The following discussion of our financial condition and results of operations should be read in conjunction with the financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q.
Overview
We are a Maryland REIT focused on acquiring, developing, renovating, leasing and operating 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 inNovember 2012 . As ofJune 30, 2020 , we owned 53,000 single-family properties in selected sub-markets of metropolitan statistical areas ("MSAs") in 22 states, including 948 properties held for sale, compared to 52,552 single-family properties in 22 states, including 1,187 properties held for sale, as ofDecember 31, 2019 , and 52,634 single-family properties in 22 states, including 1,664 properties held for sale as ofJune 30, 2019 . As ofJune 30, 2020 , we had commitments to acquire an additional 72 single-family properties for an aggregate purchase price of$20.8 million , as well as$55.6 million in purchase commitments that relate to both third-party developer agreements and land for our AMH Development Program. As ofJune 30, 2020 , 50,170, or 96.4%, of our total properties (excluding properties held for sale) were occupied, compared to 48,767, or 94.9%, of our total properties (excluding properties held for sale) as ofDecember 31, 2019 , and 49,111, or 96.4%, of our total properties (excluding properties held for sale) as ofJune 30, 2019 . Also, as ofJune 30, 2020 , the Company had an additional 936 properties held in unconsolidated joint ventures, compared to 808 properties held in unconsolidated joint ventures as ofDecember 31, 2019 , and 659 properties held in unconsolidated joint ventures as ofJune 30, 2019 . Our portfolio of single-family properties, including those held in our unconsolidated joint ventures, is internally managed through our proprietary property management platform.
COVID-19 Business Update
The Company has maintained continuity in business operations since the beginning of the COVID-19 pandemic and produced strong operating results in the second quarter of 2020 demonstrating the flexibility of its technology enabled operating platform and the resiliency of its high-quality, diversified portfolio. Comprehensive remote working policies remain in place for all corporate and field offices, and operational protocols have been tailored based on state and local mandates to ensure continuity of services, while protecting employees, residents and their families. Additionally, during the second quarter of 2020, the Company waived late fees and month-to-month lease premiums, halted evictions for nonpayment of rent, and offered zero percent increases on newly signed renewals for leases expiring between April andJuly 2020 . Driven by shifting housing preferences as households migrate away from city centers and apartments, the Company is experiencing record demand levels and reported its highest ever Same-Home portfolio Average Occupied Days Percentages in June andJuly 2020 of 96.1% and 96.4%, respectively. Additionally, as the Company entered the third quarter of 2020, it began a socially responsible return to normal operating practices, including the assessment of late fees, in jurisdictions where allowable, and modest renewal increases on expiring leases. Collections continue to remain resilient with the Company recognizing revenue on 96.5% of its second quarter 2020 rental billings, all of which has been collected in cash throughJuly 2020 without application of any existing resident security deposits or adjustment for deferred payment plans. As further second quarter 2020 collections are received, the associated revenue will be recognized in the applicable future period. As we pursue additional collections, we are working closely with delinquent residents on a case-by-case basis to find the resolution that is best for the resident and the Company. Although minimal to date, workout options may include deferred payment plans which we began offering in June, or, where appropriate, early lease termination. For the month of July, collections are tracking in line with the second quarter of 2020 as the Company collected 92% of July rents duringJuly 2020 , which represents over 99% of second quarter 2020 payment history for the same time frame. Although the Company has produced strong operating results to date during the COVID-19 pandemic, the extent to which the pandemic will ultimately impact us and our residents will depend on future developments which are highly uncertain. These include the scope, severity and duration of the pandemic, including potential resurgences, and the direct and indirect economic effects of the pandemic and containment measures, among others. For more information on risks related to COVID-19, see Part II, "Item 1A. Risk Factors-We are subject to risks from the global pandemic associated with COVID-19 and we may in the future be subject to risks from other public health crises." 29 --------------------------------------------------------------------------------
Key Single-Family Property and Leasing Metrics
The following table summarizes certain key single-family properties metrics as ofJune 30, 2020 : Number of % of Total % of Gross Single-Family Single-Family Gross Book Value Book Value Avg. Gross Book Avg. Avg. Property Age Avg. Year Market Properties (1) Properties (millions) Total Value per Property Sq. Ft. (years) Purchased or DeliveredAtlanta, GA 4,869 9.4 %$ 887.7 9.1 %$ 182,316 2,162 17.3 2015Dallas-Fort Worth, TX 4,315 8.3 % 716.9 7.4 % 166,141 2,116 16.2 2014Charlotte, NC 3,744 7.2 % 732.8 7.6 % 195,731 2,098 16.0 2015Phoenix, AZ 3,113 6.0 % 550.1 5.7 % 176,724 1,835 16.7 2015Houston, TX 3,008 5.8 % 496.8 5.1 % 165,154 2,094 14.5 2014Nashville, TN 2,845 5.5 % 611.6 6.3 % 214,974 2,108 14.9 2015Indianapolis, IN 2,802 5.4 % 432.2 4.4 % 154,248 1,930 17.7 2013Tampa, FL 2,373 4.6 % 475.9 4.9 % 200,534 1,941 14.5 2015Jacksonville, FL 2,314 4.4 % 415.4 4.3 % 179,500 1,939 14.7
2015
Raleigh, NC 2,078 4.0 % 385.1 4.0 % 185,344 1,878 15.2
2014
Columbus, OH 2,043 3.9 % 354.6 3.6 % 173,560 1,870 18.4
2015
Cincinnati, OH 1,969 3.8 % 346.2 3.6 % 175,806 1,851 18.0
2013
Greater Chicago area, IL and IN 1,734 3.3 % 317.3 3.3 % 183,011 1,869 18.8 2013Orlando, FL 1,724 3.3 % 316.2 3.3 % 183,406 1,899 18.2 2015Salt Lake City, UT 1,485 2.9 % 371.5 3.8 % 250,173 2,186 17.6
2015
Charleston, SC 1,223 2.3 % 248.2 2.5 % 202,905 1,973 11.8
2016
Las Vegas, NV 1,039 2.0 % 187.0 1.9 % 179,964 1,845 17.1
2013
San Antonio, TX 1,061 2.0 % 173.7 1.8 % 163,696 1,996 15.4
2014
Savannah/Hilton Head, SC 901 1.7 % 164.3 1.7 % 182,386 1,866 12.5 2015Denver, CO 831 1.6 % 247.7 2.6 % 298,068 2,105 17.9 2015 All Other (2) 6,581 12.6 % 1,268.4 13.1 % 192,717 1,880 15.6 2014 Total/Average 52,052 100.0 %$ 9,699.6 100.0 %$ 186,342 1,987 16.2 2014
(1)Excludes 948 single-family properties held for sale as of
30 -------------------------------------------------------------------------------- The following table summarizes certain key leasing metrics as ofJune 30, 2020 :Total Single-Family Properties (1) Avg. Occupied Avg. Monthly Avg. Original Avg. Remaining Avg. Blended Days Realized Rent per Lease Term Lease Term Change in Market Percentage (2) property (3) (months) (4) (months) (4) Rent (5) Atlanta, GA 94.7 %$ 1,664 12.0 6.7 2.9 % Dallas-Fort Worth, TX 95.1 % 1,792 12.1 6.4 1.7 % Charlotte, NC 95.3 % 1,639 12.4 7.0 1.9 % Phoenix, AZ 97.1 % 1,501 12.0 6.6 4.5 % Houston, TX 94.6 % 1,682 12.4 6.6 1.3 % Nashville, TN 92.7 % 1,772 12.0 6.9 2.4 % Indianapolis, IN 96.1 % 1,467 12.0 6.7 2.8 % Tampa, FL 93.8 % 1,737 12.1 7.1 1.8 % Jacksonville, FL 94.6 % 1,617 12.0 6.9 2.0 % Raleigh, NC 93.3 % 1,578 12.1 7.1 1.5 % Columbus, OH 96.7 % 1,689 12.0 6.7 3.2 % Cincinnati, OH 96.7 % 1,653 12.0 6.3 2.9 % Greater Chicago area, IL and IN 96.5 % 1,907 12.2 6.6 2.2 % Orlando, FL 94.0 % 1,727 12.1 6.8 2.2 % Salt Lake City, UT 95.8 % 1,835 12.1 7.1 3.2 % Charleston, SC 94.1 % 1,749 12.0 7.0 2.0 % Las Vegas, NV 94.5 % 1,626 12.0 6.7 2.8 % San Antonio, TX 95.1 % 1,578 12.1 6.9 2.1 % Savannah/Hilton Head, SC 94.5 % 1,599 12.1 7.0 2.0 % Denver, CO 94.8 % 2,277 12.1 6.5 2.2 % All Other (6) 95.5 % 1,660 12.0 6.6 2.8 % Total/Average 95.1 %$ 1,680 12.1 6.8 2.4 % (1)Leasing information excludes 948 single-family properties held for sale as ofJune 30, 2020 . (2)For the three months endedJune 30, 2020 , 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. (3)For the three months endedJune 30, 2020 , 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 period, 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 three months endedJune 30, 2020 , 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 14 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. Currently, the most significant factor impacting us is the effect of the COVID-19 pandemic, which is discussed above. Other key factors that impact our results of operations and financial condition include the pace at which we identify and acquire suitable 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, our ability to raise capital and our capital structure.
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 increasingly focused on developing "built-for-rental" homes through our internal AMH Development Program and acquiring newly constructed homes from third-party developers through our National Builder Program. Opportunities from these new 31 -------------------------------------------------------------------------------- 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. During the three months endedJune 30, 2020 , we developed or acquired 440 homes, including 327 newly constructed properties delivered through ourAMH Development Program and 113 homes acquired through our National Builder Program and traditional acquisition channel, partially offset by 216 homes sold. Although we are currently continuing construction activity on our existing pipeline of internally developed built-for-rental homes, subject to compliance with state and local mandates related to COVID-19, given market uncertainties regarding future asset values, we have temporarily suspended our acquisitions through traditional channels and the National Builder Program. Our properties held for sale were identified based on sub-market analysis, as well as individual property-level operational review. As ofJune 30, 2020 andDecember 31, 2019 , there were 948 and 1,187 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, on average it takes approximately four to six months to complete the rental home vertical construction process. 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$200,000 and$350,000 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 homeowner association ("HOA") fees, when applicable. In addition, we typically incur costs between$15,000 and$30,000 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. On average, it takes approximately 40 to 60 days to complete the renovation process. 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. On average, it takes approximately 20 to 40 days to lease a property after acquiring or developing a new property through our new construction channels or 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. On average, it takes approximately 40 to 60 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. On average, our tenants have household incomes ranging from$70,000 to$110,000 and primarily consist of families with approximately two adults and one or more children.
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.
32 -------------------------------------------------------------------------------- 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 3.1% for the three months endedJune 30, 2020 , and we experienced turnover rates of 9.3% and 10.9% during the three months endedJune 30, 2020 and 2019, respectively. Based on our Same-Home population of properties, the year-over-year increase in Average Monthly Realized Rent per property was 3.3% for the six months endedJune 30, 2020 , and we experienced turnover rates of 17.2% and 18.9% during the six months endedJune 30, 2020 and 2019, respectively. In response to the COVID-19 pandemic, we offered zero percent increases on newly signed renewals for leases expiring during the three months endedJune 30, 2020 . 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, 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 our property management platform. As part of developing our property management platform, we have made significant investments in our infrastructure, systems and technology. 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. We experience 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. Also included in general and administrative expense is noncash share-based compensation expense related to corporate administrative employees.
Results of Operations
Net income totaled$31.8 million for the three months endedJune 30, 2020 , compared to net income of$40.3 million for the three months endedJune 30, 2019 . This decrease was primarily attributable to increased uncollectible rents and tenant utility reimbursements related to the COVID-19 pandemic, as well as higher property operating expenses and a reduction in gain on sale of single-family properties and other, net. Net income totaled$69.3 million for the six months endedJune 30, 2020 , compared to net income of$73.4 million for the six months endedJune 30, 2019 . This decrease was primarily attributable to increased uncollectible rents and tenant utility reimbursements related to the COVID-19 pandemic, as well as higher property operating expenses and a noncash write-down included in other expenses associated with the liquidation of legacy joint ventures, which were acquired as part of theAmerican Residential Properties, Inc. ("ARPI") merger inFebruary 2016 . 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 33 -------------------------------------------------------------------------------- earliest period presented under comparison and if it has not been classified as held for sale or taken out of service as a result of 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. 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 total revenues, excluding expenses reimbursed by tenant charge-backs and other revenues, 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 the impacted single-family properties, (3) gain or loss on sales 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, (6) noncash share-based compensation expense, (7) interest expense, (8) general and administrative expense, (9) other expenses and (10) other revenues. 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 inthe United States of America ("GAAP")). 34
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Comparison of the Three Months Ended
The following table presents a summary of Core NOI for our Same-Home
properties, Non-Same-Home and Other properties, and total properties for the
three months ended
For the Three Months Ended June 30, 2020 Non-Same- Same-Home % of Core Home and Other % of Core Total % of Core Properties (1) Revenue Properties Revenue Properties Revenue Rents from single-family properties (2)$ 216,995 $ 33,769 $ 250,764 Fees from single-family properties (2) 2,627 684 3,311 Bad debt (3) (7,590) (1,225) (8,815) Core revenues 212,032 33,228 245,260 Property tax expense 38,575 18.2 % 6,574 19.8 % 45,149 18.4 % HOA fees, net (4) 4,113 1.9 % 870 2.6 % 4,983 2.0 % R&M and turnover costs, net (4)(5) 19,428 9.1 % 3,586 10.8 % 23,014 9.4 % Insurance 2,020 1.0 % 400 1.2 % 2,420 1.0 % Property management expenses, net (6) 17,535 8.3 % 3,725 11.2 % 21,260 8.7 % Core property operating expenses 81,671 38.5 % 15,155 45.6 % 96,826 39.5 % Core NOI$ 130,361 61.5 %$ 18,073 54.4 %$ 148,434 60.5 %
For the Three Months Ended
Non-Same- Same-Home % of Core Home and Other % of Core Total % of Core Properties (1) Revenue Properties Revenue Properties Revenue Rents from single-family properties$ 210,577 $ 32,281 $ 242,858 Fees from single-family properties 2,922 571 3,493 Bad debt (1,513) (227) (1,740) Core revenues 211,986 32,625 244,611 Property tax expense 36,841 17.4 % 6,632 20.3 % 43,473 17.8 % HOA fees, net (4) 4,576 2.2 % 795 2.4 % 5,371 2.2 % R&M and turnover costs, net (4) 16,501 7.7 % 2,901 9.0 % 19,402 7.9 % Insurance 1,921 0.9 % 351 1.1 % 2,272 0.9 % Property management expenses, net (6) 17,158 8.1 % 2,916 8.9 % 20,074 8.2 % Core property operating expenses 76,997 36.3 % 13,595 41.7 % 90,592 37.0 % Core NOI$ 134,989 63.7 %$ 19,030 58.3 %$ 154,019 63.0 % (1)Includes 45,075 properties that have been stabilized longer than 90 days prior toJanuary 1, 2019 . (2)As a result of the COVID-19 pandemic, rents from single-family properties were impacted by the Company's socially responsible decisions to waive month-to-month lease premiums and offer zero percent increases on newly signed renewals for leases expiring throughout the second quarter of 2020. Fees from single-family properties were also impacted as the Company waived late fees throughout the second quarter of 2020. (3)Includes$7.0 million and$6.0 million for the total portfolio and Same-Home portfolio, respectively, of increased uncollectible rents related to the COVID-19 pandemic for the second quarter of 2020. (4)Presented net of tenant charge-backs. (5)Includes$1.9 million and$1.8 million for the total portfolio and Same-Home portfolio, respectively, of increased uncollectible tenant utility reimbursements and$0.5 million and$0.4 million , respectively, of increased costs associated with enhanced cleaning and safety protocols related to the COVID-19 pandemic for the second quarter of 2020. (6)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees. 35
-------------------------------------------------------------------------------- The following are reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the three months endedJune 30, 2020 and 2019 (amounts in thousands): For the Three Months Ended June 30, 2020 2019 Core revenues and Same-Home core revenues Total revenues$ 283,098 $ 281,860 Tenant charge-backs (35,429) (35,303) Other revenues (2,409) (1,946) Core revenues 245,260 244,611 Less: Non-Same-Home core revenues 33,228 32,625 Same-Home core revenues$ 212,032 $ 211,986 Core property operating expenses and Same-Home core property operating expenses Property operating expenses$ 110,436 $ 104,591 Property management expenses 22,260 21,650 Noncash share-based compensation - property management (441) (346) Expenses reimbursed by tenant charge-backs (35,429) (35,303) Core property operating expenses 96,826 90,592 Less: Non-Same-Home core property operating expenses 15,155 13,595 Same-Home core property operating expenses $
81,671
Core NOI and Same-Home Core NOI Net income $
31,807
Loss on early extinguishment of debt - 659 Gain on sale of single-family properties and other, net (10,651) (13,725) Depreciation and amortization 84,836 82,840 Acquisition and other transaction costs 1,956 970 Noncash share-based compensation - property management 441 346 Interest expense 29,558 32,571 General and administrative expense 11,493 10,486 Other expenses 1,403 1,514 Other revenues (2,409) (1,946) Core NOI 148,434 154,019 Less: Non-Same-Home Core NOI 18,073 19,030 Same-Home Core NOI$ 130,361 $ 134,989 Total Revenues Total revenues increased 0.4% to$283.1 million for the three months endedJune 30, 2020 from$281.9 million for the three months endedJune 30, 2019 . Revenue growth was driven by an increase in our average occupied portfolio which grew to 49,600 homes for the three months endedJune 30, 2020 , compared to 48,989 homes for the three months endedJune 30, 2019 , as well as higher rental rates, offset by an increase in uncollectible rents and tenant utility reimbursements related to the COVID-19 pandemic.
Property Operating Expenses
Property operating expenses increased 5.6% to$110.4 million for the three months endedJune 30, 2020 from$104.6 million for the three months endedJune 30, 2019 . This increase was primarily attributable to higher property tax expense and higher repairs and maintenance and turnover costs.
Property Management Expenses
Property management expenses for the three months endedJune 30, 2020 and 2019 were$22.3 million and$21.7 million , respectively, which included$0.4 million and$0.3 million , respectively, of noncash share-based compensation expense related to 36 --------------------------------------------------------------------------------
centralized and field property management employees. The increase in property management expenses was primarily attributable to higher personnel costs.
Core Revenues from
Core revenues from Same-Home properties were$212.0 million for both the three months endedJune 30, 2020 and 2019, primarily driven by a 3.1% increase in Average Monthly Realized Rent per property, which increased to$1,678 per month for the three months endedJune 30, 2020 compared to$1,627 per month for the three months endedJune 30, 2019 , offset by an increase in uncollectible rents related to the COVID-19 pandemic. Additionally, during the three months endedJune 30, 2020 , core revenues from Same-Home properties were impacted by (i) the Company's socially responsible decisions to waive month-to-month lease premiums and offer zero percent increases on newly signed renewals for leases expiring throughout the quarter and (ii) waived late fees throughout the quarter.
Core Property Operating Expenses from
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 6.1% to$81.7 million for the three months endedJune 30, 2020 from$77.0 million for the three months endedJune 30, 2019 , primarily driven by$2.2 million of incremental costs incurred during the three months endedJune 30, 2020 related to the COVID-19 pandemic including enhanced cleaning costs and increased uncollectible tenant utility reimbursements.
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 three months endedJune 30, 2020 and 2019 was$11.5 million and$10.5 million , respectively, which included$1.6 million and$0.9 million , respectively, of noncash share-based compensation expense related to corporate administrative employees. The increase in general and administrative expense was primarily related to higher noncash share-based compensation expense as well as an increase in state taxes and professional fees.
Interest Expense
Interest expense decreased 9.3% to$29.6 million for the three months endedJune 30, 2020 from$32.6 million for the three months endedJune 30, 2019 . This decrease was primarily related to additional capitalized interest during the three months endedJune 30, 2020 and the payoff of the term loan facility inJune 2019 , partially offset by draws on our revolving credit facility during the first six months of 2020.
Acquisition and Other Transaction Costs
Acquisition and other transaction costs were$2.0 million and$1.0 million for the three months endedJune 30, 2020 and 2019, respectively, which primarily related to costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, as well as costs associated with the disposal of certain properties or portfolios of properties. The planned growth in our acquisition program, including an increase in personnel, was the primary driver for the year-over-year increase.
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 2.4% to$84.8 million for the three months endedJune 30, 2020 from$82.8 million for the three months endedJune 30, 2019 primarily due to growth in our average number of depreciable properties.
Other Revenues
Other revenues were$2.4 million and$1.9 million for the three months endedJune 30, 2020 and 2019, respectively, which primarily related to interest income, fees from unconsolidated joint ventures, and equity in earnings from unconsolidated joint ventures. 37 --------------------------------------------------------------------------------
Other Expenses
Other expenses were$1.4 million and$1.5 million for the three months endedJune 30, 2020 and 2019, respectively, which primarily related to impairments on properties held for sale and expenses related to joint ventures.
Comparison of the Six Months Ended
The following table presents a summary of Core NOI for our Same-Home
properties, Non-Same-Home and Other properties, and total properties for the six
months ended
For the Six Months Ended June 30, 2020 Non-Same- Same-Home % of Core Home and Other % of Core Total % of Core Properties (1) Revenue Properties Revenue Properties Revenue Rents from single-family properties (2)$ 431,565 $ 64,529 $ 496,094 Fees from single-family properties (2) 5,986 1,339 7,325 Bad debt (3) (9,150) (1,680) (10,830) Core revenues 428,401 64,188 492,589 Property tax expense 77,046 18.0 % 13,071 20.4 % 90,117 18.3 % HOA fees, net (4) 7,874 1.8 % 1,625 2.5 % 9,499 1.9 % R&M and turnover costs, net (4)(5) 33,792 7.9 % 6,329 9.8 % 40,121 8.1 % Insurance 3,975 0.9 % 758 1.2 % 4,733 1.0 % Property management expenses, net (6) 35,554 8.3 % 7,123 11.1 % 42,677 8.7 % Core property operating expenses 158,241 36.9 % 28,906 45.0 % 187,147 38.0 % Core NOI$ 270,160 63.1 %$ 35,282 55.0 %$ 305,442 62.0 % For the Six Months Ended June 30, 2019 Non-Same- Same-Home % of Core Home and Other % of Core Total
% of Core
Properties (1) Revenue Properties Revenue Properties Revenue Rents from single-family properties$ 417,688 $ 61,667 $ 479,355 Fees from single-family properties 5,407 1,099 6,506 Bad debt (2,967) (541) (3,508) Core revenues 420,128 62,225 482,353 Property tax expense 72,657 17.3 % 13,187 21.2 % 85,844 17.8 % HOA fees, net (4) 9,641 2.3 % 1,697 2.7 % 11,338 2.3 % R&M and turnover costs, net (4) 31,063 7.4 % 5,902 9.5 % 36,965 7.7 % Insurance 3,783 0.9 % 682 1.1 % 4,465 0.9 % Property management expenses, net (6) 33,492 8.0 % 5,636 9.1 % 39,128 8.1 % Core property operating expenses 150,636 35.9 % 27,104 43.6 % 177,740 36.8 % Core NOI$ 269,492 64.1 %$ 35,121 56.4 %$ 304,613 63.2 % (1)Includes 45,075 properties that have been stabilized longer than 90 days prior toJanuary 1, 2019 . (2)As a result of the COVID-19 pandemic, rents from single-family properties were impacted by the Company's socially responsible decisions to waive month-to-month lease premiums and offer zero percent increases on newly signed renewals for leases expiring throughout the second quarter of 2020. Fees from single-family properties were also impacted as the Company waived late fees throughout the second quarter of 2020. (3)Includes$7.0 million and$6.0 million for the total portfolio and Same-Home portfolio, respectively, of increased uncollectible rents related to the COVID-19 pandemic for the second quarter of 2020. (4)Presented net of tenant charge-backs. (5)Includes$1.9 million and$1.8 million for the total portfolio and Same-Home portfolio, respectively, of increased uncollectible tenant utility reimbursements and$0.5 million and$0.4 million , respectively, of increased costs associated with enhanced cleaning and safety protocols related to the COVID-19 pandemic for the second quarter of 2020. (6)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees. 38
-------------------------------------------------------------------------------- The following are reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the six months endedJune 30, 2020 and 2019 (amounts in thousands): For the Six Months Ended June 30, 2020 2019 Core revenues and Same-Home core revenues Total revenues$ 572,692 $ 561,064 Tenant charge-backs (75,442) (75,255) Other revenues (4,661) (3,456) Core revenues 492,589 482,353 Less: Non-Same-Home core revenues 64,188 62,225 Same-Home core revenues$ 428,401 $ 420,128
Core property operating expenses and Same-Home core property operating expenses Property operating expenses
$ 217,933 $ 211,275 Property management expenses 45,536 42,359 Noncash share-based compensation - property management (880) (639) Expenses reimbursed by tenant charge-backs (75,442) (75,255) Core property operating expenses 187,147 177,740 Less: Non-Same-Home core property operating expenses 28,906 27,104 Same-Home core property operating expenses
Core NOI and Same-Home Core NOI Net income $
69,334
Loss on early extinguishment of debt - 659 Gain on sale of single-family properties and other, net (21,416) (19,374) Depreciation and amortization 167,657 164,001 Acquisition and other transaction costs 4,103 1,804 Noncash share-based compensation - property management 880 639 Interest expense 59,273 64,486 General and administrative expense 22,759 19,921 Other expenses 7,513 2,538 Other revenues (4,661) (3,456) Core NOI 305,442 304,613 Less: Non-Same-Home Core NOI 35,282 35,121 Same-Home Core NOI$ 270,160 $ 269,492 Total Revenues Total revenues increased 2.1% to$572.7 million for the six months endedJune 30, 2020 from$561.1 million for the six months endedJune 30, 2019 . Revenue growth was driven by an increase in our average occupied portfolio which grew to 49,322 homes for the six months endedJune 30, 2020 , compared to 48,600 homes for the six months endedJune 30, 2019 , as well as higher rental rates, offset by an increase in uncollectible rents and tenant utility reimbursements related to the COVID-19 pandemic.
Property Operating Expenses
Property operating expenses increased 3.2% to$217.9 million for the six months endedJune 30, 2020 from$211.3 million for the six months endedJune 30, 2019 . This increase was primarily attributable to higher property tax expense and higher repairs and maintenance and turnover costs.
Property Management Expenses
Property management expenses for the six months endedJune 30, 2020 and 2019 were$45.5 million and$42.4 million , respectively, which included$0.9 million and$0.6 million , respectively, of noncash share-based compensation expense related to 39 --------------------------------------------------------------------------------
centralized and field property management employees. The increase in property management expenses was primarily attributable to higher personnel costs.
Core Revenues from
Core revenues from Same-Home properties increased 2.0% to$428.4 million for the six months endedJune 30, 2020 from$420.1 million for the six months endedJune 30, 2019 , primarily driven by a 3.3% increase in Average Monthly Realized Rent per property, which increased to$1,671 per month for the six months endedJune 30, 2020 compared to$1,617 per month for the six months endedJune 30, 2019 , partially offset by an increase in uncollectible rents related to the COVID-19 pandemic. Additionally, during the six months endedJune 30, 2020 , core revenues from Same-Home properties were impacted by (i) the Company's socially responsible decisions to waive month-to-month lease premiums and offer zero percent increases on newly signed renewals for leases expiring throughout the second quarter of 2020 and (ii) waived late fees throughout the second quarter of 2020.
Core Property Operating Expenses from
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 5.0% to$158.2 million for the six months endedJune 30, 2020 from$150.6 million for the six months endedJune 30, 2019 , primarily driven by higher property tax expense and$2.2 million of incremental costs incurred during the three months endedJune 30, 2020 related to the COVID-19 pandemic including enhanced cleaning costs and increased uncollectible tenant utility reimbursements.
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 six months endedJune 30, 2020 and 2019 was$22.8 million and$19.9 million , respectively, which included$3.0 million and$1.6 million , respectively, of noncash share-based compensation expense related to corporate administrative employees. The increase in general and administrative expense was primarily related to higher noncash share-based compensation expense as well as higher personnel costs and an increase in state taxes.
Interest Expense
Interest expense decreased 8.1% to$59.3 million for the six months endedJune 30, 2020 from$64.5 million for the six months endedJune 30, 2019 . This decrease was primarily related to additional capitalized interest during the six months endedJune 30, 2020 and the payoff of the term loan facility inJune 2019 , partially offset by the unsecured senior notes issued in lateJanuary 2019 and draws on our revolving credit facility during the first six months of 2020.
Acquisition and Other Transaction Costs
Acquisition and other transaction costs were$4.1 million and$1.8 million for the six months endedJune 30, 2020 and 2019, respectively, which primarily related to costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, as well as costs associated with the disposal of certain properties or portfolios of properties. The planned growth in our acquisition program, including an increase in personnel, was the primary driver for the year-over-year increase.
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 2.2% to$167.7 million for the six months endedJune 30, 2020 from$164.0 million for the six months endedJune 30, 2019 primarily due to growth in our average number of depreciable properties. Other Revenues Other revenues were$4.7 million and$3.5 million for the six months endedJune 30, 2020 and 2019, respectively, which primarily related to interest income, fees from unconsolidated joint ventures, and equity in earnings from unconsolidated joint ventures. 40 --------------------------------------------------------------------------------
Other Expenses
Other expenses were$7.5 million and$2.5 million for the six months endedJune 30, 2020 and 2019, respectively, which primarily related to impairments on properties held for sale and expenses related to joint ventures. Also included in other expenses for the six months endedJune 30, 2020 was a$4.9 million noncash write-down associated with the liquidation of legacy joint ventures, which were acquired as part of the ARPI merger inFebruary 2016 .
Critical Accounting Policies and Estimates
Our critical accounting policies are included in Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations," of our Annual Report on Form 10-K for the year endedDecember 31, 2019 (the "2019 Annual Report"). There have been no changes to these policies during the six months endedJune 30, 2020 .
Income Taxes
AH4R has elected to be taxed as a REIT forU.S. federal income tax purposes under Sections 856 to 860 of the Internal Revenue Code of 1986, as amended (the "Code"), commencing with our taxable year endedDecember 31, 2012 . We believe that we have operated, and continue to operate, in such a manner as to satisfy the requirements for qualification as a REIT. Provided that we qualify as a REIT and our distributions to our shareholders equal or exceed our REIT taxable income (determined without regard to the deduction for dividends paid and excluding any net capital gains), we generally will not be subject toU.S. federal income tax. Qualification and taxation as a REIT depend upon our ability to meet the various qualification tests imposed under the Code, including tests related to the percentage of income that we earn from specified sources and the percentage of our earnings that we distribute to our shareholders. Accordingly, no assurance can be given that we will continue to be organized or be able to operate in a manner so as to remain qualified as a REIT. If we fail to qualify as a REIT in any taxable year and do not qualify for certain statutory relief provisions, we would be subject toU.S. federal income tax and state income tax on our taxable income at regular corporate tax rates, and we would likely be precluded from qualifying for treatment as a REIT until the fifth calendar year following the year in which we fail to qualify. Even if we qualify as a REIT, we may be subject to certain state or local income and capital taxes andU.S. federal income and excise taxes on our undistributed REIT taxable income, if any. Certain of our subsidiaries are subject to taxation byU.S. federal, state and local authorities for the periods presented. We made joint elections to treat certain subsidiaries as taxable REIT subsidiaries which are subject toU.S. federal, state and local taxes on their income at regular corporate rates. The tax years from 2015 to present generally remain open to examination by the taxing jurisdictions to which the Company is subject. We believe that ourOperating Partnership is properly treated as a partnership forU.S. federal income tax purposes. As a partnership, theOperating Partnership is not subject toU.S. federal income tax on its income. Instead, each of theOperating Partnership's partners, including AH4R, is allocated, and may be required to pay tax with respect to, its share of theOperating Partnership's income. As such, no provision forU.S. federal income taxes has been included for theOperating Partnership . Accounting Standards Codification 740-10, Income Taxes, requires recognition of deferred tax assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. We recognize tax benefits of uncertain tax positions only if it is more likely than not that the tax position will be sustained, based solely on its technical merits, with the taxing authority having full authority of all relevant information. The measurement of a tax benefit for an uncertain tax position that meets the more likely than not threshold is based on a cumulative probability model under which the largest amount of tax benefit recognized is the amount with a greater than 50% likelihood of being realized upon ultimate settlement with the taxing authority having full knowledge of all the relevant information. As ofJune 30, 2020 , there were no deferred tax assets and liabilities or unrecognized tax benefits recorded by the Company. We do not anticipate a significant change in unrecognized tax benefits within the next 12 months. 41 -------------------------------------------------------------------------------- As a REIT, we 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 excluding 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.The Operating Partnership funds the payment of distributions. We expect to use our net operating loss carryforward ("NOL") to reduce our REIT taxable income in the current and future years. As ofDecember 31, 2019 , AH4R had an NOL forU.S. federal income tax purposes of an estimated$188.8 million . Once our NOL is fully used, we would be required to increase AH4R's distributions to comply with REIT distribution requirements and our current policy of distributing approximately all of our REIT taxable income (determined without regard to the deduction for dividends paid).
Recent Accounting Pronouncements
See Note 2. Significant Accounting Policies to our condensed consolidated financial statements in this report for a discussion of the adoption and potential impact of recently issued accounting standards.
Liquidity and Capital Resources
Our liquidity and capital resources as ofJune 30, 2020 included cash and cash equivalents of$32.0 million . Additionally, as ofJune 30, 2020 , we had$130.0 million of outstanding borrowings under our revolving credit facility, which provides for maximum borrowings of up to$800.0 million , of which$3.7 million was committed to outstanding letters of credit. We have no debt maturities, other than recurring principal amortization, until 2022. 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 AH4R, 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. Our liquidity requirements consist primarily of funds necessary to pay for the acquisition, development, renovation and maintenance of our properties, HOA fees (as applicable), real estate taxes, non-recurring capital expenditures, interest and principal payments on our indebtedness, general and administrative expenses, payment of quarterly dividends on our preferred shares and units, and payment of distributions to our common shareholders and unitholders. We seek to satisfy our liquidity needs through cash provided by operations, long-term secured and unsecured borrowings, issuances of debt and equity securities (including OP units), asset-backed securitizations, property dispositions and joint venture transactions. We have financed our operations, acquisitions and development expenditures to date through the issuance of equity securities, borrowings under our credit facilities, asset-backed securitizations and unsecured senior notes, and proceeds from the sale of single-family properties. Going forward, we expect to meet our operating liquidity requirements generally through cash on hand and cash provided by operations. We believe our rental income, net of operating expenses and recurring capital expenditures, will generally provide cash flow sufficient to fund our operations and dividend distributions. 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. As discussed above under "COVID-19 Business Update," the COVID-19 pandemic has had an adverse impact on financial markets and may adversely impact our operating cash flows. Since we do not know the ultimate severity and length of the COVID-19 pandemic, and thus cannot predict the impact it will have on our tenants and on the debt and equity capital markets, we cannot estimate the ultimate impact it will have on our liquidity and capital resources. As ofJuly 31, 2020 , the Company had cash and cash equivalents of$55.7 million and$105.0 million of outstanding borrowings on its revolving credit facility, with no other changes to total outstanding debt sinceJune 30, 2020 . DuringJuly 2020 , the Company sold an additional 91 properties generating$20.1 million of net proceeds. 42 --------------------------------------------------------------------------------
Cash Flows
The following table summarizes the Company's and the
For the Six Months Ended June 30, 2020 2019 Change Net cash provided by operating activities$ 279,204 $ 287,492 $ (8,288) Net cash used for investing activities (322,466) (170,033) (152,433) Net cash provided by (used for) financing activities 40,388 (7,763) 48,151 Net (decrease) increase in cash, cash equivalents and restricted cash$ (2,874)
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 decreased$8.3 million , or 2.9%, from$287.5 million for the six months endedJune 30, 2019 to$279.2 million for the six months endedJune 30, 2020 , primarily as a result of changes in operating assets and liabilities, including a decrease in collections on rent and tenant utility reimbursements associated with the COVID-19 pandemic, partially offset by cash flows generated from a larger number of occupied properties and increases in rental rates on lease renewals and re-leasing of our single-family properties.
Investing Activities
Net cash used for investing activities increased$152.4 million , or 89.6%, from$170.0 million for the six months endedJune 30, 2019 to$322.5 million for the six months endedJune 30, 2020 , primarily driven by the strategic expansion of our portfolio through traditional acquisition channels, the development of "built-for-rental" homes through our AMH Development Program, and acquiring newly built properties through our National Builder Program using cash generated from operating and financing activities and by recycling capital through the sale of single-family properties. However, as a result of the COVID-19 pandemic and given the market uncertainty regarding future asset values, the Company has temporarily suspended its acquisitions through traditional channels and the National Builder Program. The Company plans to continue construction activity, while in compliance with state and local mandates, on its existing pipeline of "built-for-rental" homes through our AMH Development Program. Recurring and other capital expenditures for single-family properties increased as a result of investments in properties to increase future revenues or reduce maintenance expenditures. 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.
Financing Activities
Net cash provided by or used for financing activities increased$48.2 million from$7.8 million of net cash outflows for the six months endedJune 30, 2019 to$40.4 million of net cash inflows for the six months endedJune 30, 2020 , driven by$81.0 million of increased borrowing activity, net of repayments, partially offset by a$31.6 million increase in cash paid for distributions. The Company received$130.0 million of proceeds from its revolving credit facility, offset by$11.8 million of payments on its asset-backed securitizations, during the six months endedJune 30, 2020 , compared to$397.9 million of proceeds from unsecured senior notes, net of discount, offset by$350.0 million of payments on its revolving credit and term loan facilities and$10.7 million of payments on its asset-backed securitizations, during the six months endedJune 30, 2019 . The Company distributed$80.6 million on a cash basis to share and unit holders during the six months endedJune 30, 2020 , compared to$49.0 million during the six months endedJune 30, 2019 , as a result of timing differences in distributions year-over-year.
At-the-Market Common Share Offering Program
InJune 2020 , the Company extended its at-the-market common share offering program under which we can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of$500.0 million (the "At-the-Market Program"). The 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 At-the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility, (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 43 -------------------------------------------------------------------------------- securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company's portfolio. The At-the-Market Program may be suspended or terminated by the Company at any time. As ofJune 30, 2020 , no shares have been issued under the At-the-Market Program and$500.0 million remained available for future share issuances. Share Repurchase Program The Company's board of trustees authorized the establishment of our share repurchase program, authorizing 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 six months endedJune 30, 2020 and 2019, we did not repurchase and retire any of our shares. As ofJune 30, 2020 , 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 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 excluding 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.The Operating Partnership funds the payment of distributions. We expect to use our NOL to reduce our REIT taxable income in the current and future years. As ofDecember 31, 2019 , AH4R had an NOL forU.S. federal income tax purposes of an estimated$188.8 million . Once our NOL is fully used, we would be required to increase AH4R's distributions to comply with REIT distribution requirements and our current policy of distributing approximately all of our REIT taxable income (determined without regard to the deduction for dividends paid).
Off-Balance Sheet Arrangements
We have no material obligations, assets or liabilities that would be considered off-balance sheet arrangements.
Contractual Obligations and Commitments
Material changes to our aggregate indebtedness, if any, are described in Note 8. Debt to our condensed consolidated financial statements in this report.
Except as described in Note 15. Commitments and Contingencies to our condensed consolidated financial statements in this report, as ofJune 30, 2020 , there have been no other material changes outside of the ordinary course of business to our other known contractual obligations, which are set forth in the table included in Part II, "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our 2019 Annual Report. 44 --------------------------------------------------------------------------------
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 theNational 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, (2) noncash share-based compensation expense, (3) hurricane-related charges, net, which result in material charges to the impacted single-family properties, and (4) gain or loss on early extinguishment of debt. 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 estimateRecurring 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 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. 45 -------------------------------------------------------------------------------- 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 three and six months endedJune 30, 2020 and 2019 (in thousands): For the Six Months For the Three Months Ended Ended June 30, June 30, 2020 2019 2020 2019 Net income attributable to common shareholders$ 15,369 $ 22,518 $ 35,613 $ 38,801 Adjustments: Noncontrolling interests in the Operating Partnership 2,656 4,004 6,157 7,030 Net (gain) on sale / impairment of single-family properties and other (10,293) (12,796) (15,907) (17,941) Adjustments for unconsolidated joint ventures 388 747 626 1,301 Depreciation and amortization 84,836 82,840 167,657 164,001 Less: depreciation and amortization of non-real estate assets (2,192) (1,971) (4,256) (3,911) FFO attributable to common share and unit holders$ 90,764 $ 95,342 $ 189,890 $ 189,281 Adjustments: Acquisition and other transaction costs 1,956 970 4,103 1,804 Noncash share-based compensation - general and administrative 1,649 923 3,018 1,582 Noncash share-based compensation - property management 441 346 880 639 Loss on early extinguishment of debt - 659 - 659 Core FFO attributable to common share and unit holders (1)$ 94,810 $ 98,240 $ 197,891 $ 193,965 Recurring capital expenditures (2) (12,184) (10,330) (20,895) (18,190) Leasing costs (992) (1,130) (1,902) (2,129)
Adjusted FFO attributable to common share and unit holders (1)
$ 81,634
(1)Core FFO and Adjusted FFO attributable to common share and unit holders include negative financial impacts associated with the COVID-19 pandemic that relate to (i) the Company's socially responsible decisions to waive month-to-month lease premiums and offer zero percent increases on newly signed renewals for leases expiring throughout the second quarter of 2020, (ii) waived late fees throughout the second quarter of 2020, and (iii)$9.4 million of other negative financial impacts from the COVID-19 pandemic including$7.0 million of increased uncollectible rents,$1.9 million of increased uncollectible tenant utility reimbursements and$0.5 million of increased costs associated with enhanced cleaning and safety protocols. Additionally, due to stay-at-home orders during the COVID-19 pandemic, Adjusted FFO attributable to common share and unit holders includes above average levels of HVAC system replacements resulting in$1.3 million of incremental HVAC capital expenditures within the second quarter of 2020. (2)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.
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 the net gain or loss on sales / impairment of single-family properties and other 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, (2) noncash share-based compensation expense, (3) hurricane-related charges, net, which result in material charges to the impacted single-family properties, and (4) gain or loss on early extinguishment of debt. Fully Adjusted EBITDAre (formerly known as Adjusted EBITDAre after Capex and Leasing Costs) is a supplemental non-GAAP financial measure calculated by adjusting Adjusted EBITDAre for (1) Recurring Capital Expenditures and (2) leasing costs. 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. 46 -------------------------------------------------------------------------------- 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 three and six months endedJune 30, 2020 and 2019 (in thousands): For the Six Months For the Three Months Ended Ended June 30, June 30, 2020 2019 2020 2019 Net income$ 31,807 $ 40,304 $ 69,334 $ 73,395 Interest expense 29,558 32,571 59,273 64,486 Depreciation and amortization 84,836 82,840 167,657 164,001 EBITDA$ 146,201 $ 155,715 $ 296,264 $ 301,882 Net (gain) on sale / impairment of single-family properties and other (10,293) (12,796) (15,907) (17,941) Adjustments for unconsolidated joint ventures 388 747 626 1,301 EBITDAre$ 136,296
Noncash share-based compensation - general and administrative 1,649 923 3,018 1,582 Noncash share-based compensation - property management 441 346 880 639 Acquisition and other transaction costs 1,956 970 4,103 1,804 Loss on early extinguishment of debt - 659 - 659 Adjusted EBITDAre$ 140,342
Recurring capital expenditures (1) (12,184) (10,330) (20,895) (18,190) Leasing costs (992) (1,130) (1,902) (2,129) Fully Adjusted EBITDAre$ 127,166
(1)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.
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