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Tennessee (Mid-America Apartment Communities, Inc.)
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62-1543819
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Tennessee (Mid-America Apartments, L.P.)
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62-1543816
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(State or other jurisdiction of incorporation or organization)
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(I.R.S. Employer Identification No.)
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6584 Poplar Avenue, Memphis, Tennessee, 38138
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(Address of principal executive offices) (Zip Code)
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(901) 682-6600
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(Registrant's telephone number, including area code)
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N/A
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(Former name, former address and former fiscal year, if changed since last report)
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.
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Mid-America Apartment Communities, Inc.
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YES
ý
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NO
o
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Mid-America Apartments, L.P.
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YES
ý
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NO
o
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Indicate by check mark whether the registrant has submitted electronically and posted on its corporate web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
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Mid-America Apartment Communities, Inc.
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YES
ý
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NO
o
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Mid-America Apartments, L.P.
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YES
ý
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NO
o
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Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
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Mid-America Apartment Communities, Inc.
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Large accelerated filer
ý
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Accelerated filer
o
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Non-accelerated filer
o
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Smaller reporting company
o
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Emerging growth company
o
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(Do not check if a smaller reporting company)
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
o
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Mid-America Apartments, L.P.
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Large accelerated filer
o
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Accelerated filer
o
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Non-accelerated filer
ý
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Smaller reporting company
o
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Emerging growth company
o
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(Do not check if a smaller reporting company)
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act
o
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Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
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Mid-America Apartment Communities, Inc.
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YES
o
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NO
ý
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Mid-America Apartments, L.P.
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YES
o
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NO
ý
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Number of Shares Outstanding at
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Class
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July 24, 2017
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Common Stock, $0.01 par value
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113,607,733
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Page
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PART I – FINANCIAL INFORMATION
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Item 1.
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Financial Statements.
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Mid-America Apartment Communities, Inc.
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Condensed Consolidated Balance Sheets as of June 30, 2017 (Unaudited) and December 31, 2016 (Unaudited).
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Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited).
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Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited).
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Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited).
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Mid-America Apartments, L.P.
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Condensed Consolidated Balance Sheets as of June 30, 2017 (Unaudited) and December 31, 2016 (Unaudited).
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Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited).
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Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited).
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Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited).
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Notes to Condensed Consolidated Financial Statements (Unaudited).
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Item 2.
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Management's Discussion and Analysis of Financial Condition and Results of Operations.
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Item 3.
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Quantitative and Qualitative Disclosures About Market Risk.
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Item 4.
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Controls and Procedures.
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PART II – OTHER INFORMATION
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Item 1.
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Legal Proceedings.
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Item 1A.
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Risk Factors.
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Item 2.
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Unregistered Sales of Equity Securities and Use of Proceeds.
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Item 3.
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Defaults Upon Senior Securities.
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Item 4.
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Mine Safety Disclosures.
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Item 5.
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Other Information.
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Item 6.
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Exhibits.
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Signatures.
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Exhibit Index.
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•
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enhances investors' understanding of MAA and the Operating Partnership by enabling investors to view the business as a whole in the same manner that management views and operates the business;
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•
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eliminates duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the disclosure in this Report applies to both MAA and the Operating Partnership; and
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•
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creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.
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•
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the Condensed Consolidated Financial Statements in Item 1 of this Report;
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•
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certain accompanying notes to the Condensed Consolidated Financial Statements, including Note 3 - Earnings per Common Share of MAA and Note 4 - Earnings per OP Unit of MAALP; Note 5 - MAA Equity and Note 6 - MAALP Capital; and Note 10 - Shareholders' Equity of MAA and Note 11 - Partners' Capital of MAALP; and
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•
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the certifications of the Chief Executive Officer and Chief Financial Officer of MAA included as Exhibits 31 and 32 to this Report.
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June 30, 2017
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December 31, 2016
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Assets:
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Real estate assets:
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Land
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$
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1,821,016
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$
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1,816,008
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Buildings and improvements
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10,641,003
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10,523,762
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Furniture, fixtures and equipment
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323,155
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298,204
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Development and capital improvements in progress
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258,047
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231,224
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13,043,221
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12,869,198
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Less accumulated depreciation
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(1,851,913
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)
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(1,656,071
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)
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11,191,308
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11,213,127
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Undeveloped land
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64,790
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71,464
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Corporate properties, net
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12,072
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12,778
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Investments in real estate joint ventures
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44,839
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44,493
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Assets held for sale
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31,366
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—
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Real estate assets, net
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11,344,375
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11,341,862
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Cash and cash equivalents
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39,659
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33,536
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Restricted cash
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27,859
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88,264
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Deferred financing costs, net
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4,292
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5,065
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Other assets
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116,705
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134,525
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Goodwill
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1,239
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1,239
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Total assets
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$
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11,534,129
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$
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11,604,491
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Liabilities and equity:
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Liabilities:
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Unsecured notes payable
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$
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3,443,056
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$
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3,180,624
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Secured notes payable
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1,129,996
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1,319,088
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Accounts payable
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13,932
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11,970
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Fair market value of interest rate swaps
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3,626
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7,562
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Accrued expenses and other liabilities
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381,232
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414,244
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Security deposits
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19,637
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18,829
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Total liabilities
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4,991,479
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4,952,317
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||||
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Redeemable common stock
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10,408
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10,073
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Shareholders' equity:
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Preferred stock,
$0.01 par value per share, 20,000,000 shares authorized; 8.50% Series I Cumulative Redeemable Shares, liquidation preference $50 per share, 867,846 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively
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9
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9
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Common stock,
$0.01 par value per share, 145,000,000 shares authorized; 113,607,734 and 113,518,212 shares issued and outstanding at June 30, 2017 and December 31, 2016, respectively
(1)
|
1,134
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1,133
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Additional paid-in capital
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7,114,079
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7,109,012
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Accumulated distributions in excess of net income
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(817,616
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)
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(707,479
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)
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Accumulated other comprehensive income
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735
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1,144
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Total MAA shareholders' equity
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6,298,341
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6,403,819
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Noncontrolling interests - operating partnership units
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231,595
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235,976
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Total Company's shareholders' equity
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6,529,936
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6,639,795
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Noncontrolling interests - consolidated real estate entity
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2,306
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2,306
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||
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Total equity
|
6,532,242
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|
6,642,101
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||
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Total liabilities and equity
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$
|
11,534,129
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|
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$
|
11,604,491
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(1)
|
Number of shares issued and outstanding represents total shares of common stock regardless of classification on the condensed consolidated balance sheets. The number of shares classified as redeemable stock on the condensed consolidated balance sheets at
June 30, 2017
and
December 31, 2016
are
98,771
and
103,578
, respectively.
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|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
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|
2017
|
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2016
|
|
2017
|
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2016
|
||||||||
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Operating revenues:
|
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||||||||
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Rental revenues
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$
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355,832
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$
|
249,326
|
|
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$
|
707,009
|
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$
|
494,991
|
|
|
Other property revenues
|
26,959
|
|
|
22,910
|
|
|
54,690
|
|
|
46,261
|
|
||||
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Total operating revenues
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382,791
|
|
|
272,236
|
|
|
761,699
|
|
|
541,252
|
|
||||
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Property operating expenses:
|
|
|
|
|
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|
|
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|
||||
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Personnel
|
34,642
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|
25,858
|
|
|
68,015
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|
|
51,055
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|
||||
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Building repairs and maintenance
|
11,811
|
|
|
7,680
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|
|
21,624
|
|
|
13,779
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|
||||
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Real estate taxes and insurance
|
54,163
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|
|
34,729
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|
108,136
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|
69,900
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|
||||
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Utilities
|
27,527
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|
22,244
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|
54,424
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|
44,380
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|
||||
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Landscaping
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7,045
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|
5,673
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|
13,567
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|
10,994
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|
||||
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Other operating
|
10,781
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|
|
6,771
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|
21,476
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|
13,728
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|
||||
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Depreciation and amortization
|
126,360
|
|
|
75,742
|
|
|
256,357
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|
|
150,870
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|
||||
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Total property operating expenses
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272,329
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|
|
178,697
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|
|
543,599
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|
|
354,706
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|
||||
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Acquisition expenses
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—
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|
|
421
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|
|
—
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|
|
1,134
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|
||||
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Property management expenses
|
10,745
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|
|
8,310
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|
21,726
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|
|
17,313
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|
||||
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General and administrative expenses
|
9,534
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|
|
7,014
|
|
|
22,374
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|
|
13,596
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|
||||
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Merger related expenses
|
978
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|
|
—
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|
|
3,849
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|
|
—
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|
||||
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Integration related expenses
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3,229
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|
|
—
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|
|
6,519
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|
|
—
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|
||||
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Income from continuing operations before non-operating items
|
85,976
|
|
|
77,794
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|
|
163,632
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|
154,503
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|
||||
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Interest and other non-property income
|
650
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|
|
62
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|
|
3,329
|
|
|
94
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|
||||
|
Interest expense
|
(38,481
|
)
|
|
(32,039
|
)
|
|
(75,065
|
)
|
|
(64,250
|
)
|
||||
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Gain on debt extinguishment
|
2,217
|
|
|
—
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|
|
2,340
|
|
|
3
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|
||||
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Net casualty (loss) gain after insurance and other settlement proceeds
|
(240
|
)
|
|
1,760
|
|
|
(331
|
)
|
|
813
|
|
||||
|
Gain on sale of depreciable real estate assets
|
274
|
|
|
68
|
|
|
201
|
|
|
823
|
|
||||
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Gain on sale of non-depreciable real estate assets
|
48
|
|
|
543
|
|
|
48
|
|
|
2,170
|
|
||||
|
Income before income tax expense
|
50,444
|
|
|
48,188
|
|
|
94,154
|
|
|
94,156
|
|
||||
|
Income tax expense
|
(618
|
)
|
|
(457
|
)
|
|
(1,269
|
)
|
|
(745
|
)
|
||||
|
Income from continuing operations before joint venture activity
|
49,826
|
|
|
47,731
|
|
|
92,885
|
|
|
93,411
|
|
||||
|
Gain (loss) from real estate joint ventures
|
329
|
|
|
(101
|
)
|
|
686
|
|
|
27
|
|
||||
|
Net income
|
50,155
|
|
|
47,630
|
|
|
93,571
|
|
|
93,438
|
|
||||
|
Net income attributable to noncontrolling interests
|
1,840
|
|
|
2,486
|
|
|
3,351
|
|
|
4,881
|
|
||||
|
Net income available for shareholders
|
48,315
|
|
|
45,144
|
|
|
90,220
|
|
|
88,557
|
|
||||
|
Dividends to MAA Series I preferred shareholders
|
922
|
|
|
—
|
|
|
1,844
|
|
|
—
|
|
||||
|
Net income available for MAA common shareholders
|
$
|
47,393
|
|
|
$
|
45,144
|
|
|
$
|
88,376
|
|
|
$
|
88,557
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Earnings per common share - basic:
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Net income available for common shareholders
|
$
|
0.42
|
|
|
$
|
0.60
|
|
|
$
|
0.78
|
|
|
$
|
1.17
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Earnings per common share - diluted:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Net income available for common shareholders
|
$
|
0.42
|
|
|
$
|
0.60
|
|
|
$
|
0.78
|
|
|
$
|
1.17
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Dividends declared per common share
|
$
|
0.87
|
|
|
$
|
0.82
|
|
|
$
|
1.74
|
|
|
$
|
1.64
|
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
Net income
|
$
|
50,155
|
|
|
$
|
47,630
|
|
|
$
|
93,571
|
|
|
$
|
93,438
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
||||||||
|
Unrealized loss from the effective portion of derivative instruments
|
(3,863
|
)
|
|
(1,314
|
)
|
|
(1,343
|
)
|
|
(5,019
|
)
|
||||
|
Reclassification adjustment for net losses included in net income for the effective portion of derivative instruments
|
246
|
|
|
1,131
|
|
|
918
|
|
|
2,317
|
|
||||
|
Total comprehensive income
|
46,538
|
|
|
47,447
|
|
|
93,146
|
|
|
90,736
|
|
||||
|
Less: comprehensive income attributable to noncontrolling interests
|
(1,711
|
)
|
|
(2,477
|
)
|
|
(3,335
|
)
|
|
(4,740
|
)
|
||||
|
Comprehensive income attributable to MAA
|
$
|
44,827
|
|
|
$
|
44,970
|
|
|
$
|
89,811
|
|
|
$
|
85,996
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
See accompanying notes to condensed consolidated financial statements.
|
|||||||||||||||
|
|
Six months ended June 30,
|
||||||
|
|
2017
|
|
2016
|
||||
|
Cash flows from operating activities:
|
|
|
|
||||
|
Net income
|
$
|
93,571
|
|
|
$
|
93,438
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||
|
Retail revenue accretion
|
(196
|
)
|
|
(110
|
)
|
||
|
Depreciation and amortization
|
256,872
|
|
|
151,114
|
|
||
|
Stock compensation expense
|
5,618
|
|
|
3,958
|
|
||
|
Redeemable stock expense
|
330
|
|
|
282
|
|
||
|
Amortization of debt premium and debt issuance costs
|
(6,023
|
)
|
|
(5,096
|
)
|
||
|
Gain from investments in real estate joint ventures
|
(686
|
)
|
|
(27
|
)
|
||
|
Gain on debt extinguishment
|
(3,921
|
)
|
|
—
|
|
||
|
Derivative interest credit
|
(4,064
|
)
|
|
(1,295
|
)
|
||
|
Settlement of forward swaps
|
(1,547
|
)
|
|
—
|
|
||
|
Gain on sale of non-depreciable real estate assets
|
(48
|
)
|
|
(2,170
|
)
|
||
|
Gain on sale of depreciable real estate assets
|
(201
|
)
|
|
(823
|
)
|
||
|
Net casualty loss (gain) and other settlement proceeds
|
331
|
|
|
(813
|
)
|
||
|
Changes in assets and liabilities:
|
|
|
|
|
|
||
|
Restricted cash
|
2,146
|
|
|
951
|
|
||
|
Other assets
|
(6,077
|
)
|
|
4,130
|
|
||
|
Accounts payable
|
2,008
|
|
|
1,542
|
|
||
|
Accrued expenses and other
|
(17,131
|
)
|
|
(7,567
|
)
|
||
|
Security deposits
|
806
|
|
|
702
|
|
||
|
Net cash provided by operating activities
|
321,788
|
|
|
238,216
|
|
||
|
Cash flows from investing activities:
|
|
|
|
|
|
||
|
Purchases of real estate and other assets
|
(62,817
|
)
|
|
(130,597
|
)
|
||
|
Normal capital improvements
|
(50,890
|
)
|
|
(44,417
|
)
|
||
|
Construction capital and other improvements
|
(5,453
|
)
|
|
(3,288
|
)
|
||
|
Renovations to existing real estate assets
|
(20,309
|
)
|
|
(17,719
|
)
|
||
|
Development
|
(109,720
|
)
|
|
(29,156
|
)
|
||
|
Distributions from real estate joint ventures
|
—
|
|
|
1,793
|
|
||
|
Proceeds from disposition of real estate assets
|
1,551
|
|
|
38,001
|
|
||
|
Return of escrow for future acquisitions
|
58,259
|
|
|
—
|
|
||
|
Net cash used in investing activities
|
(189,379
|
)
|
|
(185,383
|
)
|
||
|
Cash flows from financing activities:
|
|
|
|
|
|
||
|
Net change in credit lines
|
(330,000
|
)
|
|
105,000
|
|
||
|
Proceeds from notes payable
|
597,480
|
|
|
—
|
|
||
|
Principal payments on notes payable
|
(178,164
|
)
|
|
(37,261
|
)
|
||
|
Payment of deferred financing costs
|
(5,257
|
)
|
|
(141
|
)
|
||
|
Repurchase of common stock
|
(4,782
|
)
|
|
(1,742
|
)
|
||
|
Proceeds from issuances of common shares
|
783
|
|
|
628
|
|
||
|
Exercise of stock options
|
432
|
|
|
—
|
|
||
|
Distributions to noncontrolling interests
|
(7,332
|
)
|
|
(6,823
|
)
|
||
|
Dividends paid on common shares
|
(197,602
|
)
|
|
(123,774
|
)
|
||
|
Dividends paid on preferred shares
|
(1,844
|
)
|
|
—
|
|
||
|
Net cash used in financing activities
|
(126,286
|
)
|
|
(64,113
|
)
|
||
|
Net increase (decrease) in cash and cash equivalents
|
6,123
|
|
|
(11,280
|
)
|
||
|
Cash and cash equivalents, beginning of period
|
33,536
|
|
|
37,559
|
|
||
|
Cash and cash equivalents, end of period
|
$
|
39,659
|
|
|
$
|
26,279
|
|
|
|
|
|
|
||||
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||
|
Interest paid
|
$
|
79,981
|
|
|
$
|
71,092
|
|
|
Income taxes paid
|
$
|
2,226
|
|
|
$
|
1,544
|
|
|
Supplemental disclosure of noncash investing and financing activities:
|
|
|
|
|
|
||
|
Conversion of OP Units to shares of common stock
|
$
|
265
|
|
|
$
|
158
|
|
|
Accrued construction in progress
|
$
|
19,360
|
|
|
$
|
10,781
|
|
|
Interest capitalized
|
$
|
4,227
|
|
|
$
|
708
|
|
|
Mark-to-market adjustment on derivative instruments
|
$
|
6,757
|
|
|
$
|
(1,407
|
)
|
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
Assets:
|
|
|
|
||||
|
Real estate assets:
|
|
|
|
||||
|
Land
|
$
|
1,821,016
|
|
|
$
|
1,816,008
|
|
|
Buildings and improvements
|
10,641,003
|
|
|
10,523,762
|
|
||
|
Furniture, fixtures and equipment
|
323,155
|
|
|
298,204
|
|
||
|
Development and capital improvements in progress
|
258,047
|
|
|
231,224
|
|
||
|
|
13,043,221
|
|
|
12,869,198
|
|
||
|
Less accumulated depreciation
|
(1,851,913
|
)
|
|
(1,656,071
|
)
|
||
|
|
11,191,308
|
|
|
11,213,127
|
|
||
|
|
|
|
|
||||
|
Undeveloped land
|
64,790
|
|
|
71,464
|
|
||
|
Corporate properties, net
|
12,072
|
|
|
12,778
|
|
||
|
Investments in real estate joint ventures
|
44,839
|
|
|
44,493
|
|
||
|
Assets held for sale
|
31,366
|
|
|
—
|
|
||
|
Real estate assets, net
|
11,344,375
|
|
|
11,341,862
|
|
||
|
|
|
|
|
||||
|
Cash and cash equivalents
|
39,659
|
|
|
33,536
|
|
||
|
Restricted cash
|
27,859
|
|
|
88,264
|
|
||
|
Deferred financing costs, net
|
4,292
|
|
|
5,065
|
|
||
|
Other assets
|
116,705
|
|
|
134,525
|
|
||
|
Goodwill
|
1,239
|
|
|
1,239
|
|
||
|
Total assets
|
$
|
11,534,129
|
|
|
$
|
11,604,491
|
|
|
|
|
|
|
||||
|
Liabilities and Capital:
|
|
|
|
|
|
||
|
Liabilities:
|
|
|
|
|
|
||
|
Unsecured notes payable
|
$
|
3,443,056
|
|
|
$
|
3,180,624
|
|
|
Secured notes payable
|
1,129,996
|
|
|
1,319,088
|
|
||
|
Accounts payable
|
13,932
|
|
|
11,970
|
|
||
|
Fair market value of interest rate swaps
|
3,626
|
|
|
7,562
|
|
||
|
Accrued expenses and other liabilities
|
381,232
|
|
|
414,244
|
|
||
|
Security deposits
|
19,637
|
|
|
18,829
|
|
||
|
Due to general partner
|
19
|
|
|
19
|
|
||
|
Total liabilities
|
4,991,498
|
|
|
4,952,336
|
|
||
|
|
|
|
|
||||
|
Redeemable common units
|
10,408
|
|
|
10,073
|
|
||
|
|
|
|
|
||||
|
Operating Partnership Capital:
|
|
|
|
|
|
||
|
Preferred Units: 867,846 Preferred Units outstanding at June 30, 2017 and at December 31, 2016
|
66,840
|
|
|
64,833
|
|
||
|
Common Units:
|
|
|
|
||||
|
General partner: 113,607,734 OP Units outstanding at June 30, 2017 and 113,518,212 OP Units outstanding at December 31, 2016
(1)
|
6,230,661
|
|
|
6,337,721
|
|
||
|
Limited partners: 4,215,678 OP Units outstanding at June 30, 2017 and 4,220,403 OP Units outstanding at December 31, 2016
(1)
|
231,595
|
|
|
235,976
|
|
||
|
Accumulated other comprehensive income
|
821
|
|
|
1,246
|
|
||
|
Total operating partners' capital
|
6,529,917
|
|
|
6,639,776
|
|
||
|
Noncontrolling interests - consolidated real estate entity
|
2,306
|
|
|
2,306
|
|
||
|
Total capital
|
6,532,223
|
|
|
6,642,082
|
|
||
|
Total liabilities and capital
|
$
|
11,534,129
|
|
|
$
|
11,604,491
|
|
|
(1)
|
Number of units outstanding represents total OP Units regardless of classification on the condensed consolidated balance sheets. The number of OP Units classified as redeemable units on the condensed consolidated balance sheets at
June 30, 2017
and
December 31, 2016
are
98,771
and
103,578
, respectively.
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
Operating revenues:
|
|
|
|
|
|
|
|
||||||||
|
Rental revenues
|
$
|
355,832
|
|
|
$
|
249,326
|
|
|
$
|
707,009
|
|
|
$
|
494,991
|
|
|
Other property revenues
|
26,959
|
|
|
22,910
|
|
|
54,690
|
|
|
46,261
|
|
||||
|
Total operating revenues
|
382,791
|
|
|
272,236
|
|
|
761,699
|
|
|
541,252
|
|
||||
|
Property operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Personnel
|
34,642
|
|
|
25,858
|
|
|
68,015
|
|
|
51,055
|
|
||||
|
Building repairs and maintenance
|
11,811
|
|
|
7,680
|
|
|
21,624
|
|
|
13,779
|
|
||||
|
Real estate taxes and insurance
|
54,163
|
|
|
34,729
|
|
|
108,136
|
|
|
69,900
|
|
||||
|
Utilities
|
27,527
|
|
|
22,244
|
|
|
54,424
|
|
|
44,380
|
|
||||
|
Landscaping
|
7,045
|
|
|
5,673
|
|
|
13,567
|
|
|
10,994
|
|
||||
|
Other operating
|
10,781
|
|
|
6,771
|
|
|
21,476
|
|
|
13,728
|
|
||||
|
Depreciation and amortization
|
126,360
|
|
|
75,742
|
|
|
256,357
|
|
|
150,870
|
|
||||
|
Total property operating expenses
|
272,329
|
|
|
178,697
|
|
|
543,599
|
|
|
354,706
|
|
||||
|
Acquisition expenses
|
—
|
|
|
421
|
|
|
—
|
|
|
1,134
|
|
||||
|
Property management expenses
|
10,745
|
|
|
8,310
|
|
|
21,726
|
|
|
17,313
|
|
||||
|
General and administrative expenses
|
9,534
|
|
|
7,014
|
|
|
22,374
|
|
|
13,596
|
|
||||
|
Merger related expenses
|
978
|
|
|
—
|
|
|
3,849
|
|
|
—
|
|
||||
|
Integration related expenses
|
3,229
|
|
|
—
|
|
|
6,519
|
|
|
—
|
|
||||
|
Income from continuing operations before non-operating items
|
85,976
|
|
|
77,794
|
|
|
163,632
|
|
|
154,503
|
|
||||
|
Interest and other non-property income
|
650
|
|
|
62
|
|
|
3,329
|
|
|
94
|
|
||||
|
Interest expense
|
(38,481
|
)
|
|
(32,039
|
)
|
|
(75,065
|
)
|
|
(64,250
|
)
|
||||
|
Gain on debt extinguishment
|
2,217
|
|
|
—
|
|
|
2,340
|
|
|
3
|
|
||||
|
Net casualty (loss) gain after insurance and other settlement proceeds
|
(240
|
)
|
|
1,760
|
|
|
(331
|
)
|
|
813
|
|
||||
|
Gain on sale of depreciable real estate assets
|
274
|
|
|
68
|
|
|
201
|
|
|
823
|
|
||||
|
Gain on sale of non-depreciable real estate assets
|
48
|
|
|
543
|
|
|
48
|
|
|
2,170
|
|
||||
|
Income before income tax expense
|
50,444
|
|
|
48,188
|
|
|
94,154
|
|
|
94,156
|
|
||||
|
Income tax expense
|
(618
|
)
|
|
(457
|
)
|
|
(1,269
|
)
|
|
(745
|
)
|
||||
|
Income from continuing operations before joint venture activity
|
49,826
|
|
|
47,731
|
|
|
92,885
|
|
|
93,411
|
|
||||
|
Gain (loss) from real estate joint ventures
|
329
|
|
|
(101
|
)
|
|
686
|
|
|
27
|
|
||||
|
Net income
|
50,155
|
|
|
47,630
|
|
|
93,571
|
|
|
93,438
|
|
||||
|
Dividends to preferred unitholders
|
922
|
|
|
—
|
|
|
1,844
|
|
|
—
|
|
||||
|
Net income available for Mid-America Apartments, L.P. common unitholders
|
$
|
49,233
|
|
|
$
|
47,630
|
|
|
$
|
91,727
|
|
|
$
|
93,438
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Earnings per common unit - basic:
|
|
|
|
|
|
|
|
|
|
||||||
|
Net income available for common unitholders
|
$
|
0.42
|
|
|
$
|
0.60
|
|
|
$
|
0.78
|
|
|
$
|
1.17
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Earnings per common unit - diluted:
|
|
|
|
|
|
|
|
|
|
||||||
|
Net income available for common unitholders
|
$
|
0.42
|
|
|
$
|
0.60
|
|
|
$
|
0.78
|
|
|
$
|
1.17
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Distributions declared per common unit
|
$
|
0.87
|
|
|
$
|
0.82
|
|
|
$
|
1.74
|
|
|
$
|
1.64
|
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
Net income
|
$
|
50,155
|
|
|
$
|
47,630
|
|
|
$
|
93,571
|
|
|
$
|
93,438
|
|
|
Other comprehensive income:
|
|
|
|
|
|
|
|
||||||||
|
Unrealized loss from the effective portion of derivative instruments
|
(3,863
|
)
|
|
(1,314
|
)
|
|
(1,343
|
)
|
|
(5,019
|
)
|
||||
|
Reclassification adjustment for net losses included in net income for the effective portion of derivative instruments
|
246
|
|
|
1,131
|
|
|
918
|
|
|
2,317
|
|
||||
|
Comprehensive income attributable to Mid-America Apartments, L.P.
|
$
|
46,538
|
|
|
$
|
47,447
|
|
|
$
|
93,146
|
|
|
$
|
90,736
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
||||||||
|
See accompanying notes to condensed consolidated financial statements.
|
|||||||||||||||
|
|
Six months ended June 30,
|
||||||
|
|
2017
|
|
2016
|
||||
|
Cash flows from operating activities:
|
|
|
|
||||
|
Net income
|
$
|
93,571
|
|
|
$
|
93,438
|
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||
|
Retail revenue accretion
|
(196
|
)
|
|
(110
|
)
|
||
|
Depreciation and amortization
|
256,872
|
|
|
151,114
|
|
||
|
Stock compensation expense
|
5,618
|
|
|
3,958
|
|
||
|
Redeemable units expense
|
330
|
|
|
282
|
|
||
|
Amortization of debt premium and debt issuance costs
|
(6,023
|
)
|
|
(5,096
|
)
|
||
|
Gain from investments in real estate joint ventures
|
(686
|
)
|
|
(27
|
)
|
||
|
Gain on debt extinguishment
|
(3,921
|
)
|
|
—
|
|
||
|
Derivative interest credit
|
(4,064
|
)
|
|
(1,295
|
)
|
||
|
Settlement of forward swaps
|
(1,547
|
)
|
|
—
|
|
||
|
Gain on sale of non-depreciable real estate assets
|
(48
|
)
|
|
(2,170
|
)
|
||
|
Gain on sale of depreciable real estate assets
|
(201
|
)
|
|
(823
|
)
|
||
|
Net casualty loss (gain) and other settlement proceeds
|
331
|
|
|
(813
|
)
|
||
|
Changes in assets and liabilities:
|
|
|
|
||||
|
Restricted cash
|
2,146
|
|
|
951
|
|
||
|
Other assets
|
(6,077
|
)
|
|
4,130
|
|
||
|
Accounts payable
|
2,008
|
|
|
1,542
|
|
||
|
Accrued expenses and other
|
(17,131
|
)
|
|
(7,567
|
)
|
||
|
Security deposits
|
806
|
|
|
702
|
|
||
|
Net cash provided by operating activities
|
321,788
|
|
|
238,216
|
|
||
|
Cash flows from investing activities:
|
|
|
|
|
|
||
|
Purchases of real estate and other assets
|
(62,817
|
)
|
|
(130,597
|
)
|
||
|
Normal capital improvements
|
(50,890
|
)
|
|
(44,417
|
)
|
||
|
Construction capital and other improvements
|
(5,453
|
)
|
|
(3,288
|
)
|
||
|
Renovations to existing real estate assets
|
(20,309
|
)
|
|
(17,719
|
)
|
||
|
Development
|
(109,720
|
)
|
|
(29,156
|
)
|
||
|
Distributions from real estate joint ventures
|
—
|
|
|
1,793
|
|
||
|
Proceeds from disposition of real estate assets
|
1,551
|
|
|
38,001
|
|
||
|
Return of escrow for future acquisitions
|
58,259
|
|
|
—
|
|
||
|
Net cash used in investing activities
|
(189,379
|
)
|
|
(185,383
|
)
|
||
|
Cash flows from financing activities:
|
|
|
|
|
|
||
|
Net change in credit lines
|
(330,000
|
)
|
|
105,000
|
|
||
|
Proceeds from notes payable
|
597,480
|
|
|
—
|
|
||
|
Principal payments on notes payable
|
(178,164
|
)
|
|
(37,261
|
)
|
||
|
Payment of deferred financing costs
|
(5,257
|
)
|
|
(141
|
)
|
||
|
Repurchase of common units
|
(4,782
|
)
|
|
(1,742
|
)
|
||
|
Distributions paid on preferred units
|
(1,844
|
)
|
|
—
|
|
||
|
Proceeds from issuances of common units
|
783
|
|
|
628
|
|
||
|
Exercise of unit options
|
432
|
|
|
—
|
|
||
|
Distributions paid on common units
|
(204,934
|
)
|
|
(130,597
|
)
|
||
|
Net cash used in financing activities
|
(126,286
|
)
|
|
(64,113
|
)
|
||
|
Net increase (decrease) in cash and cash equivalents
|
6,123
|
|
|
(11,280
|
)
|
||
|
Cash and cash equivalents, beginning of period
|
33,536
|
|
|
37,559
|
|
||
|
Cash and cash equivalents, end of period
|
$
|
39,659
|
|
|
$
|
26,279
|
|
|
|
|
|
|
||||
|
Supplemental disclosure of cash flow information:
|
|
|
|
|
|
||
|
Interest paid
|
$
|
79,981
|
|
|
$
|
71,092
|
|
|
Income taxes paid
|
$
|
2,226
|
|
|
$
|
1,544
|
|
|
Supplemental disclosure of noncash investing and financing activities:
|
|
|
|
||||
|
Accrued construction in progress
|
$
|
19,360
|
|
|
$
|
10,781
|
|
|
Interest capitalized
|
$
|
4,227
|
|
|
$
|
708
|
|
|
Mark-to-market adjustment on derivative instruments
|
$
|
6,757
|
|
|
$
|
(1,407
|
)
|
|
•
|
enhances a readers' understanding of MAA and the Operating Partnership by enabling the reader to view the business as a whole in the same manner that management views and operates the business; and
|
|
•
|
eliminates duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the disclosure applies to both MAA and the Operating Partnership.
|
|
Land
|
$
|
875,332
|
|
|
Buildings and improvements
|
3,397,496
|
|
|
|
Furniture, fixtures and equipment
|
81,243
|
|
|
|
Development and capital improvements in progress
|
183,881
|
|
|
|
Undeveloped land
|
24,200
|
|
|
|
Commercial properties, net
|
3,610
|
|
|
|
Investment in real estate joint venture
|
44,435
|
|
|
|
Lease intangible assets
|
53,192
|
|
|
|
Cash and cash equivalents
|
34,292
|
|
|
|
Restricted cash
|
3,608
|
|
|
|
Deferred costs and other assets, excluding lease intangible assets
|
42,052
|
|
|
|
Total assets acquired
|
4,743,341
|
|
|
|
|
|
||
|
Notes payable
|
(595,609)
|
|
|
|
Fair market value of interest rate swaps
|
(2,118)
|
|
|
|
Lease intangible liabilities
|
(1,661)
|
|
|
|
Accounts payable, accrued expenses, and other liabilities
|
(133,054)
|
|
|
|
Total liabilities assumed, including debt
|
(732,442
|
)
|
|
|
|
|
||
|
Noncontrolling interests - consolidated real estate entity
|
(2,306
|
)
|
|
|
|
|
||
|
Total purchase price
|
$
|
4,008,593
|
|
|
(dollars and shares in thousands, except per share amounts)
|
Three months ended June 30,
|
|
Six months ended June 30,
|
|
||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
||||||||
|
Shares Outstanding
|
|
|
|
|
|
|
|
|
||||||||
|
Weighted average common shares - basic
|
113,403
|
|
|
75,277
|
|
|
113,371
|
|
|
75,263
|
|
|
||||
|
Weighted average partnership units outstanding
|
—
|
|
(1)
|
—
|
|
(1)
|
—
|
|
(1)
|
—
|
|
(1)
|
||||
|
Effect of dilutive securities
|
211
|
|
|
—
|
|
(2)
|
279
|
|
|
239
|
|
|
||||
|
Weighted average common shares - diluted
|
113,614
|
|
|
75,277
|
|
|
113,650
|
|
|
75,502
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Calculation of Earnings per Share - basic
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net Income
|
$
|
50,155
|
|
|
$
|
47,630
|
|
|
$
|
93,571
|
|
|
$
|
93,438
|
|
|
|
Net Income attributable to noncontrolling interests
|
(1,840
|
)
|
|
(2,486
|
)
|
|
(3,351
|
)
|
|
(4,881
|
)
|
|
||||
|
Unvested restricted stock (allocation of earnings)
|
(76
|
)
|
|
(134
|
)
|
|
(149
|
)
|
|
(237
|
)
|
|
||||
|
Preferred dividends
|
(922
|
)
|
|
—
|
|
|
(1,844
|
)
|
|
—
|
|
|
||||
|
Net income available for common shareholders, adjusted
|
$
|
47,317
|
|
|
$
|
45,010
|
|
|
$
|
88,227
|
|
|
$
|
88,320
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Weighted average common shares - basic
|
113,403
|
|
|
75,277
|
|
|
113,371
|
|
|
75,263
|
|
|
||||
|
Earnings per share - basic
|
$
|
0.42
|
|
|
$
|
0.60
|
|
|
$
|
0.78
|
|
|
$
|
1.17
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Calculation of Earnings per Share - diluted
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net Income
|
$
|
50,155
|
|
|
$
|
47,630
|
|
|
$
|
93,571
|
|
|
$
|
93,438
|
|
|
|
Net income attributable to noncontrolling interests
|
(1,840
|
)
|
(1)
|
(2,486
|
)
|
(1)
|
(3,351
|
)
|
(1)
|
(4,881
|
)
|
(1)
|
||||
|
Unvested restricted stock (allocation of earnings)
|
—
|
|
|
(134
|
)
|
(2)
|
—
|
|
|
—
|
|
|
||||
|
Preferred dividends
|
(922
|
)
|
|
—
|
|
|
(1,844
|
)
|
|
—
|
|
|
||||
|
Net income available for common shareholders, adjusted
|
$
|
47,393
|
|
|
$
|
45,010
|
|
|
$
|
88,376
|
|
|
$
|
88,557
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Weighted average common shares - diluted
|
113,614
|
|
|
75,277
|
|
|
113,650
|
|
|
75,502
|
|
|
||||
|
Earnings per share - diluted
|
$
|
0.42
|
|
|
$
|
0.60
|
|
|
$
|
0.78
|
|
|
$
|
1.17
|
|
|
|
(dollars and units in thousands, except per unit amounts)
|
Three months ended June 30,
|
|
Six months ended June 30,
|
|
||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
||||||||
|
Units Outstanding
|
|
|
|
|
|
|
|
|
||||||||
|
Weighted average common units - basic
|
117,619
|
|
|
79,436
|
|
|
117,589
|
|
|
79,424
|
|
|
||||
|
Effect of dilutive securities
|
211
|
|
|
—
|
|
(1)
|
279
|
|
|
239
|
|
|
||||
|
Weighted average common units - diluted
|
117,830
|
|
|
79,436
|
|
|
117,868
|
|
|
79,663
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
||||||||
|
Calculation of Earnings per Unit - basic
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net Income
|
$
|
50,155
|
|
|
$
|
47,630
|
|
|
$
|
93,571
|
|
|
$
|
93,438
|
|
|
|
Unvested restricted stock (allocation of earnings)
|
(76
|
)
|
|
(134
|
)
|
|
(149
|
)
|
|
(237
|
)
|
|
||||
|
Preferred unit distributions
|
(922
|
)
|
|
—
|
|
|
(1,844
|
)
|
|
—
|
|
|
||||
|
Net income available for common unitholders, adjusted
|
$
|
49,157
|
|
|
$
|
47,496
|
|
|
$
|
91,578
|
|
|
$
|
93,201
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Weighted average common units - basic
|
117,619
|
|
|
79,436
|
|
|
117,589
|
|
|
79,424
|
|
|
||||
|
Earnings per common unit - basic
|
$
|
0.42
|
|
|
$
|
0.60
|
|
|
$
|
0.78
|
|
|
$
|
1.17
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Calculation of Earnings per Unit - diluted
|
|
|
|
|
|
|
|
|
|
|
||||||
|
Net Income
|
$
|
50,155
|
|
|
$
|
47,630
|
|
|
$
|
93,571
|
|
|
$
|
93,438
|
|
|
|
Unvested restricted stock (allocation of earnings)
|
—
|
|
|
(134
|
)
|
(1)
|
—
|
|
|
—
|
|
|
||||
|
Preferred unit distributions
|
(922
|
)
|
|
—
|
|
|
(1,844
|
)
|
|
—
|
|
|
||||
|
Net income available for common unitholders, adjusted
|
$
|
49,233
|
|
|
$
|
47,496
|
|
|
$
|
91,727
|
|
|
$
|
93,438
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
Weighted average common units - diluted
|
117,830
|
|
|
79,436
|
|
|
117,868
|
|
|
79,663
|
|
|
||||
|
Earnings per common unit - diluted
|
$
|
0.42
|
|
|
$
|
0.60
|
|
|
$
|
0.78
|
|
|
$
|
1.17
|
|
|
|
|
Mid-America Apartment Communities, Inc. Shareholders' Equity
|
|
|
|
|
|
|
||||||||||||||||||||||||
|
|
Preferred Stock Amount
|
|
Common
Stock
Amount
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Distributions
in Excess of
Net Income
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Noncontrolling
Interest Operating Partnership
|
|
Noncontrolling Interest - Consolidated Real Estate Entity
|
|
Total
Equity
|
||||||||||||||||
|
EQUITY BALANCE DECEMBER 31, 2016
|
$
|
9
|
|
|
$
|
1,133
|
|
|
$
|
7,109,012
|
|
|
$
|
(707,479
|
)
|
|
$
|
1,144
|
|
|
$
|
235,976
|
|
|
$
|
2,306
|
|
|
$
|
6,642,101
|
|
|
Net income attributable to controlling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
90,220
|
|
|
—
|
|
|
3,351
|
|
|
—
|
|
|
93,571
|
|
||||||||
|
Other comprehensive income - derivative instruments (cash flow hedges)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(409
|
)
|
|
(16
|
)
|
|
—
|
|
|
(425
|
)
|
||||||||
|
Issuance and registration of common shares
|
—
|
|
|
1
|
|
|
15
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
16
|
|
||||||||
|
Issuance and registration of preferred shares
|
—
|
|
|
—
|
|
|
2,007
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,007
|
|
||||||||
|
Shares repurchased and retired
|
—
|
|
|
—
|
|
|
(4,782
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,782
|
)
|
||||||||
|
Exercise of stock options
|
—
|
|
|
—
|
|
|
218
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
218
|
|
||||||||
|
Shares issued in exchange for common units
|
—
|
|
|
—
|
|
|
265
|
|
|
—
|
|
|
—
|
|
|
(265
|
)
|
|
—
|
|
|
—
|
|
||||||||
|
Shares issued in exchange for redeemable stock
|
—
|
|
|
—
|
|
|
1,482
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,482
|
|
||||||||
|
Redeemable stock fair market value adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
(719
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(719
|
)
|
||||||||
|
Adjustment for noncontrolling interest ownership in operating partnership
|
—
|
|
|
—
|
|
|
123
|
|
|
—
|
|
|
—
|
|
|
(123
|
)
|
|
—
|
|
|
—
|
|
||||||||
|
Amortization of unearned compensation
|
—
|
|
|
—
|
|
|
5,739
|
|
|
(114
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,625
|
|
||||||||
|
Dividends on preferred stock
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,844
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,844
|
)
|
||||||||
|
Dividends on common stock ($1.74 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
(197,680
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(197,680
|
)
|
||||||||
|
Dividends on noncontrolling interest units ($1.74 per unit)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,328
|
)
|
|
—
|
|
|
(7,328
|
)
|
||||||||
|
EQUITY BALANCE JUNE 30, 2017
|
$
|
9
|
|
|
$
|
1,134
|
|
|
$
|
7,114,079
|
|
|
$
|
(817,616
|
)
|
|
$
|
735
|
|
|
$
|
231,595
|
|
|
$
|
2,306
|
|
|
$
|
6,532,242
|
|
|
|
|
Mid-America Apartment Communities, Inc. Shareholders' Equity
|
|
|
|
|
|
|
||||||||||||||||||||||||
|
|
|
Preferred Stock Amount
|
|
Common
Stock
Amount
|
|
Additional
Paid-In
Capital
|
|
Accumulated
Distributions
in Excess of
Net Income
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Noncontrolling
Interest Operating Partnership |
|
Noncontrolling Interest - Consolidated Real Estate Entity
|
|
Total
Equity
|
||||||||||||||||
|
EQUITY BALANCE DECEMBER 31, 2015
|
|
$
|
—
|
|
|
$
|
753
|
|
|
$
|
3,627,074
|
|
|
$
|
(634,141
|
)
|
|
$
|
(1,589
|
)
|
|
$
|
165,726
|
|
|
$
|
—
|
|
|
$
|
3,157,823
|
|
|
Net income attributable to controlling interest
|
|
—
|
|
|
—
|
|
|
—
|
|
|
88,557
|
|
|
—
|
|
|
4,881
|
|
|
—
|
|
|
93,438
|
|
||||||||
|
Other comprehensive loss - derivative instruments (cash flow hedges)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,561
|
)
|
|
(141
|
)
|
|
—
|
|
|
(2,702
|
)
|
||||||||
|
Issuance and registration of common shares
|
|
—
|
|
|
1
|
|
|
185
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
186
|
|
||||||||
|
Shares repurchased and retired
|
|
—
|
|
|
—
|
|
|
(1,742
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,742
|
)
|
||||||||
|
Shares issued in exchange for common units
|
|
—
|
|
|
—
|
|
|
158
|
|
|
—
|
|
|
—
|
|
|
(158
|
)
|
|
—
|
|
|
—
|
|
||||||||
|
Shares issued in exchange for redeemable stock
|
|
—
|
|
|
—
|
|
|
123
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
123
|
|
||||||||
|
Redeemable stock fair market value adjustment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,518
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,518
|
)
|
||||||||
|
Adjustment for noncontrolling interest ownership in operating partnership
|
|
—
|
|
|
—
|
|
|
(87
|
)
|
|
—
|
|
|
—
|
|
|
87
|
|
|
—
|
|
|
—
|
|
||||||||
|
Amortization of unearned compensation
|
|
—
|
|
|
—
|
|
|
4,383
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,383
|
|
||||||||
|
Dividends on common stock ($1.64 per share)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(123,852
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(123,852
|
)
|
||||||||
|
Dividends on noncontrolling interest units ($1.64 per unit)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,820
|
)
|
|
—
|
|
|
(6,820
|
)
|
||||||||
|
EQUITY BALANCE JUNE 30, 2016
|
|
$
|
—
|
|
|
$
|
754
|
|
|
$
|
3,630,094
|
|
|
$
|
(670,954
|
)
|
|
$
|
(4,150
|
)
|
|
$
|
163,575
|
|
|
$
|
—
|
|
|
$
|
3,119,319
|
|
|
|
Mid-America Apartments, L.P. Unitholders' Capital
|
|
|
|
|
||||||||||||||||||
|
|
Limited Partner
|
|
General Partner
|
|
Preferred Units
|
|
Accumulated
Other Comprehensive Income (Loss) |
|
Noncontrolling Interest - Consolidated Real Estate Entity
|
|
Total Partnership Capital
|
||||||||||||
|
CAPITAL BALANCE DECEMBER 31, 2016
|
$
|
235,976
|
|
|
$
|
6,337,721
|
|
|
$
|
64,833
|
|
|
$
|
1,246
|
|
|
$
|
2,306
|
|
|
$
|
6,642,082
|
|
|
Net income attributable to controlling interest
|
3,351
|
|
|
88,376
|
|
|
1,844
|
|
|
—
|
|
|
—
|
|
|
93,571
|
|
||||||
|
Other comprehensive income - derivative instruments (cash flow hedges)
|
—
|
|
|
—
|
|
|
—
|
|
|
(425
|
)
|
|
—
|
|
|
(425
|
)
|
||||||
|
Issuance of units
|
—
|
|
|
16
|
|
|
2,007
|
|
|
—
|
|
|
—
|
|
|
2,023
|
|
||||||
|
Units repurchased and retired
|
—
|
|
|
(4,782
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,782
|
)
|
||||||
|
Exercise of unit options
|
—
|
|
|
218
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
218
|
|
||||||
|
General partner units issued in exchange for limited partner units
|
(265
|
)
|
|
265
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
|
Units issued in exchange for redeemable units
|
—
|
|
|
1,482
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,482
|
|
||||||
|
Redeemable units fair market value adjustment
|
—
|
|
|
(719
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(719
|
)
|
||||||
|
Adjustment for limited partners' capital at redemption value
|
(139
|
)
|
|
139
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
|
Amortization of unearned compensation
|
—
|
|
|
5,625
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,625
|
|
||||||
|
Distributions to preferred unitholders
|
—
|
|
|
—
|
|
|
(1,844
|
)
|
|
—
|
|
|
—
|
|
|
(1,844
|
)
|
||||||
|
Distributions ($1.74 per unit)
|
(7,328
|
)
|
|
(197,680
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(205,008
|
)
|
||||||
|
CAPITAL BALANCE JUNE 30, 2017
|
$
|
231,595
|
|
|
$
|
6,230,661
|
|
|
$
|
66,840
|
|
|
$
|
821
|
|
|
$
|
2,306
|
|
|
$
|
6,532,223
|
|
|
|
Mid-America Apartments, L.P. Unitholders' Capital
|
|
|
|
|
||||||||||||||||||
|
|
Limited Partner
|
|
General Partner
|
|
Preferred Units
|
|
Accumulated
Other Comprehensive Income (Loss) |
|
Noncontrolling Interest - Consolidated Real Estate Entity
|
|
Total Partnership Capital
|
||||||||||||
|
CAPITAL BALANCE DECEMBER 31, 2015
|
$
|
165,726
|
|
|
$
|
2,993,696
|
|
|
$
|
—
|
|
|
$
|
(1,618
|
)
|
|
$
|
—
|
|
|
$
|
3,157,804
|
|
|
Net income attributable to controlling interest
|
4,881
|
|
|
88,557
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
93,438
|
|
||||||
|
Other comprehensive loss - derivative instruments (cash flow hedges)
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,702
|
)
|
|
—
|
|
|
(2,702
|
)
|
||||||
|
Issuance of units
|
—
|
|
|
186
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
186
|
|
||||||
|
Units repurchased and retired
|
—
|
|
|
(1,742
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,742
|
)
|
||||||
|
General partner units issued in exchange for limited partner units
|
(158
|
)
|
|
158
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
|
Units issued in exchange for redeemable units
|
—
|
|
|
123
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
123
|
|
||||||
|
Redeemable units fair market value adjustment
|
—
|
|
|
(1,518
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,518
|
)
|
||||||
|
Adjustment for limited partners' capital at redemption value
|
(54
|
)
|
|
54
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
|
Amortization of unearned compensation
|
—
|
|
|
4,383
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,383
|
|
||||||
|
Distributions ($1.64 per unit)
|
(6,820
|
)
|
|
(123,852
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(130,672
|
)
|
||||||
|
CAPITAL BALANCE JUNE 30, 2016
|
$
|
163,575
|
|
|
$
|
2,960,045
|
|
|
$
|
—
|
|
|
$
|
(4,320
|
)
|
|
$
|
—
|
|
|
$
|
3,119,300
|
|
|
•
|
$160.0 million
of the Fannie Mae Facility, of which
$160.0 million
has been borrowed as of
June 30, 2017
; and
|
|
•
|
$310.0 million
of the privately placed senior unsecured notes, all of which has been borrowed as of
June 30, 2017
.
|
|
|
Borrowed
Balance
|
|
Effective
Rate
|
|
Average Contract
Maturity
|
|||
|
Fixed Rate Secured Debt
|
|
|
|
|
|
|||
|
Individual property mortgages
|
$
|
950,145
|
|
|
4.0
|
%
|
|
9/2/2019
|
|
Total fixed rate secured debt
|
$
|
950,145
|
|
|
4.0
|
%
|
|
9/2/2019
|
|
|
|
|
|
|
|
|||
|
Variable Rate Secured Debt
(1)
|
|
|
|
|
|
|
|
|
|
Fannie Mae conventional credit facility
|
160,000
|
|
|
1.6
|
%
|
|
6/1/2018
|
|
|
Total variable rate secured debt
|
$
|
160,000
|
|
|
1.6
|
%
|
|
6/1/2018
|
|
|
|
|
|
|
|
|||
|
Fair market value adjustments and debt issuance costs
|
19,851
|
|
|
|
|
|
||
|
Total Secured Debt
|
$
|
1,129,996
|
|
|
3.6
|
%
|
|
6/27/2019
|
|
|
|
|
|
|
|
|||
|
Unsecured Debt
|
|
|
|
|
|
|
|
|
|
Variable rate revolving credit facility
|
160,000
|
|
|
2.1
|
%
|
|
4/15/2020
|
|
|
Variable rate term loan
|
300,000
|
|
|
2.0
|
%
|
|
8/29/2020
|
|
|
Term loans fixed with swaps
|
550,000
|
|
|
3.1
|
%
|
|
4/17/2018
|
|
|
Fixed rate bonds
|
2,460,000
|
|
|
4.0
|
%
|
|
5/20/2024
|
|
|
Fair market value adjustments, debt issuance costs and discounts
|
(26,944
|
)
|
|
|
|
|
||
|
Total Unsecured Debt
|
$
|
3,443,056
|
|
|
3.6
|
%
|
|
11/20/2022
|
|
|
|
|
|
|
|
|||
|
Total Outstanding Debt
|
$
|
4,573,052
|
|
|
3.6
|
%
|
|
12/29/2021
|
|
Interest Rate Derivative
|
|
Number of Instruments
|
|
Notional Amount
|
||
|
Interest Rate Caps
|
|
2
|
|
$
|
50,000,000
|
|
|
Interest Rate Swaps
|
|
10
|
|
$
|
550,000,000
|
|
|
Derivatives in Cash Flow Hedging Relationships
|
|
Amount of Gain or (Loss)
Recognized in OCI on Derivative (Effective Portion) |
|
Location of Gain or
(Loss) Reclassified from Accumulated OCI into Income (Effective Portion) |
|
Amount of (Loss)
Reclassified from Accumulated OCI into Interest Expense (Effective Portion) |
|
Location of
(Loss) Recognized in Income on Derivative (Ineffective Portion and Amount Excluded from Effectiveness Testing) |
|
Amount of (Loss) Recognized in Interest Expense (Ineffective
Portion and Amount Excluded from Effectiveness Testing) |
||||||||||||||||||
|
Three months ended June 30,
|
|
2017
|
|
2016
|
|
|
|
2017
|
|
2016
|
|
|
|
2017
|
|
2016
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Interest rate contracts
|
|
$
|
(3,863
|
)
|
|
$
|
(1,314
|
)
|
|
Interest Expense
|
|
$
|
(246
|
)
|
|
$
|
(1,131
|
)
|
|
Interest Expense
|
|
$
|
(11
|
)
|
|
$
|
(120
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Six months ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Interest rate contracts
|
|
$
|
(1,343
|
)
|
|
$
|
(5,019
|
)
|
|
Interest Expense
|
|
$
|
(918
|
)
|
|
$
|
(2,317
|
)
|
|
Interest Expense
|
|
$
|
(14
|
)
|
|
$
|
(163
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Derivatives Not Designated as Hedging Instruments
|
|
|
|
|
|
|
|
|
|
|
|
Location of Loss Recognized in Income on Derivative
|
|
Amount of Loss Recognized in Income on Derivative
|
||||||||||||||
|
Three months ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2017
|
|
2016
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Preferred stock embedded derivative
|
|
|
|
|
|
|
|
|
|
|
|
Interest and other non-property income
|
|
$
|
(633
|
)
|
|
$
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Six months ended June 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Preferred stock embedded derivative
|
|
|
|
|
|
|
|
|
|
|
|
Interest and other non-property income
|
|
$
|
1,720
|
|
|
$
|
—
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
Changes in Accumulated Other Comprehensive Income (Loss) by Component
|
||||||||||
|
|
|
Affected Line Item in the Condensed Consolidated Statements Of Operations
|
|
Gains and Losses on Cash Flow Hedges
|
||||||
|
For the six months ended June 30,
|
|
|
2017
|
|
2016
|
|||||
|
Beginning balance
|
|
|
|
$
|
1,144
|
|
|
$
|
(1,589
|
)
|
|
Other comprehensive income (loss) before reclassifications
|
|
|
|
(1,343
|
)
|
|
(5,019
|
)
|
||
|
Amounts reclassified from accumulated other comprehensive income (interest rate contracts)
|
|
Interest expense
|
|
918
|
|
|
2,317
|
|
||
|
Net current-period other comprehensive (loss) income attributable to noncontrolling interests
|
|
|
|
16
|
|
|
141
|
|
||
|
Net current-period other comprehensive income (loss) attributable to MAA
|
|
|
|
(409
|
)
|
|
(2,561
|
)
|
||
|
Ending balance
|
|
|
|
$
|
735
|
|
|
$
|
(4,150
|
)
|
|
|
Balance Sheet Location
|
Quoted Prices in
Active Markets for Identical Assets and Liabilities (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
|
Balance at June 30, 2017
|
||||||||
|
|
|
|
||||||||||||||
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Interest rate derivative contracts
|
Other assets
|
$
|
—
|
|
|
$
|
1,897
|
|
|
$
|
—
|
|
|
$
|
1,897
|
|
|
Preferred Stock embedded derivative
|
Other assets
|
—
|
|
|
14,083
|
|
|
—
|
|
|
14,083
|
|
||||
|
Total
|
|
$
|
—
|
|
|
$
|
15,980
|
|
|
$
|
—
|
|
|
$
|
15,980
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Interest derivative rate contracts
|
Fair market value of interest rate swaps
|
$
|
—
|
|
|
$
|
3,626
|
|
|
$
|
—
|
|
|
$
|
3,626
|
|
|
|
Balance Sheet Location
|
Quoted Prices in
Active Markets for Identical Assets and Liabilities (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
|
Balance at December 31, 2016
|
||||||||
|
|
|
|
||||||||||||||
|
Assets
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Interest rate derivative contracts
|
Other assets
|
$
|
—
|
|
|
$
|
2,364
|
|
|
$
|
—
|
|
|
$
|
2,364
|
|
|
Preferred Stock embedded derivative
|
Other assets
|
—
|
|
|
10,783
|
|
|
—
|
|
|
10,783
|
|
||||
|
Total
|
|
$
|
—
|
|
|
$
|
13,147
|
|
|
$
|
—
|
|
|
$
|
13,147
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Interest derivative rate contracts
|
Fair market value of interest rate swaps
|
$
|
—
|
|
|
$
|
7,562
|
|
|
$
|
—
|
|
|
$
|
7,562
|
|
|
Description
|
|
Outstanding Shares
|
|
Liquidation Preference
(1)
|
|
Optional Redemption Date
|
|
Redemption Price
(2)
|
|
Stated Dividend Yield
|
|
Approximate Dividend Rate
|
|
|
|
|
|
(per share)
|
|
|
|
(per share)
|
|
(per share)
|
|
(per share)
|
|
Series I
|
|
867,846
|
|
$50.00
|
|
10/1/2026
|
|
$50.00
|
|
8.50%
|
|
$4.25
|
|
•
|
Large market same store communities are generally communities in markets with a population of at least
1 million
and at least
1%
of the total public multifamily REIT units that we have owned and have been stabilized for at least a full
12
months.
|
|
•
|
Secondary market same store communities are generally communities in markets with populations of more than
1 million
but less than
1%
of the total public multifamily REIT units or markets with populations of less than
1 million
that we have owned and have been stabilized for at least a full
12
months.
|
|
•
|
Non-same store communities and other includes recent acquisitions, communities in development or lease-up, communities that have been identified for disposition, and communities that have undergone a significant casualty loss. Also included in non-same store communities are non-multifamily activities.
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
Revenues:
|
|
|
|
|
|
|
|
||||||||
|
Large Market Same Store
|
$
|
167,712
|
|
|
$
|
162,487
|
|
|
$
|
333,971
|
|
|
$
|
322,679
|
|
|
Secondary Market Same Store
|
87,231
|
|
|
84,770
|
|
|
173,377
|
|
|
168,863
|
|
||||
|
Non-Same Store and Other
|
127,848
|
|
|
24,979
|
|
|
254,351
|
|
|
49,710
|
|
||||
|
Total operating revenues
|
$
|
382,791
|
|
|
$
|
272,236
|
|
|
$
|
761,699
|
|
|
$
|
541,252
|
|
|
|
|
|
|
|
|
|
|
||||||||
|
NOI:
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Large Market Same Store
|
$
|
104,098
|
|
|
$
|
101,108
|
|
|
$
|
208,845
|
|
|
$
|
200,635
|
|
|
Secondary Market Same Store
|
54,544
|
|
|
52,745
|
|
|
108,781
|
|
|
106,139
|
|
||||
|
Non-Same Store and Other
|
78,180
|
|
|
15,428
|
|
|
156,831
|
|
|
30,642
|
|
||||
|
Total NOI
|
236,822
|
|
|
169,281
|
|
|
474,457
|
|
|
337,416
|
|
||||
|
Depreciation and amortization
|
(126,360
|
)
|
|
(75,742
|
)
|
|
(256,357
|
)
|
|
(150,870
|
)
|
||||
|
Acquisition expenses
|
—
|
|
|
(421
|
)
|
|
—
|
|
|
(1,134
|
)
|
||||
|
Property management expenses
|
(10,745
|
)
|
|
(8,310
|
)
|
|
(21,726
|
)
|
|
(17,313
|
)
|
||||
|
General and administrative expenses
|
(9,534
|
)
|
|
(7,014
|
)
|
|
(22,374
|
)
|
|
(13,596
|
)
|
||||
|
Merger related expenses
|
(978
|
)
|
|
—
|
|
|
(3,849
|
)
|
|
—
|
|
||||
|
Integration costs
|
(3,229
|
)
|
|
—
|
|
|
(6,519
|
)
|
|
—
|
|
||||
|
Interest and other non-property income
|
650
|
|
|
62
|
|
|
3,329
|
|
|
94
|
|
||||
|
Interest expense
|
(38,481
|
)
|
|
(32,039
|
)
|
|
(75,065
|
)
|
|
(64,250
|
)
|
||||
|
Gain on debt extinguishment/modification
|
2,217
|
|
|
—
|
|
|
2,340
|
|
|
3
|
|
||||
|
Gain on sale of depreciable real estate assets
|
274
|
|
|
68
|
|
|
201
|
|
|
823
|
|
||||
|
Net casualty (loss) gain after insurance and other settlement proceeds
|
(240
|
)
|
|
1,760
|
|
|
(331
|
)
|
|
813
|
|
||||
|
Income tax expense
|
(618
|
)
|
|
(457
|
)
|
|
(1,269
|
)
|
|
(745
|
)
|
||||
|
Gain on sale of non-depreciable real estate assets
|
48
|
|
|
543
|
|
|
48
|
|
|
2,170
|
|
||||
|
Gain (loss) from real estate joint ventures
|
329
|
|
|
(101
|
)
|
|
686
|
|
|
27
|
|
||||
|
Net income attributable to noncontrolling interests
|
(1,840
|
)
|
|
(2,486
|
)
|
|
(3,351
|
)
|
|
(4,881
|
)
|
||||
|
Preferred Dividends
|
(922
|
)
|
|
—
|
|
|
(1,844
|
)
|
|
—
|
|
||||
|
Net income available for MAA common shareholders
|
$
|
47,393
|
|
|
$
|
45,144
|
|
|
$
|
88,376
|
|
|
$
|
88,557
|
|
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
|
Assets:
|
|
|
|
||||
|
Large Market Same Store
|
$
|
4,060,183
|
|
|
$
|
4,126,885
|
|
|
Secondary Market Same Store
|
1,741,902
|
|
|
1,768,183
|
|
||
|
Non-Same Store and Other
|
5,550,019
|
|
|
5,479,780
|
|
||
|
Corporate assets
|
182,025
|
|
|
229,643
|
|
||
|
Total assets
|
$
|
11,534,129
|
|
|
$
|
11,604,491
|
|
|
Community
|
|
Market
|
|
Units
|
|
Date Acquired
|
|
Charlotte at Midtown
|
|
Nashville, TN
|
|
279
|
|
March 16, 2017
|
|
Community
|
|
Market
|
|
Acres
|
|
Date Sold
|
|
Lakewood Ranch - Outparcel
|
|
Tampa, FL
|
|
12
|
|
April 7, 2017
|
|
Post Alexander - Outparcel
|
|
Atlanta, GA
|
|
1
|
|
June 12, 2017
|
|
Standard
|
Description
|
Date of Adoption
|
Effect on the Financial Statements or Other Significant Matters
|
|
ASU 2014-09,
Revenue from Contracts with Customers
|
This ASU establishes principles for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services as outlined in a five-step model whereby revenue is recognized as performance obligations within a contract are satisfied. Income from lease contracts is specifically excluded from this ASU.
|
This ASU is effective for annual reporting periods beginning after December 15, 2017, as a result of a deferral of the effective date arising from the issuance of ASU 2015-14,
Revenue from Contracts with Customers - Deferral of the Effective Date
. Early adoption is permitted.
|
The amendments may be applied using the full retrospective transition method resulting in adjustments to each prior period presented as of the date of initial application or by using the modified retrospective transition method with a cumulative effect recognized as of the date of initial application. We currently expect to adopt ASU 2014-09 effective January 1, 2018, using the modified retrospective approach. We have identified our revenue streams and are in the process of evaluating the impact on our consolidated financial statements and internal accounting processes; however, the majority of our revenue is derived from real estate lease contracts.
|
|
ASU 2016-02,
Leases
|
This ASU amends existing accounting standards for lease accounting and establishes the principles for lease accounting for both the lessee and lessor. The amendment requires an entity to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months. Recognition, measurement and presentation of expenses will depend on classification as a finance or operating lease. The amendment also requires certain quantitative and qualitative disclosures about leasing arrangements.
|
This ASU is effective for annual reporting periods beginning after December 15, 2018; however, early adoption is permitted.
|
The standard must be adopted using a modified retrospective transition and provides for certain practical expedients. Transition will require application of the new guidance at the beginning of the earliest comparative period presented. We are currently evaluating the impact this standard may have on our consolidated financial statements and related disclosures upon adoption.
|
|
ASU 2016-09,
Improvements to Employee Share-Based Payment Accounting
|
This ASU amends existing accounting standards for certain aspects of share-based payments to employees. The new guidance will require all income tax effects of awards to be recognized in the income statement when the awards vest or are settled. It also will allow an employer to repurchase more of an employee’s shares than it can today for tax withholding purposes without triggering liability accounting and to make a policy election to account for forfeitures as they occur.
|
This ASU is effective for annual reporting periods beginning after December 15, 2016. We adopted this guidance effective January 1, 2017.
|
We adopted this standard effective January 1, 2017, using the modified retrospective transition method, with a cumulative-effect adjustment to retained earnings, and there was no material effect on our consolidated financial position or results of operations taken as a whole.
|
|
Standard
|
Description
|
Date of Adoption
|
Effect on the Financial Statements or Other Significant Matters
|
|
ASU 2016-15,
Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force)
|
This ASU clarifies how several specific cash receipts and cash payments are to be presented and classified on the statement of cash flows, including debt prepayment or debt extinguishment costs, settlement of zero-coupon debt instruments, contingent consideration made after a business combination, distributions received from equity method investees, beneficial interests in securitization transactions, and separately identifiable cash flows and application of predominance principle.
|
This ASU is effective for interim and annual periods beginning after December 15, 2017, and early adoption is permitted.
|
Each amendment in this standard must be applied prospectively, retrospectively, or as of the beginning of the earliest comparative period presented in the year of adoption, depending on the type of amendment. We expect to adopt ASU 2016-15 as of January 1, 2018, and we are currently evaluating the impact this standard may have on our consolidated financial statements upon adoption.
|
|
ASU 2016-18,
Statement of Cash Flows (Topic 230):Restricted Cash (A Consensus of the FASB Emerging Issues Task Force)
|
This ASU requires restricted cash to be presented with cash and cash equivalents when reconciling the beginning and ending amounts in the statements of cash flows.
|
This ASU is effective for interim and annual periods beginning after December 15, 2017, and early adoption is permitted.
|
The update should be applied retrospectively to each period presented. We expect to adopt ASU 2016-18 as of January 1, 2018. We currently report the change in restricted cash within the operating and investing activities in our consolidated statement of cash flows. Upon adoption in Q1 2018, cash and cash equivalents reported in our consolidated statements of cash flows for the six months ended June 30, 2017 will increase by approximately $27.9 million to reflect the restricted cash balances. Additionally, net cash used in investing activities will decrease by $58.3 million for the six months ended June 30, 2017.
|
|
ASU 2017-01,
Clarifying the Definition of a Business (Topic 805)
|
This ASU clarifies the definition of a business and provides further guidance for evaluating whether a transaction will be accounted for as an acquisition of an asset or a business.
|
This ASU is effective for interim and annual periods beginning after December 15, 2017. We early adopted this standard effective January 1, 2017.
|
We adopted this standard as of January 1, 2017 and the adoption did not require any additional disclosures. We believe most of our future acquisitions of operating properties will qualify as asset acquisitions and most future transaction costs associated with these acquisitions will be capitalized. Through the second quarter of 2017, acquisition costs totaling $0.6 million related to our acquisition of Charlotte at Midtown were capitalized and allocated to the assets acquired based on the relative fair market value of those underlying assets.
|
|
Community
|
|
Market
|
|
Units
|
|
Closing Date
|
|
Operating Segment
|
|
Paddock Club Lakeland
|
|
Lakeland, FL
|
|
464
|
|
July 13, 2017
|
|
Non-same store and other
|
|
Paddock Club Montgomery
|
|
Montgomery, AL
|
|
208
|
|
July 20, 2017
|
|
Non-same store and other
|
|
Northwood Place
|
|
Arlington, TX
|
|
270
|
|
July 20, 2017
|
|
Non-same store and other
|
|
•
|
inability to generate sufficient cash flows due to market conditions, changes in supply and/or demand, competition, uninsured losses, changes in tax and housing laws, or other factors;
|
|
•
|
exposure, as a multifamily-focused REIT, to risks inherent in investments in a single industry and sector;
|
|
•
|
adverse changes in real estate markets, including, but not limited to, the extent of future demand for multifamily units in our significant markets, barriers of entry into new markets, which we may seek to enter in the future, limitations on our ability to increase rental rates, competition, our ability to identify and consummate attractive acquisitions or development projects on favorable terms, our ability to consummate any planned dispositions in a timely manner on acceptable terms, and our ability to reinvest sale proceeds in a manner that generates favorable returns;
|
|
•
|
failure of new acquisitions to achieve anticipated results or be efficiently integrated;
|
|
•
|
failure of development communities to be completed, if at all, within budget and on a timely basis or to lease-up as anticipated;
|
|
•
|
unexpected capital needs;
|
|
•
|
changes in operating costs, including real estate taxes, utilities and insurance costs;
|
|
•
|
losses from catastrophes in excess of our insurance coverage;
|
|
•
|
ability to obtain financing at favorable rates, if at all, and refinance existing debt as it matures;
|
|
•
|
level and volatility of interest or capitalization rates or capital market conditions;
|
|
•
|
loss of hedge accounting treatment for interest rate swaps or interest rate caps;
|
|
•
|
the continuation of the good credit of our interest rate swap and cap providers;
|
|
•
|
price volatility, dislocations and liquidity disruptions in the financial markets and the resulting impact on financing;
|
|
•
|
the effect of any rating agency actions on the cost and availability of new debt financing;
|
|
•
|
significant decline in market value of real estate serving as collateral for mortgage obligations;
|
|
•
|
significant change in the mortgage financing market that would cause single-family housing, either as an owned or rental product, to become a more significant competitive product;
|
|
•
|
our ability to continue to satisfy complex rules in order to maintain our status as a REIT for federal income tax purposes, the ability of the Operating Partnership to satisfy the rules to maintain its status as a partnership for federal income tax purposes, the ability of our taxable REIT subsidiaries to maintain their status as such for federal income tax purposes, and our ability and the ability of our subsidiaries to operate effectively within the limitations imposed by these rules;
|
|
•
|
inability to attract and retain qualified personnel;
|
|
•
|
cyber liability or potential liability for breaches of our privacy or information security systems;
|
|
•
|
potential liability for environmental contamination;
|
|
•
|
adverse legislative or regulatory tax changes;
|
|
•
|
litigation and compliance costs associated with laws requiring access for disabled persons;
|
|
•
|
risks associated with the Merger, including the integration of MAA's and Post Properties' businesses and achieving expected revenue synergies and/or cost savings as a result of the Merger;
|
|
•
|
risks associated with unexpected costs or unexpected liabilities that may arise from the Merger; and
|
|
•
|
other risks identified in this Report and, from time to time, in other reports we file with the SEC or in other documents that we publicly disseminate.
|
|
|
June 30, 2017
|
|
June 30, 2016
|
|
Properties
(1)
|
305
|
|
256
|
|
Units
(1)
|
100,237
|
|
80,300
|
|
Development units
|
1,766
|
|
628
|
|
Average effective rent per unit for the three months ended June 30, 2017 or 2016, as applicable, excluding lease-up and development
|
$1,166
|
|
$1,031
|
|
Physical occupancy, excluding lease-up and development
|
96.5%
|
|
96.6%
|
|
|
Three months ended June 30,
|
|
|
|
|
|||||||||
|
|
2017
|
|
2016
|
|
Increase
|
|
Percentage Increase
|
|||||||
|
Large Market Same Store
|
$
|
167,712
|
|
|
$
|
162,487
|
|
|
$
|
5,225
|
|
|
3.2
|
%
|
|
Secondary Market Same Store
|
87,231
|
|
|
84,770
|
|
|
2,461
|
|
|
2.9
|
%
|
|||
|
Same Store Portfolio
|
254,943
|
|
|
247,257
|
|
|
7,686
|
|
|
3.1
|
%
|
|||
|
Non-Same Store and Other
|
127,848
|
|
|
24,979
|
|
|
102,869
|
|
|
411.8
|
%
|
|||
|
Total
|
$
|
382,791
|
|
|
$
|
272,236
|
|
|
$
|
110,555
|
|
|
40.6
|
%
|
|
|
Three months ended June 30,
|
|
|
|
|
|||||||||
|
|
2017
|
|
2016
|
|
Increase
|
|
Percentage Increase
|
|||||||
|
Large Market Same Store
|
$
|
63,614
|
|
|
$
|
61,379
|
|
|
$
|
2,235
|
|
|
3.6
|
%
|
|
Secondary Market Same Store
|
32,687
|
|
|
32,025
|
|
|
662
|
|
|
2.1
|
%
|
|||
|
Same Store Portfolio
|
96,301
|
|
|
93,404
|
|
|
2,897
|
|
|
3.1
|
%
|
|||
|
Non-Same Store and Other
|
49,668
|
|
|
9,551
|
|
|
40,117
|
|
|
420.0
|
%
|
|||
|
Total
|
$
|
145,969
|
|
|
$
|
102,955
|
|
|
$
|
43,014
|
|
|
41.8
|
%
|
|
|
Six months ended June 30,
|
|
|
|
|
|||||||||
|
|
2017
|
|
2016
|
|
Increase
|
|
Percentage Increase
|
|||||||
|
Large Market Same Store
|
$
|
333,971
|
|
|
$
|
322,679
|
|
|
$
|
11,292
|
|
|
3.5
|
%
|
|
Secondary Market Same Store
|
173,377
|
|
|
168,863
|
|
|
4,514
|
|
|
2.7
|
%
|
|||
|
Same Store Portfolio
|
507,348
|
|
|
491,542
|
|
|
15,806
|
|
|
3.2
|
%
|
|||
|
Non-Same Store and Other
|
254,351
|
|
|
49,710
|
|
|
204,641
|
|
|
411.7
|
%
|
|||
|
Total
|
$
|
761,699
|
|
|
$
|
541,252
|
|
|
$
|
220,447
|
|
|
40.7
|
%
|
|
|
Six months ended June 30,
|
|
|
|
|
|||||||||
|
|
2017
|
|
2016
|
|
Increase
|
|
Percentage Increase
|
|||||||
|
Large Market Same Store
|
$
|
125,126
|
|
|
$
|
122,044
|
|
|
$
|
3,082
|
|
|
2.5
|
%
|
|
Secondary Market Same Store
|
64,596
|
|
|
62,724
|
|
|
1,872
|
|
|
3.0
|
%
|
|||
|
Same Store Portfolio
|
189,722
|
|
|
184,768
|
|
|
4,954
|
|
|
2.7
|
%
|
|||
|
Non-Same Store and Other
|
97,520
|
|
|
19,068
|
|
|
78,452
|
|
|
411.4
|
%
|
|||
|
Total
|
$
|
287,242
|
|
|
$
|
203,836
|
|
|
$
|
83,406
|
|
|
40.9
|
%
|
|
|
Three months ended June 30,
|
|
Six months ended June 30,
|
||||||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
|
Net income available for MAA common shareholders
|
$
|
47,393
|
|
|
$
|
45,144
|
|
|
$
|
88,376
|
|
|
$
|
88,557
|
|
|
Depreciation and amortization of real estate assets
|
125,344
|
|
|
74,901
|
|
|
254,312
|
|
|
149,223
|
|
||||
|
Gain on sale of depreciable real estate assets
|
(274
|
)
|
|
(68
|
)
|
|
(201
|
)
|
|
(823
|
)
|
||||
|
Loss on disposition within unconsolidated entities
|
—
|
|
|
98
|
|
|
—
|
|
|
98
|
|
||||
|
Depreciation and amortization of real estate assets of real estate joint ventures
|
150
|
|
|
5
|
|
|
302
|
|
|
11
|
|
||||
|
Net income attributable to noncontrolling interests
|
1,840
|
|
|
2,486
|
|
|
3,351
|
|
|
4,881
|
|
||||
|
Funds from operations attributable to the Company
|
$
|
174,453
|
|
|
$
|
122,566
|
|
|
$
|
346,140
|
|
|
$
|
241,947
|
|
|
|
Primary drivers of cash (outflow)/inflow during the six months ended June 30,
|
|
|
|
|
|||||||||
|
|
2017
|
|
2016
|
|
Increase(Decrease)/ in Net Cash
|
|
Percentage Increase/(Decrease) in Net Cash
|
|||||||
|
Purchases of real estate and other assets
|
$
|
(62,817
|
)
|
|
$
|
(130,597
|
)
|
|
$
|
67,780
|
|
|
51.9
|
%
|
|
Proceeds from disposition of real estate assets
|
$
|
1,551
|
|
|
$
|
38,001
|
|
|
$
|
(36,450
|
)
|
|
(95.9
|
)%
|
|
Return of escrow for future acquisitions
|
$
|
58,259
|
|
|
$
|
—
|
|
|
$
|
58,259
|
|
|
100.0
|
%
|
|
Development
|
$
|
(109,720
|
)
|
|
$
|
(29,156
|
)
|
|
$
|
(80,564
|
)
|
|
(276.3
|
)%
|
|
|
Primary drivers of cash (outflow)/inflow during the six months ended June 30,
|
|
|
|
|
|||||||||
|
|
2017
|
|
2016
|
|
(Decrease)/Increase in Net Cash
|
|
Percentage (Decrease)/Increase in Net Cash
|
|||||||
|
Net change in credit lines
|
$
|
(330,000
|
)
|
|
$
|
105,000
|
|
|
$
|
(435,000
|
)
|
|
(414.3
|
)%
|
|
Proceeds from notes payable
|
$
|
597,480
|
|
|
$
|
—
|
|
|
$
|
597,480
|
|
|
100.0
|
%
|
|
Principal payments on notes payable
|
$
|
(178,164
|
)
|
|
$
|
(37,261
|
)
|
|
$
|
(140,903
|
)
|
|
(378.2
|
)%
|
|
Payment of deferred financing costs
|
$
|
(5,257
|
)
|
|
$
|
(141
|
)
|
|
$
|
(5,116
|
)
|
|
(3,628.4
|
)%
|
|
Dividends paid on common shares
|
$
|
(197,602
|
)
|
|
$
|
(123,774
|
)
|
|
$
|
(73,828
|
)
|
|
(59.6
|
)%
|
|
|
Principal
Balance
|
|
Average
Years to
Rate
Maturity
|
|
Effective
Rate
|
||||
|
SECURED DEBT
|
|
|
|
|
|
|
|
|
|
|
Conventional - Fixed Rate or Swapped
|
$
|
950,145
|
|
|
2.2
|
|
|
4.0
|
%
|
|
Conventional - Variable Rate - Capped
(1)
|
50,000
|
|
|
0.8
|
|
|
1.6
|
%
|
|
|
Total Fixed or Hedged Rate Maturity
|
$
|
1,000,145
|
|
|
2.1
|
|
|
3.8
|
%
|
|
Conventional - Variable Rate
|
110,000
|
|
|
0.1
|
|
|
1.6
|
%
|
|
|
Fair Market Value Adjustments and Debt Issuance Costs
|
19,851
|
|
|
|
|
|
|
||
|
Total Secured Indebtedness
|
$
|
1,129,996
|
|
|
1.9
|
|
|
3.6
|
%
|
|
UNSECURED DEBT
|
|
|
|
|
|
|
|||
|
Fixed Rate or Swapped
|
$
|
3,010,000
|
|
|
5.0
|
|
|
3.8
|
%
|
|
Variable Rate
|
460,000
|
|
|
0.1
|
|
|
2.0
|
%
|
|
|
Fair Market Value Adjustments, Debt Issuance Costs and Discounts
|
(26,944
|
)
|
|
|
|
|
|
||
|
Total Unsecured Indebtedness
|
$
|
3,443,056
|
|
|
4.9
|
|
|
3.6
|
%
|
|
TOTAL DEBT RATE MATURITY
|
$
|
4,573,052
|
|
|
4.2
|
|
|
3.6
|
%
|
|
TOTAL FIXED OR HEDGED DEBT RATE MATURITY
|
$
|
4,003,886
|
|
|
4.8
|
|
|
3.8
|
%
|
|
(1)
|
The effective rate represents the average rate on the underlying variable debt unless the cap rates are reached, which average 4.5% of LIBOR for conventional caps.
|
|
|
Amount Borrowed
|
|
|
|
|
|
|
||||||||||||
|
|
Credit Facilities
|
|
|
|
|
|
|
||||||||||||
|
|
Key Bank Unsecured
|
|
Public Bonds
|
|
Other Unsecured
|
|
Secured
|
|
Total
|
||||||||||
|
2017
|
$
|
—
|
|
|
$
|
151,002
|
|
|
$
|
17,991
|
|
|
$
|
94,072
|
|
|
$
|
263,065
|
|
|
2018
|
—
|
|
|
—
|
|
|
300,468
|
|
|
167,659
|
|
|
468,127
|
|
|||||
|
2019
|
—
|
|
|
—
|
|
|
19,958
|
|
|
566,643
|
|
|
586,601
|
|
|||||
|
2020
|
160,000
|
|
|
—
|
|
|
149,721
|
|
|
164,958
|
|
|
474,679
|
|
|||||
|
2021
|
—
|
|
|
—
|
|
|
221,989
|
|
|
125,611
|
|
|
347,600
|
|
|||||
|
Thereafter
|
—
|
|
|
1,974,136
|
|
|
447,791
|
|
|
11,053
|
|
|
2,432,980
|
|
|||||
|
Total
|
$
|
160,000
|
|
|
$
|
2,125,138
|
|
|
$
|
1,157,918
|
|
|
$
|
1,129,996
|
|
|
$
|
4,573,052
|
|
|
|
|
Fixed Rate Debt
|
|
Interest Rate Swaps
|
|
Total Fixed Rate Balances
|
|
Contract Rate
|
|
Interest Rate Caps
|
|
Total Fixed or Hedged
|
|
|||||||||||
|
|
|
|
|
|
|
|
|
|||||||||||||||||
|
2017
|
|
$
|
183,066
|
|
|
$
|
—
|
|
|
$
|
183,066
|
|
|
4.6
|
%
|
|
$
|
25,000
|
|
|
$
|
208,066
|
|
|
|
2018
|
|
137,609
|
|
|
250,518
|
|
|
388,127
|
|
|
3.7
|
%
|
|
25,000
|
|
|
413,127
|
|
|
|||||
|
2019
|
|
586,602
|
|
|
—
|
|
|
586,602
|
|
|
5.9
|
%
|
|
—
|
|
|
586,602
|
|
|
|||||
|
2020
|
|
164,958
|
|
|
299,046
|
|
|
464,004
|
|
|
3.7
|
%
|
|
—
|
|
|
464,004
|
|
|
|||||
|
2021
|
|
198,155
|
|
|
—
|
|
|
198,155
|
|
|
5.2
|
%
|
|
—
|
|
|
198,155
|
|
|
|||||
|
Thereafter
|
|
2,133,932
|
|
|
—
|
|
|
2,133,932
|
|
|
3.8
|
%
|
|
—
|
|
|
2,133,932
|
|
|
|||||
|
Total
|
|
$
|
3,404,322
|
|
|
$
|
549,564
|
|
|
$
|
3,953,886
|
|
|
4.2
|
%
|
|
$
|
50,000
|
|
|
$
|
4,003,886
|
|
|
|
Contractual
Obligations
(1)
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
||||||||||||||
|
Long-Term Debt Obligations
(2)
|
|
$
|
267,693
|
|
|
$
|
476,626
|
|
|
$
|
570,127
|
|
|
$
|
468,284
|
|
|
$
|
342,903
|
|
|
$
|
2,454,512
|
|
|
$
|
4,580,145
|
|
|
Fixed Rate or
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
Swapped Interest
(3)
|
|
87,701
|
|
|
142,704
|
|
|
109,231
|
|
|
97,804
|
|
|
89,454
|
|
|
270,524
|
|
|
797,418
|
|
|||||||
|
Purchase Obligations
(4)
|
|
1,122
|
|
|
542
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,664
|
|
|||||||
|
Operating Lease Obligations
(5)
|
|
585
|
|
|
839
|
|
|
689
|
|
|
708
|
|
|
718
|
|
|
63,521
|
|
|
67,060
|
|
|||||||
|
Total
|
|
$
|
357,101
|
|
|
$
|
620,711
|
|
|
$
|
680,047
|
|
|
$
|
566,796
|
|
|
$
|
433,075
|
|
|
$
|
2,788,557
|
|
|
$
|
5,446,287
|
|
|
Period
|
Total Number
of Shares (or Units)
Purchased |
|
Average
Price Paid
per Share (or Unit)
|
|
Total
Number of
Shares (or Units)Purchased
as Part of Publicly Announced Plans
or Programs
|
|
Maximum
Number of
Shares (or Units)That
May Yet be
Purchased Under
the Plans or
Programs
(1)
|
||||
|
April 1, 2017 - April 30, 2017
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
4,000,000
|
|
May 1, 2017 - May 31, 2017
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
4,000,000
|
|
June 1, 2017 - June 30, 2017
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
4,000,000
|
|
|
|
|
|
|
|
|
|
||||
|
Total
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
4,000,000
|
|
(1)
|
This reflects the number of shares of MAA's common stock that were available for purchase under the 4,000,000 share repurchase program authorized by MAA's Board of Directors in December 2015.
|
|
(a)
|
The following exhibits are filed as part of this Report.
|
|
Exhibit
Number
|
|
Exhibit Description
|
|
1.1
|
|
Underwriting Agreement, dated May 2, 2017, by and among Mid-America Apartments, L.P., Wells Fargo Securities, LLC, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Jefferies LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters listed on Schedule 1 thereto (filed as Exhibit 1.1 to the Registrant's Current Report on Form 8-K filed on May 3, 2017 and incorporated herein by reference).
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|
2.1
|
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Agreement and Plan of Merger dated August 15, 2016, by and among Mid-America Apartment Communities, Inc., Mid-America Apartments, L.P., Post Properties, Inc., Post GP Holdings, Inc. and Post Apartment Homes, L.P.,(filed as Exhibit 2.1 to the Registrant's Current Report on Form 8-K filed on August 15, 2016 and incorporated herein by reference).
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|
4.1
|
|
Indenture, dated May 9, 2017, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (filed as Exhibit 4.1 to the Registrant's Current Report on Form 8-K on May 9, 2017 and incorporated herein by reference).
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|
4.2
|
|
First Supplemental Indenture, dated May 9, 2017, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (filed as Exhibit 4.2 to the Registrant's Current Report on Form 8-K on May 9, 2017 and incorporated herein by reference).
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11.1
|
|
Statement re Computation of Per Share Earnings (included within this Quarterly Report on Form 10-Q)
|
|
12.1
|
|
Statements re Computation of Consolidated Ratio of Earnings to Fixed charges for MAA
|
|
12.2
|
|
Statements re Computation of Consolidated Ratio of Earnings to Fixed charges for MAALP
|
|
31.1
|
|
Certification of Chief Executive Officer of MAA Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
31.2
|
|
Certification of Chief Financial Officer of MAA Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
31.3
|
|
Certification of Chief Executive Officer of MAA, in its capacity as general partner of MAALP, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
31.4
|
|
Certification of Chief Financial Officer of MAA, in its capacity as general partner of MAALP, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
32.1
|
|
Certification of Chief Executive Officer of MAA Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished herewith
|
|
32.2
|
|
Certification of Chief Financial Officer of MAA Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished herewith
|
|
32.3
|
|
Certification of Chief Executive Officer of MAA, in its capacity as general partner of MAALP, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished herewith
|
|
32.4
|
|
Certification of Chief Financial Officer of MAA, in its capacity as general partner of MAALP, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished herewith
|
|
101
|
|
The following financial information from Mid-America Apartment Communities, Inc.’s (MAA) and Mid-America Apartments, L.P.'s (MAALP) Report for the period ended June 30, 2017, filed with the SEC on July 27, 2017, formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Balance Sheets as of June 30, 2017 (Unaudited) and December 31, 2016 (Unaudited); (ii) the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited); (iii) the Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited); (iv) the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited); and (v) Notes to Condensed Consolidated Financial Statements (Unaudited).
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|
|
MID-AMERICA APARTMENT COMMUNITIES, INC.
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|
|
|
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|
Date:
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July 27, 2017
|
/s/Albert M. Campbell, III
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|
|
|
Albert M. Campbell, III
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
(Principal Financial and Accounting Officer)
|
|
|
|
MID-AMERICA APARTMENTS, L.P.
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|
|
By:
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Mid-America Apartment Communities, Inc., its general partner
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|
|
|
|
|
Date:
|
July 27, 2017
|
/s/Albert M. Campbell, III
|
|
|
|
Albert M. Campbell, III
|
|
|
|
Executive Vice President and Chief Financial Officer
|
|
|
|
(Principal Financial and Accounting Officer)
|
|
Exhibit
Number
|
|
Exhibit Description
|
|
1.1
|
|
Underwriting Agreement, dated May 2, 2017, by and among Mid-America Apartments, L.P., Wells Fargo Securities, LLC, Citigroup Global Markets Inc., J.P. Morgan Securities LLC, Jefferies LLC and U.S. Bancorp Investments, Inc., as representatives of the several underwriters listed on Schedule 1 thereto (filed as Exhibit 1.1 to the Registrant's Current Report on Form 8-K filed on May 3, 2017 and incorporated herein by reference).
|
|
2.1
|
|
Agreement and Plan of Merger dated August 15, 2016, by and among Mid-America Apartment Communities, Inc., Mid-America Apartments, L.P., Post Properties, Inc., Post GP Holdings, Inc. and Post Apartment Homes, L.P.,(filed as Exhibit 2.1 to the Registrant's Current Report on Form 8-K filed on August 15, 2016 and incorporated herein by reference).
|
|
4.1
|
|
Indenture, dated May 9, 2017, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (filed as Exhibit 4.1 to the Registrant's Current Report on Form 8-K on May 9, 2017 and incorporated herein by reference).
|
|
4.2
|
|
First Supplemental Indenture, dated May 9, 2017, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (filed as Exhibit 4.2 to the Registrant's Current Report on Form 8-K on May 9, 2017 and incorporated herein by reference).
|
|
11.1
|
|
Statement re Computation of Per Share Earnings (included within this Quarterly Report on Form 10-Q)
|
|
12.1
|
|
Statements re Computation of Consolidated Ratio of Earnings to Fixed charges for MAA
|
|
12.2
|
|
Statements re Computation of Consolidated Ratio of Earnings to Fixed charges for MAALP
|
|
31.1
|
|
Certification of Chief Executive Officer of MAA Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
31.2
|
|
Certification of Chief Financial Officer of MAA Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
31.3
|
|
Certification of Chief Executive Officer of MAA, in its capacity as general partner of MAALP, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
31.4
|
|
Certification of Chief Financial Officer of MAA, in its capacity as general partner of MAALP, Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
|
|
32.1
|
|
Certification of Chief Executive Officer of MAA Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished herewith
|
|
32.2
|
|
Certification of Chief Financial Officer of MAA Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished herewith
|
|
32.3
|
|
Certification of Chief Executive Officer of MAA, in its capacity as general partner of MAALP, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished herewith
|
|
32.4
|
|
Certification of Chief Financial Officer of MAA, in its capacity as general partner of MAALP, Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, furnished herewith
|
|
101
|
|
The following financial information from Mid-America Apartment Communities, Inc.’s (MAA) and Mid-America Apartments, L.P.'s (MAALP) Report for the period ended June 30, 2017, filed with the SEC on July 27, 2017, formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Balance Sheets as of June 30, 2017 (Unaudited) and December 31, 2016 (Unaudited); (ii) the Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited); (iii) the Condensed Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited); (iv) the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2017 (Unaudited) and 2016 (Unaudited); and (v) Notes to Condensed Consolidated Financial Statements (Unaudited).
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|