leased as the percentage of gross leasable area that is leased, including non-cancelable lease agreements that have been signed which have not yet commenced. This metric is used by management to gauge the extent to which our grocery-anchored shopping centers are delivering their total potential rental and other revenues.

      Details regarding lease expirations (assuming no exercises of tenant renewal options) within our grocery-anchored shopping center portfolio as of June 30, 2020 were:



      Totals



      Number of
      leases


      Leased
      GLA


      Percent of
      leased
      GLA








      Month to month


      13



      24,943



      0.4

      %

      2020


      68



      160,459



      2.8

      %

      2021


      171



      626,991



      10.9

      %

      2022


      178



      621,742



      10.8

      %

      2023


      138



      668,782



      11.6

      %

      2024


      127



      1,158,784



      20.2

      %

      2025


      98



      927,521



      16.1

      %

      2026


      26



      257,858



      4.5

      %

      2027


      27



      192,685



      3.4

      %

      2028


      30



      361,751



      6.3

      %

      2029


      26



      183,596



      3.2

      %

      2030 +


      24



      566,562



      9.8

      %








      Total


      926



      5,751,674


      5751674

      100.0

      %

      The Company's grocery-anchored shopping center portfolio contained the following anchor tenants as of June 30, 2020:

      Tenant


      GLA


      Percent of
      total GLA

      Publix


      1,175,430


      18.9%

      Kroger


      581,593


      9.4%

      Harris Teeter


      273,273


      4.4%

      Wal-Mart


      183,211


      3.0%

      BJ's Wholesale Club


      108,532


      1.7%

      Food Lion


      76,523


      1.2%

      Giant


      73,149


      1.2%

      Randall's


      61,604


      1.0%

      H.E.B


      54,844


      0.9%

      Tom Thumb


      43,600


      0.7%

      The Fresh Market


      43,321


      0.7%

      Sprouts


      29,855


      0.5%

      Aldi


      23,622


      0.4%






      Total


      2,728,557


      44.0%






      The Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2020 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 second quarter 2020 totaled approximately $484,000. Second-generation capital expenditures exclude those expenditures made in our grocery-anchored shopping center and office building portfolios (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 redevelopments and repositioning.

      Office Building Portfolio

      As of June 30, 2020, our office building portfolio consisted of the following properties:

      Property Name


      Location


      GLA


      Percent
      leased

      Three Ravinia


      Atlanta, GA


      814,000



      95

      %

      150 Fayetteville


      Raleigh, NC


      560,000



      91

      %

      Capitol Towers


      Charlotte, NC


      479,000



      100

      %

      CAPTRUST Tower


      Raleigh, NC


      300,000



      100

      %

      Westridge at La Cantera


      San Antonio, TX


      258,000



      100

      %

      Morrocroft Centre


      Charlotte, NC


      291,000



      93

      %

      Armour Yards


      Atlanta, GA


      187,000



      96

      %

      Brookwood Center


      Birmingham, AL


      169,000



      100

      %

      Galleria 75


      Atlanta, GA


      111,000



      97

      %








      Total/Average




      3,169,000



      96

      %

      The Company's office building portfolio includes the following significant tenants:




      Rentable square
      footage


      Percent of
      Annual Base
      Rent


      Annual Base
      Rent (in
      thousands)

      InterContinental Hotels Group

      520,000



      14.2

      %


      $

      12,275


      Albemarle

      162,000



      6.6

      %


      5,727


      CapFinancial

      105,000



      4.3

      %


      3,680


      USAA

      129,000



      3.7

      %


      3,195


      Vericast

      129,000



      3.4

      %


      2,953










      Total

      1,045,000



      32.2

      %


      $

      27,830


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

      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


      Rented square


      rented


      feet


      square feet

      2020


      56,000



      1.9

      %

      2021


      241,000



      8.0

      %

      2022


      115,000



      3.8

      %

      2023


      128,000



      4.3

      %

      2024


      266,000



      8.8

      %

      2025


      254,000



      8.5

      %

      2026


      266,000



      8.8

      %

      2027


      335,000



      11.1

      %

      2028


      239,000



      8.0

      %

      2029


      57,000



      1.9

      %

      2030+


      1,050,000



      34.9

      %






      Total


      3,007,000



      100.0

      %

      The Company recognized second-generation capital expenditures within its office building portfolio of approximately $427,000 during the second quarter 2020.

      Definitions of Non-GAAP Measures

      We disclose FFO, Core 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. The non-GAAP measures of FFO, Core 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, Core 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, Core 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 restated in 2018, 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:

      • depreciation and amortization related to real estate;
      • gains and losses from the sale of certain real estate assets;
      • gains and losses from change in control and
      • impairment writedowns of certain real estate assets and investments in entities where the impairment is directly attributable to decreases in the value of depreciable real estate held by the entity. 

      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.

      Core Funds From Operations Attributable to Common Stockholders and Unitholders ("Core FFO")

      The Company makes adjustments to FFO to remove costs incurred and revenues recorded that are singular in nature and outside the normal operations of the Company and portray its primary operational results. The Company calculates Core FFO as: 

      FFO, plus:

      • acquisition and pursuit (dead deal) costs;
      • Loan cost amortization on acquisition term notes and loan coordination fees;
      • losses on debt extinguishments or refinancing costs;
      • internalization costs;
      • non-cash dividends on preferred stock;
      • non-cash (income) expense for current expected credit losses;
      • Expenses related to the COVID-19 global pandemic; and

      Less:

      • earnest money forfeitures by prospective asset purchasers.

      Core FFO figures reported by us may not be comparable to Core FFO figures reported by other companies. We utilize Core FFO as a supplemental measure of the operating performance of our portfolio of real estate assets. We believe Core FFO 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. Since our calculation of Core FFO removes costs incurred and revenues recorded that are often singular in nature and outside the normal operations of the Company, we believe it improves comparability to investors in assessing our core operating results across periods. Core FFO is a non-GAAP measure that is reconciled to its most comparable GAAP measure, net income/loss available to common stockholders.

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

      AFFO makes further adjustments to Core 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:

      Core FFO, plus:

      • non-cash equity compensation to directors and executives;
      • amortization of loan closing 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 origination fees received;
      • accrued interest income received;
      • cash received for purchase option terminations;
      • deemed dividends on preferred stock redemptions;
      • non-operating miscellaneous revenues;
      • non-cash dividends on Series M Preferred Stock and mShares; 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 second generation 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. Since our calculation of AFFO removes other significant non-cash charges and revenues and other costs which are not representative of our ongoing business operations, we believe it improves comparability to investors in assessing our core operating results across periods. AFFO is a non-GAAP measure that is reconciled to its most comparable GAAP measure, net income/loss available to common stockholders. FFO, Core FFO and AFFO are not considered measures of liquidity and are not alternatives to measures calculated under GAAP.

      Multifamily Communities' Same-Store Net Operating Income ("NOI")

      We use same store net operating income as an operational metric for our same-store communities, enabling comparisons of those properties' operating results between the current reporting period and the prior year comparative period. We define our population of same-store 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) 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 for multifamily properties. As of June 30, 2020, the Company owned or was invested in 125 properties in 15 states, predominantly in the Southeast region of the United States.

      SOURCE Preferred Apartment Communities, Inc.

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