American Homes 4 Rent (AMH) FY 2023 MD&A
This page reproduces the company's own Item 7 MD&A text from the linked SEC filing. It is filer text, not grepcent analysis, scoring, or investment advice.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion of our financial condition and results of operations should be read in conjunction with the consolidated financial statements and related notes appearing elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements based upon our current expectations that involve risks and uncertainties. Our actual results may differ materially from those anticipated in these forward-looking statements as a result of various factors, including, but not limited to, those set forth under Part I, “Item 1A. Risk Factors” in this report.
This section of this Form 10-K generally discusses the years ended December 31, 2023 and 2022. A discussion of the year ended December 31, 2021 is available at Part II, “Item 7. 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, 2022.
Overview
We are a Maryland REIT focused on acquiring, developing, renovating, leasing and managing single-family homes as rental properties. The Operating Partnership is the entity through which we conduct substantially all of our business and own, directly or through subsidiaries, substantially all of our assets. We commenced operations in November 2012 and we have elected to be taxed as a REIT.
As of December 31, 2023, we owned 59,332 single-family properties in select submarkets of metropolitan statistical areas (“MSAs”) in 21 states, including 862 properties held for sale, compared to 58,993 single-family properties in 21 states, including 1,115 properties held for sale, as of December 31, 2022. As of December 31, 2023, 55,768 of our total properties (excluding properties held for sale) were occupied, compared to 55,605 of our total properties (excluding properties held for sale) as of December 31, 2022. Also, as of December 31, 2023, the Company had an additional 2,978 properties held in unconsolidated joint ventures, compared to 2,540 properties held in unconsolidated joint ventures as of December 31, 2022. Our portfolio of single-family properties, including those held in our unconsolidated joint ventures, is internally managed through our proprietary property management platform.
Key Single-Family Property and Leasing Metrics
The following table summarizes certain key single-family properties metrics as of December 31, 2023:
| Total Single-Family Properties (1) | |||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Market | Number of Single-Family Properties | % of Total Single-Family Properties | Gross Book Value (millions) | % of Gross Book Value Total | Avg. Gross Book Value per Property | Avg. Sq. Ft. | Avg. Property Age (years) | Avg. Year Purchased or Delivered | |||||||||||||||||
| Atlanta, GA | 5,853 | 10.0 | % | $ | 1,311.0 | 10.2 | % | $ | 223,985 | 2,174 | 17.3 | 2016 | |||||||||||||
| Dallas-Fort Worth, TX | 4,055 | 6.9 | % | 711.5 | 5.5 | % | 175,469 | 2,095 | 19.5 | 2014 | |||||||||||||||
| Charlotte, NC | 4,089 | 7.0 | % | 899.9 | 7.0 | % | 220,086 | 2,110 | 17.7 | 2015 | |||||||||||||||
| Phoenix, AZ | 3,364 | 5.8 | % | 718.5 | 5.6 | % | 213,588 | 1,841 | 19.2 | 2016 | |||||||||||||||
| Nashville, TN | 3,319 | 5.7 | % | 823.0 | 6.4 | % | 247,960 | 2,117 | 16.1 | 2016 | |||||||||||||||
| Jacksonville, FL | 3,101 | 5.3 | % | 676.1 | 5.2 | % | 218,020 | 1,928 | 14.4 | 2016 | |||||||||||||||
| Indianapolis, IN | 2,848 | 4.9 | % | 495.1 | 3.8 | % | 173,841 | 1,927 | 20.9 | 2014 | |||||||||||||||
| Tampa, FL | 2,901 | 5.0 | % | 673.6 | 5.2 | % | 232,187 | 1,948 | 15.2 | 2016 | |||||||||||||||
| Houston, TX | 2,402 | 4.1 | % | 427.5 | 3.3 | % | 177,995 | 2,082 | 18.1 | 2014 | |||||||||||||||
| Raleigh, NC | 2,179 | 3.7 | % | 434.3 | 3.4 | % | 199,320 | 1,889 | 17.7 | 2015 | |||||||||||||||
| Cincinnati, OH | 2,127 | 3.6 | % | 418.9 | 3.3 | % | 196,952 | 1,842 | 21.0 | 2014 | |||||||||||||||
| Columbus, OH | 2,154 | 3.7 | % | 421.5 | 3.3 | % | 195,675 | 1,880 | 21.0 | 2015 | |||||||||||||||
| Las Vegas, NV | 2,169 | 3.7 | % | 618.8 | 4.8 | % | 285,270 | 1,937 | 11.7 | 2017 | |||||||||||||||
| Salt Lake City, UT | 1,901 | 3.3 | % | 579.1 | 4.5 | % | 304,605 | 2,245 | 17.2 | 2016 | |||||||||||||||
| Orlando, FL | 1,999 | 3.4 | % | 437.6 | 3.4 | % | 218,923 | 1,911 | 18.3 | 2016 | |||||||||||||||
| Greater Chicago area, IL and IN | 1,541 | 2.6 | % | 294.5 | 2.3 | % | 191,105 | 1,865 | 22.3 | 2013 | |||||||||||||||
| Charleston, SC | 1,535 | 2.6 | % | 352.2 | 2.7 | % | 229,471 | 1,962 | 13.0 | 2017 | |||||||||||||||
| San Antonio, TX | 1,263 | 2.2 | % | 249.2 | 1.9 | % | 197,277 | 1,919 | 14.9 | 2015 | |||||||||||||||
| Seattle, WA | 1,161 | 2.0 | % | 383.8 | 3.0 | % | 330,534 | 2,006 | 13.6 | 2017 | |||||||||||||||
| Savannah/Hilton Head, SC | 1,051 | 1.8 | % | 222.0 | 1.7 | % | 211,204 | 1,887 | 15.2 | 2016 | |||||||||||||||
| All Other (2) | 7,458 | 12.7 | % | 1,737.6 | 13.5 | % | 232,983 | 1,912 | 17.8 | 2015 | |||||||||||||||
| Total/Average | 58,470 | 100.0 | % | $ | 12,885.7 | 100.0 | % | $ | 220,381 | 1,992 | 17.5 | 2015 |
(1)Excludes 862 single-family properties held for sale as of December 31, 2023.
(2)Represents 15 markets in 13 states.
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The following table summarizes certain key leasing metrics as of December 31, 2023:
| Total Single-Family Properties (1) | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Market | Avg. Occupied Days Percentage (2) | Avg. Monthly Realized Rent per property (3) | Avg. Original Lease Term (months) (4) | Avg. Remaining Lease Term (months) (4) | Avg. Blended Change in Rent (5) | |||||||||
| Atlanta, GA | 94.8 | % | $ | 2,153 | 12.0 | 6.8 | 5.8 | % | ||||||
| Dallas-Fort Worth, TX | 95.1 | % | 2,203 | 12.1 | 6.0 | 6.1 | % | |||||||
| Charlotte, NC | 95.3 | % | 2,077 | 12.0 | 6.1 | 6.1 | % | |||||||
| Phoenix, AZ | 94.2 | % | 2,047 | 12.0 | 5.7 | 5.7 | % | |||||||
| Nashville, TN | 95.6 | % | 2,248 | 12.0 | 6.1 | 5.3 | % | |||||||
| Jacksonville, FL | 93.3 | % | 2,081 | 12.0 | 6.2 | 5.0 | % | |||||||
| Indianapolis, IN | 96.6 | % | 1,797 | 12.1 | 6.1 | 5.3 | % | |||||||
| Tampa, FL | 93.7 | % | 2,313 | 12.0 | 6.6 | 6.1 | % | |||||||
| Houston, TX | 96.9 | % | 1,981 | 12.0 | 6.3 | 5.5 | % | |||||||
| Raleigh, NC | 96.3 | % | 1,951 | 12.0 | 5.8 | 5.1 | % | |||||||
| Cincinnati, OH | 96.4 | % | 2,042 | 12.0 | 6.3 | 5.5 | % | |||||||
| Columbus, OH | 95.7 | % | 2,084 | 12.0 | 6.1 | 5.5 | % | |||||||
| Las Vegas, NV | 91.9 | % | 2,194 | 12.0 | 6.3 | 3.9 | % | |||||||
| Salt Lake City, UT | 96.4 | % | 2,365 | 12.0 | 5.9 | 3.7 | % | |||||||
| Orlando, FL | 93.8 | % | 2,258 | 12.0 | 6.2 | 6.6 | % | |||||||
| Greater Chicago area, IL and IN | 96.6 | % | 2,327 | 12.0 | 6.5 | 5.4 | % | |||||||
| Charleston, SC | 95.9 | % | 2,207 | 12.0 | 6.3 | 5.0 | % | |||||||
| San Antonio, TX | 94.3 | % | 1,915 | 12.0 | 5.6 | 3.3 | % | |||||||
| Seattle, WA | 95.4 | % | 2,653 | 11.7 | 5.6 | 7.0 | % | |||||||
| Savannah/Hilton Head, SC | 97.0 | % | 2,108 | 12.0 | 6.4 | 7.8 | % | |||||||
| All Other (6) | 94.5 | % | 2,108 | 12.0 | 6.1 | 5.3 | % | |||||||
| Total/Average | 95.0 | % | $ | 2,132 | 12.0 | 6.2 | 5.5 | % |
(1)Excludes 862 single-family properties held for sale as of December 31, 2023.
(2)For the year ended December 31, 2023, Average Occupied Days Percentage represents the number of days a property is occupied in the period divided by the total number of days the property is owned during the same period after initially being placed in-service.
(3)For the year ended December 31, 2023, Average Monthly Realized Rent is calculated as the lease component of rents and other single-family property revenues (i.e., rents from single-family properties) divided by the product of (a) number of properties and (b) Average Occupied Days Percentage, divided by the number of months. For properties partially owned during the year, this is adjusted to reflect the number of days of ownership.
(4)Average Original Lease Term and Average Remaining Lease Term are reflected as of period end.
(5)Represents the percentage change in rent on all non-month-to-month lease renewals and re-leases during the year ended December 31, 2023, compared to the annual rent of the previously expired non-month-to-month comparable long-term lease for each property.
(6)Represents 15 markets in 13 states.
We believe these key single-family property and leasing metrics provide useful information to investors because they allow investors to understand the composition and performance of our properties on a market by market basis. Management also uses these metrics to understand the composition and performance of our properties at the market level.
Factors That Affect Our Results of Operations and Financial Condition
Our results of operations and financial condition are affected by numerous factors, many of which are beyond our control. Key factors that impact our results of operations and financial condition include the pace at which we identify and acquire suitable land and properties, the time and cost required to renovate the acquired properties, the pace and cost of our property developments, the time to lease newly acquired or developed properties at acceptable rental rates, occupancy levels, rates of tenant turnover, the length of vacancy in properties between tenant leases, our expense ratios, property taxes including changes in rates and valuation assessments of our properties, our ability to raise capital and our capital structure. Additionally, further supply chain disruptions, inflationary increases in labor and material costs and labor shortages may have the potential to impact certain aspects of our business, including our AMH Development Program, our renovation program associated with acquired properties and our maintenance program.
Property Acquisitions, Development and Dispositions
Since our formation, we have rapidly but systematically grown our portfolio of single-family properties. Our ability to identify and acquire homes that meet our investment criteria is impacted by home prices in our target markets, the inventory of properties available-for-sale through traditional acquisition channels, competition for our target assets and our available capital. We are also focused on developing “built-for-rental” homes through our internal AMH Development Program. In addition, we also acquire newly
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constructed homes from third-party developers through our National Builder Program. Opportunities from these new construction channels are impacted by the availability of vacant developed lots, development land assets and inventory of homes currently under construction or newly developed. Our level of investment activity has fluctuated based on the number of suitable opportunities and the level of capital available to invest. Recently, we have strategically scaled back acquisitions through our National Builder Program and traditional acquisition channel as the housing market adjusts to the current macroeconomic environment. We anticipate beginning to grow in these acquisition channels when the housing and capital markets stabilize. During the year ended December 31, 2023, we developed or acquired 1,885 homes, including 1,838 newly constructed homes delivered through our AMH Development Program and 47 homes acquired through our National Builder Program and traditional acquisition channel, partially offset by 1,546 homes sold to third parties. During the year ended December 31, 2023, we also developed an additional 479 newly constructed homes which were delivered to our unconsolidated joint ventures, aggregating to 2,317 total program deliveries through our AMH Development Program.
Our properties held for sale were identified based on submarket analysis, as well as individual property-level operational review. As of December 31, 2023 and 2022, there were 862 and 1,115 properties, respectively, classified as held for sale. We will continue to evaluate our properties for potential disposition going forward as a normal course of business.
Property Operations
Homes added to our portfolio through new construction channels include properties developed through our internal AMH Development Program and newly constructed properties acquired from third-party developers through our National Builder Program. Rental homes developed through our AMH Development Program involve substantial up-front costs, time to acquire and develop land, time to build the rental home, and time to lease the rental home before the home generates income. This process is dependent upon the nature of each lot acquired and the timeline varies primarily due to land development requirements. Once land development requirements have been met, historically it has taken approximately four to six months to complete the rental home vertical construction process. However, delivery of homes may be staggered to facilitate leasing absorption. Our internal construction program is managed by our team of development professionals that oversee the full rental home construction process including all land development and work performed by subcontractors. We typically incur costs between $250,000 and $450,000 to acquire and develop land and build a rental home. Homes added through our AMH Development Program are available for lease immediately upon or shortly after receipt of a certificate of occupancy. Rental homes acquired from third-party developers through our National Builder Program are dependent on the inventory of newly constructed homes and homes currently under construction.
Homes added to our portfolio through traditional acquisition channels require expenditures in addition to payment of the purchase price, including property inspections, closing costs, liens, title insurance, transfer taxes, recording fees, broker commissions, property taxes and HOA fees, when applicable. In addition, we typically incur costs between $20,000 and $40,000 to renovate a home acquired through traditional acquisition channels to prepare it for rental. Renovation work varies, but may include paint, flooring, cabinetry, appliances, plumbing hardware and other items required to prepare the home for rental. The time and cost involved to prepare our homes for rental can impact our financial performance and varies among properties based on several factors, including the source of acquisition channel and age and condition of the property. Historically, it has taken approximately 20 to 90 days to complete the renovation process, which will fluctuate based on our overall acquisition volume as well as availability of construction labor and materials.
Our operating results are also impacted by the amount of time it takes to market and lease a property, which can vary greatly among properties, and is impacted by local demand, our marketing techniques and the size of our available inventory. Typically, it takes approximately 10 to 50 days to lease a property after acquiring or developing a new property through our new construction channels and 20 to 40 days after completing the renovation process for a traditionally acquired property. Lastly, our operating results are impacted by the length of stay of our tenants and the amount of time it takes to prepare and re-lease a property after a tenant vacates. This process, which we refer to as “turnover,” is impacted by numerous factors, including the condition of the home upon move-out of the previous tenant, and by local demand, our marketing techniques and the size of our available inventory at the time of the turnover. Typically, it takes approximately 20 to 50 days to complete the turnover process.
Revenues
Our revenues are derived primarily from rents collected from tenants for our single-family properties under lease agreements which typically have a term of one year. Our rental rates and occupancy levels are affected by macroeconomic factors and local and property-level factors, including market conditions, seasonality and tenant defaults, and the amount of time it takes to turn properties when tenants vacate. Additionally, our ability to collect revenues and related operating results are impacted by the credit worthiness and quality of our tenants. Typically, our incoming residents have household incomes ranging from $80,000 to $140,000 and primarily consist of families with approximately two adults and one or more children.
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Our rents and other single-family property revenues are comprised of rental revenue from single-family properties, fees from our single-family property rentals and “tenant charge-backs,” which are primarily related to cost recoveries on utilities.
Our ability to maintain and grow revenues from our existing portfolio of homes will be dependent on our ability to retain tenants and increase rental rates. Based on our Same-Home population of properties (defined below), the year-over-year increase in Average Monthly Realized Rent per property was 7.1% for the year ended December 31, 2023 and we experienced turnover rates, which represents the number of tenant move-outs during the period divided by the total number of properties, of 29.2% and 28.1% during the years ended December 31, 2023 and 2022, respectively.
Expenses
We monitor the following categories of expenses that we believe most significantly affect our results of operations.
Property Operating Expenses
Once a property is available for lease for the first time, which we refer to as “rent-ready,” we incur ongoing property-related expenses which may not be subject to our control. These include primarily property taxes, repairs and maintenance (“R&M”), turnover costs, HOA fees (when applicable) and insurance.
Property Management Expenses
As we internally manage our portfolio of single-family properties through our proprietary property management platform, we incur costs such as salary expenses for property management personnel, lease expenses and operating costs for property management offices and technology expenses for maintaining as well as enhancing our property management platform. As part of developing our property management platform, we continue to make significant investments in our personnel, infrastructure, systems and technology that will impact expenses based on investment programs during the year. We believe that these investments will enable our property management platform to become more efficient over time, especially as our portfolio grows. Also included in property management expenses is noncash share-based compensation expense related to centralized and field property management employees.
Seasonality
We believe that our business and related operating results will be impacted by seasonal factors throughout the year. Historically, we have experienced higher levels of tenant move-outs and move-ins during the late spring and summer months, which impacts both our rental revenues and related turnover costs. Our property operating costs are seasonally impacted in certain markets for expenses such as HVAC repairs, turn costs and landscaping expenses during the summer season. Additionally, our single-family properties are at greater risk in certain markets for adverse weather conditions such as hurricanes in the late summer months and extreme cold weather in the winter months.
General and Administrative Expense
General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expenses, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. In addition, we also continue to make corporate level investments to support certain initiatives which will impact expenses based on given investment programs during the year. Also included in general and administrative expense is noncash share-based compensation expense related to corporate administrative employees.
Results of Operations
Net income totaled $432.1 million for the year ended December 31, 2023, compared to $310.0 million for the year ended December 31, 2022. The increase was primarily due to higher net gains on property sales, higher rental rates and a larger number of occupied properties.
As we continue to grow our portfolio with a portion of our homes still recently developed, acquired and/or renovated, we distinguish our portfolio of homes between Same-Home properties and Non-Same-Home and Other properties in evaluating our operating performance. We classify a property as Same-Home if it has been stabilized longer than 90 days prior to the beginning of the earliest period presented under comparison and if it has not been classified as held for sale or experienced a casualty loss, which allows the performance of these properties to be compared between periods. Single-family properties that we acquire individually (i.e., not through a bulk purchase) are classified as either stabilized or non-stabilized. A property is classified as stabilized once it has been renovated by the Company or newly constructed and then initially leased or available for rent for a period greater than 90 days.
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Properties acquired through a bulk purchase are first considered non-stabilized, as an entire group, until (1) we have owned them for an adequate period of time to allow for complete on-boarding to our operating platform, and (2) a substantial portion of the properties have experienced tenant turnover at least once under our ownership, providing the opportunity for renovations and improvements to meet our property standards. After such time has passed, properties acquired through a bulk purchase are then evaluated on an individual property basis under our standard stabilization criteria. All other properties, including those classified as held for sale or taken out of service as a result of a casualty loss, are classified as Non-Same-Home and Other.
One of the primary financial measures we use in evaluating the operating performance of our single-family properties is Core Net Operating Income (“Core NOI”), which we also present separately for our Same-Home portfolio. Core NOI is a supplemental non-GAAP financial measure that we define as core revenues, which is calculated as rents and other single-family property revenues, excluding expenses reimbursed by tenant charge-backs, less core property operating expenses, which is calculated as property operating and property management expenses, excluding noncash share-based compensation expense and expenses reimbursed by tenant charge-backs.
Core NOI also excludes (1) gain or loss on early extinguishment of debt, (2) hurricane-related charges, net, which result in material charges to our single-family property portfolio, (3) gains and losses from sales or impairments of single-family properties and other, (4) depreciation and amortization, (5) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (6) noncash share-based compensation expense, (7) interest expense, (8) general and administrative expense, and (9) other income and expense, net. We believe Core NOI provides useful information to investors about the operating performance of our single-family properties without the impact of certain operating expenses that are reimbursed through tenant charge-backs.
Core NOI and Same-Home Core NOI should be considered only as supplements to net income or loss as a measure of our performance and should not be used as measures of our liquidity, nor are they indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributions. Additionally, these metrics should not be used as substitutes for net income or loss or net cash flows from operating activities (as computed in accordance with accounting principles generally accepted in the United States of America (“GAAP”)).
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Comparison of the Year Ended December 31, 2023 to the Year Ended December 31, 2022
The following are reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the years ended December 31, 2023 and 2022 (amounts in thousands):
| For the Years Ended December 31, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| Core revenues and Same-Home core revenues | ||||||
| Rents and other single-family property revenues | $ | 1,623,605 | $ | 1,490,534 | ||
| Tenant charge-backs | (215,555) | (202,606) | ||||
| Core revenues | 1,408,050 | 1,287,928 | ||||
| Less: Non-Same-Home core revenues | (217,456) | (170,017) | ||||
| Same-Home core revenues | $ | 1,190,594 | $ | 1,117,911 |
| Core property operating expenses and Same-Home core property operating expenses | ||||||
|---|---|---|---|---|---|---|
| Property operating expenses | $ | 599,459 | $ | 552,091 | ||
| Property management expenses | 123,363 | 112,698 | ||||
| Noncash share-based compensation - property management | (4,030) | (3,861) | ||||
| Expenses reimbursed by tenant charge-backs | (215,555) | (202,606) | ||||
| Core property operating expenses | 503,237 | 458,322 | ||||
| Less: Non-Same-Home core property operating expenses | (83,153) | (73,306) | ||||
| Same-Home core property operating expenses | $ | 420,084 | $ | 385,016 |
| Core NOI and Same-Home Core NOI | ||||||
|---|---|---|---|---|---|---|
| Net income | $ | 432,142 | $ | 310,025 | ||
| Hurricane-related charges, net | — | 6,133 | ||||
| Gain on sale and impairment of single-family properties and other, net | (209,834) | (136,459) | ||||
| Depreciation and amortization | 456,550 | 426,531 | ||||
| Acquisition and other transaction costs | 16,910 | 23,452 | ||||
| Noncash share-based compensation - property management | 4,030 | 3,861 | ||||
| Interest expense | 140,198 | 134,871 | ||||
| General and administrative expense | 74,615 | 68,057 | ||||
| Other income and expense, net | (9,798) | (6,865) | ||||
| Core NOI | 904,813 | 829,606 | ||||
| Less: Non-Same-Home Core NOI | (134,303) | (96,711) | ||||
| Same-Home Core NOI | $ | 770,510 | $ | 732,895 |
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The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties and total properties for the years ended December 31, 2023 and 2022 (amounts in thousands):
| For the Year Ended December 31, 2023 | ||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Same-HomeProperties (1) | % of Core Revenue | Non-Same-Home and Other Properties | % of Core Revenue | Total Properties | % of Core Revenue | |||||||||||||||
| Rents from single-family properties | $ | 1,179,630 | $ | 217,232 | $ | 1,396,862 | ||||||||||||||
| Fees from single-family properties | 25,551 | 5,204 | 30,755 | |||||||||||||||||
| Bad debt | (14,587) | (4,980) | (19,567) | |||||||||||||||||
| Core revenues | 1,190,594 | 217,456 | 1,408,050 | |||||||||||||||||
| Property tax expense | 203,431 | 17.1 | % | 35,994 | 16.5 | % | 239,425 | 17.0 | % | |||||||||||
| HOA fees, net (2) | 21,644 | 1.8 | % | 4,124 | 1.9 | % | 25,768 | 1.8 | % | |||||||||||
| R&M and turnover costs, net (2) | 89,625 | 7.5 | % | 18,748 | 8.6 | % | 108,373 | 7.7 | % | |||||||||||
| Insurance | 15,085 | 1.3 | % | 2,863 | 1.3 | % | 17,948 | 1.3 | % | |||||||||||
| Property management expenses, net (3) | 90,299 | 7.6 | % | 21,424 | 9.9 | % | 111,723 | 7.9 | % | |||||||||||
| Core property operating expenses | 420,084 | 35.3 | % | 83,153 | 38.2 | % | 503,237 | 35.7 | % | |||||||||||
| Core NOI | $ | 770,510 | 64.7 | % | $ | 134,303 | 61.8 | % | $ | 904,813 | 64.3 | % | ||||||||
| For the Year Ended December 31, 2022 | ||||||||||||||||||||
| Same-HomeProperties (1) | % of Core Revenue | Non-Same-Home and Other Properties | % of Core Revenue | Total Properties | % of Core Revenue | |||||||||||||||
| Rents from single-family properties | $ | 1,106,751 | $ | 170,241 | $ | 1,276,992 | ||||||||||||||
| Fees from single-family properties | 22,342 | 4,646 | 26,988 | |||||||||||||||||
| Bad debt | (11,182) | (4,870) | (16,052) | |||||||||||||||||
| Core revenues | 1,117,911 | 170,017 | 1,287,928 | |||||||||||||||||
| Property tax expense | 186,436 | 16.6 | % | 31,148 | 18.4 | % | 217,584 | 16.9 | % | |||||||||||
| HOA fees, net (2) | 20,393 | 1.8 | % | 3,556 | 2.1 | % | 23,949 | 1.9 | % | |||||||||||
| R&M and turnover costs, net (2) | 82,336 | 7.4 | % | 17,877 | 10.5 | % | 100,213 | 7.8 | % | |||||||||||
| Insurance | 12,155 | 1.1 | % | 1,939 | 1.1 | % | 14,094 | 1.1 | % | |||||||||||
| Property management expenses, net (3) | 83,696 | 7.5 | % | 18,786 | 11.0 | % | 102,482 | 7.9 | % | |||||||||||
| Core property operating expenses | 385,016 | 34.4 | % | 73,306 | 43.1 | % | 458,322 | 35.6 | % | |||||||||||
| Core NOI | $ | 732,895 | 65.6 | % | $ | 96,711 | 56.9 | % | $ | 829,606 | 64.4 | % |
(1)Includes 49,198 properties that have been stabilized longer than 90 days prior to January 1, 2022.
(2)Presented net of tenant charge-backs.
(3)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees.
Rents and Other Single-Family Property Revenues
Rents and other single-family property revenues increased 8.9% to $1.6 billion for the year ended December 31, 2023 from $1.5 billion for the year ended December 31, 2022. Revenue growth was primarily driven by higher rental rates and an increase in our average occupied portfolio which grew to 55,874 homes for the year ended December 31, 2023, compared to 54,847 homes for the year ended December 31, 2022.
Property Operating Expenses
Property operating expenses increased 8.6% to $599.5 million for the year ended December 31, 2023 from $552.1 million for the year ended December 31, 2022. This increase was primarily attributable to increased property tax expense as well as inflationary increases in R&M and turnover costs.
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Property Management Expenses
Property management expenses for the years ended December 31, 2023 and 2022 were $123.4 million and $112.7 million, respectively, which included $4.0 million and $3.9 million, respectively, of noncash share-based compensation expense in each period related to centralized and field property management employees. The increase in property management expenses was primarily attributable to general inflationary increases as well as investments made into our property management teams and platform.
Core Revenues from Same-Home Properties
Core revenues from Same-Home properties increased 6.5% to $1.2 billion for the year ended December 31, 2023 from $1.1 billion for the year ended December 31, 2022. This increase was primarily attributable to higher Average Monthly Realized Rent per property, which increased 7.1% to $2,065 per month for the year ended December 31, 2023 compared to $1,929 per month for the year ended December 31, 2022, partially offset by a decrease in Average Occupied Days Percentage, which was 96.8% for the year ended December 31, 2023 compared to 97.2% for the year ended December 31, 2022.
Core Property Operating Expenses from Same-Home Properties
Core property operating expenses from Same-Home properties consist of direct property operating expenses, net of tenant charge-backs, and property management costs, net of tenant charge-backs, and excludes noncash share-based compensation expense. Core property operating expenses from Same-Home properties increased 9.1% to $420.1 million for the year ended December 31, 2023 from $385.0 million for the year ended December 31, 2022 primarily driven by increased property tax expense and inflationary increases in R&M and turnover costs, net and property management expenses, net.
General and Administrative Expense
General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. General and administrative expense for the years ended December 31, 2023 and 2022 was $74.6 million and $68.1 million, respectively, which included $16.4 million and $15.3 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees. The increase in general and administrative expense was primarily related to increased personnel and information technology costs to support growth in our business as well as other inflationary increases and an increase in noncash share-based compensation expense.
Interest Expense
Interest expense increased 3.9% to $140.2 million for the year ended December 31, 2023 from $134.9 million for the year ended December 31, 2022. This increase was primarily due to additional interest from the issuances of the 2032 and 2052 unsecured senior notes in April 2022, partially offset by additional capitalized interest during the year ended December 31, 2023 related to an increase in development activities under our AMH Development Program.
Acquisition and Other Transaction Costs
Acquisition and other transaction costs consist primarily of personnel and platform costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization. Acquisition and other transaction costs for the years ended December 31, 2023 and 2022 were $16.9 million and $23.5 million, respectively, which included $5.0 million and $8.1 million, respectively, of noncash share-based compensation expense in each period related to employees in these functions. The decrease in acquisition and other transaction costs was primarily due to a decrease in personnel costs as a result of fewer planned transactions through our traditional acquisition channel for the year ended December 31, 2023 as well as lower noncash share-based compensation expense.
Depreciation and Amortization
Depreciation and amortization expense consists primarily of depreciation of buildings and improvements. Depreciation of our assets is calculated over their useful lives on a straight-line basis over three to 30 years. Our intangible assets are amortized on a straight-line basis over the asset’s estimated economic useful life. Depreciation and amortization expense increased 7.0% to $456.6 million for the year ended December 31, 2023 from $426.5 million for the year ended December 31, 2022 primarily due to growth in the average number and cost of depreciable properties as well as ongoing capital investments into existing properties.
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Hurricane-Related Charges, net
Hurricane Ian impacted certain properties primarily located in Florida, South Carolina and North Carolina, resulting in $6.1 million of hurricane-related charges, net during the year ended December 31, 2022. The Company’s property and casualty insurance policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles and limits. During the year ended December 31, 2022, the Company recognized $8.9 million in gross charges primarily related to minor repair and remediation costs, partially offset by $2.8 million of related insurance claims.
Gain on Sale and Impairment of Single-Family Properties and Other, net
Gain on sale and impairment of single-family properties and other, net for the years ended December 31, 2023 and 2022 was $209.8 million and $136.5 million, respectively, which included $1.9 million and $2.5 million, respectively, of impairment charges related to homes classified as held for sale during each period. The increase was primarily related to higher net gains on property sales resulting from an increase in properties sold.
Other Income and Expense, net
Other income and expense, net for the years ended December 31, 2023 and 2022 was $9.8 million and $6.9 million, respectively, which primarily related to interest income, fees from unconsolidated joint ventures and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses.
Critical Accounting Estimates
Our discussion and analysis of our historical financial condition and results of operations is based upon our consolidated financial statements, which have been prepared in accordance with GAAP. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could ultimately differ from these estimates. Listed below are those policies that management believes involve a significant level of estimation uncertainty and have had or are reasonably likely to have a material impact on our financial condition or our results of operations. There are other items within the financial statements that require estimation, but they are not considered critical as they do not require significant judgment or are immaterial.
Investments in Real Estate - Estimating Purchase Price Allocation
Purchases of single-family properties are treated as asset acquisitions and, as such, are recorded at their purchase price, including acquisition costs, which is allocated to land and building based upon their relative fair values at the date of acquisition. Fair value is determined in accordance with ASC 820, Fair Value Measurements and Disclosures, and is primarily based on unobservable data inputs. In making estimates of fair values for purposes of allocating the purchase price of individually acquired properties subject to an existing lease, the Company utilizes its own market knowledge obtained from historical transactions, its AMH Development Program and published market data. In this regard, the Company also utilizes information obtained from county tax assessment records to assist in the determination of the fair value of the land and building. The allocation of the consideration to the various components of properties acquired during the year can have an effect on our net income due to the useful depreciable and amortizable lives applicable to each component and the recognition of the related depreciation and amortization expense. For example, if a greater portion of the fair value is allocated to land, which does not depreciate, our net income would be higher. Typically, we allocate between 10% to 30% of the purchase price of properties to land. For the year ended December 31, 2023, the Company purchased 47 single-family properties treated as asset acquisitions for accounting purposes for a total purchase price of $12.8 million, net of holding costs, which was included in cash paid for single-family properties within the consolidated statement of cash flows.
Impairment of Long-Lived Assets - Estimating Future Cash Flows
We evaluate our long-lived assets for impairment periodically or whenever events or circumstances indicate that their carrying amount may not be recoverable. Significant indicators of impairment may include, but are not limited to, declines in home values, rental rates and occupancy percentages, as well as significant changes in the economy. If an impairment indicator exists, we compare the expected future undiscounted cash flows against the net carrying amount. The evaluation of anticipated cash flows is highly subjective and is based in part on assumptions regarding anticipated hold periods, future occupancy, rental rates and capital requirements that could differ materially from actual results in future periods. If the sum of the estimated undiscounted cash flows is less than the net carrying amount, we record an impairment loss for the difference between the estimated fair value of the individual property and the carrying amount of the property at that date. Because cash flows on properties considered to be long-lived assets to be held and used are considered on an undiscounted basis to determine whether an asset has been impaired, our established strategy of holding properties
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over the long term directly decreases the likelihood of recording an impairment loss. Excluding the effects of casualty losses, no impairments on operating properties were recorded during the years ended December 31, 2023, 2022 and 2021.
Recent Accounting Pronouncements
See Note 2. Significant Accounting Policies to our consolidated financial statements included as a separate section in Part IV, “Item 15. Exhibit and Financial Statement Schedules” of this Annual Report on Form 10-K for a discussion of the adoption and potential impact of recently issued accounting standards, if any.
Liquidity and Capital Resources
Liquidity is a measure of our ability to meet potential cash requirements, maintain our assets, fund our operations, make distributions to our shareholders and OP unitholders, including AMH, and meet other general requirements of our business. Our liquidity, to a certain extent, is subject to general economic, financial, competitive and other factors beyond our control.
Sources of Capital
We expect to satisfy our cash requirements through cash provided by operations, long-term secured and unsecured borrowings, issuances of debt and equity securities (including OP units), property dispositions and joint venture transactions. We expect to meet our operating liquidity requirements and our dividend distributions generally through cash on hand and cash provided by operations. For our acquisition and development expenditures, we expect to supplement these sources through the issuance of equity securities, including under our 2023 At-the-Market Program described below, borrowings under our credit facility, issuances of unsecured senior notes and proceeds from sales of single-family properties. However, our real estate assets are illiquid in nature. A timely liquidation of assets might not be a viable source of short-term liquidity should a cash flow shortfall arise, and we may need to source liquidity from other financing alternatives including drawing on our revolving credit facility.
Our liquidity and capital resources as of December 31, 2023 included cash and cash equivalents of $59.4 million. Additionally, as of December 31, 2023, we had $90.0 million of outstanding borrowings and $2.7 million committed to outstanding letters of credit under our $1.25 billion revolving credit facility, leaving $1.16 billion of remaining borrowing capacity. Under our 2023 At-the-Market Program described below, we also had $898.0 million remaining available for future share issuances as of December 31, 2023. In January 2024, the Company issued $600.0 million of 5.500% unsecured senior notes due 2034, raising net proceeds of $595.5 million, and issued additional shares under its 2023 At-the-Market Program, raising $33.7 million in gross proceeds. We maintain an investment grade credit rating which provides for greater availability of and lower cost of debt financing.
Uses of Capital
Our expected material cash requirements over the next twelve months consist of (i) contractually obligated expenditures, including payments of principal and interest, (ii) other essential expenditures, including property operating expenses, HOA fees (as applicable), real estate taxes, maintenance capital expenditures, general and administrative expenses and dividends on our equity securities including those paid in accordance with REIT distribution requirements, and (iii) opportunistic expenditures, including to pay for the acquisition, development and renovation of our properties and repurchases of our securities.
With respect to our contractually obligated expenditures, our cash requirements within the next twelve months include accounts payable and accrued expenses, interest payments on debt obligations, principal amortization on our asset-backed securitizations, the repayment of our AMH 2014-SFR2 and AMH 2014-SFR3 asset-backed securitizations, operating lease obligations and purchase commitments to acquire single-family properties and land for our AMH Development Program. In January 2024, the Company gave notice to the third-party lender of its intent to repay all amounts due under the AMH 2014-SFR2 securitization during the first quarter of 2024. See Note 7. Debt, Note 8. Accounts Payable and Accrued Expenses, Note 14. Commitments and Contingencies and Note 15. Subsequent Events to our consolidated financial statements included as a separate section in Part IV, “Item 15. Exhibit and Financial Statement Schedules” of this Annual Report on Form 10-K for a discussion of our material short-term and long-term cash requirements.
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A summary of our contractual obligations as of December 31, 2023 is presented below (amounts in thousands):
| Payments by Period | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Total | Less than 1 year | Thereafter | ||||||||
| Debt maturities (1) | $ | 4,517,158 | $ | 948,864 | $ | 3,568,294 | ||||
| Interest on debt obligations (2) | 1,211,481 | 182,993 | 1,028,488 | |||||||
| Operating lease obligations | 19,968 | 4,080 | 15,888 | |||||||
| Purchase obligations (3) | 82,170 | 66,300 | 15,870 | |||||||
| Total | $ | 5,830,777 | $ | 1,202,237 | $ | 4,628,540 |
(1)Amounts represent principal amounts due and exclude unamortized discounts and deferred financing costs.
(2)Represents estimated future interest payments on our debt instruments based on applicable interest rates as of December 31, 2023 and assumes the repayment of the AMH 2015-SFR1 and AMH 2015-SFR2 securitizations on their anticipated repayment dates in 2025. The fully extended maturity dates for the AMH 2015-SFR1 and AMH 2015-SFR2 securitizations are in 2045 and the interest rates increase on the anticipated repayment dates in 2025. If the AMH 2015-SFR1 and AMH 2015-SF2 securitizations are not repaid on the anticipated repayment dates in 2025, our interest on debt obligations above would increase. Future interest payments on debt obligations will also be impacted by the level of borrowing on our revolving credit facility in the future.
(3)Represents commitments to acquire 29 single-family properties for an aggregate purchase price of $6.6 million and land relating to our AMH Development Program for an aggregate purchase price of $75.6 million. The timing of these obligations due within one year may be extended beyond December 31, 2024.
Cash Flows
The following table summarizes the Company’s and the Operating Partnership’s cash flows for the years ended December 31, 2023 and 2022 (amounts in thousands):
| For the Years Ended December 31, | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| 2023 | 2022 | Change | ||||||||
| Net cash provided by operating activities | $ | 738,689 | $ | 665,518 | $ | 73,171 | ||||
| Net cash used for investing activities | (692,578) | (1,425,502) | 732,924 | |||||||
| Net cash (used for) provided by financing activities | (42,210) | 786,177 | (828,387) | |||||||
| Net increase in cash, cash equivalents and restricted cash | $ | 3,901 | $ | 26,193 | $ | (22,292) |
Operating Activities
Our cash flows provided by operating activities, which is our principal source of cash flows, depend on numerous factors, including the occupancy level of our properties, the rental rates achieved on our leases, the collection of rent from our tenants and the level of property operating expenses, property management expenses and general and administrative expenses. Net cash provided by operating activities increased $73.2 million, or 11.0%, from $665.5 million during the year ended December 31, 2022 to $738.7 million during the year ended December 31, 2023, primarily due to increased cash inflows generated from higher rental rates and a larger number of occupied properties, partially offset by higher cash outflows for property related expenses as a result of inflationary increases.
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Investing Activities
| For the Years Ended December 31, | Change | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| (Amounts in thousands) | 2023 | 2022 | ||||||||
| Sources of cash from investing activities: | ||||||||||
| Net proceeds received from sales of single-family properties and other | $ | 469,463 | $ | 292,509 | $ | 176,954 | ||||
| Distributions from joint ventures | 47,736 | 68,310 | (20,574) | |||||||
| Change in escrow deposits for purchase of single-family properties | 4,928 | 20,431 | (15,503) | |||||||
| Proceeds received from storm-related insurance claims | 4,050 | 1,981 | 2,069 | |||||||
| Proceeds from notes receivable related to the sale of properties | 698 | 34,090 | (33,392) | |||||||
| $ | 526,875 | $ | 417,321 | $ | 109,554 | |||||
| Uses of cash for investing activities: | ||||||||||
| Cash paid for development activity | $ | (979,848) | $ | (921,423) | $ | (58,425) | ||||
| Recurring and other capital expenditures for single-family properties | (134,176) | (138,779) | 4,603 | |||||||
| Renovations to single-family properties | (40,137) | (98,019) | 57,882 | |||||||
| Cash paid for single-family properties | (12,784) | (595,171) | 582,387 | |||||||
| Investment in unconsolidated joint ventures | (12,614) | (25,313) | 12,699 | |||||||
| Cash paid for deposits on land option contracts | (1,142) | (14,548) | 13,406 | |||||||
| Other investing activities | (38,752) | (49,570) | 10,818 | |||||||
| $ | (1,219,453) | $ | (1,842,823) | $ | 623,370 | |||||
| Net cash used for investing activities | $ | (692,578) | $ | (1,425,502) | $ | 732,924 |
Net cash used for investing activities decreased $732.9 million, or 51.4%, from $1.4 billion during the year ended December 31, 2022 to $692.6 million during the year ended December 31, 2023. Our investing activities are most significantly impacted by the level of investment activity through traditional acquisition channels, the development of “built-for-rental” homes through our AMH Development Program and the acquisition of newly built properties through our National Builder Program. Cash outflows for the addition of single-family properties to our portfolio through these channels decreased $521.9 million during the year ended December 31, 2023 primarily due to a strategic scale back in the acquisition of single-family properties through our National Builder Program and traditional acquisition channel during the year ended December 31, 2023 as the housing market adjusts to the current macroeconomic environment. Homes acquired through our traditional acquisition channel require additional expenditures to prepare them for rental, and cash outflows for renovations to single-family properties decreased $57.9 million primarily as a result of a decreased volume of properties that underwent initial or property-enhancing renovations during the year ended December 31, 2023. The development of “built-for-rental” homes and our property-enhancing capital expenditures may reduce recurring and other capital expenditures on an average per-home basis in the future. We use cash generated from operating and financing activities and by recycling capital through the sale of single-family properties to invest in the strategic expansion of our single-family property portfolio. Net proceeds received from the sale of single-family properties and other increased $177.0 million as a result of an increased volume of properties sold during the year ended December 31, 2023. In addition, (i) cash outflows for other investing activities decreased $10.8 million and (ii) cash outflows for recurring and other capital expenditures for single-family properties decreased $4.6 million during the year ended December 31, 2023. These changes were partially offset by (i) a $33.4 million reduction in collections on notes receivables related to property sales and (ii) a $7.9 million reduction in net cash inflows from unconsolidated joint ventures due to the timing of contributions and distributions to and from our unconsolidated joint ventures.
Financing Activities
Net cash used for financing activities was $42.2 million for the year ended December 31, 2023 compared to net cash provided by financing activities of $786.2 million during the year ended December 31, 2022. This change was primarily due to the debt and equity activity described below as well as $60.2 million of proceeds from liabilities related to consolidated land not owned during the year ended December 31, 2022.
Debt
As of December 31, 2023, the Company had outstanding asset-backed securitizations with varying maturities starting in 2024 with an aggregate principal amount of $1.9 billion, which includes $938.6 million maturing within the next twelve months, and outstanding unsecured senior notes with varying maturities starting in 2028 with an aggregate principal amount of $2.6 billion. The Company’s revolving credit facility has a maximum borrowing capacity of $1.25 billion and matures in 2025 with two six-month extension
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options at the Company’s election if certain conditions are met. As of December 31, 2023, the Company had $90.0 million of outstanding borrowings under its revolving credit facility.
During the year ended December 31, 2023, the Company borrowed $200.0 million and paid down $240.0 million on its revolving credit facility, and the Company repaid $24.5 million on its asset-backed securitizations. During the year ended December 31, 2022, the Company issued $900.0 million of unsecured senior notes, receiving $876.8 million in proceeds, net of discount, and paid $8.2 million in deferred financing costs. The Company also borrowed $620.0 million and paid down $840.0 million on its revolving credit facility, and the Company repaid $22.6 million on its asset-backed securitizations.
For additional information regarding the Company’s debt issuances, see Note 7. Debt and Note 15. Subsequent Events to our consolidated financial statements included as a separate section in Part IV, “Item 15. Exhibit and Financial Statement Schedules” of this Annual Report on Form 10-K.
Class A Common Share Offering
During the first quarter of 2022, the Company completed an underwritten public offering for 23,000,000 of its Class A common shares of beneficial interest, $0.01 par value per share, of which 10,000,000 shares were issued directly by the Company and 13,000,000 shares were offered on a forward basis at the request of the Company by the forward sellers. In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the “2022 Forward Sale Agreements”) for these 13,000,000 shares which were accounted for in equity. The Company received net proceeds of $375.8 million from the 10,000,000 Class A common shares issued directly by the Company after deducting underwriting fees and before offering costs of approximately $0.2 million. The Company did not initially receive proceeds from the sale of the Class A common shares offered on a forward basis. During the third quarter of 2022, the Company issued and physically settled 5,000,000 Class A common shares under the 2022 Forward Sale Agreements, receiving net proceeds of $185.6 million. During the first quarter of 2023, the Company issued and physically settled the remaining 8,000,000 Class A common shares under the 2022 Forward Sale Agreements, receiving net proceeds of $298.4 million. The Company used these net proceeds to repay indebtedness under its revolving credit facility and for general corporate purposes.
When the Company issues common shares, the Operating Partnership issues an equivalent number of units of partnership interest of a corresponding class to AMH, with the Operating Partnership receiving the net proceeds from the share issuances.
Redemptions of Perpetual Preferred Shares
During the second quarter of 2022, the Company redeemed all 6,200,000 shares of the outstanding 5.875% Series F perpetual preferred shares, $0.01 par value per share, for cash at the liquidation preference of $25.00 per share plus any accrued and unpaid dividends in accordance with the terms of such shares. The Operating Partnership also redeemed its corresponding Series F perpetual preferred units. As a result of the redemption, the Company recorded a $5.3 million allocation of income to the Series F perpetual preferred shareholders within the consolidated statements of operations during the year ended December 31, 2022, which represents the initial liquidation value of the Series F perpetual preferred shares in excess of its carrying value as of the redemption date.
At-the-Market Common Share Offering Program
During the second quarter of 2023, the Company entered into a new at-the-market common share offering program, replacing the previously expiring program, under which it can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $1.0 billion (the “2023 At-the-Market Program”). The 2023 At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers. The Company intends to use any net proceeds from the 2023 At-the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility or other debt obligations under its securitizations, (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with the Company’s business strategy and (iv) for working capital and general corporate purposes, including repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company’s portfolio. The 2023 At-the-Market Program may be suspended or terminated by the Company at any time. During the year ended December 31, 2022, no shares were issued under its previous program. During the fourth quarter of 2023, the Company issued 2,799,683 Class A common shares under its 2023 At-the-Market Program, raising $102.0 million in gross proceeds before commissions and other expenses of approximately $1.7 million. As of December 31, 2023, 2,799,683 shares have been issued under the 2023 At-the-Market Program and $898.0 million remained available for future issuances. See Note 15. Subsequent Events to our consolidated financial statements included as a separate section in Part IV, “Item 15. Exhibit and Financial Statement Schedules” of this Annual Report on Form 10-K for further information on share issuances under the 2023 At-the-Market Program in January 2024.
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Share Repurchase Program
The Company’s board of trustees authorized the establishment of our share repurchase program for the repurchase of up to $300.0 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions. The program does not have an expiration date, but may be suspended or discontinued at any time without notice. All repurchased shares are constructively retired and returned to an authorized and unissued status. The Operating Partnership funds the repurchases and constructively retires an equivalent number of corresponding Class A units. During the years ended December 31, 2023 and 2022, we did not repurchase and retire any of our Class A common shares or preferred shares. As of December 31, 2023, we had a remaining repurchase authorization of up to $265.1 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares under the program.
Distributions
As a REIT, we generally are required to distribute annually to our shareholders at least 90% of our REIT taxable income (determined without regard to the deduction for dividends paid and any net capital gains) and to pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains). The Operating Partnership funds the payment of distributions. We historically used our net operating loss (“NOL”) for U.S. federal income tax purposes to reduce our REIT taxable income and have substantially utilized our NOL as of December 31, 2023.
During the years ended December 31, 2023 and 2022, the Company distributed an aggregate $378.5 million and $306.4 million, respectively, to common shareholders, preferred shareholders and noncontrolling interests on a cash basis.
Additional Non-GAAP Measures
Funds from Operations (“FFO”) / Core FFO / Adjusted FFO attributable to common share and unit holders
FFO attributable to common share and unit holders is a non-GAAP financial measure that we calculate in accordance with the definition approved by the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income or loss calculated in accordance with GAAP, excluding gains and losses from sales or impairment of real estate, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs and depreciation of non-real estate assets), and after adjustments for unconsolidated partnerships and joint ventures to reflect FFO on the same basis.
Core FFO attributable to common share and unit holders is a non-GAAP financial measure that we use as a supplemental measure of our performance. We compute this metric by adjusting FFO attributable to common share and unit holders for (1) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (2) noncash share-based compensation expense, (3) hurricane-related charges, net, which result in material charges to our single-family property portfolio, (4) gain or loss on early extinguishment of debt and (5) the allocation of income to our perpetual preferred shares in connection with their redemption.
Adjusted FFO attributable to common share and unit holders is a non-GAAP financial measure that we use as a supplemental measure of our performance. We compute this metric by adjusting Core FFO attributable to common share and unit holders for (1) Recurring Capital Expenditures that are necessary to help preserve the value and maintain functionality of our properties and (2) capitalized leasing costs incurred during the period. As a portion of our homes are recently developed, acquired and/or renovated, we estimate Recurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual Recurring Capital Expenditures per Same-Home Property by (b) our total number of properties, excluding newly acquired non-stabilized properties and properties classified as held for sale.
We present FFO attributable to common share and unit holders because we consider this metric to be an important measure of the performance of real estate companies, as do many investors and analysts in evaluating the Company. We believe that FFO attributable to common share and unit holders provides useful information to investors because this metric excludes depreciation, which is included in computing net income and assumes the value of real estate diminishes predictably over time. We believe that real estate values fluctuate due to market conditions and in response to inflation. We also believe that Core FFO and Adjusted FFO attributable to common share and unit holders provide useful information to investors because they allow investors to compare our operating performance to prior reporting periods without the effect of certain items that, by nature, are not comparable from period to period.
FFO, Core FFO and Adjusted FFO attributable to common share and unit holders are not a substitute for net income or net cash provided by operating activities, each as determined in accordance with GAAP, as a measure of our operating performance, liquidity
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or ability to pay dividends. These metrics also are not necessarily indicative of cash available to fund future cash needs. Because other REITs may not compute these measures in the same manner, they may not be comparable among REITs.
The following is a reconciliation of the Company’s net income attributable to common shareholders, determined in accordance with GAAP, to FFO attributable to common share and unit holders, Core FFO attributable to common share and unit holders and Adjusted FFO attributable to common share and unit holders for the years ended December 31, 2023 and 2022 (amounts in thousands):
| For the Years Ended December 31, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| Net income attributable to common shareholders | $ | 366,224 | $ | 250,781 | ||
| Adjustments: | ||||||
| Noncontrolling interests in the Operating Partnership | 51,974 | 36,887 | ||||
| Gain on sale and impairment of single-family properties and other, net | (209,834) | (136,459) | ||||
| Adjustments for unconsolidated joint ventures | 3,711 | 344 | ||||
| Depreciation and amortization | 456,550 | 426,531 | ||||
| Less: depreciation and amortization of non-real estate assets | (17,417) | (13,358) | ||||
| FFO attributable to common share and unit holders (1) | $ | 651,208 | $ | 564,726 | ||
| Adjustments: | ||||||
| Acquisition, other transaction costs and other | 16,910 | 23,452 | ||||
| Noncash share-based compensation - general and administrative | 16,379 | 15,318 | ||||
| Noncash share-based compensation - property management | 4,030 | 3,861 | ||||
| Hurricane-related charges, net | — | 6,133 | ||||
| Redemption of perpetual preferred shares | — | 5,276 | ||||
| Core FFO attributable to common share and unit holders (1) | $ | 688,527 | $ | 618,766 | ||
| Recurring Capital Expenditures | (76,098) | (65,636) | ||||
| Leasing costs | (3,113) | (2,586) | ||||
| Adjusted FFO attributable to common share and unit holders (1) | $ | 609,316 | $ | 550,544 |
(1)Unit holders include former AH LLC members and other non-affiliates that own Class A units in the Operating Partnership and their OP units are reflected as noncontrolling interests in the Company’s consolidated financial statements. See Note 9. Shareholders’ Equity / Partners’ Capital to our consolidated financial statements included as a separate section in Part IV, “Item 15. Exhibit and Financial Statement Schedules” of this Annual Report on Form 10-K.
EBITDA / EBITDAre / Adjusted EBITDAre / Fully Adjusted EBITDAre
EBITDA is defined as earnings before interest, taxes, depreciation and amortization. EBITDA is a non-GAAP financial measure and is used by us and others as a supplemental measure of performance. EBITDAre is a supplemental non-GAAP financial measure, which we calculate in accordance with the definition approved by NAREIT by adjusting EBITDA for gains and losses from sales or impairments of single-family properties and adjusting for unconsolidated partnerships and joint ventures on the same basis. Adjusted EBITDAre is a supplemental non-GAAP financial measure calculated by adjusting EBITDAre for (1) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (2) noncash share-based compensation expense, (3) hurricane-related charges, net, which result in material charges to our single-family property portfolio, and (4) gain or loss on early extinguishment of debt. Fully Adjusted EBITDAre is a supplemental non-GAAP financial measure calculated by adjusting Adjusted EBITDAre for (1) Recurring Capital Expenditures and (2) leasing costs. As a portion of our homes are recently developed, acquired and/or renovated, we estimate Recurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual Recurring Capital Expenditures per Same-Home Property by (b) our total number of properties, excluding newly acquired non-stabilized properties and properties classified as held for sale. We believe these metrics provide useful information to investors because they exclude the impact of various income and expense items that are not indicative of operating performance.
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The following is a reconciliation of net income, as determined in accordance with GAAP, to EBITDA, EBITDAre, Adjusted EBITDAre and Fully Adjusted EBITDAre for the years ended December 31, 2023 and 2022 (amounts in thousands):
| For the Years Ended December 31, | ||||||
|---|---|---|---|---|---|---|
| 2023 | 2022 | |||||
| Net income | $ | 432,142 | $ | 310,025 | ||
| Interest expense | 140,198 | 134,871 | ||||
| Depreciation and amortization | 456,550 | 426,531 | ||||
| EBITDA | $ | 1,028,890 | $ | 871,427 | ||
| Gain on sale and impairment of single-family properties and other, net | (209,834) | (136,459) | ||||
| Adjustments for unconsolidated joint ventures | 3,711 | 344 | ||||
| EBITDAre | $ | 822,767 | $ | 735,312 | ||
| Noncash share-based compensation - general and administrative | 16,379 | 15,318 | ||||
| Noncash share-based compensation - property management | 4,030 | 3,861 | ||||
| Acquisition, other transaction costs and other | 16,910 | 23,452 | ||||
| Hurricane-related charges, net | — | 6,133 | ||||
| Adjusted EBITDAre | $ | 860,086 | $ | 784,076 | ||
| Recurring Capital Expenditures | (76,098) | (65,636) | ||||
| Leasing costs | (3,113) | (2,586) | ||||
| Fully Adjusted EBITDAre | $ | 780,875 | $ | 715,854 |
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