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8-K - FORM 8-K - PREFERRED APARTMENT COMMUNITIES INCv312150_8k.htm
EX-99.1 - EXHIBIT 99.1 - PREFERRED APARTMENT COMMUNITIES INCv312150_ex99-1.htm

 

 

 

 

 

 FIRST QUARTER 2012

 

Supplemental Financial Data

 

 

 

 
 

 

 

First Quarter
2012

 

 

Table of Contents

 

 

Company Profile, First Quarter Highlights and AFFO Guidance 3
   
Consolidated Statements of Operations 4
   
Reconciliation of Funds From Operations Attributable to Common Stockholders and  
Adjusted Funds From Operations Attributable to Common Stockholders to Net loss  
Attributable to Common Stockholders 5
   
Consolidated Balance Sheets 6
   
Notes to Reconciliation of Funds From Operations Attributable to Common  
Stockholders and Adjusted Funds From Operations Attributable to Common  
Stockholders to Net loss Attributable to Common Stockholders 7
   
Capital Expenditures 8
   
Definitions of Non-GAAP Measures 8

 

Forward-Looking Statements

 

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Estimates of future earnings and performance are, by definition, and certain other statements in this Supplemental Financial Data Report may constitute, "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995 and involve known and unknown risks, uncertainties and other factors that may cause our actual results, performance, achievements or transactions to be materially different from the results, performance, achievements or transactions expressed or implied by the forward looking statements. Factors that impact such forward looking statements include, among others, our business and investment strategy; legislative or regulatory actions; the state of the U.S. economy generally or in specific geographic areas; economic trends and economic recoveries; our ability to obtain and maintain debt or equity financing; financing and advance rates for our target assets; our leverage level; changes in the values of our assets; availability of attractive investment opportunities in our target markets; our ability to qualify and maintain our qualification as a REIT for U.S. federal income tax purposes; our ability to maintain our exemption from registration under the Investment Company Act; availability of quality personnel; our understanding of our competition; and market trends in our industry, interest rates, real estate values, the debt securities markets and the general economy.

 

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

 

We refer you to the section entitled "Risk Factors" in our Annual Report on Form 10-K for the twelve months ended December 31, 2011 that was filed with the Securities and Exchange Commission, or SEC, on March 15, 2012, which discusses various factors that could adversely affect our financial results. Such risk factors may be updated or supplemented by our subsequent Form 10-Q and Form 10-K filings and other documents filed from time to time with the SEC.

 

 

 
Supplemental Financial Data Page 2

  

 
 

 

 

First Quarter
2012

 

 

Preferred Apartment Communities, Inc.

 

Preferred Apartment Communities, Inc., or the Company (AMEX:APTS), is a Maryland corporation formed primarily to acquire and operate multifamily properties in select targeted markets throughout the United States. As part of our property acquisition strategy, we may enter into forward purchase contracts or purchase options for to-be-built multifamily communities and we may make mezzanine loans, provide deposit arrangements, or provide performance assurances, as may be necessary or appropriate, in connection with the construction of these properties. As a secondary strategy, we also may acquire senior mortgage loans, subordinate loans or mezzanine debt secured by interests in multifamily properties, membership or partnership interests in multifamily properties and other multifamily related assets and invest not more than 10% of our total assets in other real estate related investments, as determined by our manager as appropriate for us. We intend to elect and qualify as a real estate investment trust for U.S. federal income tax purposes, commencing with our tax year ended December 31, 2011.

 

Highlights of the first quarter 2012:

 

·Recorded Adjusted Funds From Operations Attributable to Common Stockholders, or AFFO, of $772,321 and net cash provided by operating activities of $927,394 for the three-month period ended March 31, 2012 (1)

 

·Declared a quarterly dividend on our Common Stock of $673,181, or $0.13 per common share, which was paid on April 16, 2012 to all common stockholders of record as of March 30, 2012. We currently expect to continue our dividend distributions on our Common Stock at the $0.13 per share level for 2012. Our net cash from operations was more than sufficient to fund our first quarter dividend. (2)

 

·We continue to hold no debt at the Company or operating partnership levels, have no cross-collateralization of our real estate assets, and have no contingent liabilities at the Company or operating partnership levels with regard to our secured mortgage debt on our communities.

 

·Construction on the second phase of the Trail Creek community, upon which we hold a $6.0 million real estate loan with an option to purchase the property, is proceeding on schedule and within budget.  Certificates of Occupancy have been obtained on 5 of 13 buildings, construction is expected to be completed in June 2012 and the community is currently in lease up stage.  Our purchase option period begins on April 1, 2014 and runs through June 30, 2014.

 

AFFO guidance:

 

·AFFO is projected to be in the range of $725,000 - $825,000 for the second quarter of 2012.(2)

 

 

 

 

(1) See Reconciliation of Funds From Operations Attributable to Common Stockholders and Adjusted Funds From Operations Attributable to Common Stockholders to Net Loss Attributable to Common Stockholders and Definitions of Non-GAAP Measures on pages 5 and 8.

 

(2) Guidance on projected dividend distributions for 2012 and projected AFFO for the second quarter of 2012 excludes any proceeds from any securities that we may issue and potential dividends to be paid on unissued shares of our Series A Redeemable Preferred Stock.

 

 

 

 
Supplemental Financial Data Page 3

 

 
 

 

 

First Quarter
2012

 

 

Preferred Apartment Communities, Inc.
Consolidated Statements of Operations
(Unaudited)  

 

         
   Three months ended 
   March 31, 2012   March 31, 2011 
Revenues:          
Rental revenues  $2,231,722   $- 
Other property revenues   264,181    - 
Interest income on loan and note receivable   138,998    - 
Total revenues   2,634,901    - 
           
Operating expenses:          
Property operating and maintenance   564,754    - 
Property management fees   100,013    - 
Real estate taxes   182,240    - 
General and administrative   44,327    - 
Depreciation and amortization   977,402    - 
Acquisition costs   912    219,716 
Organizational costs   -    87,300 
Insurance   43,945    - 
Professional fees   83,182    44,511 
Other   36,383    3,797 
Total operating expenses   2,033,158    355,324 
           
Operating income (loss)   601,743    (355,324)
           
Management fees   180,555    - 
Insurance   41,377    62,000 
Interest expense   538,075    15,909 
Equity compensation to directors and executives   319,580    - 
Other income   (1,207)   - 
Net loss   (476,637)   (433,233)
           
Less consolidated net loss attributable          
to non-controlling interests   -    - 
           
Net loss attributable to the Company   (476,637)   (433,233)
           
Dividends to preferred stockholders   (718)   - 
           
Net loss attributable to common stockholders  $(477,355)  $(433,233)
           
Net loss per share of Common Stock,          
basic and diluted  $(0.09)  $(11.82)
           
Weighted average number of shares of Common          
Stock outstanding, basic and diluted   5,151,164    36,666 

 

 

 
Supplemental Financial Data Page 4

 

 
 

 

First Quarter
2012

 

 

 

Reconciliation of Funds From Operations Attributable to Common Stockholders and 
Adjusted Funds From Operations Attributable to Common Stockholders
to Net Loss Attributable to Common Stockholders

 

     
   Three months ended: 
   3/31/2012 
      
Net loss attributable to common stockholders  $(477,355)
      
Add:  Depreciation of real estate assets   971,518 
      
Funds from operations attributable to common stockholders   494,163 
      
Add:  Acquisition costs   912 
           Non-cash equity compensation to directors and executives   319,580 
           Amortization of loan closing costs (See note 1)   21,493 
           Depreciation/amortization on non-real estate assets   5,884 
Less:  Non-cash mezzanine loan interest income (See note 2)   (17,378)
           Normally recurring capital expenditures (See note 3)   (52,333)
      
Adjusted funds from operations attributable to common stockholders  $772,321 
      
Common Stock dividends:     
           Declared  $673,181 
           Per share  $0.130 
      
Weighted average shares outstanding - basic and diluted (1)   5,151,164 
      
Actual shares outstanding at March 31, 2012, including     
   26,000 unvested shares of restricted Common Stock   5,178,313 

 

 

(1) The dilutive effect of potential common stock equivalents was excluded from the calculation of weighted average shares outstanding because the Company recorded a net loss for the three-month period ended March 31, 2012.

 

  

See Notes to Reconciliation of Funds From Operations Attributable to Common Stockholders and Adjusted Funds From Operations Attributable to Common Stockholders to Net loss Attributable to Common Stockholders on page 7

 

 

 

 

 
Supplemental Financial Data Page 5

 

 
 

 

First Quarter
2012

 

 

 

 

Preferred Apartment Communities, Inc.
Consolidated Balance Sheets
(Unaudited)

 

         
   March 31,   December 31, 
   2012   2011 
           
Assets          
           
Real estate          
Land  $13,052,000   $13,052,000 
Building and improvements   60,273,282    60,268,867 
Furniture, fixtures, and equipment   8,610,633    8,392,446 
Construction in progress   3,023    67,877 
Gross real estate   81,938,938    81,781,190 
Less:  accumulated depreciation   (3,674,555)   (2,698,305)
Net real estate   78,264,383    79,082,885 
Real estate loan   6,000,000    6,000,000 
Total real estate and real estate loan, net   84,264,383    85,082,885 
           
Cash and cash equivalents   5,237,372    4,548,020 
Restricted cash   615,198    567,346 
Note receivable   650,000    - 
Tenant receivables, net of allowance of $22,291 and $15,924   26,001    23,811 
Deferred loan costs, net of amortization of $85,973 and $64,480   530,167    551,660 
Deferred offering costs   1,724,457    1,388,421 
Other assets   442,539    303,397 
           
Total assets  $93,490,117   $92,465,540 
           
Liabilities and equity          
           
Liabilities          
Mortgage notes payable  $55,637,000   $55,637,000 
Accounts payable and accrued expenses   928,606    1,158,530 
Accrued interest payable   175,247    176,084 
Dividends payable   673,899    646,916 
Security deposits and prepaid rents   274,855    163,663 
Deferred income   76,600    65,446 
Total liabilities   57,766,207    57,847,639 
           
  Commitments and contingencies          
           
Equity          
Stockholder's equity          
Series A Redeemable Preferred Stock, $0.01 par value per share;          
  150,000 shares authorized; 2,155 and 0 shares issued and outstanding          
at March 31, 2012 and December 31, 2011, respectively   22    - 
Common Stock, $0.01 par value per share; 400,066,666 shares authorized;          
 5,152,313 and 5,149,325 shares issued and outstanding at          
March 31, 2012 and December 31, 2011, respectively   51,523    51,493 
Additional paid in capital   45,410,624    43,828,030 
Accumulated deficit   (9,738,260)   (9,261,623)
     Total stockholders' equity   35,723,909    34,617,900 
Non-controlling interest   1    1 
Total equity   35,723,910    34,617,901 
           
Total liabilities and equity  $93,490,117   $92,465,540 

 

 

 
Supplemental Financial Data Page 6

 

 

 
 

 

First Quarter
2012

 

 

 

Notes to Reconciliation of Funds From Operations Attributable to Common Stockholders and

Adjusted Funds From Operations Attributable to Common Stockholders to Net loss Attributable to Common Stockholders

 

 

1)We incurred loan closing costs of $616,140 on our mortgage loans, which are secured on a property-by-property basis by the three acquired multifamily communities. These loan costs are being amortized over the life of the loans, and the non-cash amortization expense is an addition to FFO in the calculation of AFFO. Neither we nor our Operating Partnership have any recourse liability in connection with any of these mortgage loans, nor do we have any cross-collateralization arrangements with respect to these assets.

 

2)On June 30, 2011, in conjunction with our real estate loan investment, we received a loan fee of $120,000, $60,000 of which was paid to our manager as an acquisition fee, and also a loan commitment fee of $14,333. The net proceeds of $74,333 will be recognized in income over the life of the loan as an adjustment of yield using the effective interest method. Correspondingly, the non-cash income recognized under the effective interest method is deducted in calculating AFFO.

 

3)We deduct from FFO normally recurring capital expenditures that are necessary to maintain the properties’ revenue streams. Excluded from the calculation of AFFO are non-recurring capital expenditures of $170,333 for the three-month period ended March 31, 2012.

 

 

 

 

 

See Definitions of Non-GAAP Measures on page 8.

 

 

 

 

 
Supplemental Financial Data Page 7

 

 
 

 

 

First Quarter
2012

 

 

Capital Expenditures

 

We regularly incur capital expenditures related to our owned properties. Capital expenditures may be nonrecurring and discretionary, as part of a strategic plan intended to increase a property’s value and corresponding revenue-generating power, or may be normally recurring and necessary to maintain the income streams and present value of a property. Certain capital expenditures may be budgeted and reserved for upon acquiring a property as initial expenditures necessary to bring a property up to our standards or to add features or amenities that we believe make the property a compelling value to prospective residents in its individual market. These budgeted nonrecurring capital expenditures in connection with an acquisition are funded from the capital source(s) for the acquisition and are not dependent upon subsequent property operational cash flows for funding.

 

For the three-month period ended March 31, 2012, our capital expenditures were:

 

   Summit   Trail   Rise   Total 
Nonrecurring capital expenditures:                    
Budgeted at property acquisition  $4,993   $160,552   $4,788   $170,333 
Other nonrecurring capital expenditures   -    -    -    - 
Total nonrecurring capital expenditures   4,993    160,552    4,788    170,333 
                     
Normally recurring capital expenditures   16,567    22,779    12,987    52,333 
                     
Total capital expenditures  $21,560   $183,331   $17,775   $222,666 

 

 

Definitions of Non-GAAP Measures

 

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

 

Analysts, managers, and investors have, since the first real estate investment trusts were created, made certain adjustments to reported net income amounts under U.S. GAAP in order to better assess these vehicles’ liquidity and cash flows. FFO is one of the most commonly utilized Non-GAAP measures currently in practice. In its 2002 “White Paper on Funds From Operations”, which was revised in 2004, the National Association of Real Estate Investment Trusts, or NAREIT, standardized the definition of how Net income/loss should be adjusted to arrive at FFO, in the interests of uniformity and comparability. The NAREIT definition of FFO (and the one reported by the Company) is:

 

Net income/loss:

·Excluding impairment charges on and gains/losses from sales of depreciable property;
·Plus depreciation and amortization of real estate assets; and
·After adjustments for unconsolidated partnerships and joint ventures

 

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

 

 

 

 

 
Supplemental Financial Data Page 8

 

 
 

 

 

First Quarter
2012

 

 

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

 

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

 

FFO, plus:

·Acquisition costs;
·Organization costs;
·Equity compensation to directors and executives;
·Amortization of loan closing costs;
·REIT establishment costs;
·Depreciation and amortization of non-real estate assets; and
·Net loan origination fees received;

Less:

·Non-cash mezzanine loan interest income; and
·Normally recurring capital expenditures

 

AFFO figures reported by us are not generally comparable to those reported by other companies. Investors are cautioned that AFFO excludes acquisition costs which are generally recorded in the periods in which the properties are acquired (and often preceding periods). We utilize AFFO to gauge the results of the operating performance of our portfolio of real estate assets. We believe AFFO is useful to investors as a supplemental gauge of our operating performance and is useful in comparing our operating performance with other real estate companies that are not as involved in ongoing acquisition activities. AFFO is a useful supplement to, but not a substitute for, its closest GAAP-compliant measure, which we believe to be net income/loss available to common stockholders.

 

 

 

    For further information:

 

    Leonard A. Silverstein, Executive Vice President

    Preferred Apartment Communities, Inc.

    lsilverstein@pacapts.com

    +1-770-818-4147

 

 

 

 

 

 
Supplemental Financial Data Page 9