Forward-Looking Statements

The Securities and Exchange Commission (the "SEC"), encourages companies to
disclose forward-looking information so that investors can better understand a
company's future prospects and make informed investment decisions. This report
contains or incorporates by reference such "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended.

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Words such as "anticipates," "estimates," "expects," "projects," "intends," "plans," "believes" and words and terms of similar substance used in connection with any discussion of future operating or financial performance identify forward-looking statements.



We claim the protection of the safe harbor for forward-looking statements
provided in the Private Securities Litigation Reform Act of 1995. These
statements may be made directly in this report and they may also be incorporated
by reference in this report to other documents filed with the SEC, and include,
without limitation, statements about future financial and operating results and
performance, statements about our plans, objectives, expectations and intentions
with respect to future operations, products and services, and other statements
that are not historical facts. These forward-looking statements are based upon
the current beliefs and expectations of our management and are inherently
subject to significant business, economic and competitive uncertainties and
contingencies, many of which are difficult to predict and generally beyond our
control. In addition, these forward-looking statements are subject to
assumptions with respect to future business strategies and decisions that are
subject to change. Actual results may differ materially from the anticipated
results discussed in these forward-looking statements.

Factors that might cause actual results to differ materially from our
expectations, many of which may be more likely to impact us as a result of the
ongoing COVID-19 pandemic, are set forth in the "Risk Factors" sections of our
Annual Report on Form 10-K for the year ended December 31, 2019 and our
Quarterly Report on Form 10-Q for the quarter ended March 31, 2020, and in other
of our public filings with the SEC, among others, and could cause actual results
to differ materially from the anticipated results or other expectations
expressed in the forward-looking statements. We caution you not to place undue
reliance on these forward-looking statements, which speak only as of the date of
this report. All subsequent written and oral forward-looking statements
attributable to us or any person acting on our behalf are expressly qualified in
their entirety by the cautionary statements contained or referred to in this
form 10-Q and in our other public filings with the SEC. Except to the extent
required by applicable law or regulation, we undertake no obligation to update
these forward-looking statements to reflect events or circumstances after the
date of this filing or to reflect the occurrence of unanticipated events.

Overview

Our Company



We are a self-administered and self-managed Maryland real estate investment
trust ("REIT"), that acquires, owns, operates, improves and manages multifamily
apartment communities across non-gateway U.S. markets. As of September 30, 2020,
we owned and operated 58 multifamily apartment properties that contain 15,805
units. Our properties are located in Georgia, North Carolina, Tennessee,
Kentucky, Ohio, Oklahoma, Indiana, Texas, Florida, South Carolina, Missouri,
Louisiana, and Alabama. We do not have any foreign operations and our business
is not seasonal. Our executive offices are located at 1835 Market Street, Suite
2601, Philadelphia, PA 19103 and our telephone number is (267) 270-4800. We have
offices in Philadelphia, Pennsylvania and Chicago, Illinois.



Our Business Objective and Investment Strategies





Our primary business objective is to maximize stockholder value through diligent
portfolio management, strong operational performance, and a consistent return of
capital through distributions and capital appreciation. Our investment strategy
is focused on the following:



• gaining scale within key amenity rich submarkets of non-gateway cities


           that offer good school districts, high-quality retail and major
           employment centers and are unlikely to experience substantial new
           apartment construction in the foreseeable future;




        •  increasing cash flows at our existing apartment properties through
           prudent property management and strategic renovation projects; and




        •  acquiring additional properties that have strong and stable occupancies
           and support a rise in rental rates or that have the potential 

for


           repositioning through capital expenditures or tailored management
           strategies.




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Property Portfolio

As of September 30, 2020, we owned 58 multifamily apartment properties, totaling 15,805 units. Below is a summary of our property portfolio by market.




(Dollars in thousands, except
per unit data)                                     As of September 30, 2020                            For the Three Months Ended September 30, 2020
                                                                                                     Average
                                                                  Gross Real                        Effective
                                    Number of                       Estate        Period End      Monthly Rent         Net Operating
Market                             Properties         Units         Assets         Occupancy        per Unit              Income              % of NOI
Atlanta, GA                                    6        2,020     $   259,584            95.9 %   $       1,216       $         4,784                15.2 %
Raleigh - Durham, NC                           6        1,690         245,106            94.5 %           1,191                 3,924                12.4 %
Memphis, TN                                    4        1,383         148,507            95.4 %           1,165                 2,999                 9.5 %
Louisville, KY                                 6        1,710         200,646            88.6 %           1,017                 2,766                 8.8 %
Columbus, OH                                   6        1,547         155,847            93.7 %           1,057                 2,598                 8.2 %
Tampa-St. Petersburg, FL                       4        1,104         180,224            93.9 %           1,294                 2,543                 8.1 %
Dallas, TX                                     4          985         140,113            95.6 %           1,300                 2,106                 6.7 %
Oklahoma City, OK                              5        1,658          79,087            95.9 %             696                 1,994                 6.3 %
Indianapolis, IN                               4          916          91,655            94.9 %           1,054                 1,621                 5.1 %
Myrtle Beach, SC - Wilmington,
NC                                             3          628          64,441            95.3 %           1,046                 1,339                 4.2 %
Charleston, SC                                 2          518          80,157            95.0 %           1,299                 1,159                 3.7 %
Orlando, FL                                    1          297          49,038            95.1 %           1,457                   720                 2.3 %
Charlotte, NC                                  1          208          42,254            94.3 %           1,458                   615                 1.9 %
Asheville, NC                                  1          252          28,876            96.0 %           1,140                   602                 1.9 %
Chattanooga, TN                                2          295          27,654            98.7 %           1,003                   487                 1.5 %
St. Louis, MO                                  1          152          33,652            95.8 %           1,480                   452                 1.4 %
Baton Rouge, LA                                1          264          27,231            93.2 %             913                   424                 1.3 %
Huntsville, AL                                 1          178          16,560            98.4 %           1,062                   421                 1.3 %
Total/Weighted Average                        58       15,805     $ 1,870,632            94.4 %   $       1,113       $        31,554               100.0 %



As of September 30, 2020, our same-store portfolio consisted of 51 multifamily
apartment properties, totaling 14,189 units. See "Non-GAAP Financial Measures -
Same Store Portfolio Net Operating Income" below for our definition of same
store and definitions and reconciliations related to our net operating income.

COVID-19 Pandemic



During the nine months ended September 30, 2020, the outbreak of COVID-19 has
disrupted businesses and has slowed economic activity. We have been impacted by
the COVID-19 pandemic and, in response, have made operational and policy changes
to: (1) comply with governmental mandates on a jurisdiction by jurisdiction
basis; (2) protect our employees, residents, and prospective residents; and (3)
minimize the financial impact to us. The extent to which COVID-19 impacts our
business, operations and financial results will depend on numerous evolving
factors, many of which are not within management's control, and that we are
unable to predict at this time, including but not limited to: (1) the duration
and scope of the pandemic; (2) the pandemic's impact on current and future
economic activity; and (3) the actions of governments, businesses and
individuals in response to the COVID-19 pandemic.

Some of the specific operational and policy changes we have made in response to
the COVID-19 pandemic include: (1) delaying or canceling capital recycling
activity in order to focus on current operations; (2) delaying or canceling
capital spending, including pausing or otherwise delaying spending under our
value-add program; and (3) working to support residents impacted by COVID-19
while maximizing occupancy and rent collections.

Despite the impact the COVID-19 pandemic has had on our business, we have been
able to increase occupancy to a total weighted average of 94.4% as of September
30, 2020 and have experienced steady rent collections through September 30,
2020. In addition, we have supported residents impacted by COVID-19 by entering
into 263 deferred payment plans under which residents deferred $0.5 million of
rent payments during the nine months ended September 30, 2020.

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Capital Recycling

Our capital recycling program consists of disposing of assets in markets where we lack scale and/or markets where management believes that growth is slowing.

In February 2020, we purchased a 251-unit located in McKinney, TX for $51.2 million. This acquisition was a part of our previously announced 2019 capital recycling program.



In April 2020, we allowed a previously announced non-binding letter of intent
related to the acquisition of three Class A communities in Atlanta, GA to
expire, without realizing any financial penalty. This decision provided us with
greater financial flexibility given the uncertainties surrounding the COVID-19
pandemic.

During the three months ended September 30, 2020, we resumed our capital
recycling strategy by classifying three properties as held for sale. On October
27, 2020, we sold a 172-unit property in Chattanooga, TN for $20.0 million. We
have entered into separate agreements to sell a 123-unit property in
Chattanooga, TN for $14.3 million and a 264-unit property in Baton Rouge, LA for
25.4 million. We expect each of these sales to be consummated in November 2020.

In early November 2020, we expect to close on a 421-unit property in Huntsville,
AL for $95.0 million. This acquisition also includes a contiguous land parcel
approved for up to 337 additional units. We expect to close this acquisition
using proceeds from the dispositions mentioned above, the availability under our
line of credit, and a portion of the remaining availability from our February
2020 Forward Equity commitment.

Forward Sale Agreements



On February 20, 2020, we entered into an underwriting agreement with KeyBanc
Capital Markets Inc. and BMO Capital Markets Corp., as representatives of the
several underwriters name therein (collectively, the "Underwriters"), BMO
Capital Markets Corp. (the "Forward Seller"), and Bank of Montreal (the "Forward
Counterparty") relating to the offering of an aggregate of 10.4 million shares
of common stock at a price to the Underwriters of $14.688 per share. We
completed the offering on February 24, 2020. We did not initially receive any
proceeds from the sale of common stock by the Forward Seller.

 In connection with the offering, we also entered into two forward sale
agreements (collectively, the "Forward Sale Agreements") with the Forward Seller
and the Forward Counterparty. In connection with the Forward Sale Agreements,
the Forward Seller or its affiliate borrowed from third parties and sold to the
Underwriters an aggregate of 10.4 million shares of common stock that was sold
in the offering. On March 31, 2020, we settled $50 million under the Forward
Sale Agreements by issuing 3.4 million shares. As of September 30, 2020, 6.9
million shares remain to be settled under the Forward Sale Agreements, which if
physically settled would provide additional proceeds to us of $98.8 million
based on the forward price as of October 22, 2020. The offering and Forward Sale
Agreements provide us with further financial resources and flexibility
considering the ongoing COVID-19 pandemic. We expect to physically settle the
Forward Sale Agreements and receive proceeds from the sale of those shares upon
one or more such physical settlements within approximately twelve months from
the date of the prospectus, earlier than February 24, 2021, the scheduled
maturity date of the Forward Sale Agreements. Although we expect to settle the
Forward Sale Agreements entirely by the physical delivery of shares of common
stock for cash proceeds, we may also elect to cash or net share settle all or a
portion of our obligations under the Forward Sale Agreements, in which case, we
may receive or owe cash or shares of common stock from or to the Forward Seller.
The Forward Sale Agreements provide for an initial forward sale price of $14.688
per share, subject to certain adjustments pursuant to the terms of each of the
Forward Sale Agreements. The Forward Sale Agreements are subject to early
termination or settlement under certain circumstances.

Value Add



Value add initiatives, comprised of renovations and upgrades at selected
communities to drive increased rental rates, remain a core component of our
longer-term growth strategy. We have identified 7,076 units across 23 properties
for renovations and upgrades as part of this initiative. As of September 30,
2020, we had completed renovations and upgrades at 3,489 of the 7,076 units.
Given the COVID-19 pandemic, we are actively monitoring the markets where these
value add renovations are occurring and have delayed renovations where
warranted.



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Results of Operations



Three Months Ended September 30, 2020 compared to the Three Months Ended
September 30, 2019



                                               SAME STORE PROPERTIES                                      NON SAME STORE PROPERTIES                                         CONSOLIDATED
(Dollars in thousands)                    Three Months Ended September 30,                             Three Months Ended September 30,                           Three Months Ended September 30,
                                                             Increase                                                    Increase                                                   Increase
                                 2020          2019         (Decrease)       % Change        2020          2019         (Decrease)        % Change        2020         2019        (Decrease)       % Change
Property Data:
Number of properties                  51           51                                              7            6                  1           16.7 %         58           57                 1           1.8 %
Number of units                   14,189       14,189                                          1,616        1,347                269           20.0 %     15,805       15,536               269           1.7 %
Average occupancy                   94.0 %       93.6 %              0.4 %         n/a          95.3 %       92.5 %              2.8 %          n/a         94.1 %       93.5 %             0.6 %         n/a
Average effective monthly
rent, per unit                     1,106        1,082                 24           2.2 %       1,167        1,110                 57            5.2 %      1,113        1,084                28           2.6 %
Revenue:
Rental and other property
revenue                       $   47,881     $ 46,493     $        1,388           3.0 %   $   6,120      $ 4,564     $        1,556           34.1 %   $ 54,001     $ 51,057     $       2,944           5.8 %
Expenses:
Property operating
expenses                          19,710       18,459              1,251           6.8 %       2,419        2,087                332           15.9 %     22,129       20,546             1,583           7.7 %
Net Operating Income          $   28,171     $ 28,034     $          137           0.5 %   $   3,701      $ 2,477     $        1,224           49.4 %   $ 31,872     $ 30,511     $       1,361           4.5 %

Other Revenue:
Other revenue                                                                                                                                          

$ 199 $ 242 $ (43 ) -17.8 % Corporate and other expenses: Property management expenses

                                                                                                                               2,078        1,901               177           9.3 %
General and administrative expenses                                                                                                                        2,912        3,113              (201 )        -6.5 %
Depreciation and amortization expense                                                                                                                     15,232       13,434             1,798          13.4 %
Total corporate and other expenses                                                                                                                        20,222       18,448             1,774           9.6 %
Interest expense                                                                                                                                          (8,917 )     (9,783 )             866           8.9 %
Gain on sale (loss on impairment) of real estate assets, net                                                                                              (1,840 )      2,390            (4,230 )      -177.0 %
Net income                                                                                                                                                 1,092        4,912            (3,820 )       -77.8 %
Income allocated to noncontrolling interests                                                                                                                  (2 )        (49 )              47          95.9 %
Net income available to common shares                                                                                                                   $  1,090     $  4,863     $      (3,773 )       -77.6 %


Revenue

Rental and other property revenue. Revenue from rental and other property
revenue of the consolidated portfolio increased $2.9 million to $54.0 million
for the three months ended September 30, 2020 from $51.1 million for the three
months ended September 30, 2019. The increase was primarily attributable to a
$1.4 million increase in same store rental and other property revenue driven by
a 2.2% increase in average effective monthly rents and a 40 basis point increase
in average occupancy compared to the prior year period. In addition, there was a
$1.6 million increase in non-same store rental and other property revenue
primarily driven by our recent property acquisitions having a higher average
effective rent per unit and therefore, generating more revenue than recent
property dispositions, an increase in the number of units in our non-same store
portfolio, and an increase in average occupancy for our non-same store portfolio
compared to the prior year period.

Expenses



Property operating expenses. Property operating expenses increased $1.6 million
to $22.1 million for the three months ended September 30, 2020 from $20.5
million for the three months ended September 30, 2019. The increase was
primarily due to a $1.3 million increase in same store property operating
expenses, primarily related to an increase in real estate taxes, insurance,
utilities, contract services, and personnel costs during the three months ended
September 30, 2020 and a $0.3 million increase in the non same store property
operating expenses compared to the prior year.



Property management expenses. Property management expenses increased $0.2 million to $2.1 million for the three months ended September 30, 2020 from $1.9 million for the three months ended September 30, 2019. This increase was primarily related to an increase in stock based compensation.

General and administrative expenses. General and administrative expenses decreased $0.2 million to $2.9 million for the three months ended September 30, 2020 from $3.1 million for the three months ended September 30, 2019. This decrease was primarily due to a decrease in compensation expense and travel expense compared to the prior year period.



Depreciation and amortization expense. Depreciation and amortization expense
increased $1.8 million to $15.2 million for the three months ended September 30,
2020 from $13.4 million for the three months ended September 30, 2019. The
increase was primarily attributable to a $1.3 million increase in depreciation
expense at our value add properties for the three months ended September 30,
2020 compared to the three months ended September 30, 2019 and $0.6 million in
depreciation expense for properties acquired since September 30, 2019.

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Interest expense. Interest expense decreased $0.9 million to $8.9 million for
the three months ended September 30, 2020 from $9.8 million for the three months
ended September 30, 2019. The decrease was primarily due to lower interest rates
during the three months ended September 30, 2020 compared to the three months
ended September 30, 2019.

Gain on sale (loss on impairment) of real estate assets, net. During the three
months ended September 30, 2020, we recorded a $1.8 million impairment charge
due to the expected sale of our Baton Rouge, LA property. During the three
months ended September 30, 2019, we recorded a $2.4 million gain due to the sale
of two properties in Little Rock, AR.

Nine Months Ended September 30, 2020 compared to the Nine Months Ended September
30, 2019



                                                      SAME STORE PROPERTIES                                              NON SAME STORE PROPERTIES                                              CONSOLIDATED
(Dollars in thousands)                       For the Nine Months Ended September 30,                              For the Nine Months Ended September 30,                          For the Nine Months Ended September 30,
                                                                        Increase                                                           Increase                                                       Increase
                                     2020               2019           (Decrease)       % Change         2020              2019           (Decrease)        % Change         2020           2019         (Decrease)       % Change
Property Data:
Number of properties                       51                 51                                                7                 6                  1           16.7 %            58            57                 1           1.8 %
Number of units                        14,189             14,189                                            1,616             1,347                269           20.0 %        15,805        15,536               269           1.7 %
Average occupancy                        93.3 %             93.7 %             -0.4 %         n/a            92.6 %            92.2 %              0.4 %          n/a            93.2 %        93.6 %            -0.4 %         n/a
Average effective monthly
rent, per unit                          1,101              1,061                 40           3.7 %         1,157             1,061                 97            9.1 %         1,110         1,061                49           4.6 %
Revenue:
Rental and other property
revenue                          $    140,823       $    136,710     $        4,113           3.0 %   $    16,421       $    14,660     $        1,761           12.0 %   $   157,244     $ 151,370     $       5,874           3.9 %

Expenses:


Property operating expenses            55,980             54,025              1,955           3.6 %         6,860             6,479                381            5.9 %        62,840        60,504             2,336           3.9 %
Net Operating Income             $     84,843       $     82,685     $        2,158           2.6 %   $     9,561       $     8,181     $        1,380           16.9 %   $    94,404     $  90,866     $       3,538           3.9 %

Other Revenue:
Other revenue                                                                                                                                                             $       574     $     425     $         149          35.1 %
Corporate and other expenses:
Property management expenses                                                                                                                                                    6,311         5,776               535           9.3 %
General and administrative expenses                                                                                                                                            11,862         9,758             2,104          21.6 %
Depreciation and amortization expense                                                                                                                                          45,291        38,602             6,689          17.3 %
Abandoned deal costs                                                                                                                                                              130             -               130            nm
Casualty losses                                                                                                                                                                   411             -               411            nm
Total corporate and other expenses                                                                                                                                             64,005        54,136             9,869          18.2 %
Interest expense                                                                                                                                                              (27,616 )     (29,353 )           1,737           5.9 %
Gain on sale (loss on impairment) of real estate assets, net                                                                                                                   (1,840 )      14,532           (16,372 )      -112.7 %
Net income                                                                                                                                                                      1,517        22,334           (20,817 )       -93.2 %
Income allocated to noncontrolling interests                                                                                                                                      (10 )        (222 )             212          95.5 %
Net income available to common shares                                                                                                                                     $     1,507     $  22,112     $     (20,605 )       -93.2 %


Revenue

Rental and other property revenue. Revenue from rental and other property
revenue of the consolidated portfolio increased $5.8 million to $157.2 million
for the nine months ended September 30, 2020 from $151.4 million for the nine
months ended September 30, 2019. The increase was primarily attributable to a
$4.1 million increase in same store rental and other property revenue driven by
a 3.7% increase in average effective monthly rents compared to the prior year
period. This was partially offset by $0.8 million increase in bad debt compared
to the prior year primarily due to a provision for bad debt recorded in the nine
months ended September 30, 2020. In addition, there was a $1.7 million increase
in non-same store rental and other property revenue primarily driven by our
recent property acquisitions having a higher average effective rent per unit and
therefore, generating more revenue than recent property dispositions and an
increase in the number of units in our non-same store portfolio.

Expenses



Property operating expenses. Property operating expenses increased $2.3 million
to $62.8 million for the nine months ended September 30, 2020 from $60.5 million
for the nine months ended September 30, 2019. The increase was primarily due to
a $2.0 million increase in the same store property operating expenses, primarily
related to an increase in real estate taxes, insurance, utilities, contract
services, and personnel costs during the nine months ended September 30, 2020.
This increase was partially offset by lower repairs and maintenance costs during
the nine months ended September 30, 2020.



Property management expenses. Property management expenses increased $0.5 million to $6.3 million for the nine months ended September 30, 2020 from $5.8 million for the nine months ended September 30, 2019. This increase was primarily due to an increase in personnel costs as the size of our property management team has grown to support our management platform.


                                       24

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General and administrative expenses. General and administrative expenses
increased $2.1 million to $11.9 million for the nine months ended September 30,
2020 from $9.8 million for the nine months ended September 30, 2019. This
increase was primarily due to $1.7 million in stock based compensation
recognized during the nine months ended September 30, 2020 related to
performance share units and restricted stock units granted to employees who are
retirement eligible.

Depreciation and amortization expense. Depreciation and amortization expense
increased $6.7 million to $45.3 million for the nine months ended September 30,
2020 from $38.6 million for the nine months ended September 30, 2019. The
increase was primarily attributable to a $4.2 million increase in depreciation
expense at our value add properties for the nine months ended September 30, 2020
compared to the nine months ended September 30, 2019 and $1.9 million in
depreciation expense for properties acquired since September 30, 2019.

Interest expense. Interest expense decreased $1.8 million to $27.6 million for
the nine months ended September 30, 2020 from $29.4 million for the nine months
ended September 30, 2019. The decrease was primarily due to lower interest rates
during the nine months ended September 30, 2020 compared to the nine months
ended September 30, 2019.

Gain on sale (loss on impairment) of real estate assets, net. During the nine
months ended September 30, 2020, we recorded a $1.8 million impairment charge
due to the expected sale of our Baton Rouge, LA property. During the nine months
ended September 30, 2019, we recorded a $14.5 million gain due to the sale of
two properties in Little Rock, AR and one property in Chicago, IL.





                                       25

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Non-GAAP Financial Measures


Funds from Operations (FFO) and Core Funds from Operations (CFFO)



We believe that FFO and CFFO, each of which is a non-GAAP financial measure, are
additional appropriate measures of the operating performance of a REIT and IRT
in particular.

We compute FFO in accordance with the standards established by the National
Association of Real Estate Investment Trusts, or NAREIT, as net income or loss
(computed in accordance with GAAP), excluding real estate-related depreciation
and amortization expense, gains or losses on sales of real estate and the
cumulative effect of changes in accounting principles. CFFO is a computation
made by analysts and investors to measure a real estate company's operating
performance by removing the effect of items that do not reflect ongoing property
operations, including stock compensation expense, depreciation and amortization
of other items not included in FFO, amortization of deferred financing costs,
and other non-cash or non-operating gains or losses related to items such as
casualty losses and abandoned deal costs.

Our calculation of CFFO differs from the methodology used for calculating CFFO
by certain other REITs and, accordingly, our CFFO may not be comparable to CFFO
reported by other REITs. Our management utilizes FFO and CFFO as measures of our
operating performance, and believes they are also useful to investors, because
they facilitate an understanding of our operating performance after adjustment
for certain non-cash or non-operating items that are required by GAAP to be
expensed but may not necessarily be indicative of current operating performance
and that may not accurately compare our operating performance between periods.
Furthermore, although FFO, CFFO and other supplemental performance measures are
defined in various ways throughout the REIT industry, we believe that FFO and
CFFO provide investors with additional useful measures to compare our financial
performance to certain other REITs. Neither FFO nor CFFO is equivalent to net
income or cash generated from operating activities determined in accordance with
GAAP. Furthermore, FFO and CFFO do not represent amounts available for
management's discretionary use because of needed capital replacement or
expansion, debt service obligations or other commitments or uncertainties.
Neither FFO nor CFFO should be considered as an alternative to net income as an
indicator of our operating performance or as an alternative to cash flow from
operating activities as a measure of our liquidity.

Set forth below is a reconciliation of net income (loss) to FFO and CFFO for the
three and nine months ended September 30, 2020 and 2019 (in thousands, except
share and per share information):

                                                   For the Three Months Ended         For the Three Months Ended
                                                       September 30, 2020                 September 30, 2019
                                                                      Per Share                         Per Share
                                                  Amount                 (1)           Amount              (2)
Funds From Operations (FFO):
Net income (loss)                               $     1,092           $     0.01     $    4,912         $    0.05
Adjustments:
Real estate depreciation and amortization            15,155                 0.16         13,313              0.15
Net loss on impairment (gain on sale) of real
estate assets excluding debt extinguishment
costs                                                 1,840                 0.02         (5,594 )           (0.06 )
FFO                                             $    18,087           $     0.19     $   12,631         $    0.14
Core Funds From Operations (CFFO):
FFO                                             $    18,087           $     0.19     $   12,631         $    0.14
Adjustments:
Stock compensation expense                              901                 0.01            692              0.01
Amortization of deferred financing costs                362                    -            351                 -
Other depreciation and amortization                      77                    -            121                 -
Defeasance costs included in net gains
(losses) on sale of assets                                -                    -          3,204              0.04
CFFO                                            $    19,427           $     0.20     $   16,999         $    0.19


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                                                   For the Nine Months Ended           For the Nine Months Ended
                                                       September 30, 2020                 September 30, 2019
                                                                      Per Share                          Per Share
                                                  Amount                 (1)           Amount               (2)
Funds From Operations (FFO):
Net income (loss)                               $     1,517           $     0.02     $    22,334         $    0.25
Adjustments:
Real estate depreciation and amortization            45,036                 0.48          38,306              0.42
Net loss on impairment (gain on sale) of real
estate assets excluding debt extinguishment
costs                                                 1,840                 0.01         (19,765 )           (0.22 )
FFO                                             $    48,393           $     0.51     $    40,875         $    0.45
Core Funds From Operations (CFFO):
FFO                                             $    48,393           $     0.51     $    40,875         $    0.45
Adjustments:
Stock compensation expense                            4,761                 0.07           2,400              0.03
Amortization of deferred financing costs              1,085                 0.01           1,052              0.01
Other depreciation and amortization                     255                    -             296                 -
Abandoned deal costs                                    130                    -               -                 -
Casualty losses                                         411                    -               -                 -
Defeasance costs included in net gains
(losses) on sale of assets                                -                    -           5,233              0.06
CFFO                                            $    55,035           $     0.59     $    49,856         $    0.55




   (1) Based on 95,227,176 and 94,061,963 weighted-average shares and units
       outstanding for the three and nine months ended September 30, 2020,
       respectively.


   (2) Based on 90,908,646 and 90,394,941 weighted-average shares and units
       outstanding for the three and nine months ended September 30, 2019,
       respectively.

Same Store Portfolio Net Operating Income



We believe that Net Operating Income ("NOI"), a non-GAAP financial measure, is a
useful supplemental measure of its operating performance. We define NOI as total
property revenues less total property operating expenses, excluding interest
expenses, depreciation and amortization, property management expenses, and
general and administrative expenses. Other REITs may use different methodologies
for calculating NOI, and accordingly, our NOI may not be comparable to other
REITs. We believe that this measure provides an operating perspective not
immediately apparent from GAAP operating income or net income insofar as the
measure reflects only operating income and expense at the property level. We use
NOI to evaluate performance on a same store and non-same store basis because NOI
measures the core operations of property performance by excluding corporate
level expenses, financing expenses, and other items not related to property
operating performance and captures trends in rental housing and property
operating expenses. However, NOI should only be used as an alternative measure
of our financial performance.

We review our same store portfolio at the beginning of each calendar
year. Properties are added into the same store portfolio if they were owned at
the beginning of the previous year. Properties that are held-for-sale or have
been sold are excluded from the same store portfolio.

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Set forth below is a reconciliation of same store net operating income to net
income (loss) available to common shares for the three and nine months ended
September 30, 2020 and 2019 (in thousands, except per unit data):

                                              Three Months Ended September 30, (a)               Nine Months Ended September 30, (a)
                                             2020               2019          % change         2020                2019           % change
Revenue:

Rental and other property revenue $ 47,881 $ 46,493

     3.0 %     $     140,823       $     136,710            3.0 %
Property Operating Expenses
Real estate taxes                               6,053              5,768         4.9 %            17,866              17,440            2.4 %
Property insurance                              1,097                933        17.6 %             3,001               2,743            9.4 %
Personnel expenses                              4,753              4,509         5.4 %            13,410              12,949            3.6 %
Utilities                                       2,789              2,537         9.9 %             7,897               7,361            7.3 %
Repairs and maintenance                         2,031              1,889         7.5 %             5,090               5,154           -1.2 %
Contract services                               1,911              1,695        12.7 %             5,553               5,051            9.9 %
Advertising expenses                              554                499        11.0 %             1,523               1,433            6.3 %
Other expenses                                    522                629       -17.0 %             1,640               1,894          -13.4 %
Total property operating expenses              19,710             18,459         6.8 %            55,980              54,025            3.6 %
Net operating income                     $     28,171       $     28,034         0.5 %     $      84,843       $      82,685            2.6 %
NOI Margin                                       58.8 %             60.3 %      -1.5 %              60.2 %              60.5 %         -0.2 %
Average Occupancy                                94.0 %             93.6 %       0.4 %              93.3 %              93.7 %         -0.4 %

Average effective monthly rent, per unit $ 1,106 $ 1,082

      2.2 %     $       1,101       $       1,061            3.7 %
Reconciliation of Same-Store Net
Operating Income to Net Income (Loss)
Same-store portfolio net operating
income (a)                               $     28,171       $     28,034                   $      84,843       $      82,685
Non same-store net operating income             3,701              2,477                           9,561               8,181
Other revenue                                     199                242                             574                 425
Property management expenses                   (2,078 )           (1,901 )                        (6,311 )            (5,776 )
General and administrative expenses            (2,912 )           (3,113 )                       (11,862 )            (9,758 )
Depreciation and amortization                 (15,232 )          (13,434 )                       (45,291 )           (38,602 )
Abandoned deal costs                                -                  -                            (130 )                 -
Casualty losses                                     -                  -                            (411 )                 -
Interest expense                               (8,917 )           (9,783 )                       (27,616 )           (29,353 )
Gain on sale (loss on impairment) of
real estate assets, net                        (1,840 )            2,390                          (1,840 )            14,532
Net income (loss)                        $      1,092       $      4,912                   $       1,517       $      22,334

(a) Same store portfolio for the three and nine months ended September 30, 2020

and 2019 included 51 properties containing 14,189 units.

Liquidity and Capital Resources



Liquidity is a measure of our ability to meet potential cash requirements,
including ongoing commitments to repay borrowings, fund and maintain
investments, pay distributions and other general business needs. We believe our
available cash balances, financing arrangements and cash flows from operations
will be sufficient to fund our liquidity requirements with respect to our
existing portfolio for the next twelve months and the foreseeable future.

Our primary cash requirements are to:

• make investments to continue our value add initiatives to improve the


        quality and performance of our properties;


  • repay our indebtedness;


  • fund costs necessary to maintain our properties;


  • pay our operating expenses; and

• distribute a minimum of 90% of our REIT taxable income (determined without

regard to the deduction for dividends paid and excluding net capital gain)


        and to make investments in a manner that enables us to maintain our
        qualification as a REIT.


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We intend to meet our liquidity requirements primarily through a combination of one or more of the following:

• the use of our cash and cash equivalents of $9.9 million as of September

30, 2020;

• existing and future unsecured financing, including advances under our

unsecured credit facility, and financing secured directly or indirectly by


        the apartment properties in our portfolio;


  • cash generated from operating activities;

• net cash proceeds from property sales, including sales undertaken as part

of our capital recycling strategy and other sales; and

• proceeds from the sales of our common stock and other equity securities,

including common stock that we expect to issue in settlement of our

forward sale agreement.

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