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EX-99.3 - EXHIBIT 99.3 - American Homes 4 Rentamh093020168kexhibit993.htm
EX-99.1 - EXHIBIT 99.1 - American Homes 4 Rentamh093020168kexhibit991.htm
8-K - 8-K - American Homes 4 Rentamh093020168k.htm

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News Release                                            
 
Date: November 3, 2016
 
American Homes 4 Rent Reports Third Quarter 2016 Financial and Operating Results
AGOURA HILLS, California—American Homes 4 Rent (NYSE: AMH) (the “Company”), a leading provider of high quality single-family homes for rent, today announced its financial and operating results for the quarter ended September 30, 2016.
Highlights
Total revenues increased 36.8% to $236.1 million for the third quarter of 2016 from $172.6 million for the third quarter of 2015.
Net loss attributable to common shareholders was $21.2 million, or $0.09 per basic and diluted share, for the third quarter of 2016, compared to a net loss attributable to common shareholders of $28.6 million, or $0.14 per basic and diluted share, for the third quarter of 2015.
Core Funds from Operations attributable to common share and unit holders for the third quarter of 2016 was $69.1 million, or $0.24 per FFO share and unit, compared to $49.3 million, or $0.19 per FFO share and unit, for the same period in 2015, which represents a 26.6% increase on a per share and unit basis.
Adjusted Funds from Operations attributable to common share and unit holders for the third quarter of 2016 was $56.6 million, or $0.19 per FFO share and unit, compared to $38.5 million, or $0.15 per FFO share and unit, for the same period in 2015, which represents a 32.6% increase on a per share and unit basis.
Increased Core Net Operating Income ("Core NOI") margin on Same-Home properties to 61.0% for the third quarter of 2016, compared to 58.0% for the same period in 2015.
Core NOI after capital expenditures from Same-Home properties increased 12.3% and 12.4% year over year for the three and nine months ended September 30, 2016, respectively.
Maintained solid leasing performance with total and Same-Home portfolio leasing percentages of 95.4% and 95.9%, respectively, as of September 30, 2016.
Achieved strong rental rate growth with 5.0% and 3.4% rental rate increases on new and renewal leases, respectively, during the quarter ended September 30, 2016.
In August 2016, the Company entered into a $1.0 billion credit agreement, which replaced the Company's existing $800.0 million senior secured revolving credit facility and was used to pay off the $342.1 million ARP 2014-SFR1 asset-backed securitization in September 2016 (see additional details under Capital Activities and Balance Sheet).
“I am extremely pleased with our continued operational progress, which produced a 26.6% increase in our Core FFO per share and a 32.6% increase in our AFFO per share during the third quarter” stated David Singelyn, American Homes 4 Rent’s Chief Executive Officer. “Additionally, our strong balance sheet, including a new $1 billion credit facility executed in the third quarter, provides us with the capacity to accelerate our acquisition activities. We are well positioned to generate strong results in 2017 and beyond through outsized rental rate growth and continued expenditure controls, including our maintenance initiatives.”
Third Quarter 2016 Financial Results
Total revenues increased 36.8% to $236.1 million for the third quarter of 2016 from $172.6 million for the third quarter of 2015. Revenue growth was primarily driven by continued strong leasing activity, as our total leased portfolio grew to 44,746 homes as of September 30, 2016, which includes 7,249 homes acquired from American Residential Properties ("ARPI"), compared to 35,617 homes as of September 30, 2015.

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Net loss attributable to common shareholders was $21.2 million, or $0.09 per basic and diluted share, for the third quarter of 2016, compared to a net loss attributable to common shareholders of $28.6 million, or $0.14 per basic and diluted share, for the third quarter of 2015. This improvement was primarily attributable to higher revenues and a net gain on the sale of single-family properties, partially offset by increases in property operating and depreciation expenses resulting from growth in our property count, a rise in interest expense due to higher outstanding borrowings and a loss on the early extinguishment of debt.
Core NOI from Same-Home properties increased 10.9% to $65.3 million for the third quarter of 2016, compared to $58.9 million for the third quarter of 2015. This increase was primarily due to higher average occupancy levels and rental rate growth. After capital expenditures, Core NOI from Same-Home properties increased 12.3% to $59.6 million for the third quarter of 2016, compared to $53.1 million for the third quarter of 2015. This additional improvement was attributable to operational enhancements resulting in lower levels of capital expenditures.
Core NOI on our total portfolio increased 38.2% to $120.4 million for the third quarter of 2016, compared to $87.2 million for the third quarter of 2015. This increase was primarily due to substantial growth in rental income resulting from a larger number of leased properties, including those acquired from ARPI.
Core Funds from Operations attributable to common share and unit holders ("Core FFO attributable to common share and unit holders") was $69.1 million, or $0.24 per FFO share and unit, for the third quarter of 2016, compared to $49.3 million, or $0.19 per FFO share and unit, for the third quarter of 2015. Adjusted Funds from Operations attributable to common share and unit holders ("Adjusted FFO attributable to common share and unit holders") for the third quarter of 2016 was $56.6 million, or $0.19 per FFO share and unit, compared to $38.5 million, or $0.15 per FFO share and unit, for the same period in 2015.
Year-to-Date 2016 Financial Results
Total revenues increased 42.2% to $651.3 million for the nine-month period ended September 30, 2016, from $458.0 million for the nine-month period ended September 30, 2015. Revenue growth was primarily driven by continued strong leasing activity, as our total leased portfolio grew to 44,746 homes as of September 30, 2016, which includes 7,249 homes acquired from ARPI, compared to 35,617 homes as of September 30, 2015.
Net loss attributable to common shareholders was $35.9 million, or $0.15 per basic and diluted share, for the nine-month period ended September 30, 2016, compared to a net loss attributable to common shareholders of $64.1 million, or $0.30 per basic and diluted share, for the nine-month period ended September 30, 2015. This improvement was primarily attributable to higher revenues, a net gain on the sale of single-family properties and a gain on the conversion of Series E convertible units into Series D convertible units, partially offset by increases in property operating and depreciation expenses resulting from growth in our property count, a rise in interest expense due to higher outstanding borrowings and a loss on the early extinguishment of debt.
Core NOI from Same-Home properties increased 8.3% to $197.1 million for the nine-month period ended September 30, 2016, compared to $182.0 million for the nine-month period ended September 30, 2015. This increase was primarily due to higher average occupancy levels and rental rate growth. After capital expenditures, Core NOI from Same-Home properties increased 12.4% to $183.3 million for the nine-month period ended September 30, 2016, compared to $163.1 million for the nine-month period ended September 30, 2015. This additional improvement was attributable to operational enhancements resulting in lower levels of capital expenditures.
Core NOI on our total portfolio increased 40.3% to $347.5 million for the nine-month period ended September 30, 2016, compared to $247.8 million for the nine-month period ended September 30, 2015. This increase was primarily due to substantial growth in rental income resulting from a larger number of leased properties, including those acquired from ARPI.

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Core FFO attributable to common share and unit holders was $206.2 million, or $0.72 per FFO share and unit, for the nine-month period ended September 30, 2016, compared to $136.5 million, or $0.51 per FFO share and unit, for the nine-month period ended September 30, 2015. Adjusted Funds from Operations attributable to common share and unit holders for the nine-month period ended September 30, 2016, was $174.8 million, or $0.61 per FFO share and unit, compared to $102.3 million, or $0.39 per FFO share and unit, for the same period in 2015.
Core NOI, Same-Home Core NOI, Same-Home Core NOI after capital expenditures, Funds from Operations attributable to common share and unit holders ("FFO attributable to common share and unit holders"), Core FFO attributable to common share and unit holders, and Adjusted FFO attributable to common share and unit holders are supplemental non-GAAP financial measures. Reconciliations to GAAP measures are provided in a schedule accompanying this press release.
Portfolio
As of September 30, 2016, the Company had 44,746 leased properties, an increase of 17 properties from June 30, 2016. As of September 30, 2016, the leased percentage on Same-Home properties was 95.9%, compared to 97.0% as of June 30, 2016.
Investments
During the third quarter of 2016, the Company’s total portfolio grew to 48,153 homes as of September 30, 2016, including 1,238 homes held for sale, compared to 48,038 homes as of June 30, 2016, including 1,582 homes held for sale, an increase of 115 homes, which included 571 homes acquired, 453 homes sold and 3 homes rescinded. The 453 homes sold during the third quarter of 2016 generated total net proceeds of $56.2 million, resulting in a net gain of $11.7 million.
Capital Activities and Balance Sheet
In July 2016, the Company paid off the $142.0 million of borrowings that had been outstanding on our old credit facility as of June 30, 2016, using proceeds from our 6.35% Series E perpetual preferred share offering. In August 2016, the Company entered into a new $1.0 billion credit agreement, which replaced our existing $800.0 million senior secured revolving credit facility, and includes a revolving credit facility in an aggregate principal amount of $650.0 million, with a fully extended maturity date of August 2020, and a delayed draw term loan facility in an aggregate principal amount of $350.0 million, with a fully extended maturity date of August 2021. The interest rate on the new revolving credit facility is, at the Company's election, a LIBOR rate plus a margin ranging from 1.75% to 2.30% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.75% to 1.30%. Loans under the term loan facility accrue interest, at the Company's election, at either a LIBOR rate plus a margin ranging from 1.70% to 2.30% or a base rate plus a margin ranging from 0.70% to 1.30%. In each case, the actual margin is determined according to a ratio of the Company's total indebtedness to total asset value in effect from time to time. Based on current credit metrics for LIBOR based borrowings as of September 30, 2016, the revolving credit facility bears interest at a LIBOR rate plus 1.85% and the term loan facility bears interest at a LIBOR rate plus 1.80%.
In September 2016, the Company paid off the $342.1 million ARP 2014-SFR1 asset-backed securitization, using available cash and borrowings from our credit facilities.
In September 2016, the Alaska Permanent Fund Corporation sold 43.5 million of the Company's Class A common shares of beneficial interest, with a $0.01 par value per share, in a registered offering. The Company did not offer any Class A common shares and did not receive any proceeds in the secondary offering.
As of September 30, 2016, the Company had cash and cash equivalents of $106.3 million and had total outstanding debt of $3.0 billion, excluding an unamortized discount on acquired debt, the value of exchangeable senior notes classified within equity and

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unamortized deferred loan costs, with a weighted-average stated interest rate of 3.72% and a weighted-average term to maturity of 13.6 years. The Company’s new $650.0 million revolving credit facility and $350.0 million term loan facility had outstanding balances of $75.0 million and $250.0 million, respectively, at the end of the quarter.
Additional Information
A copy of the Company’s Third Quarter 2016 Supplemental Information Package and this press release are available on our website at www.americanhomes4rent.com. This information has also been furnished to the SEC in a current report on Form 8-K.
Conference Call
A conference call is scheduled on Friday, November 4, 2016, at 11:00 a.m. Eastern Time to discuss the Company’s financial results for the quarter ended September 30, 2016, and to provide an update on its business. The domestic dial-in number is (877) 705-6003 (for U.S. and Canada) and the international dial-in number is (201) 493-6725 (passcode not required). A simultaneous audio webcast may be accessed by using the link at www.americanhomes4rent.com, under “For Investors.” A replay of the conference call may be accessed through Friday, November 18, 2016, by calling (877) 870-5176 (U.S. and Canada) or (858) 384-5517 (international), replay passcode number 13647203#, or by using the link at www.americanhomes4rent.com, under “For Investors.”
About American Homes 4 Rent
American Homes 4 Rent (NYSE: AMH) is a leader in the single-family home rental industry and “American Homes 4 Rent” is fast becoming a nationally recognized brand for rental homes, known for high quality, good value and tenant satisfaction. We are an internally managed Maryland real estate investment trust, or REIT, focused on acquiring, renovating, leasing, and operating attractive, single-family homes as rental properties. As of September 30, 2016, we owned 48,153 single-family properties in selected submarkets in 22 states.
Forward-Looking Statements
This press release contains “forward-looking statements.” These forward-looking statements relate to beliefs, expectations or intentions and similar statements concerning matters that are not of historical fact and are generally accompanied by words such as “estimate,” “project,” “predict,” “believe,” “expect,” “anticipate,” “intend,” “potential,” “plan,” “goal” or other words that convey the uncertainty of future events or outcomes. Examples of forward-looking statements contained in this press release include, among others, our belief that we will continue to capture the benefits of our recent maintenance initiatives and will continue to generate strong results. The Company has based these forward-looking statements on its current expectations and assumptions about future events. While the Company's management considers these expectations to be reasonable, they are inherently subject to risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond the Company’s control and could cause actual results to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements. Investors should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. The Company undertakes no obligation to update any forward-looking statements to conform to actual results or changes in its expectations, unless required by applicable law. For a further description of the risks and uncertainties that could cause actual results to differ from those expressed in these forward-looking statements, as well as risks relating to the business of the Company in general, see the “Risk Factors” disclosed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015, and in the Company’s subsequent filings with the SEC.

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Non-GAAP Financial Measures
This press release and the Third Quarter 2016 Supplemental Information Package include FFO attributable to common share and unit holders, Core FFO attributable to common share and unit holders, Adjusted FFO attributable to common share and unit holders, Core NOI, Same-Home Core NOI and Same-Home Core NOI after capital expenditures, which are non-GAAP financial measures. We believe these measures are helpful in understanding our financial performance and are widely used in the REIT industry. Because other REITs may not compute these financial measures in the same manner, they may not be comparable among REITs. In addition, these metrics are not substitutes for net income / (loss) or net cash flows from operating activities, as defined by GAAP, as measures of our liquidity, operating performance or ability to pay dividends. Reconciliations of these non-GAAP financial measures to the most directly comparable GAAP measures are included in this press release and in the Third Quarter 2016 Supplemental Information Package.

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American Homes 4 Rent
Condensed Consolidated Balance Sheets
(Amounts in thousands, except share data)
 
September 30, 2016
 
December 31, 2015
 
(Unaudited)
 
 
Assets
 

 
 

Single-family properties:
 

 
 

Land
$
1,497,681

 
$
1,229,017

Buildings and improvements
6,542,708

 
5,469,533

Single-family properties held for sale, net
105,308

 
7,432

 
8,145,697

 
6,705,982

Less: accumulated depreciation
(600,299
)
 
(416,044
)
Single-family properties, net
7,545,398

 
6,289,938

Cash and cash equivalents
106,308

 
57,686

Restricted cash
131,367

 
111,282

Rent and other receivables, net
21,818

 
13,936

Escrow deposits, prepaid expenses and other assets
120,609

 
121,627

Deferred costs and other intangibles, net
15,016

 
10,429

Asset-backed securitization certificates
25,666

 
25,666

Goodwill
120,317

 
120,655

Total assets
$
8,086,499

 
$
6,751,219

 
 
 
 
Liabilities
 

 
 

Revolving credit facilities
$
75,000

 
$

Term loan facility, net
246,575

 

Asset-backed securitizations, net
2,447,898

 
2,473,643

Exchangeable senior notes, net
107,283

 

Secured note payable
50,065

 
50,752

Accounts payable and accrued expenses
241,067

 
154,751

Amounts payable to affiliates

 
4,093

Contingently convertible Series E units liability

 
69,957

Preferred shares derivative liability
65,730

 
62,790

Total liabilities
3,233,618

 
2,815,986

 
 
 
 
Commitments and contingencies
 

 
 

 
 
 
 
Equity
 

 
 

Shareholders’ equity:
 

 
 

Class A common shares, $0.01 par value per share, 450,000,000 shares authorized, 237,796,784 and 207,235,510 shares issued and outstanding at September 30, 2016, and December 31, 2015, respectively
2,378

 
2,072

Class B common shares, $0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at September 30, 2016, and December 31, 2015
6

 
6

Preferred shares, $0.01 par value per share, 100,000,000 shares authorized, 37,010,000 and 17,060,000 shares issued and outstanding at September 30, 2016, and December 31, 2015, respectively
370

 
171

Additional paid-in capital
4,464,792

 
3,554,063

Accumulated deficit
(368,795
)
 
(296,865
)
Accumulated other comprehensive income (loss)
28

 
(102
)
Total shareholders’ equity
4,098,779

 
3,259,345

 
 
 
 
Noncontrolling interest
754,102

 
675,888

Total equity
4,852,881

 
3,935,233

 
 
 
 
Total liabilities and equity
$
8,086,499

 
$
6,751,219


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American Homes 4 Rent
Condensed Consolidated Statements of Operations
(Amounts in thousands, except share and per share data)
(Unaudited)
 
For the Three Months Ended
September 30,
 
For the Nine Months Ended
September 30,
 
2016
 
2015
 
2016
 
2015
Revenues:
 

 
 

 
 

 
 

Rents from single-family properties
$
197,137

 
$
148,815

 
$
558,623

 
$
407,313

Fees from single-family properties
2,898

 
2,146

 
7,819

 
5,681

Tenant charge-backs
30,808

 
19,881

 
72,077

 
40,215

Other
5,214

 
1,771

 
12,811

 
4,780

Total revenues
236,057

 
172,613

 
651,330

 
457,989

 
 
 
 
 
 
 
 
Expenses:
 

 
 

 
 

 
 

Property operating expenses
110,412

 
85,052

 
290,998

 
215,699

General and administrative expense
7,563

 
6,090

 
22,966

 
18,497

Interest expense
32,851

 
23,866

 
99,309

 
61,539

Noncash share-based compensation expense
891

 
913

 
2,744

 
2,343

Acquisition fees and costs expensed
1,757

 
4,153

 
10,899

 
14,297

Depreciation and amortization
75,392

 
67,800

 
224,513

 
180,685

Other
3,142

 
1,152

 
6,482

 
2,686

Total expenses
232,008

 
189,026

 
657,911

 
495,746

 
 
 
 
 
 
 
 
Gain on sale of single-family properties, net
11,682

 

 
12,574

 

Loss on early extinguishment of debt
(13,408
)
 

 
(13,408
)
 

Gain on conversion of Series E units

 

 
11,463

 

Remeasurement of Series E units

 
(525
)
 

 
3,456

Remeasurement of preferred shares
(2,490
)
 
(3,000
)
 
(2,940
)
 
(2,300
)
 
 
 
 
 
 
 
 
Net (loss) income
(167
)
 
(19,938
)
 
1,108

 
(36,601
)
 
 
 
 
 
 
 
 
Noncontrolling interest
7,316

 
3,109

 
10,391

 
10,795

Dividends on preferred shares
13,669

 
5,569

 
26,650

 
16,707

 
 
 
 
 
 
 
 
Net loss attributable to common shareholders
$
(21,152
)
 
$
(28,616
)
 
$
(35,933
)
 
$
(64,103
)
 
 
 
 
 
 
 
 
Weighted-average shares outstanding—basic and diluted
238,401,343

 
211,414,368

 
232,036,802

 
211,460,840

 
 
 
 
 
 
 
 
Net loss attributable to common shareholders per share—basic and diluted
$
(0.09
)
 
$
(0.14
)
 
$
(0.15
)
 
$
(0.30
)

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Non-GAAP Financial Measures
Funds from Operations attributable to common share and unit holders
The following is a reconciliation of net loss attributable to common shareholders to FFO attributable to common share and unit holders, Core FFO attributable to common share and unit holders and Adjusted FFO attributable to common share and unit holders for the three and nine months ended September 30, 2016 and 2015 (amounts in thousands, except share and per share data):
 
For the Three Months Ended
September 30,
 
For the Nine Months Ended
September 30,
 
2016
 
2015
 
2016
 
2015
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
Net loss attributable to common shareholders
$
(21,152
)
 
$
(28,616
)
 
$
(35,933
)
 
$
(64,103
)
Adjustments:
 
 
 
 
 
 
 
Noncontrolling interests in the Operating Partnership
7,542

 
3,123

 
10,838

 
10,853

Net (gain) loss on sale / impairment of single-family properties
(11,115
)
 

 
(11,107
)
 

Depreciation and amortization of real estate assets
73,790

 
66,218

 
220,168

 
174,288

FFO attributable to common share and unit holders
$
49,065

 
$
40,725

 
$
183,966

 
$
121,038

Adjustments:
 
 
 
 
 
 
 
Acquisition fees and costs expensed
1,757

 
4,153

 
10,899

 
14,297

Noncash share-based compensation expense
891

 
913

 
2,744

 
2,343

Noncash interest expense related to acquired debt
1,474

 

 
3,699

 

Loss on early extinguishment of debt
13,408

 

 
13,408

 

Gain on conversion of Series E units

 

 
(11,463
)
 

Remeasurement of Series E units

 
525

 

 
(3,456
)
Remeasurement of preferred shares
2,490

 
3,000

 
2,940

 
2,300

Core FFO attributable to common share and unit holders
$
69,085

 
$
49,316

 
$
206,193

 
$
136,522

Recurring capital expenditures
(10,411
)
 
(8,458
)
 
(25,183
)
 
(26,443
)
Leasing costs
(2,119
)
 
(2,312
)
 
(6,199
)
 
(7,733
)
Adjusted FFO attributable to common share and unit holders
$
56,555

 
$
38,546

 
$
174,811

 
$
102,346

 
 
 
 
 
 
 
 
Per FFO share and unit:
 
 
 
 
 
 
 
FFO attributable to common share and unit holders
$
0.17

 
$
0.15

 
$
0.64

 
$
0.46

Core FFO attributable to common share and unit holders
$
0.24

 
$
0.19

 
$
0.72

 
$
0.51

Adjusted FFO attributable to common share and unit holders
$
0.19

 
$
0.15

 
$
0.61

 
$
0.39

 
 
 
 
 
 
 
 
Weighted-average FFO shares and units:
 
 
 
 
 
 
 
Common shares outstanding
238,401,343

 
211,414,368

 
232,036,802

 
211,460,840

Class A units
46,807,147

 
14,440,670

 
39,957,544

 
14,440,670

Series C units

 
31,085,974

 
6,580,243

 
31,085,974

Series D units
8,750,000

 
4,375,000

 
7,807,938

 
4,375,000

Series E units

 
4,375,000

 
942,062

 
4,375,000

Total weighted-average FFO shares and units
293,958,490

 
265,691,012

 
287,324,589

 
265,737,484

FFO attributable to common share and unit holders is a non-GAAP financial measure that we calculate in accordance with the White Paper on FFO approved by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income or loss calculated in accordance with GAAP, excluding extraordinary items, as defined by GAAP, gains and losses from sales or impairment of real estate, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs and depreciation of non-real estate assets), and after adjustment for unconsolidated partnerships and joint ventures.

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Core FFO attributable to common share and unit holders is a non-GAAP financial measure that we use as a supplemental measure of our performance. We compute this metric by adjusting FFO attributable to common share and unit holders for (1) acquisition fees and costs expensed incurred with recent business combinations and the acquisition of individual properties, (2) noncash share-based compensation expense, (3) noncash interest expense related to acquired debt, (4) gain or loss on early extinguishment of debt, (5) noncash gain or loss on conversion of convertible units and (6) noncash fair value adjustments associated with remeasuring our Series E convertible units liability and preferred shares derivative liability to fair value.
Adjusted FFO attributable to common share and unit holders is a non-GAAP financial measure that we use as a supplemental measure of our performance. We compute this metric by adjusting Core FFO attributable to common share and unit holders for (1) recurring capital expenditures that are necessary to help preserve the value and maintain functionality of our properties and (2) actual leasing costs incurred during the period. As many of our homes are still recently acquired and / or renovated, we estimate recurring capital expenditures for our entire portfolio by multiplying (a) current period actual capital expenditures per Same-Home property by (b) our total number of properties, excluding non-stabilized and held for sale properties.
We present FFO attributable to common share and unit holders, as well as on a per FFO share and unit basis, because we consider this metric to be an important measure of the performance of real estate companies, as do many analysts in evaluating the Company. We believe that FFO attributable to common share and unit holders is a helpful measure of a REIT’s performance since this metric excludes depreciation, which is included in computing net income and assumes the value of real estate diminishes predictably over time. We believe that real estate values fluctuate due to market conditions and in response to inflation.
We also believe that Core FFO and Adjusted FFO attributable to common share and unit holders, as well as on a per FFO share and unit basis, are helpful to investors as supplemental measures of the operating performance of the Company as they allow investors to compare our operating performance to prior reporting periods without the effect of certain items that, by nature, are not comparable from period to period.
FFO, Core FFO and Adjusted FFO attributable to common share and unit holders are not a substitute for net cash flow provided by operating activities or net income (loss) per share, as determined in accordance with GAAP, as a measure of our liquidity, operating performance or ability to pay dividends. These metrics also are not necessarily indicative of cash available to fund future cash needs. Because other REITs may not compute these measures in the same manner, they may not be comparable among REITs.
Core Net Operating Income
Core NOI and Same-Home Core NOI are supplemental non-GAAP financial measures that we define as rents and fees from single-family properties, net of bad debt expense, less property operating expenses for single-family properties, excluding expenses reimbursed by tenant charge-backs and bad debt expense. A property is classified as Same-Home if it has been stabilized longer than 90 days prior to the beginning of the earliest period presented under comparison. A property is removed from Same-Home if it has been classified as held for sale or has been taken out of service as a result of a casualty loss. Single-family properties that we acquire individually (i.e., not through a bulk purchase) are classified as either stabilized or non-stabilized. A property is classified as stabilized once it has been renovated and then initially leased or available for rent for a period greater than 90 days.
Core NOI and Same-Home Core NOI also excludes (1) noncash fair value adjustments associated with remeasuring our Series E convertible units liability and preferred shares derivative liability to fair value, (2) noncash gain or loss on conversion of convertible units, (3) gain or loss on early extinguishment of debt, (4) gain or loss on sale of single-family properties, (5) depreciation and amortization, (6) acquisition fees and costs expensed incurred with recent business combinations and the acquisition of individual properties, (7) noncash share-based compensation expense, (8) interest expense, (9) general and administrative expense, (10) other expenses and (11) other revenues. We further adjust Same-Home Core NOI by subtracting capital expenditures to calculate Same-Home Core NOI after capital expenditures, which we believe is a meaningful supplemental non-GAAP financial measure because it more fully reflects our operating performance after the impact of all property-level expenditures, regardless of whether they are capitalized or expensed.
We consider Core NOI, Same-Home Core NOI and Same-Home Core NOI after capital expenditures to be meaningful financial measures because we believe they are helpful to investors in understanding the operating performance of our single-family properties without the impact of certain operating expenses that are reimbursed through tenant charge-backs.
Core NOI, Same-Home Core NOI and Same-Home Core NOI after capital expenditures should be considered only as supplements

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to net income (loss) as a measure of our performance. Core NOI, Same-Home Core NOI and Same-Home Core NOI after capital expenditures should not be used as measures of our liquidity, nor are they indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributions. Core NOI, Same-Home Core NOI and Same-Home Core NOI after capital expenditures also should not be used as substitutes for net income (loss) or net cash flows from operating activities (as computed in accordance with GAAP).
The following is a reconciliation of net loss attributable to common shareholders, determined in accordance with GAAP, to Core NOI, Same-Home Core NOI and Same-Home Core NOI after capital expenditures for the three and nine months ended September 30, 2016 and 2015 (amounts in thousands):
 
For the Three Months Ended
September 30,
 
For the Nine Months Ended
September 30,
 
2016
 
2015
 
2016
 
2015
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
 
(Unaudited)
Net loss attributable to common shareholders
$
(21,152
)
 
$
(28,616
)
 
$
(35,933
)
 
$
(64,103
)
Dividends on preferred shares
13,669

 
5,569

 
26,650

 
16,707

Noncontrolling interest
7,316

 
3,109

 
10,391

 
10,795

Net (loss) income
(167
)
 
(19,938
)
 
1,108

 
(36,601
)
Remeasurement of preferred shares
2,490

 
3,000

 
2,940

 
2,300

Remeasurement of Series E units

 
525

 

 
(3,456
)
Gain on conversion of Series E units

 

 
(11,463
)
 

Loss on early extinguishment of debt
13,408

 

 
13,408

 

Gain on sale of single-family properties, net
(11,682
)
 

 
(12,574
)
 

Depreciation and amortization
75,392

 
67,800

 
224,513

 
180,685

Acquisition fees and costs expensed
1,757

 
4,153

 
10,899

 
14,297

Noncash share-based compensation expense
891

 
913

 
2,744

 
2,343

Interest expense
32,851

 
23,866

 
99,309

 
61,539

General and administrative expense
7,563

 
6,090

 
22,966

 
18,497

Property operating expenses for vacant single-family properties (1)

 
1,370

 

 
10,264

Other expenses
3,142

 
1,152

 
6,482

 
2,686

Other revenues
(5,214
)
 
(1,771
)
 
(12,811
)
 
(4,780
)
Tenant charge-backs
30,808

 
19,881

 
72,077

 
40,215

Expenses reimbursed by tenant charge-backs
(30,808
)
 
(19,881
)
 
(72,077
)
 
(40,215
)
Bad debt expense excluded from operating expenses
2,609

 
2,220

 
5,092

 
5,005

Bad debt expense included in revenues
(2,609
)
 
(2,220
)
 
(5,092
)
 
(5,005
)
Core net operating income
120,431

 
87,160

 
347,521

 
247,774

Less: Non-Same-Home core net operating income
55,107

 
28,282

 
150,384

 
65,812

Same-Home core net operating income
65,324

 
58,878

 
197,137

 
181,962

Same-Home capital expenditures
5,720

 
5,798

 
13,879

 
18,900

Same-Home core net operating income after capital expenditures
$
59,604

 
$
53,080

 
$
183,258

 
$
163,062

 (1)
Beginning January 1, 2016, property operating expenses for vacant single-family properties has been included in property operating expenses in the condensed consolidated statements of operations.


Contact:
American Homes 4 Rent
Investor Relations
Phone: (855) 794-2447
Email: investors@ah4r.com

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