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

Thursday, November 12th, 2020

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

Our operating results are presented below.

 
   

Three months ended
September 30,

     

Nine months ended
September 30,

     
   

2020

 

2019

 

% change

 

2020

 

2019

 

% change

 
                           
 

Revenues (in thousands)

$

126,697

   

$

120,203

   

5.4

%

 

$

381,076

   

$

345,561

   

10.3

%

 
                           
 

Per share data:

                       
 

Net income (loss) (1)

$

(0.79)

   

$

(0.71)

   

   

$

(6.21)

   

$

(2.02)

   

   
 

FFO (2)

$

0.17

   

$

0.31

   

(45.2)

%

 

$

(3.17)

   

$

1.06

   

   
 

Core FFO (2)

$

0.26

   

$

0.35

   

(25.7)

%

 

$

0.77

   

$

1.14

   

(32.5)

%

 
 

AFFO (2)

$

0.07

   

$

0.12

   

(41.7)

%

 

$

0.58

   

$

0.66

   

(12.1)

%

 
 

Dividends (3)

$

0.1750

   

$

0.2625

   

(33.3)

%

 

$

0.6125

   

$

0.785

   

(22.0)

%

 
                           

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

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

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

"We are very pleased to report another quarter of operational outperformance across all of our product types, as our high quality, Sunbelt-focused portfolio of Class A multifamily, grocery-anchored retail and office, continued to be a market leader in the third quarter. Our collections of recurring rent were in excess of 99%, 96%, and 99% for our multi-housing, grocery anchored retail, and office portfolios, respectively, adjusted for deferrals. While we continue to navigate the short and long term economic and human impacts of the COVID-19 pandemic, we believe that our best-in- class asset management, combined with our suburban Sunbelt focus, and its associated broad positive economic drivers, provides stability for our portfolio, in the current environment and over the longer term.

Due to our  operational success, we were able to focus our efforts on furthering key strategic goals for PAC, which includes closing the sale of our student housing assets for approximately $478 million. With our student housing rents and occupancy outperforming prior year, we were able to harvest meaningful capital for balance sheet enhancement and for investment in suburban, Sunbelt multifamily acquisitions. In September we also put two proposals to a common stockholder vote: the approval to give common stockholders the ability to amend the Company's bylaws and to reduce the Company's call option on its Series A Redeemable Preferred stock from 10 years to 5 years. Having recently extended the date for our stockholder meeting, we are very pleased with the significant support so far for these measures which we believe are both shareholder friendly and will allow us to better manage our balance sheet and cost structure. We believe all of these efforts should ultimately help drive long term earnings growth and value creation for our stockholders," stated Joel Murphy, Preferred Apartment Communities' President and Chief Executive Officer.

Financial

  • Our net loss per share was $(0.79) and $(0.71) for the three-month periods ended September 30, 2020 and 2019, respectively. Funds From Operations, or FFO, for the three months ended September 30, 2020 was $0.17 per weighted average share of Common Stock and Class A Unit outstanding and reflects lower purchase option termination revenues, lower interest income, higher preferred dividends and a higher share count. Core FFO was $0.26 for the three months ended September 30, 2020 as compared to $0.35 for the three months ended September 30, 2019 and was similarly impacted by the items listed above.
  • Our FFO per share result increased to $0.17 for the third quarter 2020 from $(0.01) for the second quarter 2020; our Core FFO per share result increased to $0.26 for the third quarter 2020 from $0.22 for the second quarter 2020 and our AFFO per share result increased to $0.07 for the third quarter 2020 from $0.05 for the second quarter 2020. Core FFO increased 22.1% for the third quarter 2020 from the second quarter 2020.
  • Our Core FFO payout ratio to Common Stockholders and Unitholders was approximately 67.8% and our Core FFO payout ratio to our preferred stockholders was approximately 73.0%. (A)
  • Our AFFO payout ratio to Common Stockholders and Unitholders was approximately 95.1% for the trailing twelve months ended September 30, 2020. Our AFFO payout ratio to our preferred stockholders was approximately 90.9% for the third quarter 2020, 78.5% for the nine months ended September 30, 2020 and 75.1% for the trailing twelve months ended September 30, 2020.(A) Our AFFO payout ratios were negatively impacted by the reduced level of accrued interest received on our real estate loan investment portfolio and increased property insurance rates. We have approximately $24.8 million of accrued interest revenue on our real estate loan investment portfolio, which will positively impact AFFO when collected.
  • As of September 30, 2020, our total assets were approximately $4.7 billion. Our total assets at September 30, 2019 of approximately $5.3 billion included approximately $585.8 million of VIE mortgage pool assets attributable to other mortgage pool participants that were consolidated due to our investments in the Freddie Mac K Program. During the fourth quarter 2019 we sold our K Program investments, realizing an internal rate of return of approximately 18%. Excluding the consolidated VIE mortgage pool assets from the September 30, 2019 total, our total assets grew approximately $49.3 million.

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

 

The following chart details monthly cash collections of rental revenues before and after the effect of rent deferrals across all our

operating business lines as of November 9, 2020:

   
   

2020 Cash Collections of Recurring Rental Revenues (1)

   

Unadjusted for rent
deferrals:

 

First
quarter

 

April

 

May

 

June

 

July

 

August

 

September

 

October

                                 

Multifamily

 

99.9

%

 

98.8

%

 

98.8

%

 

98.8

%

 

98.8

%

 

99.0

%

 

99.0

%

 

98.5

%

Student housing

 

99.9

%

 

97.9

%

 

97.0

%

 

97.4

%

 

97.0

%

 

98.6

%

 

98.8

%

 

98.9

%

Office

 

99.8

%

 

98.8

%

 

97.3

%

 

97.8

%

 

98.9

%

 

99.7

%

 

99.9

%

 

99.8

%

Grocery-anchored retail (2)

 

99.4

%

 

91.5

%

 

89.7

%

 

91.5

%

 

94.1

%

 

95.0

%

 

96.4

%

 

95.6

%

                                 
   

2020 Cash Collections of Recurring Rental Revenues (1)

   

Adjusted for rent deferrals:

 

First
quarter

 

April

 

May

 

June

 

July

 

August

 

September

 

October

                                 

Multifamily

 

99.9

%

 

99.7

%

 

99.5

%

 

98.9

%

 

98.9

%

 

99.0

%

 

99.0

%

 

98.5

%

Student housing

 

99.9

%

 

98.4

%

 

97.4

%

 

97.4

%

 

97.0

%

 

98.6

%

 

98.8

%

 

98.9

%

Office

 

99.8

%

 

99.7

%

 

99.8

%

 

99.9

%

 

99.8

%

 

99.7

%

 

99.9

%

 

99.8

%

Grocery-anchored retail (2)

 

99.5

%

 

96.8

%

 

95.2

%

 

95.7

%

 

96.7

%

 

96.0

%

 

97.0

%

 

96.5

%

                                 

(1) Percent of revenue billed includes recurring charges for base rent, operating expense escalations, pet, garage, parking and storage rent, as well as receivables

from U.S. Government tenants, from which collection is reasonably assured.

(2) Includes an investment in an unconsolidated joint venture that is not prorated for our ownership percentage.

 

The following chart details monthly occupancy and percent leased rates across all our operating business lines:

 
   

2020 Monthly Occupancy and Percentages Leased

   
   

First
quarter

 

April

 

May

 

June

 

July

 

August

 

September

 

October

                                 

Occupancy:

                               

Multifamily (stabilized)

 

95.5

%

 

94.4

%

 

94.4

%

 

95.2

%

 

95.1

%

 

96.0

%

 

95.6

%

 

95.4

%

Student housing

 

96.1

%

 

96.0

%

 

95.8

%

 

95.8

%

 

95.9

%

 

95.1

%

 

95.3

%

 

95.5

%

Percent leased:

                               

Office

 

96.7

%

 

95.9

%

 

96.2

%

 

96.2

%

 

96.1

%

 

95.9

%

 

95.5

%

 

95.4

%

Grocery-anchored retail (1)

 

92.6

%

 

92.5

%

 

92.5

%

 

92.7

%

 

92.8

%

 

92.8

%

 

92.5

%

 

92.4

%

                                                 

(1) Includes an investment in an unconsolidated joint venture that is not prorated for our ownership percentage.

Operational

  • Our average recurring rental revenue collections before and after any effect of rent deferrals for the third quarter 2020 were approximately 99.0% and 99.0% for multifamily communities, 99.5% and 99.8% for office properties and 95.2% and 96.5% for grocery-anchored retail properties, respectively. Rent deferments provided to our residents/tenants primarily related to a change of timing of rent payments with no significant changes to total payments or term.
  • As of September 30, 2020, we have deferred $1.5 million of retail recurring rental revenue, or approximately 3.1% cumulatively over the last two quarters. Including this deferred rent, we have accounted for 96.6% and 95.9% of third quarter and second quarter retail recurring rental revenue, respectively. In addition to the deferrals, we granted approximately $324,000 of Covid related rental abatements, or approximately 0.7% of retail recurring rental revenues cumulatively over the last two quarters. These rental abatements were generally accompanied by an increase in the tenant's lease term or the lease terms were amended to be more favorable to us. We have also reserved $928,000 or 3.4% of total retail revenues (inclusive of straight line rent) in the third quarter, increasing our total reserves to $2.5 million or 3.0% of total retail revenues year to date, which is 0.7% of total company and other property revenues. 
  • On July 31, 2020, we received approximately $18.7 million in full satisfaction of the principal and all interest due on our Palisades real estate loan investment. Included in this total was the receipt of approximately $375,000 of deferred interest revenue on the loan, which was additive to AFFO for the quarter.
  • As of September 30, 2020, the average age of our multifamily communities was approximately 6.3 years, which is the youngest in the public multifamily REIT industry.
  • As of September 30, 2020, all of our owned multifamily communities had achieved stabilization, which we define as reaching 93% physical occupancy for three full months in a quarter.

Financing and Capital Markets

  • On July 10, 2020, we closed on a refinancing of the mortgage on our Citrus Villagemultifamily community. The new instrument has a principal amount of $40.9 million, bears interest at a fixed rate of 2.95% per annum and matures on August 1, 2027. Monthly interest-only payments are due through August 31, 2022.
  • As of September 30, 2020, approximately 94.1% of our permanent property-level mortgage debt has fixed interest rates and approximately 4.2% has variable interest rates which are capped. We believe we are well protected against potential increases in market interest rates. Our overall weighted average interest rate for our mortgage debt portfolio was 3.68% for residential properties, 4.13% for office properties and 3.91% for grocery-anchored retail properties.
  • At September 30, 2020, our leverage, as measured by the ratio of our debt to the undepreciated book value of our total assets, was approximately 54.0%.
  • During the third quarter 2020, we issued and sold an aggregate of 34,603 shares of Series A1 Redeemable Preferred Stock, resulting in net proceeds of approximately $31.1 million after commissions and other fees. During the third quarter 2020, we issued and sold an aggregate of 7,862 shares of Series M1 Redeemable Preferred Stock, resulting in net proceeds of approximately $7.6 million after dealer manager fees. During the third quarter 2020, we issued approximately 617,000 shares of Common Stock through our ATM program, and collected net proceeds of approximately $4.5 million.
  • During the third quarter 2020, we issued a total of 42,465 shares of preferred stock and redeemed 37,391 shares of preferred stock for a net total of 5,074 shares issued.

Significant Transactions

  • On July 15, 2020, we contributed our Neapolitan Way grocery-anchored shopping center into an unconsolidated 50/50 joint venture from which we collected approximately $19.2 million of proceeds and realized a gain on the transaction of approximately $3.3 million. Subsequently, the joint venture obtained a mortgage on the property, reducing our investment to approximately $6.9 million. We retain a 50% financial and voting interest in the property.
  • On September 3, 2020, we closed on a real estate loan investment of up to approximately $20.7 million to partially finance the development and construction of a 320-unit multifamily community to be located in suburban Atlanta, Georgia. The aggregate carrying amount of our real estate loan investment portfolio was approximately $309.6 million at September 30, 2020.

Business Update Related to COVID-19

Since the onset of COVID-19, the Company has taken various actions in response to the pandemic, including offering extended rent deferral options and abatements in only very limited circumstances. While the effects and trends in the pandemic range from market to market, we continue to adjust our business operations to address the needs of our residents, tenants and associates on an asset by asset basis. Our property management and asset management teams continuously respond and adapt appropriately to any onsite, tenant and/or property management request, while following all applicable safety and social distancing guidelines as the situation continues to evolve and change. All of our multifamily communities, student housing properties, grocery-anchored shopping centers and office buildings have operated throughout the pandemic and in compliance with government-imposed COVID-19 guidelines and mandates. While we expect the impacts of COVID-19 generally to continue into 2021, the effects on our operations have been manageable and we believe this will continue barring a dramatic change in the trajectory of the pandemic.

Real Estate Assets

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

               
   

Owned as of
September 30,
2020 (1)

 

Potential
additions from
real estate loan

investment

portfolio (2) (3)

 

Potential total

 
 

Residential properties:

           
 

Properties

44

   

12

   

56

   
 

Units

12,936

   

3,315

   

16,251

   
 

Beds

6,095

   

543

   

6,638

   
 

Grocery-anchored shopping centers:

           
 

Properties

54

   

   

54

   
 

Gross leasable area (square feet)

6,208,278

   

   

6,208,278

   
 

Office buildings:

           
 

Properties

9

 

(4)

1

   

10

   
 

Rentable square feet

3,169,000

   

195,000

   

3,364,000

   
               
   

(1)

One multifamily community, two student housing properties, two grocery-anchored shopping centers and two office

 

     buildings are owned through consolidated joint ventures. One grocery-anchored shopping center is an investment in

 

     an unconsolidated joint venture.

(2)

We evaluate each project individually and we make no assurance that we will acquire any of the underlying properties

 

     from our real estate loan investment portfolio.

(3)

The Company has terminated various purchase option agreements in exchange for termination fees. These properties

 

     are excluded from the potential additions from our real estate loan investment portfolio.

(4)

 Excludes our 251 Armour property, comprising 35,000 rentable square feet that is under development and our 4th and

 

     Brevard land parcel that is slated for future development.

Same-Store Multifamily Communities Financial Data

The following chart presents same-store operating results for the Company's multifamily communities. We define our population of same-store multifamily communities as those that have achieved occupancy at or above 93% for all three consecutive months within a single quarter (stabilized) before the beginning of the prior year and that have been owned for at least 15 full months as of the end of the first quarter of the current year, enabling comparisons of the current year quarterly and annual reporting periods to the prior year comparative periods. The Company excludes the operating results of properties for which construction of adjacent phases has commenced and properties which are undergoing significant capital projects, have sustained significant casualty losses, or are being marketed for sale as of the end of the reporting period. For the periods presented, same-store operating results consist of the operating results of the following multifamily communities containing an aggregate 8,694 units, or 79.6% of our multifamily units:

Aster at Lely Resort

 

Avenues at Cypress

 

Avenues at Northpointe

Citi Lakes

 

Lenox Village

 

Retreat at Lenox Village

Overton Rise

 

Sorrel

 

Venue at Lakewood Ranch

Avenues at Creekside

 

525 Avalon Park

 

Vineyards

Citrus Village

 

Retreat at Greystone

 

City Vista

Founders Village

 

Luxe at Lakewood Ranch

 

Adara at Overland Park

Summit Crossing I

 

Summit Crossing II

 

Aldridge at Town Village

City Park View

 

Crosstown Walk

 

Claiborne Crossing

Reserve at Summit Crossing

 

Colony at Centerpointe

 

Lux at Sorrel

Green Park

 

Vestavia Reserve

   

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

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

         
   

Three months ended:

(in thousands)

 

9/30/2020

 

9/30/2019

         

Net loss

 

$

(3,602)

   

$

(2,137)

 

Add:

       

Equity stock compensation

 

582

   

305

 

Depreciation and amortization

 

51,794

   

46,239

 

Interest expense

 

29,879

   

28,799

 

Management fees

 

   

8,611

 

Corporate G&A and other

7,898

   

1,364

 

Management Internalization

 

577

   

818

 

Provision for expected credit losses

 

(152)

   

 

Waived asset management and general and administrative expense fees

 

   

(3,081)

 

Less:

       

Interest revenue on notes receivable

 

10,649

   

12,608

 

Interest revenue on related party notes receivable

 

609

   

2,546

 

Miscellaneous revenues

 

608

   

 

Income from consolidated VIEs

 

   

591

 

Loss from unconsolidated joint venture

 

(120)

   

 

Loss on extinguishment of debt

 

(518)

   

(15)

 

Gains on sale of real estate and land condemnation

 

3,310

   

 
         

Property net operating income

 

72,438

   

65,188

 

Less:

       

Non-same-store property revenues

 

(77,447)

   

(67,559)

 

Add:

       

Non-same-store property operating expenses

26,524

   

23,872

 
       

Same-store net operating income

 

$

21,515

   

$

21,501

 

 

Multifamily Communities' Same Store Net Operating Income

                 
   

Three months ended:

       

(in thousands)

 

9/30/2020

 

9/30/2019

 

$ change

 

% change

Revenues:

               

Rental and other property revenues

 

$

37,383

   

$

37,490

   

$

(107)

   

(0.3)

%

                 

Operating expenses:

               

Property operating and maintenance

 

6,733

   

7,167

   

(434)

   

(6.1)

%

Payroll

 

3,022

   

3,019

   

3

   

0.1

%

Real estate taxes and insurance

 

6,113

   

5,803

   

310

   

5.3

%

Total operating expenses

 

15,868

   

15,989

   

(121)

   

(0.8)

%

                 

Same-store net operating income

 

$

21,515

   

$

21,501

   

$

14

   

0.1

%

                 

Same-store average physical occupancy

 

95.6

%

 

95.6

%

       
                 

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

 

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

         
   

Nine months ended:

(in thousands)

 

9/30/2020

 

9/30/2019

         

Net loss

 

$

(199,075)

   

$

(6,094)

 

Add:

       

Equity stock compensation

 

1,058

   

922

 

Depreciation and amortization

 

153,096

   

137,191

 

Interest expense

 

90,608

   

83,166

 

Management fees

 

3,099

   

24,649

 

Corporate G&A and other

23,109

   

4,171

 

Management Internalization

 

179,828

   

1,143

 

Provision for expected credit losses

 

5,463

   

 

Waived asset management and general and administrative expense fees

 

(1,136)

   

(8,505)

 

Less:

       

Interest revenue on notes receivable

 

34,495

   

35,989

 

Interest revenue on related party notes receivable

 

3,750

   

9,980

 

Miscellaneous revenues

 

4,560

   

1,023

 

Income from consolidated VIEs

 

   

1,316

 

Loss from unconsolidated joint venture

 

(120)

   

 

Loss on extinguishment of debt

 

(6,674)

   

(84)

 

Gains on sale of real estate and land condemnation

 

3,789

   

751

 
         

Property net operating income

 

216,250

   

187,668

 

Less:

       

Non-same-store property revenues

 

(226,417)

   

(187,737)

 

Add:

       

Non-same-store property operating expenses

75,318

   

64,282

 
       

Same-store net operating income

 

$

65,151

   

$

64,213

 

 

Multifamily Communities' Same Store Net Operating Income

                 
   

Nine months ended:

       

(in thousands)

 

9/30/2020

 

9/30/2019

 

$ change

 

% change

Revenues:

               

Rental and other property revenues

 

$

111,855

   

$

110,833

   

$

1,022

   

0.9

%

                 

Operating expenses:

               

Property operating and maintenance

 

19,473

   

20,388

   

(915)

   

(4.4)

%

Payroll

 

8,817

   

8,711

   

106

   

1.2

%

Real estate taxes and insurance

 

18,414

   

17,521

   

893

   

5.1

%

Total operating expenses

 

46,704

   

46,620

   

84

   

0.2

%

                 

Same-store net operating income

 

$

65,151

   

$

64,213

   

$

938

   

1.5

%

                 

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

Dividends

Quarterly Dividends on Common Stock and Class A OP Units

On August 6, 2020, we declared a quarterly dividend on our Common Stock of $0.175 per share for the third quarter 2020. The third quarter dividend was paid on October 15, 2020to all stockholders of record on September 15, 2020. In conjunction with the Common Stock dividend, the Company's operating partnership declared a distribution on its Class A Units of $0.175 per unit for the third quarter 2020, which was paid on October 15, 2020 to all Class A Unit holders of record as of September 15, 2020.

Monthly Dividends on Preferred Stock

We declared monthly dividends of $5.00 per share on our Series A Redeemable Preferred Stock, which totaled approximately $33.0 million for the third quarter 2020 and represents a 6% annual yield. We declared monthly dividends of $5.00 per share on our Series A1 Redeemable Preferred Stock, which totaled approximately $1.2 million for the third quarter 2020 and also represents a 6% annual yield. We declared dividends totaling approximately $1.5 million on our Series M Redeemable Preferred Stock, or mShares, for the third quarter 2020. The mShares have a dividend rate that escalates from 5.75% in year one of issuance to 7.50% in year eight and thereafter. We declared dividends totaling approximately $157,000 on our Series M1 Redeemable Preferred Stock for the third quarter 2020. The Series M1 Redeemable Preferred Stock has a dividend rate that escalates from 6.1% in year one of issuance to 7.1% in year ten and thereafter.

Subsequent to Quarter End

Between October 1, 2020 and October 31, 2020, we issued 13,986 shares of Series A1 Preferred Stock and collected net proceeds of approximately $12.6 million after commissions and fees and we issued 2,914 shares of Series M1 Preferred Stock and collected net proceeds of approximately $2.8 million after commissions and fees. During the same period, we redeemed 23,468 shares of Series A Preferred Stock and 862 shares of Series M Preferred Stock, or mShares.

On November 3, 2020, we announced via a press release the closing on that day of the sale of student housing assets to an unrelated third party for a sales price of $478.7 million.

On November 9, 2020, the Company adjourned its Special Meeting of Stockholders to November 19, 2020 to provide stockholders with additional time to vote on  Proposal 1 (Approval of the Articles of Amendment to the Company's charter to give bylaw access to stockholders) and Proposal 2 (Approval of the Articles of Amendment to the Company's charter to reduce the Company's call period on its Series A Redeemable Preferred Stock from 10 years to 5 years). The required vote to approve each Proposal is two-thirds of the Company's outstanding shares entitled to vote. As of November 5, 2020, approximately 65.4% of the Company's outstanding shares had been voted on Proposal 1 and Proposal 2 and, of these shares, approximately 97.9% and 95.7% had been voted in favor of Proposal 1 and Proposal 2, respectively.

On November 2, 2020, we closed on the acquisition of The Blake, a 281-unit multifamily community located in Orlando, Florida.

On November 5, 2020, our board of directors declared a quarterly dividend on our Common Stock of $0.175 per share, payable on January 15, 2021 to stockholders of record on December 15, 2020. Even though this dividend will be paid in 2021, if and to the extent this dividend is taxable, the Company intends for this dividend to be taxable in 2020.

Conference Call and Supplemental Data

We will hold our quarterly conference call on Tuesday, November 10, 2020 at 11:00 a.m. Eastern Time to discuss our third quarter 2020 results. To participate in the conference call, please dial in to the following:

Live Conference Call Details
Domestic Dial-in Number: 1-877-883-0383
International Dial-in Number: 1-412-902-6506
Company: Preferred Apartment Communities, Inc.
Date: Tuesday, November 10, 2020
Time: 11:00 a.m. Eastern Time (8:00 a.m. Pacific Time)
Passcode: 2463393

The live broadcast of PAC's third quarter 2020 conference call will be available online on a listen-only basis at the company's website, www.pacapts.com, under "Investors" and then click on the "News and Events" heading.  A replay of the call will be available from 3:00 PM Eastern Time on Tuesday, November 10, through 11:59 PM Eastern Time on Wednesday, December 9, 2020. The replay can be accessed by dialing 1-877-344-7529 or 1-412-317-0088 for international participants. The passcode for the replay is 10149020. A replay of the webcast will also be available on the Company's website for a limited time.

A replay of the call will be archived on PAC's' website under Investors/News and Events/Events.

2020 Guidance:  

Net income (loss) per shareWe are actively adding properties and real estate loan investments to our real estate portfolio and the specific timing of the closing of acquisitions is difficult to predict. Acquisition activity by its nature can cause material variation in our reported depreciation and amortization expense and interest income. Since net income (loss) per share is calculated net of depreciation and amortization expense, our net income (loss) results can fluctuate, possibly significantly, depending upon the timing of the closing of acquisitions. For this reason, we are unable to reasonably forecast this measure or provide a reconciliation of our projected FFO per share to this measure.

FFO per share - Due to the inherent uncertainty of the scope, duration and rapidly evolving nature of the economic and social disruption from the COVID-19 pandemic, we have withdrawn our guidance for 2020.

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

https://investors.pacapts.com/q3-2020-quarterly-supplemental-financial-data

Forward-Looking Statements

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995:  Estimates of future earnings, guidance, goals and performance are, by definition, and certain other statements in this Earnings Release and Supplemental Financial Data Report may constitute, "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance, achievements or transactions to be materially different from the results, guidance, goals, performance, achievements or transactions expressed or implied by the forward-looking statements. These statements may be identified  by the use of forward-looking terminology such as "may," "trend," "will," "expects," "plans," "estimates," "anticipates," "projects," "intends," "believes," "strategy," "goals," "objectives," "outlook" and similar expressions. These risks, uncertainties and contingencies include, but are not limited to, (a) the impact of the COVID-19 pandemic and related federal, state and local government actions on PAC's business operations and the economic conditions in the markets in which PAC operates; (b) PAC's ability to mitigate the impacts arising from COVID-19 and (c) those disclosed in PAC's filings with the SEC. Factors that impact such forward-looking statements include, among others, our business and investment strategy; legislative or regulatory actions; the state of the U.S. economy generally or in specific geographic areas; economic trends and economic recoveries; changes in operating costs, including real estate taxes, utilities and insurance costs; our ability to obtain and maintain debt or equity financing; financing and advance rates for our target assets; our leverage level; changes in the values of our assets; the occurrence of natural or man-made disasters; availability of attractive investment opportunities in our target markets; our ability to maintain our qualification as a real estate investment trust, or REIT, for U.S. federal income tax purposes; our ability to maintain our exemption from registration under the Investment Company Act of 1940, as amended; availability of quality personnel; our understanding of our competition and market trends in our industry; and interest rates, real estate values, the debt securities markets and the general economy.

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

We refer you to the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in our Annual Report on Form 10-K for the year ended December 31, 2019 that was filed with the SEC on March 3, 2020, which discuss various factors that could adversely affect our financial results. Such risk factors and information may be updated or supplemented by our Form 10-K, Form 10-Q and Form 8-K filings and other documents filed from time to time with the SEC.

Additional Information

The SEC has declared effective the registration statement filed by the Company for each of the offerings to which this communication may relate. Before you invest, you should read the final prospectus, and any prospectus supplements, forming a part of the registration statement and other documents the Company has filed with the SEC for more complete information about the Company and the offering to which this communication may relate. In particular, you should carefully read the risk factors described in the final prospectus and in any related prospectus supplement and in the documents incorporated by reference in the final prospectus and any related prospectus supplement to which this communication may relate. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Company or its dealer manager, Preferred Capital Securities, LLC, will arrange to send you a prospectus with respect to the Series A1/M1 Offering upon request by contacting John A. Isakson at (770) 818-4109, 3284 Northside Parkway NW, Suite 150, Atlanta, Georgia 30327.

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

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

 

Preferred Apartment Communities, Inc.

Condensed Consolidated Statements of Operations

(Unaudited)

     
   

Three months ended
September 30,

(In thousands, except per-share figures)

 

2020

 

2019

Revenues:

       

Rental and other property revenues

 

$

114,831

   

$

105,049

 

Interest income on loans and notes receivable

 

10,649

   

12,608

 

Interest income from related parties

 

609

   

2,546

 

Miscellaneous revenues

 

608

   

 
         

Total revenues

 

126,697

   

120,203

 
         

Operating expenses:

       

Property operating and maintenance

 

19,278

   

16,493

 

Property salary and benefits

6,054

   

5,360

 

Property management costs

983

   

3,534

 

Real estate taxes and insurance

 

16,078

   

14,474

 

General and administrative

 

7,898

   

1,364

 

Equity compensation to directors and executives

582

   

305

 

Depreciation and amortization

 

51,794

   

46,239

 

Asset management and general and administrative expense

       

fees to related party

 

   

8,611

 

Provision for expected credit losses

 

(152)

   

 

Management internalization expense

 

577

   

818

 
         

Total operating expenses

 

103,092

   

97,198

 

Waived asset management and general and administrative

     

expense fees

   

(3,081)

 
         

Net operating expenses

 

103,092

   

94,117

 

Operating income before gain on sale of real estate and loss from

       

unconsolidated joint venture

 

23,605

   

26,086

 

Loss from unconsolidated joint venture

 

(120)

   

 

Gain on sale of real estate, net

 

3,261

   

 

Operating income

 

26,746

   

26,086

 
         

Interest expense

 

29,879

   

28,799

 

Change in fair value of net assets of consolidated

       

VIEs from mortgage-backed pools

 

   

591

 

Loss on extinguishment of debt

 

(518)

   

(15)

 

Gain on land condemnation

 

49

   

 
         

Net loss

 

(3,602)

   

(2,137)

 

Consolidated net loss attributable to non-controlling interests

108

   

59

 
         

Net loss attributable to the Company

 

(3,494)

   

(2,078)

 
         

Dividends declared to preferred stockholders

 

(35,909)

   

(29,446)

 

Earnings attributable to unvested restricted stock

 

(96)

   

(5)

 
         

Net loss attributable to common stockholders

 

$

(39,499)

   

$

(31,529)

 
         

Net loss per share of Common Stock available to

     

 common stockholders, basic and diluted

 

$

(0.79)

   

$

(0.71)

 
         

Weighted average number of shares of Common Stock outstanding,

     

basic and diluted

 

49,689

   

44,703

 

 

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

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

         

Three months ended September 30,

(In thousands, except per-share figures)

   

2020

 

2019

               

Net loss attributable to common stockholders (See note 1)

$

(39,499)

   

$

(31,529)

 
               

Add:

Depreciation of real estate assets

 

41,282

   

37,381

 
 

Amortization of acquired intangible assets and deferred leasing costs

9,978

   

8,386

 
 

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

(50)

   

(59)

 
 

Gain on sale of real estate

(3,261)

   

 

FFO attributable to common stockholders and unitholders

8,450

   

14,179

 
               
 

Acquisition and pursuit costs

3

   

 
 

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

505

   

511

 
 

Payment of costs related to property refinancing

509

   

170

 
 

Internalization costs (See note 4)

577

   

818

 
 

Deemed dividends for redemptions of and non-cash dividends on preferred stock

3,061

   

152

 
 

Expenses incurred on the potential call of preferred stock (See note 5)

46

   

 
 

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

138

   

 

Core FFO attributable to common stockholders and unitholders

13,289

   

15,830

 
           

Add:

Non-cash equity compensation to directors and executives

 

582

   

305

 
 

Non-cash (income) expense for current expected credit losses (See note 7)

(761)

   

 
 

Amortization of loan closing costs (See note 8)

 

1,288

   

1,168

 
 

Depreciation/amortization of non-real estate assets

 

621

   

472

 
 

Net loan origination fees received (See note 9)

 

415

   

148

 
 

Deferred interest income received (See note 10)

 

375

   

 
 

Amortization of lease inducements (See note 11)

 

448

   

435

 

Less:

Amortization of purchase option termination revenues in excess of cash received (See note 12)

(421)

   

(1,283)

 
 

Non-cash loan interest income (See note 10)

 

(3,317)

   

(3,763)

 
 

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

   

(281)

 
 

Cash paid for loan closing costs

(106)

   

(29)

 
 

Amortization of acquired real estate intangible liabilities and SLR (See note 13)

(4,887)

   

(4,293)

 
 

Amortization of deferred revenues (See note 14)

 

(940)

   

(940)

 
 

Normally recurring capital expenditures (See note 15)

(2,983)

   

(2,379)

 
               

AFFO attributable to common stockholders and Unitholders

$

3,603

   

$

5,390

 
           

Common Stock dividends and distributions to Unitholders declared:

     
 

Common Stock dividends

   

$

8,780

   

$

11,823

 
 

Distributions to Unitholders (See note 2)

 

226

   

225

 
 

Total

     

$

9,006

   

$

12,048

 
               

Common Stock dividends and Unitholder distributions per share

 

$

0.1750

   

$

0.2625

 
               

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

$

0.17

   

$

0.31

 

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

$

0.26

   

$

0.35

 

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

$

0.07

   

$

0.12

 
       

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

     
 

Basic:

           
 

Common Stock

   

49,689

   

44,703

 
 

Class A Units

     

742

   

868

 
 

Common Stock and Class A Units

 

50,431

   

45,571

 
               
 

Diluted Common Stock and Class A Units (B)

 

50,433

   

45,768

 
               

Actual shares of Common Stock outstanding, including 548 and 20 unvested shares

     

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

50,449

   

45,355

 

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

742

   

856

 
 

Total

     

51,191

   

46,211

 
               

(A) Units and Unitholders refer to Class A Units in our Operating Partnership (as defined in note 2), or Class A Units, and holders of Class A Units, respectively. Unitholders include recipients of awards of Class B Units in our Operating Partnership, or Class B Units, for annual service which became vested and earned and automatically converted to Class A Units. Unitholders also include the entity that contributed the Wade Green grocery-anchored shopping center. The Class A Units collectively represent an approximate 1.47% weighted average non-controlling interest in the Operating Partnership for the three-month period ended September 30, 2020.

(B) Since our AFFO results are positive for the periods reflected above, we are presenting recalculated diluted weighted average shares of Common Stock and Class A Units for these periods for purposes of this table, which includes the dilutive effect of common stock equivalents from grants of the Class B Units, warrants included in units of Series A Preferred Stock issued, as well as annual grants of restricted Common Stock and restricted stock units. The weighted average shares of Common Stock outstanding presented on the Consolidated Statements of Operations are the same for basic and diluted for any period for which we recorded a net loss available to common stockholders.

 

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

 

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

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

         

Nine months ended September 30,

(In thousands, except per-share figures)

   

2020

 

2019

               

Net loss attributable to common stockholders (See note 1)

$

(300,270)

   

$

(88,497)

 
               

Add:

Depreciation of real estate assets

 

122,053

   

109,408

 
 

Amortization of acquired intangible assets and deferred leasing costs

28,933

   

26,402

 
 

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

(3,393)

   

(138)

 
 

Gain on sale of real estate

(3,261)

   

 

FFO attributable to common stockholders and unitholders

(155,938)

   

47,175

 
 

Acquisition and pursuit costs

381

   

 
 

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

1,711

   

1,491

 
 

Payment of costs related to property refinancing

7,372

   

594

 
 

Internalization costs (See note 4)

179,828

   

1,143

 
 

Deemed dividends for redemptions of and non-cash dividends on preferred stock

6,377

   

371

 
 

Expenses incurred on the potential call of preferred stock (See note 5)

46

   

 
 

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

586

   

 
 

Earnest money forfeited by prospective asset purchaser

(2,750)

   

 

Core FFO attributable to common stockholders and unitholders

37,613

   

50,774

 
           

Add:

Non-cash equity compensation to directors and executives

 

1,058

   

922

 
 

Non-cash (income) expense for current expected credit losses (See note 7)

3,647

   

 
 

Amortization of loan closing costs (See note 8)

 

3,631

   

3,458

 
 

Depreciation/amortization of non-real estate assets

 

1,793

   

1,381

 
 

Net loan origination fees received (See note 9)

 

882

   

674

 
 

Deferred interest income received (See note 10)

 

8,652

   

5,078

 
 

Amortization of lease inducements (See note 11)

 

1,334

   

1,295

 
 

Amortization of purchase option termination revenues in excess of cash received (See note 12)

(96)

   

(2,370)

 
 

Non-operating miscellaneous revenues

2,750

   

 

Less:

Non-cash loan interest income (See note 10)

 

(9,445)

   

(10,745)

 
 

Non-cash revenues from mortgage-backed securities

   

(696)

 
 

Cash paid for loan closing costs

(106)

   

(37)

 
 

Amortization of acquired real estate intangible liabilities and SLR (See note 13)

(13,684)

   

(12,375)

 
 

Amortization of deferred revenues (See note 14)

 

(2,821)

   

(2,821)

 
 

Normally recurring capital expenditures (See note 15)

(6,525)

   

(5,122)

 
               

AFFO attributable to common stockholders and Unitholders

$

28,683

   

$

29,416

 
           

Common Stock dividends and distributions to Unitholders declared:

     
 

Common Stock dividends

   

29,895

   

34,599

 
 

Distributions to Unitholders (See note 2)

 

559

   

683

 
 

Total

     

30,454

   

35,282

 
               

Common Stock dividends and Unitholder distributions per share

 

$

0.6125

   

$

0.785

 
               

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

$

(3.17)

   

$

1.06

 

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

$

0.77

   

$

1.14

 

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

$

0.58

   

$

0.66

 
       

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

     
 

Basic:

           
 

Common Stock

   

48,351

   

43,703

 
 

Class A Units

     

776

   

875

 
 

Common Stock and Class A Units

 

49,127

   

44,578

 
               
 

Diluted Common Stock and Class A Units (B)

 

49,144

   

45,235

 
               

Actual shares of Common Stock outstanding, including 548 and 20 unvested shares

     

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

50,449

   

45,355

 

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

742

   

856

 
 

Total

     

51,191

   

46,211