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8-K - 8-K - 4Q17 EARNINGS RELEASE - PREFERRED APARTMENT COMMUNITIES INCa8-kxearningsrelease4q17.htm
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Preferred Apartment Communities, Inc. Reports Results for Fourth Quarter and Year Ended 2017

Atlanta, GA, February 26, 2018

Preferred Apartment Communities, Inc. (NYSE: APTS) ("we", "our", the "Company" or "Preferred Apartment Communities") today reported results for the quarter and year ended December 31, 2017. Unless otherwise indicated, all per share results are reported based on the basic weighted average shares of Common Stock and Class A Units of the Company's operating partnership ("Class A Units") outstanding. See Definitions of Non-GAAP Measures on page S-20.

"2017 was another year of strong performance for the Company, as evidenced by our exceptional growth in FFO per share. Beginning in 2018, we will begin providing our primary guidance for future periods on FFO per share as defined by NAREIT and will discontinue reporting or providing guidance on Core FFO" said John A. Williams, Preferred Apartment Communities' Chairman and Chief Executive Officer.

Financial Highlights

Our operating results are presented below.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Three months ended December 31,
 
 
 
Year ended December 31,
 
 
 
 
 
2017
 
2016
 
% change
 
2017
 
2016
 
% change
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Revenues
$
81,652,168

 
$
58,991,853

 
38.4
%
 
$
294,004,615

 
$
200,118,915

 
46.9
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Per share data:
 
 
 
 
 
 
 
 
 
 
 
 
 
Net income (loss) (1)
$
(0.60
)
 
$
(0.66
)
 

 
$
(1.13
)
 
$
(2.11
)
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
FFO (2)
$
0.31

 
$
0.24

 
29.2
%
 
$
1.32

 
$
0.90

 
46.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Core FFO (2)
$
0.36

 
$
0.32

 
12.5
%
 
$
1.47

 
$
1.31

 
12.2
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dividends (3)
$
0.25

 
$
0.22

 
13.6
%
 
$
0.94

 
$
0.8175

 
15.0
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

(1) Per weighted average share of Common Stock outstanding for the periods indicated.
(2) FFO and Core FFO are presented per weighted average share of Common Stock and Class A Unit in our Operating Partnership outstanding for the periods indicated. See Reconciliations of FFO, Core FFO and AFFO (each as defined below) to Net Income (Loss) Attributable to Common Stockholders on pages S-3 and S-4. Beginning in 2018, we will report our financial results primarily based on net income/loss and FFO as defined by NAREIT. We will not provide financial results or guidance based on Core FFO in future periods.
(3) Per share of Common Stock and Class A Unit outstanding.

Funds from operations ("FFO") for the three months and for the year ended December 31, 2016 reflect acquisition-related costs, which were expensed in full when incurred. Beginning January 1, 2017, the majority of these types of costs are deferred and amortized over the lives of the acquired assets. Core Funds From Operations Attributable to Common Stockholders and Unitholders ("Core FFO") excludes acquisition costs and certain other costs not representative of our ongoing operations. Adjusted Funds From Operations Attributable to Common Stockholders and Unitholders ("AFFO") removes significant non-cash revenues and expenses from our Core FFO results.

For the year 2017, our Core FFO payout ratio to our Common Stockholders and Unitholders was approximately 66.7% and our AFFO payout ratio to Common Stockholders and Unitholders was approximately 83.6%. For the fourth quarter 2017, our Core FFO payout ratio to our Common Stockholders and Unitholders was approximately 71.1% and our AFFO payout ratio to Common Stockholders and Unitholders was approximately 81.9%. (A) 

For the year 2017, our Core FFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 57.0% and our AFFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 62.4%. For the fourth quarter 2017, our Core FFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 56.1% and our AFFO payout ratio (before the deduction of preferred dividends) to our preferred stockholders was approximately 59.5%. (A) 

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We issued approximately 3.0 million shares of Common Stock during the fourth quarter 2017 and approximately 12.1 million shares of Common Stock during the year ended December 31, 2017.

At December 31, 2017, the market value of our common stock was $20.25. A hypothetical investment in our Common Stock in our initial public offering on April 5, 2011, assuming the reinvestment of all dividends and no transaction costs, would have resulted in an average annual return of approximately 31.2% through December 31, 2017.

As of December 31, 2017, our total assets were approximately $3.3 billion compared to approximately $2.4 billion as of December 31, 2016, an increase of approximately $0.8 billion, or approximately 34.3%. This growth was driven primarily by the acquisition of 22 real estate properties (less the sale of 3 properties) and an increase of approximately $53.9 million of the funded amount of our real estate loan investment portfolio since December 31, 2016.

As of December 31, 2017, the average age of our multifamily communities was approximately 6.3 years, which we believe is among the youngest in the multifamily REIT industry.

At December 31, 2017, our leverage, as measured by the ratio of our debt to the undepreciated book value of our total assets, was approximately 54.9%.

Cash flow from operations for the year ended December 31, 2017 was approximately $86.3 million, an increase of approximately $24.6 million, or 39.9%, compared to approximately $61.7 million for the year ended December 31, 2016. Cash flow from operations for the quarter ended December 31, 2017 was approximately $15.8 million, an increase of approximately $8.0 million, or 103.0%, compared to approximately $7.8 million for the quarter ended December 31, 2016.

For the quarter ended December 31, 2017, our physical occupancy for established multifamily communities was 95.9%.

Hurricane Harvey caused property damage at our Stone Creek multifamily community located in Port Arthur, Texas which required us to write off real estate assets with a net book value of approximately $6.9 million. Property damage and lost rental income for this asset are covered under the National Flood Insurance Program (NFIP) and, residually, under various provisions of our master policy.  Therefore, we simultaneously recorded an insurance receivable of the same amount, resulting in no loss being recorded in the Income Statement from the write-off. At December 31, 2017, we had received approximately $4.7 million of insurance proceeds and expect to receive the remainder during the first quarter 2018. Remediation and restoration is progressing very well, and we anticipate full completion by May of 2018. Together with Hurricane Irma, we sustained other smaller property damages, lost revenues and higher miscellaneous operating expenses at certain of our other multifamily communities and grocery-anchored shopping centers in Texas and Florida. For the three-month period and year ended December 31, 2017, rental revenues decreased $273,000 and $387,000, respectively due to lost rents. We expect to record a full recovery of these lost revenues upon settlement with our insurance carrier and receipt of funds in 2018. In addition to lost rents, our Income Statement reflects other related costs such as insurance deductibles, smaller property damages that did not exceed our property insurance deductibles, and other storm remediation expenses from the two storms. These costs combined totaled $408,000 and $511,000 for the three-month and twelve-month periods ended December 31, 2017, respectively.

(A) We calculate the Core FFO and AFFO payout ratios to Common Stockholders and preferred stockholders as the ratio of Common Stock dividends and distributions to preferred stockholders to Core FFO or AFFO, respectively. We calculate the Core FFO and AFFO payout ratios to preferred stockholders as the ratio of Preferred Stock dividends to the sum of Preferred Stock dividends and Core FFO or AFFO, respectively. Since our operations resulted in a net loss from continuing operations for the periods presented, a payout ratio based on net loss is not calculable. See Definitions of Non-GAAP Measures on page S-20.










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Acquisitions of Properties

During the fourth quarter 2017, we acquired the following properties:
 
 
 
 
 
 
 
 
 
 
Property
 
Location (MSA)
 
Units
 
Leasable square feet
 
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
 
 
 
Overlook at Crosstown Walk
 
Tampa, FL
 
180
 
n/a

 
 
Colony at Centerpointe
 
Richmond, VA
 
255
 
n/a

 
 
 
 
 
 
 
 
 
 
 
Student housing properties: (1)
 
 
 
 
 
 
 
 
Stadium Village
 
Atlanta, GA
 
198
 
n/a

 
 
Ursa
 
Waco, TX
 
250
 
n/a

 
 
 
 
 
 
 
 
 
 
 
Grocery-anchored shopping centers:
 
 
 
 
 
 
 
 
Crossroads Market
 
Naples, FL
 
n/a
 
126,895

 
 
Roswell Wieuca Shopping Center
 
Atlanta, GA
 
n/a
 
74,370

 
 
 
 
 
 
 
 
 
 
 
Office buildings:
 
 
 
 
 
 
 
 
Westridge at La Cantera
 
San Antonio, TX
 
n/a
 
258,000

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

Real Estate Assets

 
 
 
 
 
 
 
 
 
 
Owned as of December 31, 2017
 
Potential additions from real estate loan investment portfolio (1)
 
Potential total
 
 
Multifamily communities:
 
 
 
 
 
 
 
Properties
30

 
15

 
45

 
 
Units
9,521

 
4,656

 
14,177

 
 
Grocery-anchored shopping centers:
 
 
 
 
 
 
 
Properties
39

 

(2) 
39

 
 
Gross leasable area (square feet)
4,055,461

 

 
4,055,461

 
 
Student housing properties:
 
 
 
 
 
 
 
Properties
4

 
6

 
10

 
 
Units
891

 
1,457

 
2,348

 
 
Beds
2,950

 
4,145

 
7,095

 
 
Office buildings:
 
 
 
 
 
 
 
Properties
4

 

 
4

 
 
Rentable square feet
1,352,000

 

 
1,352,000

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties from our real estate loan investment portfolio.
 
(2) Effective as of September 29, 2017, we negotiated the cancellation of the purchase option on our real estate investment loan supporting the Dawsonville grocery-anchored shopping center in exchange for a fee of $250,000.





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Subsequent to Quarter End

On January 9, 2018, we acquired a 265-unit multifamily community located in Jacksonville, Florida.

On January 16, 2018, we closed on a real estate loan investment of up to $3.5 million in support of a mixed-use project in North Augusta, South Carolina.

On January 29, 2018, we acquired an adaptive reuse office property comprised of 186,779 square feet of gross leasable area in four buildings located in Atlanta, Georgia.

On February 13, 2018, we closed on a real estate loan investment of up to $137.5 million in support of a 551-unit multifamily community in San Jose, California.

Multifamily Established Communities Financial Data

The following chart presents same store operating results for the Company’s established communities. Effective with the fourth quarter 2017, we define our population of established communities as those that have been stabilized for at least three consecutive months and that have been owned for at least 15 full months as of the end of the first quarter of each year, enabling comparisons of the current year quarterly and annual reporting periods to the prior year comparative periods. The Company excludes the operating results of properties for which construction of adjacent phases has commenced and properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. For the periods presented, same store operating results consist of the operating results of the following multifamily established communities:
Stoneridge Farms at Hunt Club
 
Lake Cameron
 
Avenues at Cypress
Vineyards
 
Aster at Lely
 
Avenues at Northpointe
McNeil Ranch
 
Venue at Lakewood Ranch
 
Stone Rise
Citi Lakes
 
Lenox Portfolio
 
 

Same store net operating income is a non-GAAP measure that is most directly comparable to net income (loss), with a reconciliation following below.

Established Communities' Same Store Net Operating Income
 
 
 
 
 
 
 
 
 
 
 
Three months ended:
 
 
 
 
 
 
12/31/2017
 
12/31/2016
 
$ change
 
% change
Revenues:
 
 
 
 
 
 
 
 
Rental revenues
 
$
12,148,959

 
$
11,717,625

 
$
431,334

 
3.7
 %
Other property revenues
 
1,283,463

 
1,261,312

 
22,151

 
1.8
 %
Total revenues
 
13,432,422

 
12,978,937

 
453,485

 
3.5
 %
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
Property operating and maintenance
 
1,678,366

 
1,635,614

 
42,752

 
2.6
 %
Payroll
 
1,121,795

 
1,063,143

 
58,652

 
5.5
 %
Property management fees
 
541,774

 
529,252

 
12,522

 
2.4
 %
Real estate taxes
 
1,838,601

 
1,870,629

 
(32,028
)
 
(1.7
)%
Other
 
560,977

 
558,314

 
2,663

 
0.5
 %
Total operating expenses
 
5,741,513

 
5,656,952

 
84,561

 
1.5
 %
 
 
 
 
 
 
 
 
 
Same store net operating income
 
$
7,690,909

 
$
7,321,985

 
$
368,924

 
5.0
 %


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Reconciliation of Established Communities' Same Store Net Operating Income (NOI) to Net Income (Loss)
 
 
 
 
 
 
 
Three months ended:
 
 
12/31/2017
 
12/31/2016
 
 
 
 
 
Same store net operating income
 
$
7,690,909

 
$
7,321,985

Add:
 
 
 
 
Non-same-store property revenues
 
53,401,077

 
33,822,511

Less:
 
 
 
 
Non-same-store property operating expenses
18,709,158

 
12,717,326

 
 
 
 
 
Property net operating income
 
42,382,828

 
28,427,170

Add:
 
 
 
 
Interest revenue on notes receivable
 
9,586,308

 
7,856,232

Interest revenue on related party notes receivable
 
5,232,361

 
4,334,173

Less:
 
 
 
 
Equity stock compensation
 
862,617

 
656,336

Depreciation and amortization
 
34,589,849

 
23,158,734

Interest expense
 
19,383,026

 
13,595,639

Acquisition costs
 

 
1,661,679

Management fees
 
5,701,879

 
4,153,297

Insurance, professional fees and other
2,133,742

 
1,501,995

Contingent asset management and general and administrative expense fees
 
(727,756
)
 
(127,322
)
 
 
 
 
 
Net income (loss)
 
$
(4,741,860
)
 
$
(3,982,783
)

Established Communities' Same Store Net Operating Income
 
 
 
 
 
 
 
 
 
 
 
Year ended:
 
 
 
 
 
 
12/31/2017
 
12/31/2016
 
$ change
 
% change
Revenues:
 
 
 
 
 
 
 
 
Rental revenues
 
$
47,582,973

 
$
46,794,009

 
$
788,964

 
1.7
 %
Other property revenues
 
5,165,554

 
5,152,932

 
12,622

 
0.2
 %
Total revenues
 
52,748,527

 
51,946,941

 
801,586

 
1.5
 %
 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
Property operating and maintenance
 
7,122,037

 
6,989,096

 
132,941

 
1.9
 %
Payroll
 
4,543,955

 
4,393,991

 
149,964

 
3.4
 %
Property management fees
 
2,122,317

 
2,087,421

 
34,896

 
1.7
 %
Real estate taxes
 
7,508,945

 
7,784,122

 
(275,177
)
 
(3.5
)%
Other
 
2,243,982

 
2,166,966

 
77,016

 
3.6
 %
Total operating expenses
 
23,541,236

 
23,421,596

 
119,640

 
0.5
 %
 
 
 
 
 
 
 
 
 
Same store net operating income
 
$
29,207,291

 
$
28,525,345

 
$
681,946

 
2.4
 %

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Reconciliation of Established Communities' Same Store Net Operating Income (NOI) to Net Income (Loss)
 
 
 
 
 
 
 
Year ended:
 
 
12/31/2017
 
12/31/2016
 
 
 
 
 
Same store net operating income
 
$
29,207,291

 
$
28,525,345

Add:
 
 
 
 
Non-same-store property revenues
 
184,354,229

 
104,686,382

Less:
 
 
 
 
Non-same-store property operating expenses
67,789,947

 
40,520,336

 
 
 
 
 
Property net operating income
 
145,771,573

 
92,691,391

Add:
 
 
 
 
Interest revenue on notes receivable
 
35,697,982

 
28,840,857

Interest revenue on related party notes receivable
 
21,203,877

 
14,644,736

Less:
 
 
 
 
Equity stock compensation
 
3,470,284

 
2,524,042

Depreciation and amortization
 
116,776,809

 
78,139,798

Interest expense
 
67,468,042

 
44,284,144

Acquisition costs
 
14,002

 
8,547,543

Management fees
 
20,226,396

 
13,637,458

Insurance, professional fees and other
4,527,504

 
4,744,486

Gain on sale of real estate
 
37,635,014

 
4,271,506

Loss on extinguishment of debt
 
(888,428
)
 

Contingent asset management and general and administrative expense fees
 
(1,729,620
)
 
(1,585,567
)
 
 
 
 
 
Net income (loss)
 
$
28,666,601

 
$
(9,843,414
)

Real estate taxes for the year ended December 31, 2017 decreased versus the year ended December 31, 2016 due primarily to successful valuation appeal efforts.

Capital Markets Activities

During the fourth quarter 2017, we issued and sold an aggregate of 108,948 Units from our offering of up to 1,500,000 Units, with each Unit consisting of one share of Series A Redeemable Preferred Stock and one Warrant to purchase up to 20 shares of Common Stock (the "$1.5 Billion Series A Unit Offering"), resulting in net proceeds of approximately $98.1 million after commissions and other fees. In addition, during the fourth quarter 2017, we issued approximately 2.8 million shares of Common Stock pursuant to the exercise of warrants issued under our Series A Preferred Stock offerings, resulting in aggregate gross proceeds of approximately $41.1 million.
During the fourth quarter 2017, we issued and sold an aggregate of 2,879 shares of Series M Redeemable Preferred Stock (“mShares”), resulting in net proceeds of approximately $2.8 million after dealer manager fees.
Effective as of the close of market on November 30, 2017 our Common Stock was added to the MSCI U.S. REIT Index (RMZ).

Our outstanding shares of Common Stock totaled approximately 38.6 million shares at December 31, 2017. The closing price of our Common Stock was $20.25 on December 29, 2017 versus $14.91 on December 31, 2016. Our total equity book value increased 44.8% to approximately $1.3 billion at December 31, 2017 from $885.3 million at December 31, 2016.

Dividends

Quarterly Dividends on Common Stock and Class A OP Units

On October 23, 2017, we declared a quarterly dividend on our Common Stock of $0.25 per share for the fourth quarter 2017. This represents a 13.6% increase in our common stock dividend from our fourth quarter 2016 common stock dividend of $0.22 per share, and an annualized dividend growth rate of 15.5% since June 30, 2011, the first quarter end following our initial public offering in April 2011. The fourth quarter dividend was paid on January 16, 2018 to all stockholders of record on December 15, 2017. In conjunction with the Common Stock dividend, the Company's operating partnership declared a distribution on its

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Class A Units of $0.25 per unit for the fourth quarter 2017, which was paid on January 16, 2018 to all Class A Unit holders of record as of December 15, 2017.

Monthly Dividends on Preferred Stock

We declared and paid monthly dividends of $5.00 per share on our Series A Redeemable Preferred Stock, which totaled approximately $17.4 million for the quarter ended December 31, 2017 and represent a 6% annual yield. We declared and paid dividends totaling approximately $195,000 on our Series M Redeemable Preferred Stock, or mShares, for the quarter ended December 31, 2017. The mShares have an escalating dividend rate from 5.75% in year one of issuance to 7.50% in year eight and thereafter.

Conference Call and Supplemental Data

We will hold our quarterly conference call on Tuesday, February 27, 2018 at 11:00 a.m. Eastern Time to discuss our fourth quarter and full year 2017 results. To participate in the conference call, please dial in to the following:

Live Conference Call Details
Domestic Dial-in Number: 1-(844) 890-1791
International Dial-in Number: 1-(412) 380-7408
Company: Preferred Apartment Communities, Inc.
Date: Tuesday, February 27, 2018
Time: 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time)

The live broadcast of our fourth quarter and full year 2017 conference call will be available online, on a listen-only basis, at our website, www.pacapts.com, under "Investors" and then click on the "Upcoming Events" link. A replay of the call will be archived on under the Investors/Audio Archive section.

2018 Guidance:  

Net income (loss) per share - We are actively adding properties and real estate loan investments to our real estate portfolio and the specific timing of the closing of acquisitions is difficult to predict. Acquisition activity by its nature can cause material variation in our reported depreciation and amortization expense and interest income. Since net income (loss) per share is calculated net of depreciation and amortization expense, our net income (loss) results can fluctuate, possibly significantly, depending upon the timing of the closing of acquisitions. For this reason, we are unable to reasonably forecast this measure or provide a reconciliation of our projected FFO per share to this measure.
FFO per share - We currently project FFO to be in the range of $1.43 - $1.47 per share for the full year 2018.
    
Revenue - We currently project total revenues to be in the range of $400 million - $440 million for the full year 2018.

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

Core FFO, AFFO and FFO are all calculated after deductions for all preferred stock dividends. Reconciliations of net income (loss) attributable to common stockholders to Core FFO, AFFO and FFO for the three-month and twelve-month periods ended December 31, 2017 and 2016 appear on pages S-3 and S-4 of the attached report, as well as on our website using the following link:

http://investors.pacapts.com/download/4Q17_Earnings_and_Supplemental_Data.pdf

Forward-Looking Statements

“Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995:  Estimates of future earnings, guidance, goals and performance are, by definition, and certain other statements in this Earnings Release and Supplemental Financial Data Report may constitute, “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 and

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

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

We refer you to the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2016 that was filed with the Securities and Exchange Commission, or SEC, on March 1, 2017, which discuss various factors that could adversely affect our financial results. Such risk factors and information may be updated or supplemented by our Form 10-K, Form 10-Q and Form 8-K filings and other documents filed from time to time with the SEC.

Additional Information

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


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

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


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

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


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

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

For further information:     

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

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Table of Contents
 
 
Consolidated Statements of Operations
S-2
Reconciliations of FFO, Core FFO, and AFFO to Net Income (Loss) Attributable to Common Stockholders
S-3
Notes to Reconciliation of FFO, Core FFO, and AFFO to Net Income (Loss) Attributable to Common Stockholders
S-5
Consolidated Balance Sheets
S-7
Consolidated Statements of Cash Flows
S-8
Real Estate Loan Investment Portfolio
S-9
Mortgage Indebtedness
S-12
Multifamily Communities
S-16
Capital Expenditures
S-17
Grocery-Anchored Shopping Center Portfolio
S-18
Office Building Portfolio
S-19
Definitions of Non-GAAP Measures
S-20


















FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-1

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Preferred Apartment Communities, Inc.
Consolidated Statements of Operations
(Unaudited)
 
 
 
 
 
 
 
Three months ended December 31,
 
Year ended December 31,
 
 
2017
 
2016
 
2017
 
2016
Revenues:
 
 
 
 
 
 
 
 
Rental revenues
 
$
56,784,788

 
$
40,789,230

 
$
200,461,750

 
$
137,330,774

Other property revenues
 
10,048,711

 
6,012,218

 
36,641,006

 
19,302,548

Interest income on loans and notes receivable
 
9,586,308

 
7,856,232

 
35,697,982

 
28,840,857

Interest income from related parties
 
5,232,361

 
4,334,173

 
21,203,877

 
14,644,736

Total revenues
 
81,652,168

 
58,991,853

 
294,004,615

 
200,118,915

 
 
 
 
 
 
 
 
 
Operating expenses:
 
 
 
 
 
 
 
 
Property operating and maintenance
 
8,265,541

 
6,098,507

 
29,903,092

 
19,981,640

Property salary and benefits
3,621,760

 
2,710,241

 
13,271,603

 
10,398,711

Property management fees
2,313,179

 
1,671,894

 
8,329,182

 
5,980,735

Real estate taxes
 
7,991,372

 
6,137,235

 
31,281,156

 
21,594,369

General and administrative
 
1,628,653

 
1,302,262

 
6,489,736

 
4,557,990

Equity compensation to directors and executives
862,617

 
656,336

 
3,470,284

 
2,524,042

Depreciation and amortization
 
34,589,849

 
23,158,734

 
116,776,809

 
78,139,798

Acquisition and pursuit costs

 
1,661,679

 
14,002

 
8,547,543

Asset management and general and administrative expense
 
 
 
 
 
 
 
 
fees to related party
 
5,701,879

 
4,153,297

 
20,226,396

 
13,637,458

Insurance, professional fees, and other expenses
 
2,763,908

 
1,956,134

 
6,583,918

 
6,172,972

 
 
 
 
 
 
 
 
 
Total operating expenses
 
67,738,758

 
49,506,319

 
236,346,178

 
171,535,258

Contingent asset management and general and administrative
 
 
 
 
 
 
 
expense fees
(727,756
)
 
(127,322
)
 
(1,729,620
)
 
(1,585,567
)
 
 
 
 
 
 
 
 
 
Net operating expenses
 
67,011,002

 
49,378,997

 
234,616,558

 
169,949,691

Operating income
 
14,641,166

 
9,612,856

 
59,388,057

 
30,169,224

Interest expense
 
19,383,026

 
13,595,639

 
67,468,042

 
44,284,144

Loss on extinguishment of debt
 

 

 
888,428

 

Net income (loss) before gain on sale of real estate
 
(4,741,860
)
 
(3,982,783
)
 
(8,968,413
)
 
(14,114,920
)
Gain on sale of real estate
 

 

 
37,635,014

 
4,271,506

 
 
 
 
 
 
 
 
 
Net income (loss)
 
(4,741,860
)
 
(3,982,783
)
 
28,666,601

 
(9,843,414
)
Consolidated net (income) loss attributable to non-controlling interests
111,403

 
135,246

 
(985,605
)
 
310,291

 
 
 
 
 
 
 
 
 
Net income (loss) attributable to the Company
 
(4,630,457
)
 
(3,847,537
)
 
27,680,996

 
(9,533,123
)
 
 
 
 
 
 
 
 
 
Dividends declared to preferred stockholders
 
(17,609,084
)
 
(12,738,922
)
 
(63,651,265
)
 
(41,080,645
)
Earnings attributable to unvested restricted stock
 
(3,051
)
 
(3,409
)
 
(14,794
)
 
(15,843
)
 
 
 
 
 
 
 
 
 
Net loss attributable to common stockholders
 
$
(22,242,592
)
 
$
(16,589,868
)
 
$
(35,985,063
)
 
$
(50,629,611
)
Net loss per share of Common Stock available to common stockholders,
 
 
 
 
 
 
 
basic and diluted
 
$
(0.60
)
 
$
(0.66
)
 
$
(1.13
)
 
$
(2.11
)
 
 
 
 
 
 
 
 
 
Weighted average number of shares of Common Stock outstanding,
 
 
 
 
 
 
 
basic and diluted
 
37,205,390

 
25,210,069

 
31,926,472

 
23,969,494









FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-2

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Reconciliation of FFO, Core FFO, and AFFO
to Net Income (Loss) Attributable to Common Stockholders (A)
 
 
 
 
 
Three months ended December 31,
 
 
 
 
 
2017
 
2016
 
 
 
 
 
 
 
 
Net loss attributable to common stockholders (See note 1)
$
(22,242,592
)
 
$
(16,589,868
)
 
 
 
 
 
 
 
 
Add:
Depreciation of real estate assets
 
24,940,998

 
16,890,027

 
Amortization of acquired real estate intangible assets and deferred leasing costs
9,385,732

 
6,123,722

 
Loss attributable to non-controlling interests (See note 2)
 
(111,403
)
 
(135,246
)
 
 
 
 
 
 
 
 
FFO
11,972,735

 
6,288,635

 
 
 
 
 
 
 
 
Add:
Acquisition and pursuit costs
 
 

 
1,661,679

 
Loan cost amortization on acquisition term note (See note 3)
29,193

 
26,938

 
Amortization of loan coordination fees paid to the Manager (See note 4)
420,660

 
317,997

 
Weather-related property operating losses (See note 5)
681,136

 

 
Payment of costs related to property refinancing (See note 6)
683,518

 

 
 
 
 
 
 
 
 
Core FFO
13,787,242

 
8,295,249

 
 
 
 
 
 
 
 
Add:
Non-cash equity compensation to directors and executives
862,617

 
656,336

 
Amortization of loan closing costs (See note 7)
 
793,306

 
818,685

 
Depreciation/amortization of non-real estate assets
 
263,119

 
144,985

 
Net loan fees received (See note 8)
 
17,810

 
497,277

 
Accrued interest income received (See note 9)
 
4,696,934

 

 
Non-cash dividends on Series M Preferred Stock
 
29,785

 

 
Amortization of lease inducements (See note 10)
 
200,344

 

Less:
Non-cash loan interest income (See note 8)
 
(4,556,558
)
 
(4,227,953
)
 
Cash paid for loan closing costs
(27,917
)
 
(215,258
)
 
Amortization of acquired above and below market lease intangibles

 
 
 
 
and straight-line rental revenues (See note 11)
(2,678,503
)
 
(743,550
)
 
Amortization of deferred revenues (See note 12)
 
(398,507
)
 

 
Normally recurring capital expenditures and leasing costs (See note 13)
(1,026,037
)
 
(617,237
)
 
 
 
 
 
 
 
 
AFFO
$
11,963,635

 
$
4,608,534

 
 
 
 
 
 
 
 
Common Stock dividends and distributions to Unitholders declared:
 
 
 
 
Common Stock dividends
 
 
$
9,575,975

 
$
5,740,616

 
Distributions to Unitholders (See note 2)
 
221,184

 
194,957

 
Total
 
 
 
$
9,797,159

 
$
5,935,573

 
 
 
 
 
 
 
 
Common Stock dividends and Unitholder distributions per share
 
$
0.25

 
$
0.22

 
 
 
 
 
 
 
 
FFO per weighted average basic share of Common Stock and Unit outstanding
$
0.31

 
$
0.24

Core FFO per weighted average basic share of Common Stock and Unit outstanding
$
0.36

 
$
0.32

AFFO per weighted average basic share of Common Stock and Unit outstanding
$
0.31

 
$
0.18

 
 
 
 
Weighted average shares of Common Stock and Units outstanding: (A)
 
 
 
 
Basic:
 
 
 
 
 
 
 
Common Stock
 
 
37,205,390

 
25,210,069

 
Class A Units
 
 
 
895,112

 
886,168

 
Common Stock and Class A Units
 
38,100,502

 
26,096,237

 
 
 
 
 
 
 
 
 
Diluted Common Stock and Class A Units (B)
 
43,355,215

 
27,009,119

 
 
 
 
 
 
 
 
Actual shares of Common Stock outstanding, including 12,204 and 15,498 unvested shares
 
 
 
 of restricted Common Stock at December 31, 2017 and 2016, respectively
38,576,926

 
26,513,690

Actual Class A Units outstanding at December 31, 2017 and 2016, respectively.
884,735

 
886,168

 
Total
 
 
 
39,461,661

 
27,399,858

 
 
 
 
 
 
 
 
(A) Units and Unitholders refer to Class A Units in our Operating Partnership, or Class A Units, and holders of Class A Units, respectively. Unitholders include recipients of awards of Class B Units in our Operating Partnership, or Class B Units, for annual service which became vested and earned and automatically converted to Class A Units. Unitholders also include the entity that contributed the Wade Green grocery-anchored shopping center. The Class A Units collectively represent an approximate 2.35% weighted average non-controlling interest in the Operating Partnership for the three-month period ended December 31, 2017.
(B) Since our Core FFO and AFFO results are positive for the periods reflected above, we are presenting recalculated diluted weighted average shares of Common Stock and Class A Units for these periods for purposes of this table, which includes the dilutive effect of common stock equivalents from grants of the Class B Units, warrants included in units of Series A Preferred Stock issued, as well as annual grants of restricted Common Stock. The weighted average shares of Common Stock outstanding presented on the Consolidated Statements of Operations are the same for basic and diluted for any period for which we recorded a net loss available to common stockholders.
See Notes to Reconciliation of FFO, Core FFO and AFFO to Net Loss Attributable to Common Stockholders on page S-5.


FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-3

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Reconciliation of FFO, Core FFO, and AFFO
to Net Income (Loss) Attributable to Common Stockholders (A)
 
 
 
 
 
 
Year ended December 31,
 
 
 
 
 
2017
 
2016
 
 
 
 
 
 
 
 
Net loss attributable to common stockholders (See note 1)
$
(35,985,063
)
 
$
(50,629,611
)
 
 
 
 
 
 
Add:
Depreciation of real estate assets
 
85,285,385

 
55,896,381

 
Amortization of acquired real estate intangible assets and deferred leasing costs
30,693,340

 
21,700,590

Less:
Gain on sale of real estate
 
(37,635,014
)
 
(4,271,506
)
 
Income (loss) attributable to non-controlling interests (See note 2)
985,605

 
(310,291
)
 
 
 
 
 
 
 
 
FFO
43,344,253

 
22,385,563

 
 
 
 
 
 
 
 
Add:
Acquisition and pursuit costs
 
 
14,002

 
8,547,543

 
Loan cost amortization on acquisition term note (See note 3)
128,339

 
166,682

 
Amortization of loan coordination fees paid to the Manager (See note 4)
1,599,151

 
869,651

 
Mortgage loan refinancing and extinguishment costs (See note 6)
1,741,573

 

 
Costs incurred from extension of management agreement with advisor (See note 14)

 
421,387

 
Weather-related property operating losses (See note 5)
897,872

 

 
Contingent fees paid on sale of real estate (See note 15)
386,570

 

 
 
 
 
 
 
 
 
Core FFO
48,111,760

 
32,390,826

 
 
 
 
 
 
 
 
Add:
Non-cash equity compensation to directors and executives
3,470,284

 
2,524,042

 
Amortization of loan closing costs (See note 7)
 
3,549,825

 
2,559,096

 
Depreciation/amortization of non-real estate assets
 
798,084

 
542,827

 
Net loan fees received (See note 8)
 
1,314,194

 
1,872,105

 
Accrued interest income received (See note 9)
 
11,812,531

 
6,875,957

 
Non-cash dividends on Series M Preferred Stock
 
62,878

 

 
Amortization of lease inducements (See note 10)
 
437,381

 

Less:
Non-cash loan interest income (See note 8)
 
(18,063,613
)
 
(14,685,707
)
 
Cash paid for loan closing costs
(27,917
)
 
(228,534
)
 
Amortization of acquired above and below market lease intangibles

 
 
 
 
and straight-line rental revenues (See note 11)
(8,175,688
)
 
(2,458,342
)
 
Amortization of deferred revenues (See note 12)
 
(855,323
)
 

 
Normally recurring capital expenditures and leasing costs (See note 13)
(4,057,857
)
 
(2,797,360
)
 
 
 
 
 
 
 
 
AFFO
$
38,376,539

 
$
26,594,910

Common Stock dividends and distributions to Unitholders declared:
 
 
 
 
Common Stock dividends
 
 
$
31,244,265

 
$
19,940,730

 
Distributions to Unitholders (See note 2)
 
843,488

 
671,250

 
Total
 
 
 
$
32,087,753

 
$
20,611,980

 
 
 
 
 
 
 
 
Common Stock dividends and Unitholder distributions per share
 
$
0.94

 
$
0.8175

 
 
 
 
 
 
 
 
FFO per weighted average basic share of Common Stock and Unit outstanding
$
1.32

 
$
0.90

Core FFO per weighted average basic share of Common Stock and Unit outstanding
$
1.47

 
$
1.31

AFFO per weighted average basic share of Common Stock and Unit outstanding
$
1.17

 
$
1.07

 
 
 
 
Weighted average shares of Common Stock and Units outstanding: (A)
 
 
 
 
Basic:
 
 
 
 
 
 
 
Common Stock
 
 
31,926,472

 
23,969,494

 
Class A Units
 
 
 
906,076

 
819,197

 
Common Stock and Class A Units
 
32,832,548

 
24,788,691

 
 
 
 
 
 
 
Diluted Common Stock and Class A Units (B)
 
36,938,961

 
26,502,136

Actual shares of Common Stock outstanding, including 12,204 and 15,498 unvested shares
 
 
 
 of restricted Common Stock at December 31, 2017 and 2016, respectively
38,576,926

 
26,513,690

Actual Class A Units outstanding at December 31, 2017 and 2016, respectively.
884,735

 
886,168

 
Total
 
 
 
39,461,661

 
27,399,858

(A) Units and Unitholders refer to Class A Units in our Operating Partnership, or Class A Units, and holders of Class A Units, respectively. Unitholders include recipients of awards of Class B Units in our Operating Partnership, or Class B Units, for annual service which became vested and earned and automatically converted to Class A Units. Unitholders also include the entity that contributed the Wade Green grocery-anchored shopping center. The Class A Units collectively represent an approximate 2.76% weighted average non-controlling interest in the Operating Partnership for the twelve-month period ended December 31, 2017.
(B) Since our Core FFO and AFFO results are positive for the periods reflected above, we are presenting recalculated diluted weighted average shares of Common Stock and Class A Units for these periods for purposes of this table, which includes the dilutive effect of common stock equivalents from grants of the Class B Units, warrants included in units of Series A Preferred Stock issued, as well as annual grants of restricted Common Stock. The weighted average shares of Common Stock outstanding presented on the Consolidated Statements of Operations are the same for basic and diluted for any period for which we recorded a net loss available to common stockholders.
See Notes to Reconciliation of FFO, Core FFO and AFFO to Net Loss Attributable to Common Stockholders on page S-5.

FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-4

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

1)
Rental and other property revenues and property operating expenses for the quarter and year ended December 31, 2017 include activity for the 10 multifamily communities, three student housing projects, one office building and eight grocery-anchored shopping centers acquired during 2017 only from their respective dates of acquisition. In addition, the fourth quarter 2017 period includes a full quarter of activity for the six multifamily communities, 17 grocery-anchored shopping centers, one student housing property and three office buildings acquired during 2016. Rental and other property revenues and expenses for the quarter and year ended December 31, 2016 include activity for the 2016 acquisitions only from their respective dates of acquisition during 2016.

2)
Non-controlling interests in our Operating Partnership consisted of a total of 884,735 Class A Units as of December 31, 2017. Included in this total are 419,228 Class A Units which were granted as partial consideration to the seller in conjunction with the seller's contribution to us on February 29, 2016 of the Wade Green grocery-anchored shopping center. The remaining Class A units were awarded primarily to our key executive officers. The Class A Units are apportioned a percentage of our financial results as non-controlling interests. The weighted average ownership percentage of these holders of Class A Units was calculated to be 2.35% and 3.40% for the three-month periods ended December 31, 2017 and 2016, respectively and 2.76% and 3.30% for the years ended December 31, 2017 and 2016, respectively.

3)
We incurred loan closing costs for the acquisition of the Village at Baldwin Park multifamily community during the first quarter 2016, which were funded by our $35 million acquisition term loan facility, or 2016 Term Loan, on our $11 million term note, which we used to finance the acquisition of our Anderson Central grocery-anchored shopping center, and on our $200 million acquisition revolving credit facility, or Acquisition Facility, which is used to finance acquisitions of multifamily communities and student housing communities. The 2016 Term Loan was repaid in full on August 5, 2016, while the $11 million term note and Acquisition Facility remain outstanding. The costs to establish these instruments were deferred and amortized over the lives of the instruments. The amortization expense of these deferred costs is an additive adjustment in the calculation of Core FFO.

4)
As of January 1, 2016, we pay loan coordination fees to Preferred Apartment Advisors, LLC, our Manager, related to obtaining mortgage financing for acquired properties. Loan coordination fees were introduced to reflect the administrative effort involved in arranging debt financing for acquired properties. The portion of the loan coordination fees paid up until July 1, 2017 attributable to the financing were amortized over the lives of the respective mortgage loans, and this non-cash amortization expense is an addition to FFO in the calculation of Core FFO. Beginning effective July 1, 2017, the loan coordination fee was lowered from 1.6% to 0.6% of the amount of any mortgage indebtedness on newly-acquired properties or refinancing. All of the loan coordination fees paid to our Manager subsequent to July 1, 2017 are amortized over the life of the debt. At December 31, 2017, aggregate unamortized loan coordination fees were approximately $12.1 million, which will be amortized over a weighted average remaining loan life of approximately 10.6 years.

5)
We sustained weather-related operating losses at certain of our properties during the third and fourth quarters of 2017; these costs are added back to FFO in our calculation of Core FFO. Included in these adjustments are lost rental revenues that totaled $386,531 for the year ended December 31, 2017 and $272,835 for the fourth quarter. Any insurance reimbursement for lost rent cannot be reflected in our statements of operations until the funds are received from the insurance carrier.

6)
For the three months ended December 31, 2017, this adjustment consists of charges related to the refinancing of our Aldridge at Town Village, Summit Crossing and Retreat at Greystone multifamily communities. For the year ended December 31, 2017, the adjustment also includes a loan prepayment penalty and other charges related to the refinancing of our Stone Creek and 525 Avalon multifamily communities.

7)
We incur loan closing costs on our existing mortgage loans, which are secured on a property-by-property basis by each of our acquired real estate assets, and also for occasional amendments to our $150 million syndicated revolving line of credit with Key Bank National Association, or our Revolving Line of Credit. These loan closing costs are also amortized over the lives of the respective loans and the Revolving Line of Credit, and this non-cash amortization expense is an addition to Core FFO in the calculation of AFFO. Neither we nor the Operating Partnership have any recourse liability in connection with any of the mortgage loans, nor do we have any cross-collateralization arrangements with respect to the assets securing the mortgage loans, other than security interests in 49% of the equity interests of the subsidiaries owning such assets, granted in connection with our Revolving Line of Credit, which provides for full recourse liability. At December 31, 2017, aggregate unamortized loan costs were approximately $19.2 million, which will be amortized over a weighted average remaining loan life of approximately 8.0 years.

8)
We receive loan origination fees in conjunction with the origination of certain real estate loan investments. These fees are then recognized as revenue over the lives of the applicable loans as adjustments of yield using the effective interest method. The total fees received after the payment of loan origination fees to our Manager are additive adjustments in the calculation of AFFO. Correspondingly, the amortized non-cash income is a deduction in the calculation of AFFO. Over the lives of certain loans, we accrue additional interest amounts that become due to us at the time of repayment of the loan or refinancing of the property, or when the property is sold. This non-cash interest income is subtracted from Core FFO in our calculation of AFFO.


FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-5

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9)
This adjustment reflects the receipt during the periods presented of additional interest income (described in note 8 above) which was earned and accrued prior to those periods presented on various real estate loans.

10)
This adjustment removes the non-cash amortization of costs incurred to induce tenants to lease space in our office buildings and grocery-anchored shopping centers.

11)
This adjustment reflects straight-line rent adjustments and the reversal of the non-cash amortization of below-market and above-market lease intangibles, which were recognized in conjunction with our acquisitions and which are amortized over the estimated average remaining lease terms from the acquisition date for multifamily communities and over the remaining lease terms for grocery-anchored shopping center assets and office buildings. At December 31, 2017, the balance of unamortized below-market lease intangibles was approximately $38.9 million, which will be recognized over a weighted average remaining lease period of approximately 9.7 years.

12)
This adjustment removes the non-cash amortization of deferred revenue recorded by us in conjunction with Company-owned lessee-funded tenant improvements in our office buildings.
        
13)
We deduct from Core FFO normally recurring capital expenditures that are necessary to maintain our assets’ revenue streams in the calculation of AFFO. This adjustment also deducts from Core FFO capitalized amounts for third party costs during the period to originate or renew leases in our grocery-anchored shopping centers and office buildings. No adjustment is made in the calculation of AFFO for nonrecurring capital expenditures.

14)
We incurred legal costs pertaining to the extension of our management agreement with our Manager. The three-year evergreen extension was effective as of June 3, 2016.

15)
On May 25, 2017, we closed on the sale of our Enclave at Vista Ridge multifamily community to an unrelated third party.  At such date, our Manager collected a cumulative total of approximately $390,000 of contingent fees.  The sales transaction, and the fact that our capital contributions for the Enclave at Vista Ridge property achieved an annual rate of return which exceeded 7%, triggered the fees to become immediately due and payable to the Manager at the closing of the sale transaction. The recognition of these fees are added to FFO in the calculation of Core FFO as they are not likely to occur on a regular basis.


See Definitions of Non-GAAP Measures beginning on page S-20.

FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-6

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Preferred Apartment Communities, Inc.
 
Consolidated Balance Sheets
 
(Unaudited)
 
 
 
 
 
December 31, 2017
 
December 31, 2016
 
Assets
 
 
 
 
 
Real estate
 
 
 
 
Land
 
$
406,794,429

 
$
299,547,501

 
Building and improvements
2,043,853,105

 
1,513,293,760

 
Tenant improvements
63,424,729

 
23,642,361

 
Furniture, fixtures, and equipment
210,778,838

 
126,357,742

 
Construction in progress
10,490,769

 
2,645,634

 
Gross real estate
2,735,341,870

 
1,965,486,998

 
Less: accumulated depreciation
(172,755,498
)
 
(103,814,894
)
 
Net real estate
2,562,586,372

 
1,861,672,104

 
Real estate loan investments, net of deferred fee income
255,344,584

 
201,855,604

 
Real estate loan investments to related parties, net
131,451,359

 
130,905,464

 
Total real estate and real estate loan investments, net
2,949,382,315

 
2,194,433,172

 
 
 
 
 
 
 
Cash and cash equivalents
21,042,862

 
12,321,787

 
Restricted cash
51,968,519

 
55,392,984

 
Notes receivable
17,317,743

 
15,499,699

 
Note receivable and revolving line of credit due from related party
22,739,022

 
22,115,976

 
Accrued interest receivable on real estate loans
26,864,905

 
21,894,549

 
Acquired intangible assets, net of amortization
102,743,389

 
79,156,400

 
Deferred loan costs on Revolving Line of Credit, net of amortization
1,385,208

 
1,768,779

 
Deferred offering costs
6,544,310

 
2,677,023

 
Tenant lease inducements, net
14,424,398

 
261,492

 
Tenant receivables and other assets
37,956,954

 
15,310,741

 
 
 
 
 
 
 
Total assets
$
3,252,369,625

 
$
2,420,832,602

 
 
 
 
 
 
 
Liabilities and equity
 
 
 
 
Liabilities
 
 
 
 
Mortgage notes payable, net of deferred loan costs
1,776,652,171

 
1,305,870,471

 
Revolving line of credit
41,800,000

 
127,500,000

 
Term note payable, net of deferred loan costs
10,994,194

 
10,959,905

 
Real estate loan investment participation obligation
13,985,978

 
20,761,819

 
Deferred revenue
27,947,352

 

 
Accounts payable and accrued expenses
31,252,705

 
20,814,910

 
Accrued interest payable
5,028,161

 
3,541,640

 
Dividends and partnership distributions payable
15,679,940

 
10,159,629

 
Acquired below market lease intangibles, net of amortization
38,856,615

 
29,774,033

 
Security deposits and other liabilities
9,406,816

 
6,189,033

 
Total liabilities
1,971,603,932

 
1,535,571,440

 
 
 
 
 
 
 
Commitments and contingencies
 
 
 
 
Equity
 
 
 
 
 
Stockholder's equity
 
 
 
 
Series A Redeemable Preferred Stock, $0.01 par value per share; 3,050,000
 
 
 
 
   shares authorized; 1,250,279 and 924,855 shares issued; 1,222,013 and 914,422
 
 
 
 
shares outstanding at December 31, 2017 and 2016, respectively
12,220

 
9,144

 
Series M Redeemable Preferred Stock, $0.01 par value per share; 500,000
 
 
 
 
   shares authorized; 15,275 and 0 shares issued and outstanding
 
 
 
 
at December 31, 2017 and 2016, respectively
153

 

 
Common Stock, $0.01 par value per share; 400,066,666 shares authorized;
 
 
 
 
  38,564,722 and 26,498,192 shares issued and outstanding at
 
 
 
 
December 31, 2017 and 2016, respectively
385,647

 
264,982

 
Additional paid-in capital
1,271,039,723

 
906,737,470

 
Accumulated earnings (deficit)
4,449,353

 
(23,231,643
)
 
      Total stockholders' equity
1,275,887,096

 
883,779,953

 
Non-controlling interest
4,878,597

 
1,481,209

 
Total equity
1,280,765,693

 
885,261,162

 
 
 
 
 
 
 
Total liabilities and equity
$
3,252,369,625

 
$
2,420,832,602

 

FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-7

pacfulllogoa03.jpg

Preferred Apartment Communities, Inc.
Consolidated Statements of Cash Flows
(Unaudited)
 
 
 
Year ended December 31,
 
 
2017
 
2016
Operating activities:
 
 
 
 
Net income (loss )
 
$
28,666,601

 
$
(9,843,414
)
Reconciliation of net income (loss) to net cash provided by operating activities:
 
 
 
Depreciation expense
 
86,017,560

 
56,415,608

Amortization expense
 
30,759,249

 
21,724,190

Amortization of above and below market leases
(3,335,303
)
 
(1,653,016
)
Deferred revenues and fee income amortization
(2,346,579
)
 
(994,809
)
Mark to market debt and lease incentive amortization
630,503

 

Deferred loan cost amortization
5,084,193

 
3,595,429

(Increase) in accrued interest income on real estate loans
(4,970,356
)
 
(7,599,901
)
Equity compensation to executives and directors
3,470,284

 
2,524,042

Gain on sale of real estate
 
(37,635,014
)
 
(4,271,506
)
Loss on extinguishment of debt
 
888,428

 

Other
 
189,400

 
48,126

Changes in operating assets and liabilities:
 
 
 
(Increase) in tenant receivables and other assets
(12,105,325
)
 
(4,331,216
)
(Increase) in tenant lease incentives
(14,260,180
)
 

Increase in accounts payable and accrued expenses
2,382,465

 
3,112,553

Increase in accrued interest and other liabilities
2,853,145

 
2,935,383

Net cash provided by operating activities
86,289,071

 
61,661,469

 
 
 
 
 
Investing activities:
 
 
 
 
Investment in real estate loans
 
(148,345,526
)
 
(151,027,549
)
Repayments of real estate loans
 
94,409,668

 
36,672,482

Notes receivable issued
 
(7,863,998
)
 
(9,887,486
)
Notes receivable repaid
 
6,099,653

 
12,895,101

Note receivable issued to and draws on line of credit by related party
(35,281,195
)
 
(34,206,553
)
Repayments of line of credit by related party
34,228,970

 
31,096,618

Loan origination fees received
2,633,592

 
3,703,514

Loan origination fees paid to Manager
(1,319,399
)
 
(1,886,105
)
Acquisition of properties
 
(781,828,497
)
 
(1,010,111,945
)
Disposition of properties, net
 
118,237,697

 
10,616,386

Receipt of insurance proceeds for capital improvements
4,719,009

 

Additions to real estate assets - improvements
(17,787,037
)
 
(10,263,736
)
(Deposits) on acquisitions
 
(2,034,398
)
 
(839,600
)
Decrease (increase) in restricted cash
10,378,557

 
(3,344,721
)
Net cash used in investing activities
(723,752,904
)
 
(1,126,583,594
)
 
 
 
 
 
Financing activities:
 
 
 
 
Proceeds from mortgage notes payable
517,488,647

 
622,394,000

Payments for mortgage notes payable
(124,039,890
)
 
(12,035,587
)
Payments for deposits and other mortgage loan costs
(14,772,295
)
 
(19,130,246
)
Payments for mortgage prepayment costs
(817,313
)
 

Proceeds from real estate loan participants
224,188

 
6,432,700

Payments to real estate loan participants
(7,882,643
)
 

Proceeds from lines of credit
 
275,000,000

 
470,136,020

Payments on lines of credit
 
(360,700,000
)
 
(377,136,020
)
Proceeds from Term Loan
 

 
46,000,000

Repayment of the Term Loan
 

 
(35,000,000
)
Proceeds from sales of Units, net of offering costs and redemptions
302,467,332

 
390,904,255

Proceeds from sales of Common Stock
74,213,118

 
22,956,604

Proceeds from exercises of warrants
80,970,365

 
21,503,490

Common Stock dividends paid
 
(27,408,905
)
 
(18,515,113
)
Preferred stock dividends paid
 
(61,966,313
)
 
(38,940,901
)
Distributions to non-controlling interests
(817,260
)
 
(529,528
)
Payments for deferred offering costs
(6,314,123
)
 
(4,685,367
)
Contribution from non-controlling interests
540,000

 
450,000

Net cash provided by financing activities
646,184,908

 
1,074,804,307

 
 
 
 
Net increase in cash and cash equivalents
8,721,075

 
9,882,182

Cash and cash equivalents, beginning of period
12,321,787

 
2,439,605

Cash and cash equivalents, end of period
$
21,042,862

 
$
12,321,787



FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-8

pacfulllogoa03.jpg

Real Estate Loan Investments

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

Project/Property
 
Location
 
Maturity date
 
Optional extension date
 
Total loan commitments
 
Carrying amount (1) as of
 
Current / deferred interest % per annum
 
 
 
 
 
December 31, 2017
 
December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
 
 
 
 
 
 
 
Founders Village
 
Williamsburg, VA
 
 
N/A
 
$

 
$

(2 
) 
$
9,866,000

 
Encore
 
Atlanta, GA
 
4/8/2019

 
10/8/2020
 
10,958,200

 
10,958,200

 
10,958,200

 
8.5 / 5
Encore Capital
 
Atlanta, GA
 
4/8/2019

 
10/8/2020
 
9,758,200

 
7,521,425

 
6,748,380

 
8.5 / 5
Palisades
 
Northern VA
 
5/17/2018

 
N/A
 
17,270,000

 
17,111,298

 
16,214,545

 
8 / 5
Fusion
 
Irvine, CA
 
5/31/2018

 
5/31/2020
 
63,911,961

 
58,447,468

 
49,456,067

 
8.5 / 7.5
Green Park
 
Atlanta, GA
 
2/28/2018

 
12/1/2019
 
13,464,372

 
11,464,372

 
13,464,372

 
8.5 / 5.83
Summit Crossing III
 
Atlanta, GA
 
 
N/A
 

 

(3 
) 
7,246,400

 
Overture
 
Tampa, FL
 
 
N/A
 

 

(3 
) 
6,123,739

 
8.5 / 7.5
Aldridge at Town Village
 
Atlanta, GA
 
 
N/A
 

 

(3 
) 
10,656,171

 
Bishop Street
 
Atlanta, GA
 
2/18/2020

 
N/A
 
12,693,457

 
12,144,914

 
11,145,302

 
8.5 / 6.5
Hidden River
 
Tampa, FL
 
12/3/2018

 
12/3/2020
 
4,734,960

 
4,734,960

 
4,734,960

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

 
12/4/2020
 
5,380,000

 
5,041,161

 
4,626,238

 
8.5 / 6.5
CityPark II
 
Charlotte, NC
 
1/7/2019

 
1/7/2021
 
3,364,800

 
3,364,800

 
3,364,800

 
8.5 / 6.5
CityPark II Capital
 
Charlotte, NC
 
1/8/2019

 
1/31/2021
 
3,916,000

 
3,623,944

 
3,325,668

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

 
6/26/2020
 
21,060,160

 
21,060,160

 
19,795,886

 
8.5 / 2
Wiregrass
 
Tampa, FL
 
5/15/2020

 
5/15/2023
 
14,975,853

 
12,972,273

 
1,862,548

 
8.5 / 6.5
Wiregrass Capital
 
Tampa, FL
 
5/15/2020

 
5/15/2023
 
3,744,147

 
3,561,231

 
3,268,114

 
8.5 / 6.5
Berryessa
 
San Jose, CA
 
4/19/2018

 
N/A
 
31,509,000

 
30,571,375

 

 
10.5 / 0
Brentwood
 
Nashville, TN
 
6/1/2018

 
N/A
 
2,376,000

 
2,260,525

 

 
12 / 0
Fort Myers
 
Fort Myers, FL
 

 
N/A
 

 

(4 
) 
3,654,621

 
Fort Myers
 
Fort Myers, FL
 
2/3/2021

 
2/3/2022
 
9,416,000

 
3,521,014

 

 
8.5 / 5.5
Fort Myers Capital
 
Fort Myers, FL
 
2/3/2021

 
2/3/2022
 
6,193,000

 
4,994,108

 

 
8.5 / 5.5
360 Forsyth
 
Atlanta, GA
 

 
N/A
 

 

(4 
) 
2,520,420

 
360 Forsyth
 
Atlanta, GA
 
7/11/2020

 
7/11/2022
 
22,412,000

 
13,400,166

 

 
8.5 / 5.5
Morosgo
 
Atlanta, GA
 
1/31/2021

 
1/31/2022
 
11,749,000

 
4,950,824

 

 
8.5 / 5.5
Morosgo Capital
 
Atlanta, GA
 
1/31/2021

 
1/31/2022
 
6,176,000

 
4,761,050

 

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

 
8/15/2022
 
10,336,000

 
849,726

 

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

 
8/18/2022
 
7,338,000

 
5,530,045

 

 
8.5 / 5
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Student housing properties:
 
 
 
 
 
 
 
 
 
 
 
 
Haven West
 
Atlanta, GA
 

 
N/A
 

 

(5 
) 
6,784,167

 
Haven 12
 
Starkville, MS
 
12/17/2018

 
11/30/2020
 
6,116,384

 
5,815,849

 
5,815,849

 
8.5 / 6.5
Stadium Village
 
Atlanta, GA
 
 
N/A
 

 

(3 
) 
13,329,868

 
8.5 / 5.83
18 Nineteen
 
Lubbock, TX
 
 
N/A
 

 

(6 
) 
15,584,017

 
8.5 / 6
Haven South
 
Waco, TX
 
 
N/A
 

 

(3 
) 
15,301,876

 
8.5 / 6
Haven46
 
Tampa, FL
 
3/29/2019

 
9/29/2020
 
9,819,662

 
9,819,662

 
9,136,847

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

 
6/20/2020
 
67,680,000

 
65,724,317

 
46,419,194

 
7.25 / 1.5
Lubbock II
 
Lubbock, TX
 
4/20/2019

 
N/A
 
9,357,171

 
9,357,078

 
8,770,838

 
8.5 / 5
Haven Charlotte
 
Charlotte, NC
 
12/22/2019

 
12/22/2021
 
19,581,593

 
17,039,277

 
5,781,295

 
8.5 / 6.5
Haven Charlotte Member
 
Charlotte, NC
 
12/22/2019

 
12/22/2021
 
8,201,170

 
7,794,612

 

 
8.5 / 6.5
Solis Kennesaw
 
Atlanta, GA
 
9/26/2020

 
9/26/2022
 
12,358,946

 
1,609,395

 

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

 
10/1/2022
 
8,360,000

 
7,143,866

 

 
8.5 / 5.5
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Table continued on next page
 
 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-9


pacfulllogoa03.jpg

Table continued from previous page
 
Optional extension date
 
Total loan commitments
 
Carrying amount (1) as of
 
Current / deferred interest % per annum
Project/Property
 
Location
 
Maturity date
 
 
 
December 31, 2017
 
December 31, 2016
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
New Market Properties:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Dawson Marketplace
 
Atlanta, GA
 
9/24/2020

 
9/24/2022
 
12,857,005

 
12,857,005

 
12,613,860

 
8.5 / 5 (7)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Other:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Crescent Avenue
 
Atlanta, GA
 
4/13/2018

 
5/31/2018
 
8,500,000

 
8,500,000

 
6,000,000

 
10 / 5
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
$
455,569,041

 
388,506,100

 
334,570,242

 

Unamortized loan origination fees
 
 
 
 
 
 
 
(1,710,157
)
 
(1,809,174
)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Carrying amount
 
 
 
 
 
 
 
 
 
$
386,795,943

 
$
332,761,068

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Carrying amounts presented per loan are amounts drawn, exclusive of deferred fee revenue.
(2) The loan extended to Founders Village, with a total commitment of $10.3 million, was paid off during the first quarter.
(3) Loan was repaid in connection with our acquisition of the property during 2017.
(4) Previously existing land acquisition bridge loan was converted into real estate loan investment and capital/member loan during the third quarter.
(5) The loan extended to Haven West, with a total commitment of $6.9 million, was paid off during the third quarter.
(6) The loan extended to 18Nineteen was repaid during the fourth quarter 2017 following the sale of the property to a third party.
(7) Effective January 1, 2018, the deferred interest rate increased to 6.9% per annum until the total accrued interest reaches $250,000, at which point the deferred interest reverts to 5.0%.




































FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-10


pacfulllogoa03.jpg


We hold options, but not obligations, to purchase certain of the properties which are partially financed by our real estate loan investments. The option purchase prices are negotiated at the time of the loan closing and are to be calculated based upon market cap rates at the time of exercise of the purchase option, less a discount ranging from between 15 and 60 basis points, depending on the loan. As of December 31, 2017, our actual and potential purchase option portfolio consisted of:
 
 
 
Total units upon
 
Purchase option window
 
Project/Property
Location
 
completion (1)
 
Begin
 
End
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
 
 
 
Encore
Atlanta, GA
 
339

 
4/2/2018
 
7/9/2018
 
Palisades
Northern VA
 
304

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

 
10/1/2018
 
1/1/2019
 
Green Park
Atlanta, GA
 
310

 
3/1/2018
 
6/30/2018
(2) 
Bishop Street
Atlanta, GA
 
232

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

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

 
5/1/2018
 
8/31/2018
 
Park 35 on Clairmont
Birmingham, AL
 
271

 
S + 90 days (3)
 
S + 150 days (3)
 
Fort Myers
Fort Myers, FL
 
224

 
S + 90 days (3)
 
S + 150 days (3)
 
Wiregrass
Tampa, FL
 
392

 
S + 90 days (3)
 
S + 150 days (3)
 
360 Forsyth
Atlanta, GA
 
356

 
S + 90 days (3)
 
S + 150 days (3)
 
Morosgo
Atlanta, GA
 
258

 
S + 90 days (3)
 
S + 150 days (3)
 
University City Gateway
Charlotte, NC
 
338

 
S + 90 days (3)
 
S + 150 days (3)
 
Berryessa
San Jose, CA
 
551

 
N/A
 
N/A
 
Brentwood
Nashville, TN
 
301

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

 
4/1/2018
 
6/30/2018
 
Haven46
Tampa, FL
 
158

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

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

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

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

 
(4) 
 
(4) 
 
 
 
 
 
 
 
 
 
 
 
 
 
6,113

 
 
 
 
 
 
 
 
 
 
 
 
 
 
(1) We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties from our real estate loan investment portfolio.
 
(2) Effective as of October 26, 2017, the purchase option window on the property was amended as shown.
 
(3) The option period window begins and ends at the number of days indicated beyond the achievement of a 93% physical occupancy rate by the underlying property.
 
(4) The option period begins on October 1 of the second academic year following project completion and ends on the following December 31. The developer may elect to expedite the option period to begin December 1, 2019 and end on December 31, 2019.
 


FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-11


pacfulllogoa03.jpg

Mortgage Indebtedness

The following table presents certain details regarding our mortgage notes payable:
 
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
December 31, 2017
 
December 31, 2016
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Multifamily communities:
 
 
 
 
 
 
 
 
 
 
 
 
 
Stone Rise
7/3/2014
 
$
23,939,461

 
$
24,485,726

 
8/1/2019
 
2.89
%
 
Fixed rate
 
8/31/2015
Summit Crossing
4/21/2011
 

 
20,034,920

 
5/1/2018
 

 
Fixed rate
 
5/1/2014
Summit Crossing secondary financing
8/28/2014
 

 
5,057,941

 
9/1/2019
 

 
Fixed rate
 
N/A
Summit Crossing refinancing
10/31/2017
 
39,018,600

 

 
11/1/2024
 
3.99
%
 
Fixed rate
 
N/A
Summit II
3/20/2014
 
13,357,000

 
13,357,000

 
4/1/2021
 
4.49
%
 
Fixed rate
 
4/30/2019
Ashford Park
1/24/2013
 

(2) 
25,626,000

 
2/1/2020
 

 
Fixed rate
 
2/28/2018
Ashford Park secondary financing
8/28/2014
 

(2) 
6,404,575

 
2/1/2020
 

 
Fixed rate
 
N/A
McNeil Ranch
1/24/2013
 
13,646,000

 
13,646,000

 
2/1/2020
 
3.13
%
 
Fixed rate
 
2/28/2018
Lake Cameron
1/24/2013
 
19,773,000

 
19,773,000

 
2/1/2020
 
3.13
%
 
Fixed rate
 
2/28/2018
Enclave at Vista Ridge
9/26/2014
 

(3) 
24,862,000

 
10/1/2021
 

 
Fixed rate
 
10/31/2017
Sandstone
9/26/2014
 

(4) 
30,894,890

 
10/1/2019
 

 
Fixed rate
 
N/A
Stoneridge
9/26/2014
 
26,136,226

 
26,729,985

 
10/1/2019
 
3.18
%
 
Fixed rate
 
N/A
Vineyards
9/26/2014
 
34,672,349

 
34,775,000

 
10/1/2021
 
3.68
%
 
Fixed rate
 
10/31/2017
Avenues at Cypress
2/13/2015
 
21,675,160

 
22,135,938

 
9/1/2022
 
3.43
%
 
Fixed rate
 
N/A
Avenues at Northpointe
2/13/2015
 
27,466,988

 
27,878,000

 
3/1/2022
 
3.16
%
 
Fixed rate
 
3/31/2017
Venue at Lakewood Ranch
5/21/2015
 
29,347,966

 
29,950,413

 
12/1/2022
 
3.55
%
 
Fixed rate
 
N/A
Aster Lely
6/24/2015
 
32,470,974

 
33,120,899

 
7/5/2022
 
3.84
%
 
Fixed rate
 
N/A
CityPark View
6/30/2015
 
21,037,805

 
21,489,269

 
7/1/2022
 
3.27
%
 
Fixed rate
 
N/A
Avenues at Creekside
7/31/2015
 
40,523,358

 
41,349,590

 
8/1/2024
 
3.16
%
 
160
(5) 
8/31/2016
Citi Lakes
9/3/2015
 
42,396,307

 
43,309,606

 
4/1/2023
 
3.73
%
 
217
(6) 
N/A
Stone Creek
6/22/2017
 
20,466,519

 
16,497,919

 
7/1/2052
 
3.22
%
 
Fixed rate
 
N/A
Lenox Village Town Center
12/21/2015
 
30,009,461

 
30,717,024

 
5/1/2019
 
3.82
%
 
Fixed rate
 
N/A
Lenox Village III
12/21/2015
 
17,802,373

 
18,125,780

 
1/1/2023
 
4.04
%
 
Fixed rate
 
N/A
Overton Rise
2/1/2016
 
39,981,145

 
40,712,134

 
8/1/2026
 
3.98
%
 
Fixed rate
 
N/A
Baldwin Park
1/5/2016
 
73,910,000

 
73,910,000

 
1/5/2019
 
3.46
%
 
190
 
1/4/2019
Baldwin Park secondary financing
1/5/2016
 
3,890,000

 
3,890,000

 
1/5/2019
 
11.46
%
 
990
 
1/4/2019
Crosstown Walk
1/15/2016
 
31,485,601

 
32,069,832

 
2/1/2023
 
3.90
%
 
Fixed rate
 
N/A
525 Avalon Park
5/31/2016
 

(7) 
61,750,000

 
7/1/2024
 

 
200
(7) 
N/A
525 Avalon Park secondary financing
5/31/2016
 

(7) 
3,250,000

 
6/5/2019
 

 
1100
(7) 
N/A
525 Avalon Park refinancing
6/15/2017
 
66,912,118

 

 
7/1/2024
 
3.98
%
 
Fixed rate
 
N/A
City Vista
7/1/2016
 
35,073,438

 
35,734,946

 
7/1/2026
 
3.68
%
 
Fixed rate
 
N/A
Sorrel
8/24/2016
 
32,800,838

 
33,442,303

 
9/1/2023
 
3.44
%
 
Fixed rate
 
N/A

FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-12


pacfulllogoa03.jpg

Table continued from previous page
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
December 31, 2017
 
December 31, 2016
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
Citrus Village
3/3/2017
 
29,969,646

 

 
6/10/2023
 
3.65
%
 
Fixed rate
 
6/09/2017
Retreat at Greystone
11/21/2017
 
35,210,000

 

 
12/1/2024
 
4.31
%
 
Fixed rate
 
N/A
Founders Village
3/31/2017
 
31,271,292

 

 
4/1/2027
 
4.31
%
 
Fixed rate
 
N/A
Claiborne Crossing
4/26/2017
 
26,800,760

 

 
6/1/2054
 
2.89
%
 
Fixed rate
 
N/A
Luxe Lakewood Ranch
7/26/2017
 
39,065,729

 

 
8/1/2027
 
3.93
%
 
Fixed rate
 
N/A
Adara Overland Park
9/27/2017
 
31,759,882

 

 
4/1/2028
 
3.90
%
 
Fixed rate
 
N/A
Aldridge at Town Village
10/31/2017
 
37,847,218

 

 
11/1/2024
 
4.19
%
 
Fixed rate
(8) 
N/A
Summit Crossing III
9/29/2017
 
20,016,609

 

 
10/1/2024
 
3.87
%
 
Fixed rate
 
N/A
Overlook at Crosstown Walk
11/21/2017
 
22,231,000

 

 
12/1/2024
 
3.95
%
 
Fixed rate
 
N/A
Colony at Centerpointe
12/20/2017
 
33,346,281

 

 
10/1/2026
 
3.68
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total multifamily communities
 
 
1,045,311,104

 
814,980,690

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Grocery-anchored shopping centers:
Spring Hill Plaza
9/5/2014
 
9,470,041

 
9,672,371

 
10/1/2019
 
3.36
%
 
Fixed rate
 
10/31/2015
Parkway Town Centre
9/5/2014
 
6,887,303

 
7,034,452

 
10/1/2019
 
3.36
%
 
Fixed rate
 
10/31/2015
Woodstock Crossing
8/8/2014
 
2,989,460

 
3,041,620

 
9/1/2021
 
4.71
%
 
Fixed rate
 
N/A
Deltona Landings
9/30/2014
 
6,777,948

 
6,928,913

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Powder Springs
9/30/2014
 
7,151,903

 
7,311,197

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Kingwood Glen
9/30/2014
 
11,340,208

 
11,592,787

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Barclay Crossing
9/30/2014
 
6,375,945

 
6,517,956

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
Sweetgrass Corner
9/30/2014
 
7,730,666

 
7,900,135

 
10/1/2019
 
3.58
%
 
Fixed rate
 
N/A
Parkway Centre
9/30/2014
 
4,440,724

 
4,539,632

 
10/1/2019
 
3.48
%
 
Fixed rate
 
N/A
The Market at Salem Cove
10/6/2014
 
9,423,125

 
9,586,678

 
11/1/2024
 
4.21
%
 
Fixed rate
 
11/30/2016
Independence Square
8/27/2015
 
11,967,246

 
12,208,524

 
9/1/2022
 
3.93
%
 
Fixed rate
 
9/30/2016
Royal Lakes Marketplace
9/4/2015
 
9,690,137

 
9,800,000

 
9/4/2020
 
3.86
%
 
250
 
4/3/2017
The Overlook at Hamilton Place
12/22/2015
 
20,300,862

 
20,672,618

 
1/1/2026
 
4.19
%
 
Fixed rate
 
N/A
Summit Point
10/30/2015
 
12,208,422

 
12,546,792

 
11/1/2022
 
3.57
%
 
Fixed rate
 
N/A
East Gate Shopping Center
4/29/2016
 
5,578,194

 
5,719,897

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Fury's Ferry
4/29/2016
 
6,443,776

 
6,607,467

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Rosewood Shopping Center
4/29/2016
 
4,327,909

 
4,437,851

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
Southgate Village
4/29/2016
 
7,694,061

 
7,889,513

 
5/1/2026
 
3.97
%
 
Fixed rate
 
N/A
The Market at Victory Village
5/16/2016
 
9,213,785

 
9,250,000

 
9/11/2024
 
4.40
%
 
Fixed rate
 
10/10/2017
Wade Green Village
4/7/2016
 
7,968,657

 
8,116,465

 
5/1/2026
 
4.00
%
 
Fixed rate
 
N/A
Lakeland Plaza
7/15/2016
 
29,022,665

 
29,760,342

 
8/1/2026
 
3.85
%
 
Fixed rate
 
N/A
University Palms
8/8/2016
 
13,161,942

 
13,513,891

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Cherokee Plaza
8/8/2016
 
25,322,400

 
26,017,293

 
9/1/2021
 
3.61
%
 
225
(9) 
N/A

FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-13


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Table continued from previous page
 
 
Principal balance as of
 
 
 
 
 
 
 
Interest only through date (1)
 
Acquisition/
refinancing date
 
December 31, 2017
 
December 31, 2016
 
Maturity date
 
Interest rate
 
Basis point spread over 1 Month LIBOR
 
Sandy Plains Exchange
8/8/2016
 
9,194,003

 
9,439,850

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Thompson Bridge Commons
8/8/2016
 
12,290,931

 
12,619,589

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Heritage Station
8/8/2016
 
9,097,224

 
9,340,483

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Oak Park Village
8/8/2016
 
9,387,561

 
9,638,584

 
9/1/2026
 
3.45
%
 
Fixed rate
 
N/A
Shoppes of Parkland
8/8/2016
 
16,241,281

 
16,492,503

 
9/1/2023
 
4.67
%
 
Fixed rate
 
N/A
Champions Village
10/18/2016
 
27,400,000

 
27,400,000

 
11/1/2021
 
4.37
%
 
300
(10) 
11/1/2021
Castleberry-Southard
4/21/2017
 
11,382,642

 

 
5/1/2027
 
3.99
%
 
Fixed rate
 
N/A
Rockbridge Village
6/6/2017
 
14,141,635

 

 
7/5/2027
 
3.73
%
 
Fixed rate
 
N/A
Irmo Station
7/26/2017
 
10,566,008

 

 
8/1/2030
 
3.94
%
 
Fixed rate
 
N/A
Maynard Crossing
8/25/2017
 
18,387,585

 

 
9/1/2032
 
3.74
%
 
Fixed rate
 
N/A
Woodmont Village
9/8/2017
 
8,741,420

 

 
10/1/2027
 
4.125
%
 
Fixed rate
 
N/A
West Town Market
9/22/2017
 
8,963,126

 

 
10/1/2025
 
3.65
%
 
Fixed rate
 
N/A
Crossroads Market
12/5/2017
 
19,000,000

 

 
1/1/2030
 
3.95
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total grocery-anchored shopping centers
 
 
410,280,795

 
325,597,403

 
 
 
 
 
 
 
 
 
 
 

 
 
 
 
 
 
 
 
 
 
Student housing properties:
North by Northwest
6/1/2016
 
32,766,863

 
33,499,754

 
9/1/2022
 
4.02
%
 
Fixed rate
 
N/A
SoL
2/28/2017
 
37,485,000

 

 
3/1/2022
 
3.57
%
 
220
 
2/28/2022
Stadium Village
10/27/2017
 
46,929,833

 

 
11/1/2024
 
3.80
%
 
Fixed rate
 
N/A
Ursa
12/18/2017
 
28,260,000

 

 
1/5/2020
 
3.61
%
 
205
 
1/5/2020
Ursa secondary financing
12/18/2017
 
3,140,000

 

 
1/5/2020
 
13.11
%
 
1155
 
1/5/2020
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total student housing properties
 
 
148,581,696

 
33,499,754

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Office buildings:
Brookwood Center
8/29/2016
 
32,219,375

 
32,400,000

 
9/10/2031
 
3.52
%
 
Fixed rate
 
10/9/2017
Galleria 75
11/4/2016
 
5,715,804

 
5,900,265

 
7/1/2022
 
4.25
%
 
Fixed rate
 
N/A
Three Ravinia
12/30/2016
 
115,500,000

 
115,500,000

 
1/1/2042
 
4.46
%
 
Fixed rate
 
1/31/2022
Westridge at La Cantera
11/13/2017
 
54,440,000

 

 
12/10/2028
 
4.10
%
 
Fixed rate
 
N/A
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total office buildings
 
 
207,875,179

 
153,800,265

 
 
 
 
 
 
 
 
Grand total
 
 
1,812,048,774

 
1,327,878,112

 
 
 
 
 
 
 
 
Less: deferred loan costs
 
 
(30,248,587
)
 
(22,007,641
)
 
 
 
 
 
 
 
 
Less: below market debt adjustment
 
 
(5,148,016
)
 

 
 
 
 
 
 
 
 
Mortgage notes, net
 
 
$
1,776,652,171

 
$
1,305,870,471

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-14


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Footnotes to Mortgage Notes Table
 
(1) Following the indicated interest only period (where applicable), monthly payments of accrued interest and principal are based on a 25 to 35-year amortization period through the maturity date.
(2) On March 7, 2017, the Company legally defeased the mortgage loan in conjunction with the sale of its Ashford Park property, located in Atlanta, GA. In connection with the defeasance, the mortgage and other liens on the property were extinguished and all existing collateral, including various guarantees, were released. As a result of the defeasance, the Company incurred costs associated with a defeasance premium of $1.1 million plus a prepayment premium of approximately $0.4 million.
(3) On May 25, 2017, the Company legally defeased the mortgage loan in conjunction with the sale of its Enclave at Vista Ridge property, located in Dallas, TX. In connection with the defeasance, the mortgage and other liens on the property were extinguished and all existing collateral, including various guarantees, were released. As a result of the defeasance, the Company incurred costs associated with a defeasance premium of $2.06 million.
(4) On January 20, 2017, the Company legally defeased the mortgage loan in conjunction with the sale of its Sandstone property, located in Kansas City, KS. In connection with the defeasance, the mortgage and other liens on the property were extinguished and all existing collateral, including various guarantees, were released. As a result of the defeasance, the Company incurred costs associated with a defeasance premium of $1.4 million.
(5)  The mortgage instrument was assumed as part of the sales transaction; the 1 Month LIBOR index is capped at 5.0%, resulting in a cap on the combined rate of 6.6%.
(6) The 1 Month LIBOR index is capped at 4.33% resulting in a cap on the combined rate of 6.5%.
(7)  On June 15, 2017, the two existing mortgage instruments were refinanced into a single mortgage in the amount of $67.38 million bearing interest at a fixed rate of 3.98% per annum.
(8) The property was temporarily financed through a credit facility sponsored by the Federal Home Loan Mortgage Corporation; the Company obtained permanent mortgage financing subsequent to the closing as shown.
(9) The interest rate has a floor of 2.7%.
(10) The interest rate has a floor of 3.25%.


FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-15


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Multifamily Communities

As of December 31, 2017, our multifamily community portfolio consisted of the following properties:
 
 
 
 
 
 
 
 
Three months ended December 31, 2017
 
Property
 
Location
 
Number of units
 
Average unit size (sq. ft.)
 
Average physical occupancy
 
Average rent per unit
 
 
 
 
 
 
 
 
 
 
 
 
 
Established Communities:
 
 
 
 
 
 
 
 
 
 
 
Stone Rise
 
Philadelphia, PA
 
216

 
1,078

 
96.9
%
 
$
1,463

 
Lake Cameron
 
Raleigh, NC
 
328

 
940

 
94.1
%
 
$
978

 
McNeil Ranch
 
Austin, TX
 
192

 
1,071

 
93.4
%
 
$
1,254

 
Avenues at Cypress
 
Houston, TX
 
240

 
1,170

 
97.5
%
 
$
1,418

 
Avenues at Northpointe
 
Houston, TX
 
280

 
1,167

 
97.3
%
 
$
1,349

 
Stoneridge Farms at the Hunt Club
 
Nashville, TN
 
364

 
1,153

 
93.4
%
 
$
1,100

 
Vineyards
 
Houston, TX
 
369

 
1,122

 
98.1
%
 
$
1,141

 
Aster at Lely Resort
 
Naples, FL
 
308

 
1,071

 
94.3
%
 
$
1,439

 
Venue at Lakewood Ranch
 
Sarasota, FL
 
237

 
1,001

 
98.2
%
 
$
1,543

 
Citi Lakes
 
Orlando, FL
 
346

 
984

 
94.8
%
 
$
1,384

 
Lenox Portfolio
 
Nashville, TN
 
474

 
861

 
96.7
%
 
$
1,206

 
 
 
 
 
 
 
 
 
 
 
 
 
Total/Average Established Communities
 
 
 
3,354

 
 
 
95.9
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Summit Crossing
 
Atlanta, GA
 
485

 
1,053

 
92.9
%
 
$
1,199

 
CityPark View
 
Charlotte, NC
 
284

 
948

 

 
$
1,089

 
Avenues at Creekside
 
San Antonio, TX
 
395

 
974

 

 
$
1,148

 
Stone Creek
 
Houston, TX
 
246

 
852

 

 
$
1,010

 
525 Avalon Park
 
Orlando, FL
 
487

 
1,394

 

 
$
1,400

 
Sorrel
 
Jacksonville, FL
 
290

 
1,048

 
92.1
%
 
$
1,265

 
Retreat at Greystone
 
Birmingham, AL
 
312

 
1,100

 
96.7
%
 
$
1,219

 
Broadstone at Citrus Village
 
Tampa, FL
 
296

 
980

 
97.0
%
 
$
1,252

 
Founders Village
 
Williamsburg, VA
 
247

 
1,070

 
93.4
%
 
$
1,366

 
Crosstown Walk
 
Tampa, FL
 
342

 
981

 
94.9
%
 
$
1,268

 
Overton Rise
 
Atlanta, GA
 
294

 
1,018

 
94.0
%
 
$
1,479

 
Claiborne Crossing
 
Louisville, KY
 
242

 
1,204

 

 
$
1,330

 
Luxe at Lakewood Ranch
 
Sarasota, FL
 
280

 
1,105

 

 
$
1,521

 
Adara Overland Park
 
Kansas City, KS
 
260

 
1,116

 
94.6
%
 
$
1,308

 
Aldridge at Town Village
 
Atlanta, GA
 
300

 
969

 

 
$
1,298

 
The Reserve at Summit Crossing
 
Atlanta, GA
 
172

 
1,002

 

 
$
1,336

 
Overlook at Crosstown Walk
 
Tampa, FL
 
180

 
986

 

 
n/a

 
Colony at Centerpointe
 
Richmond, VA
 
255

 
1,149

 

 
n/a

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

 
1,069

 

 
$
1,547

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
5,895

 
 
 
 
 
 
 
Joint venture:
 
 
 
 
 
 
 
 
 
 
 
City Vista
 
Pittsburgh, PA
 
272

 
1,023

 

 
$
1,352

 
 
 
 
 
 
 
 
 
 
 
 
 
Total PAC Non-Established Communities
 
 
 
6,167

 
 
 
 
 
 
 
Average stabilized physical occupancy
 
 
 
 
 
 
 
95.3
%
(1) 
 
 
Student housing communities: (2)
 
 
 
 
 
 
 
 
 
Average rent per bed
 
North by Northwest
 
Tallahassee, FL
 
219

(2 
) 
1,250

 
98.4
%
 
$
725

 
SoL
 
Tempe, AZ
 
224

(2 
) 
1,296

 
90.0
%
 
$
715

 
Stadium Village (3)
 
Atlanta, GA
 
198

(2 
) 
1,466

 
99.4
%
 
670

 
Ursa (3)
 
Waco, TX
 
250

(2 
) 
1,634

 

 
n/a

 
 
 
 
 
 
 
 
 
 
 
 
 
Total All PAC units
 
 
 
10,412

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

FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-16


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For the three-month period ended December 31, 2017, our average established multifamily communities' physical occupancy was 95.9%. We calculate average stabilized physical occupancy for quarterly periods as the average number of occupied units on the 20th day of each of the trailing three months from the reporting period end date and that have been owned for at least 15 full months as of the end of the first quarter of each year. We exclude the operating results of properties for which construction of adjacent phases has commenced, properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. For the three-month period ended December 31, 2017, our average stabilized physical occupancy was 95.3%. We calculate average stabilized physical occupancy for quarterly periods as the average number of occupied units on the 20th day of each of the trailing three months from the reporting period end date. For the three-month period ended December 31, 2017, our average economic occupancy was 95.3%. We define average economic occupancy as market rent reduced by vacancy losses, expressed as a percentage. All of our multifamily properties are included in these calculations except for properties which are not yet stabilized (which we define as properties having first achieved 93% physical occupancy for three full months in a quarter), properties which are owned for less than the entire reporting period and properties which are undergoing significant capital projects, have sustained significant casualty losses or are adding additional phases (Stone Creek, Village at Baldwin Park, 525 Avalon Park and CityPark View). We also exclude properties which are currently being marketed for sale, of which there were none at December 31, 2017.

Capital Expenditures

We regularly incur capital expenditures related to our owned multifamily communities and student housing properties. Capital expenditures may be nonrecurring and discretionary, as part of a strategic plan intended to increase a property’s value and corresponding revenue-generating ability, or may be normally recurring and necessary to maintain the income streams and present value of a property. Certain capital expenditures may be budgeted and reserved for upon acquiring a property as initial expenditures necessary to bring a property up to our standards or to add features or amenities that we believe make the property a compelling value to prospective residents in its individual market. These budgeted nonrecurring capital expenditures in connection with an acquisition are funded from the capital source(s) for the acquisition and are not dependent upon subsequent property operating cash flows for funding. For the three-month period ended December 31, 2017, our capital expenditures for multifamily communities and student housing properties consisted of:
 
 
 
Capital Expenditures
 
 
 
Recurring
 
Non-recurring
 
Total
 
 
 
Amount
 
Per Unit
 
Amount
 
Per Unit
 
Amount
 
Per Unit
Appliances
$
107,009

 
$
15.74

 
$

 
$

 
$
107,009

 
$
15.74

Carpets
 
 
399,481

 
58.75

 

 

 
399,481

 
58.75

Wood / vinyl flooring
89,823

 
13.21

 

 

 
89,823

 
13.21

Fire safety
 

 

 
10,155

 
1.49

 
10,155

 
1.49

HVAC
 
52,318

 
7.69

 

 

 
52,318

 
7.69

Computers, equipment, misc.
12,944

 
1.90

 
88,639

 
13.04

 
101,583

 
14.94

Exterior painting
 

 

 
19,550

 
2.88

 
19,550

 
2.88

Leasing office and other common amenities 
837

 
0.12

 
409,632

 
60.25

 
410,469

 
60.37

Major structural projects 

 

 
2,012,090

 
295.92

 
2,012,090

 
295.92

Cabinets and counter top upgrades

 

 
483,151

 
71.06

 
483,151

 
71.06

Landscaping and fencing

 

 
191,055

 
28.10

 
191,055

 
28.10

Parking lot
 

 

 
63,843

 
9.39

 
63,843

 
9.39

Common area items

 

 
115,123

 
16.93

 
115,123

 
16.93

Totals
 
 
$
662,412

 
$
97.41

 
$
3,393,238

 
$
499.06

 
$
4,055,650

 
$
596.47









FOURTH QUARTER 2017 - EARNINGS RELEASE AND SUPPLEMENTAL FINANCIAL DATA | S-17


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Grocery-Anchored Shopping Center Portfolio

As of December 31, 2017, our grocery-anchored shopping center portfolio consisted of the following properties:
Property name
Location
 
Year built
 
GLA (1)
 
Percent leased
 
Grocery anchor tenant
 
 
 
 
 
 
 
 
 
 
Castleberry-Southard
 Atlanta, GA
 
2006
 
80,018

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

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

 
95.3
%
 
Sprouts
Powder Springs
 Atlanta, GA
 
1999
 
77,853

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

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

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

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

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

 
82.7
%
 
 Publix
Thompson Bridge Commons
 Atlanta, GA
 
2001
 
92,587

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

 
93.2
%
 
 Publix
Woodmont Village
 Atlanta, GA
 
2002
 
85,639

 
98.4
%
 
Kroger
Woodstock Crossing
 Atlanta, GA
 
1994
 
66,122

 
92.6
%
 
 Kroger
East Gate Shopping Center
 Augusta, GA
 
1995
 
75,716

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

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

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

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

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

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

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

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

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

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

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

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

 
98.1
%
 
Publix
Champions Village
 Houston, TX
 
1973
 
383,093

 
79.3
%
 
Randalls
Kingwood Glen
 Houston, TX
 
1998
 
103,397

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

 
83.0
%
 
 Tom Thumb
Oak Park Village
 San Antonio, TX
 
1970
 
64,855

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

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

 
92.3
%
 
Kroger
Anderson Central
 Greenville Spartanburg, SC
 
1999
 
223,211

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

 
100.0
%
 
 Publix
Rosewood Shopping Center
 Columbia, SC
 
2002
 
36,887

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

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

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

 
96.3
%
 
Kroger
Southgate Village
 Birmingham, AL
 
1988
 
75,092

 
100.0
%
 
 Publix
 
 
 
 
 
 
 
 
 
 
Grand total/weighted average
 
 
 
 
4,055,461

 
94.5
%
 
 

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

As of December 31, 2017, our grocery-anchored shopping center portfolio was 94.5% leased. We define percent leased as the percentage of gross leasable area that is leased, including noncancelable lease agreements that have been signed which have not yet commenced.


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Details regarding lease expirations (assuming no exercises of tenant renewal options) within our grocery-anchored shopping center portfolio as of December 31, 2017 were:
 
Total grocery-anchored shopping center portfolio
 
Number of leases
 
Leased GLA
 
Percent of leased GLA
 
 
 
 
 
 
Month to month
10

 
17,141

 
0.4
%
2018
94

 
377,237

 
9.9
%
2019
97

 
561,832

 
14.7
%
2020
107

 
467,902

 
12.2
%
2021
92

 
437,532

 
11.4
%
2022
90

 
313,629

 
8.2
%
2023
31

 
127,694

 
3.3
%
2024
18

 
551,844

 
14.4
%
2025
17

 
293,154

 
7.7
%
2026
9

 
127,071

 
3.3
%
2027
16

 
112,101

 
2.9
%
2028+
16

 
434,426

 
11.6
%
 
 
 
 
 
 
Total
597

 
3,821,563

 
100.0
%

The Company's Annual Report on Form 10-K for 2017 will present income statements of New Market Properties, LLC within the Results of Operations section of Management's Discussion and Analysis of Financial Condition and Results of Operations.

Second-generation capital expenditures within our grocery-anchored shopping center portfolio by property for the fourth quarter 2017 totaled $263,000. Second-generation capital expenditures exclude those expenditures made in our grocery-anchored shopping center portfolio (i) to lease space to "first generation" tenants (i.e. leasing capital for existing vacancies and known move-outs at the time of acquisition), (ii) to bring recently acquired properties up to our ownership standards, and (iii) for property re-developments and repositioning.

Office Building Portfolio

As of December 31, 2017, our office building portfolio consisted of the following properties:
Property Name
 
Location
 
GLA
 
Percent leased
Three Ravinia
 
Atlanta, GA
 
814,000

 
97
%
Westridge at La Cantera
 
San Antonio, TX
 
258,000

 
100
%
Brookwood Center
 
Birmingham, AL
 
169,000

 
100
%
Galleria 75
 
Atlanta, GA
 
111,000

 
94
%
 
 
 
 
 
 
 
 
 
 
 
1,352,000

 
98
%

The Company's office building portfolio includes the following significant tenants:
    
 
 
 
Square footage
 
Percentage of total SF
 
Annual Base Rent
InterContinental Hotels Group
495,409

 
36.6
%
 
$
11,200,200

State Farm Mutual Automobile Insurance Company
183,168

 
13.5
%
 
3,232,086

Harland Clarke Corporation
129,016

 
9.5
%
 
2,742,125

United Services Automobile Association
129,015

 
9.5
%
 
2,967,345

Access Insurance Holdings, Inc.
77,518

 
5.7
%
 
1,042,629

 
 
 
 
 
 
 
 
 
 
 
1,014,126

 
74.8
%
 
$
21,184,385

    
The Company defines Annual Base Rent as the current annual base rent due under the respective leases, exclusive of expense reimbursement which may also be payable.


 

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The Company's leased square footage of its office building portfolio expires according to the following schedule:
Office Building portfolio
 
 
 
 
Percent of
Year of lease expiration
 
Rentable square
 
rented
 
feet
 
square feet
2018
 
6,270

 
0.5
%
2019
 
15,745

 
1.2
%
2020
 
95,656

 
7.3
%
2021
 
217,000

 
16.5
%
2022
 
13,891

 
1.1
%
2023
 
80,272

 
6.1
%
2024
 
19,147

 
1.5
%
2025
 
47,870

 
3.6
%
2026
 

 
%
2027
 
258,031

 
19.7
%
2028+
 
558,522

 
42.5
%
 
 
 
 
 
Total
 
1,312,404

 
100.0
%

The Company recognized second-generation capital expenditures within its office building portfolio of approximately $101,000 during the fourth quarter 2017. Second-generation capital expenditures exclude those expenditures made in our office building portfolio (i) to lease space to "first generation" tenants (i.e. leasing capital for existing vacancies and known move-outs at the time of acquisition), (ii) to bring recently acquired properties up to our Class A ownership standards (and which amounts were underwritten into the total investment at the time of acquisition) and (iii) for property re-developments and repositionings.

Definitions of Non-GAAP Measures

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

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

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

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

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


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

Core FFO makes certain adjustments to FFO, which are either not likely to occur on a regular basis or are otherwise not representative of the Company’s ongoing operating performance. For example, the Company incurs substantial costs related to property acquisitions, which, prior to 2017, were required to be recognized as expenses when they were incurred. The Company added back any such acquisition and pursuit costs, including costs incurred in connection with obtaining short term debt financing for acquisitions, subsequent refinancing of these assets, and beginning January 1, 2016, amortization of loan coordination fees to FFO in its calculation of Core FFO since such costs are not representative of our operating results. The Company also adds back any costs incurred related to the extension of our management agreement in June 2016 with our Manager, contingent fees paid to our Manager at the time of a property's sale, realized losses on debt extinguishment or refinancing, weather-related property operating losses and any non-cash dividends in this calculation. Core FFO figures reported by us may not be comparable to those Core FFO figures reported by other companies.

We utilize Core FFO as a measure of the operating performance of our portfolio of real estate assets. We believe Core FFO is useful to investors as a supplemental gauge of our operating performance and may be useful in comparing our operating performance with other real estate companies that are not as involved in ongoing acquisition activities, though caution should be taken in comparing Core FFO results as other companies may calculate Core FFO differently. Core FFO is a non-GAAP measure that is reconciled to its most comparable GAAP measure, net income/loss available to common stockholders.

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

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

Core FFO, plus:
• non-cash equity compensation to directors and executives;
• amortization of loan closing costs, excluding costs incurred in connection with obtaining short term financing related to acquisitions;
• depreciation and amortization of non-real estate assets;
• net loan fees received;
• accrued interest income received;
• non-cash dividends on Series M Preferred Stock; and
• amortization of lease inducements;

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

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


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

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


About Preferred Apartment Communities, Inc.     

Preferred Apartment Communities, Inc. (NYSE: APTS), or the Company, is a Maryland corporation formed primarily to acquire and operate multifamily properties in select targeted markets throughout the United States. As part of our business strategy, we may enter into forward purchase contracts or purchase options for to-be-built multifamily communities and we may make real estate related loans, provide deposit arrangements or provide performance assurances, as may be necessary or appropriate, in connection with the development of multifamily communities and other properties. As a secondary strategy, we may acquire or originate senior mortgage loans, subordinate loans or real estate loans secured by interests in multifamily properties, membership or partnership interests in multifamily properties and other multifamily related assets and invest a lesser portion of our assets in other real estate related investments, including other income-producing property types, senior mortgage loans, subordinate loans or real estate loans secured by interests in other income-producing property types or membership or partnership interests in other income-producing property types as determined by Preferred Apartment Advisors, LLC, or our Manager, as appropriate for us. At December 31, 2017, the Company was the approximate 97.8% owner of Preferred Apartment Communities Operating Partnership, L.P., or the Operating Partnership. We elected to be taxed as a real estate investment trust under the Internal Revenue Code of 1986, as amended, commencing with our tax year ended December 31, 2011.


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