Maryland
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77-0404318
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(State or other jurisdiction of
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(I.R.S. Employer
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incorporation or organization)
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Identification No.)
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(Title of each class)
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(Name of each exchange on which registered)
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Common Stock, par value $.01 per share
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New York Stock Exchange
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•
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269
operating apartment communities containing
78,365
apartment homes in
12
states and the District of Columbia, of which
254
communities containing
74,706
apartment homes were consolidated for financial reporting purposes and
15
communities containing
3,659
apartment homes were held by unconsolidated entities in which we hold an ownership interest.
Nine
of the consolidated communities containing
3,648
apartment homes were under redevelopment, as discussed below;
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•
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21
communities under development that are expected to contain an aggregate of
6,609
apartment homes when completed and one mixed-use project being developed in which we are currently pursuing a potential for-sale strategy of individual condominium units; and
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•
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rights to develop an additional
28
communities that, if developed as expected, will contain
9,769
apartment homes.
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•
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Bellevue, Washington;
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•
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Boston, Massachusetts;
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•
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Denver, Colorado;
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•
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Fairfield, Connecticut;
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•
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Irvine, California;
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•
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Iselin, New Jersey;
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•
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Melville, New York;
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•
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Los Angeles, California;
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•
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New York, New York;
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•
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San Diego, California;
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•
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San Francisco, California;
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•
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San Jose, California; and
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•
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Virginia Beach, Virginia.
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•
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focusing on resident satisfaction;
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•
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staggering lease terms such that lease expirations are better matched to traffic patterns;
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•
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balancing high occupancy with premium pricing and increasing rents as market conditions permit; and
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•
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employing revenue management software to optimize the pricing and term of leases.
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•
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we use purchase order controls, acquiring goods and services from pre-approved vendors;
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•
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we use national negotiated contracts and also purchase supplies in bulk where possible;
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•
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we bid third-party contracts on a volume basis;
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•
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we strive to retain residents through high levels of service in order to eliminate the cost of preparing an apartment home for a new resident and to reduce marketing and vacant apartment utility costs;
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•
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we perform turnover work in-house or hire third parties, generally considering the most cost effective approach as well as expertise needed to perform the work;
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•
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we undertake preventive maintenance regularly to maximize resident safety and satisfaction, as well as to maximize property and equipment life;
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•
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we have a customer care center, centralizing and improving the efficiency and consistency in the application of our policies for many of the administrative tasks associated with owning and operating apartment communities;
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•
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we aggressively pursue real estate tax appeals; and
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•
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we install high efficiency lighting and water fixtures, cogeneration systems and implement sustainability initiatives in our operating platform.
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•
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we may abandon opportunities that we have already begun to explore for a number of reasons, including changes in local market conditions or increases in construction or financing costs, and, as a result, we may fail to recover expenses already incurred in exploring those opportunities;
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•
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occupancy rates and rents at a community may fail to meet our original expectations for a number of reasons, including changes in market and economic conditions beyond our control and the development by competitors of competing communities;
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•
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we may be unable to obtain, or experience delays in obtaining, necessary zoning, occupancy or other required governmental or third party permits and authorizations, which could result in increased costs or the delay or abandonment of opportunities;
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•
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we may incur costs that exceed our original estimates due to increased material, labor or other costs;
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•
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we may be unable to complete construction and lease-up of a community on schedule, resulting in increased construction and financing costs and a decrease in expected rental revenues;
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•
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we may be unable to obtain financing with favorable terms, or at all, for the proposed development of a community, which may cause us to delay or abandon an opportunity;
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•
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we may incur liabilities to third parties during the development process, for example, in connection with managing existing improvements on the site prior to tenant terminations and demolition (such as commercial space) or in connection with providing services to third parties (such as the construction of shared infrastructure or other improvements); and
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•
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we may incur liability if our communities are not constructed and operated in compliance with the accessibility provisions of the Americans with Disabilities Acts, the Fair Housing Act or other federal, state or local requirements. Noncompliance could result in imposition of fines, an award of damages to private litigants and a requirement that we undertake structural modifications to remedy the noncompliance.
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•
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land and/or property acquisition costs;
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•
|
fees paid to secure air rights and/or tax abatements;
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•
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construction or reconstruction costs;
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•
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costs of environmental remediation;
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•
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real estate taxes;
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•
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capitalized interest and insurance;
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•
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loan fees;
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•
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permits;
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•
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professional fees;
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•
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allocated development or redevelopment overhead; and
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•
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other regulatory fees.
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•
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corporate restructurings and/or layoffs, industry slowdowns and other factors that adversely affect the local economy;
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•
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an oversupply of, or a reduced demand for, apartment homes;
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•
|
a decline in household formation or employment or lack of employment growth;
|
•
|
the inability or unwillingness of residents to pay rent increases;
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•
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rent control or rent stabilization laws, or other laws regulating housing, that could prevent us from raising rents sufficiently to offset increases in operating costs; and
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•
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economic conditions that could cause an increase in our operating expenses, such as increases in property taxes, utilities, compensation of on-site associates and routine maintenance.
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•
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an acquired property may fail to perform as we expected in analyzing our investment; and
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•
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our estimate of the costs of operating, repositioning or redeveloping an acquired property may prove inaccurate.
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•
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our subsidiaries that are the general partner or managing member of the ventures are generally liable, under applicable law or the governing agreement of a venture, for the debts and obligations of the respective venture, subject to certain exculpation and indemnification rights pursuant to the terms of the governing agreement;
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•
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investors in the ventures holding a majority of the equity interests may remove us as the general partner or managing member in certain cases involving cause;
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•
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while we have broad discretion to manage the ventures, the investors or an advisory committee comprised of representatives of the investors must approve certain matters, and as a result we may be unable to cause the ventures to implement certain decisions that we consider beneficial; and
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•
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we may be liable and/or our status as a REIT may be jeopardized if either the ventures, or the REIT entities associated with the ventures, fail to comply with various tax or other regulatory matters.
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•
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the environmental assessments described above have identified all potential environmental liabilities;
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•
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no prior owner created any material environmental condition not known to us or the consultants who prepared the assessments;
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•
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no environmental liabilities have developed since the environmental assessments were prepared;
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•
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the condition of land or operations in the vicinity of our communities, such as the presence of underground storage tanks, will not affect the environmental condition of our communities;
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•
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future uses or conditions, including, without limitation, changes in applicable environmental laws and regulations, will not result in the imposition of environmental liability; and
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•
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no environmental liabilities will arise at communities that we have sold for which we may have liability.
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•
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Established Communities (also known as Same Store Communities)
are consolidated communities in the markets where we have a significant presence (New England, New York/New Jersey, Mid-Atlantic, Pacific Northwest, and Northern and Southern California) and where a comparison of operating results from the prior year to the current year is meaningful, as these communities were owned and had stabilized occupancy as of the beginning of the respective prior year. The Established Communities for the year ended
December 31, 2018
are communities that are consolidated for financial reporting purposes, had stabilized occupancy as of January 1,
2017
, are not conducting or planning to conduct substantial redevelopment activities, and are not held for sale or planned for disposition within the fiscal year. A community is considered to have stabilized occupancy at the earlier of (i) attainment of
95%
physical occupancy or (ii) the one-year anniversary of completion of development or redevelopment.
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•
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Other Stabilized Communities
are all other completed consolidated communities that have stabilized occupancy, as defined above, as January 1,
2018
, or which were acquired during the year ended
December 31, 2018
. Other Stabilized Communities includes stabilized operating communities in our expansion markets of Denver, Colorado, and Southeast Florida, but excludes communities that are conducting or planning to conduct substantial redevelopment activities within the fiscal year.
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•
|
Lease-Up Communities
are consolidated communities where construction has been complete for less than one year and where physical occupancy has not reached
95%
.
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•
|
Redevelopment Communities
are consolidated communities where substantial redevelopment is in progress or is planned to begin during the fiscal year. Redevelopment is considered substantial when capital invested during the reconstruction effort is expected to exceed the lesser of
$5,000,000
or
10%
of the community's pre-redevelopment basis and is expected to have a material impact on the operations of the community, including occupancy levels and future rental rates.
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•
|
Unconsolidated Communities
are communities that we have an indirect ownership interest in through our investment interest in an unconsolidated entity.
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|
Number of
communities
|
|
Number of
apartment homes
|
||
Current Communities
|
|
|
|
|
|
|
|
|
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||
Established Communities:
|
|
|
|
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|
New England
|
35
|
|
|
8,301
|
|
Metro NY/NJ
|
35
|
|
|
10,389
|
|
Mid-Atlantic
|
28
|
|
|
9,274
|
|
Pacific Northwest
|
14
|
|
|
3,256
|
|
Northern California
|
36
|
|
|
10,798
|
|
Southern California
|
46
|
|
|
12,883
|
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Total Established
|
194
|
|
|
54,901
|
|
|
|
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||
Other Stabilized Communities:
|
|
|
|
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|
New England
|
4
|
|
|
1,164
|
|
Metro NY/NJ
|
9
|
|
|
2,363
|
|
Mid-Atlantic
|
7
|
|
|
2,593
|
|
Pacific Northwest
|
2
|
|
|
860
|
|
Northern California
|
4
|
|
|
1,111
|
|
Southern California
|
9
|
|
|
3,220
|
|
Expansion Markets
|
5
|
|
|
1,408
|
|
Non-Core
|
3
|
|
|
1,014
|
|
Total Other Stabilized
|
43
|
|
|
13,733
|
|
|
|
|
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||
Lease-Up Communities
|
9
|
|
|
2,608
|
|
|
|
|
|
||
Redevelopment Communities
|
9
|
|
|
3,648
|
|
|
|
|
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||
Unconsolidated Communities
|
15
|
|
|
3,659
|
|
|
|
|
|
||
Total Current Communities
|
270
|
|
|
78,549
|
|
|
|
|
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||
Development Communities (1)
|
21
|
|
|
6,609
|
|
|
|
|
|
||
Total Communities
|
291
|
|
|
85,158
|
|
|
|
|
|
||
Development Rights
|
28
|
|
|
9,769
|
|
(1)
|
Development Communities excludes the development of 15 West 61st Street, expected to contain
172
residential units and
67,000
square feet of retail space. We are pursuing a potential for-sale strategy of individual condominium units for the residential portion, while we would maintain ownership of the retail portion.
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|
Number of
communities
|
|
Established Communities as of December 31, 2015
|
177
|
|
Communities added
|
25
|
|
Communities removed (1):
|
|
|
Redevelopment Communities
|
(3
|
)
|
Disposed Communities
|
(6
|
)
|
Communities with multiple phases combined
|
(2
|
)
|
Established Communities as of December 31, 2016
|
191
|
|
Communities added
|
17
|
|
Communities removed (1):
|
|
|
Redevelopment Communities
|
(10
|
)
|
Disposed Communities
|
(6
|
)
|
Other Stabilized (2)
|
(1
|
)
|
Communities with multiple phases combined
|
(1
|
)
|
Established Communities as of December 31, 2017
|
190
|
|
Communities added
|
25
|
|
Communities removed (1):
|
|
|
Redevelopment Communities
|
(9
|
)
|
Disposed Communities (3)
|
(13
|
)
|
Other Stabilized (2)
|
(1
|
)
|
Communities with multiple phases separated
|
2
|
|
Established Communities as of December 31, 2018
|
194
|
|
(1)
|
We remove a community from our Established Communities portfolio if we believe that planned activity for a community for the upcoming year will result in that community's expected operations not being comparable to the prior year period. We believe that a community's expected operations will not be comparable to the prior year period when we intend either (i) to undertake a significant capital renovation of the community, such that we would consider the community to be classified as a Redevelopment Community; (ii) to dispose of a community through a sale or other disposition transaction; or (iii) when a significant casualty loss occurs.
|
(2)
|
Community was moved from the Established Communities portfolio to the Other Stabilized portfolio as a result of a casualty loss that occurred during the year and impacted operations.
|
(3)
|
Includes the
five
wholly-owned communities contributed to the NYC Joint Venture.
|
|
Number of
communities
|
|
Number of
apartment homes
|
||
Garden-style
|
131
|
|
|
39,699
|
|
Mid-rise
|
110
|
|
|
30,296
|
|
High-rise
|
28
|
|
|
8,370
|
|
Total Current Communities
|
269
|
|
|
78,365
|
|
|
Number of
communities at
|
|
Number of
apartment homes at
|
|
Percentage of total
apartment homes at
|
||||||||||||
|
1/31/2018
|
|
1/31/2019
|
|
1/31/2018
|
|
1/31/2019
|
|
1/31/2018
|
|
1/31/2019
|
||||||
New England
|
50
|
|
|
47
|
|
|
12,392
|
|
|
11,846
|
|
|
15.9
|
%
|
|
15.1
|
%
|
Boston, MA
|
40
|
|
|
37
|
|
|
10,422
|
|
|
9,876
|
|
|
13.4
|
%
|
|
12.6
|
%
|
Fairfield, CT
|
10
|
|
|
10
|
|
|
1,970
|
|
|
1,970
|
|
|
2.5
|
%
|
|
2.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Metro NY/NJ
|
51
|
|
|
54
|
|
|
14,470
|
|
|
15,279
|
|
|
18.6
|
%
|
|
19.5
|
%
|
New York City, NY
|
13
|
|
|
14
|
|
|
4,909
|
|
|
5,089
|
|
|
6.3
|
%
|
|
6.5
|
%
|
New York Suburban
|
18
|
|
|
19
|
|
|
4,419
|
|
|
4,573
|
|
|
5.7
|
%
|
|
5.8
|
%
|
New Jersey
|
20
|
|
|
21
|
|
|
5,142
|
|
|
5,617
|
|
|
6.6
|
%
|
|
7.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Mid-Atlantic
|
40
|
|
|
41
|
|
|
14,461
|
|
|
14,380
|
|
|
18.6
|
%
|
|
18.4
|
%
|
Washington Metro/Baltimore, MD
|
40
|
|
|
41
|
|
|
14,461
|
|
|
14,380
|
|
|
18.6
|
%
|
|
18.4
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Pacific Northwest
|
18
|
|
|
17
|
|
|
4,669
|
|
|
4,538
|
|
|
6.0
|
%
|
|
5.8
|
%
|
Seattle, WA
|
18
|
|
|
17
|
|
|
4,669
|
|
|
4,538
|
|
|
6.0
|
%
|
|
5.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Northern California
|
41
|
|
|
42
|
|
|
12,222
|
|
|
12,548
|
|
|
15.8
|
%
|
|
16.0
|
%
|
San Jose, CA
|
12
|
|
|
12
|
|
|
4,713
|
|
|
4,713
|
|
|
6.1
|
%
|
|
6.0
|
%
|
Oakland-East Bay, CA
|
13
|
|
|
13
|
|
|
3,847
|
|
|
3,847
|
|
|
5.0
|
%
|
|
4.9
|
%
|
San Francisco, CA
|
16
|
|
|
17
|
|
|
3,662
|
|
|
3,988
|
|
|
4.7
|
%
|
|
5.1
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Southern California
|
62
|
|
|
60
|
|
|
17,764
|
|
|
17,352
|
|
|
23.0
|
%
|
|
22.1
|
%
|
Los Angeles, CA
|
40
|
|
|
40
|
|
|
11,916
|
|
|
11,916
|
|
|
15.4
|
%
|
|
15.2
|
%
|
Orange County, CA
|
13
|
|
|
12
|
|
|
3,621
|
|
|
3,370
|
|
|
4.7
|
%
|
|
4.3
|
%
|
San Diego, CA
|
9
|
|
|
8
|
|
|
2,227
|
|
|
2,066
|
|
|
2.9
|
%
|
|
2.6
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Expansion markets
|
2
|
|
|
5
|
|
|
622
|
|
|
1,408
|
|
|
0.8
|
%
|
|
1.8
|
%
|
Denver, CO
|
1
|
|
|
3
|
|
|
252
|
|
|
748
|
|
|
0.3
|
%
|
|
1.0
|
%
|
Southeast Florida
|
1
|
|
|
2
|
|
|
370
|
|
|
660
|
|
|
0.5
|
%
|
|
0.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Non-Core
|
3
|
|
|
3
|
|
|
1,014
|
|
|
1,014
|
|
|
1.3
|
%
|
|
1.3
|
%
|
|
267
|
|
|
269
|
|
|
77,614
|
|
|
78,365
|
|
|
100.0
|
%
|
|
100.0
|
%
|
•
|
252
operating communities, including
241
with a full fee simple, or absolute, ownership interest and
11
that are on land subject to a land lease. The land leases have various expiration dates from October 2026 to March 2142, and
six
of the land leases are used to support tax advantaged structures that ultimately allow us to purchase the land upon lease expiration.
|
•
|
A general partnership interest and an indirect limited partnership interest in Archstone Multifamily Partners AC LP (the “U.S. Fund”), Multifamily Partners AC JV LP (the “AC JV”) and North Point II JV, LP, subsidiaries of which own
five
,
two
and one operating communities, respectively. One community owned by the U.S. Fund is subject to a land lease.
|
•
|
A membership interest in
four
limited liability companies, one of which, the NYC Joint Venture, through subsidiaries owns a fee simple interest in three operating communities and a leasehold interest in two additional operating communities, and
three
ventures that each hold a fee simple interest in an operating community.
|
•
|
A general partnership interest in
one
partnership structured as a “DownREIT,” as described more fully below, that owns
one
community.
|
|
Number of
apartment
homes
|
|
Projected total
capitalized cost (1)
($ millions)
|
|
Construction
start
|
|
Initial actual/ projected occupancy (2)
|
|
Estimated
completion
|
|
Estimated
stabilization (3)
|
|||||
1.
|
|
Avalon Boonton
Boonton, NJ
|
350
|
|
|
$
|
91
|
|
|
Q3 2016
|
|
Q1 2019
|
|
Q1 2020
|
|
Q3 2020
|
2.
|
|
Avalon Belltown Towers (4)
Seattle, WA |
273
|
|
|
147
|
|
|
Q4 2016
|
|
Q2 2019
|
|
Q4 2019
|
|
Q2 2020
|
|
3.
|
|
Avalon Public Market
Emeryville, CA
|
289
|
|
|
163
|
|
|
Q4 2016
|
|
Q2 2019
|
|
Q4 2019
|
|
Q2 2020
|
|
4.
|
|
Avalon Teaneck
Teaneck, NJ
|
248
|
|
|
73
|
|
|
Q4 2016
|
|
Q3 2019
|
|
Q1 2020
|
|
Q3 2020
|
|
5.
|
|
AVA Hollywood (4)
Hollywood, CA
|
695
|
|
|
365
|
|
|
Q4 2016
|
|
Q3 2019
|
|
Q3 2020
|
|
Q1 2021
|
|
6.
|
|
AVA Esterra Park
Redmond, WA
|
323
|
|
|
91
|
|
|
Q2 2017
|
|
Q4 2018
|
|
Q3 2019
|
|
Q1 2020
|
|
7.
|
|
Avalon at the Hingham Shipyard II
Hingham, MA
|
190
|
|
|
65
|
|
|
Q2 2017
|
|
Q3 2018
|
|
Q2 2019
|
|
Q4 2019
|
|
8.
|
|
Avalon Piscataway
Piscataway, NJ
|
360
|
|
|
90
|
|
|
Q2 2017
|
|
Q3 2018
|
|
Q2 2019
|
|
Q4 2019
|
|
9.
|
|
Avalon Sudbury
Sudbury, MA |
250
|
|
|
85
|
|
|
Q3 2017
|
|
Q2 2018
|
|
Q2 2019
|
|
Q3 2019
|
|
10.
|
|
Avalon Towson
Towson, MD
|
371
|
|
|
114
|
|
|
Q4 2017
|
|
Q1 2020
|
|
Q4 2020
|
|
Q2 2021
|
|
11.
|
|
Avalon Yonkers
Yonkers, NY
|
590
|
|
|
188
|
|
|
Q4 2017
|
|
Q3 2019
|
|
Q2 2021
|
|
Q3 2021
|
|
12.
|
|
Avalon Walnut Creek II
Walnut Creek, CA
|
200
|
|
|
109
|
|
|
Q4 2017
|
|
Q4 2019
|
|
Q2 2020
|
|
Q4 2020
|
|
13.
|
|
Avalon North Creek
Bothell, WA
|
316
|
|
|
84
|
|
|
Q4 2017
|
|
Q2 2019
|
|
Q1 2020
|
|
Q3 2020
|
|
14.
|
|
Avalon Saugus (4)
Saugus, MA
|
280
|
|
|
93
|
|
|
Q2 2018
|
|
Q2 2019
|
|
Q1 2020
|
|
Q3 2020
|
|
15.
|
|
Avalon Doral
Doral, FL
|
350
|
|
|
111
|
|
|
Q2 2018
|
|
Q2 2020
|
|
Q1 2021
|
|
Q3 2021
|
|
16.
|
|
Avalon Norwood
Norwood, MA
|
198
|
|
|
61
|
|
|
Q2 2018
|
|
Q3 2019
|
|
Q1 2020
|
|
Q3 2020
|
|
17.
|
|
Avalon Harbor East
Baltimore, MD
|
400
|
|
|
139
|
|
|
Q3 2018
|
|
Q4 2020
|
|
Q3 2021
|
|
Q1 2022
|
|
18.
|
|
Avalon Old Bridge
Old Bridge, NJ |
252
|
|
|
66
|
|
|
Q3 2018
|
|
Q1 2020
|
|
Q3 2020
|
|
Q1 2021
|
|
19.
|
|
Avalon Newcastle Commons II
Newcastle, WA |
293
|
|
|
106
|
|
|
Q4 2018
|
|
Q3 2020
|
|
Q1 2021
|
|
Q3 2021
|
|
20.
|
|
Twinbrook Station
Rockville, MD |
238
|
|
|
66
|
|
|
Q4 2018
|
|
Q2 2020
|
|
Q4 2020
|
|
Q1 2021
|
|
21.
|
|
Avalon Harrison (4)(5)
Harrison, NY |
143
|
|
|
76
|
|
|
Q4 2018
|
|
Q3 2020
|
|
Q3 2021
|
|
Q4 2021
|
|
|
|
Total (6)
|
6,609
|
|
|
$
|
2,383
|
|
|
|
|
|
|
|
|
|
(1)
|
Projected total capitalized cost includes all capitalized costs projected to be or actually incurred to develop the respective Development Community, determined in accordance with GAAP, including land acquisition costs, construction costs, real estate taxes, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees, as well as costs incurred for first generation retail tenants such as tenant improvements and leasing commissions. Projected total capitalized cost for communities identified as having joint venture ownership, either during construction or upon construction completion, represents the total projected joint venture contribution amount unless otherwise noted.
|
(2)
|
Initial projected occupancy dates are estimates. There can be no assurance that we will pursue to completion any or all of these proposed developments.
|
(3)
|
Stabilized operations is defined as the earlier of (i) attainment of
95%
or greater physical occupancy or (ii) the
one
-year anniversary of completion of development.
|
(4)
|
Developments containing at least 10,000 square feet of retail space include Avalon Belltown Towers (11,000 square feet), AVA Hollywood (19,000 square feet), Avalon Saugus (23,000 square feet), and Avalon Harrison (27,000 square feet).
|
(5)
|
We signed a land disposition and development agreement with the transportation authorities controlling such property relating to the development of this community. During the fourth quarter of 2018, all internal Company approvals were given to authorize the commitment of funds for the construction of this community.
|
(6)
|
Development Communities excludes 15 West 61st Street, which is currently under construction. 15 West 61st Street is expected to contain
172
residential units and
67,000
square feet of retail space when completed and is expected to be developed for an estimated total capitalized cost of
$620 million
. We are currently pursuing a potential for-sale strategy of individual condominium units for the residential portion and currently intend to own and operate the retail portion of the development, both of which are expected to complete construction during 2019.
|
|
Number of
apartment homes |
|
Total capitalized
cost (1)
($ millions) |
|
Approximate rentable area
(sq. ft.)
|
|
Total capitalized cost per sq. ft.
|
|
Quarter of completion
|
||||||||
1.
|
|
AVA NoMa
Washington, D.C.
|
438
|
|
|
$
|
144
|
|
|
373,828
|
|
|
$
|
385
|
|
|
Q1 2018
|
2.
|
|
Avalon Brooklyn Bay (2)
Brooklyn, NY
|
180
|
|
|
97
|
|
|
149,881
|
|
|
$
|
647
|
|
|
Q1 2018
|
|
3.
|
|
Avalon Somers
Somers, NY
|
152
|
|
|
46
|
|
|
179,401
|
|
|
$
|
256
|
|
|
Q1 2018
|
|
4.
|
|
AVA Wheaton
Wheaton, MD
|
319
|
|
|
76
|
|
|
268,953
|
|
|
$
|
283
|
|
|
Q2 2018
|
|
5.
|
|
Avalon Maplewood (3)
Maplewood, NJ
|
235
|
|
|
65
|
|
|
209,628
|
|
|
$
|
310
|
|
|
Q2 2018
|
|
6.
|
|
Avalon Dogpatch
San Francisco, CA |
326
|
|
|
204
|
|
|
262,478
|
|
|
$
|
777
|
|
|
Q3 2018
|
|
7.
|
|
AVA North Point (4)
Cambridge, MA
|
265
|
|
|
110
|
|
|
226,912
|
|
|
$
|
485
|
|
|
Q3 2018
|
|
|
|
Total
|
1,915
|
|
|
$
|
742
|
|
|
|
|
|
|
|
|
(1)
|
Total capitalized cost is as of
December 31, 2018
. We generally anticipate incurring additional costs associated with these communities that are customary for new developments.
|
(2)
|
We developed this project with a private development partner. We own the rental portion of the development on floors 3 through 19 and the partner owns the for-sale condominium portion of the development on floors 20 through 30. The information above represents only our portion of the project. We provided a construction loan to the development partner, which is being repaid with proceeds the partner receives from the sale of the condominium portion of the project. The balance as of
December 31, 2018
was
$12.8 million
, representing outstanding principal and interest, net of repayments, as discussed in Note 5, “Investments in Real Estate Entities,” of the Consolidated Financial Statements set forth in Item 8 of this report.
|
(3)
|
In February 2017, a fire occurred at Avalon Maplewood. See "Insurance and Risk of Uninsured Losses" for further discussion.
|
(4)
|
We developed this project within an unconsolidated joint venture that was formed in July 2016, in which we own a
55.0%
interest. The information above represents the total cost for the venture.
|
|
|
|
|
Number of
apartment
homes
|
|
Projected total
capitalized cost
($ millions) (1)(2)
|
|
Reconstruction
start
|
|
Estimated
reconstruction
completion (2)
|
|
Estimated
restabilized
operations (3)
|
|||
1.
|
|
Avalon Prudential Center II
Boston, MA
|
|
266
|
|
|
$
|
19
|
|
|
Q1 2017
|
|
Q4 2019
|
|
Q2 2020
|
2.
|
|
AVA Van Ness
Washington, D.C.
|
|
269
|
|
|
20
|
|
|
Q3 2017
|
|
Q1 2019
|
|
Q3 2019
|
|
3.
|
|
Avalon Ballston Square
Arlington, VA
|
|
714
|
|
|
25
|
|
|
Q4 2017
|
|
Q2 2019
|
|
Q4 2019
|
|
4.
|
|
Eaves Seal Beach
Seal Beach, CA
|
|
549
|
|
|
32
|
|
|
Q1 2018
|
|
Q4 2019
|
|
Q2 2020
|
|
5.
|
|
Eaves Redmond Campus
Redmond, WA
|
|
422
|
|
|
24
|
|
|
Q1 2018
|
|
Q2 2019
|
|
Q4 2019
|
|
6.
|
|
Eaves Fairfax Towers
Falls Church, VA
|
|
415
|
|
|
14
|
|
|
Q1 2018
|
|
Q4 2019
|
|
Q2 2020
|
|
7.
|
|
Avalon Prudential Center I
Boston, MA
|
|
243
|
|
|
18
|
|
|
Q1 2018
|
|
Q1 2020
|
|
Q3 2020
|
|
8.
|
|
Avalon Court
Melville, NY
|
|
494
|
|
|
15
|
|
|
Q1 2018
|
|
Q3 2019
|
|
Q1 2020
|
|
9.
|
|
Avalon Studio City
Studio City, CA
|
|
276
|
|
|
10
|
|
|
Q2 2018
|
|
Q1 2019
|
|
Q3 2019
|
|
|
|
Total
|
|
3,648
|
|
|
$
|
177
|
|
|
|
|
|
|
|
(1)
|
Projected total capitalized cost does not include capitalized costs incurred prior to redevelopment.
|
(2)
|
Projected total capitalized costs represent the aggregate of any multiple phase redevelopments and the estimated reconstruction completion dates reflect all planned phases.
|
(3)
|
Estimated restabilized operations is defined as the earlier of (i) attainment of 95% or greater physical occupancy or (ii) the one-year anniversary of completion of redevelopment.
|
Market
|
|
Number of rights
|
|
Estimated
number of homes
|
|
Projected total
capitalized cost ($ millions) (1)
|
||||
|
|
|
|
|
|
|
||||
New England
|
|
6
|
|
|
1,233
|
|
|
$
|
446
|
|
Metro NY/NJ
|
|
8
|
|
|
3,955
|
|
|
1,710
|
|
|
Mid-Atlantic
|
|
1
|
|
|
437
|
|
|
99
|
|
|
Pacific Northwest
|
|
2
|
|
|
552
|
|
|
169
|
|
|
Northern California
|
|
5
|
|
|
1,543
|
|
|
829
|
|
|
Southern California
|
|
4
|
|
|
1,444
|
|
|
677
|
|
|
Denver
|
|
2
|
|
|
605
|
|
|
194
|
|
|
Total
|
|
28
|
|
|
9,769
|
|
|
$
|
4,124
|
|
(1)
|
Projected total capitalized cost includes all capitalized costs incurred to date (if any) and projected to be incurred to develop the respective community, determined in accordance with GAAP, including land acquisition costs, construction costs, real estate taxes, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees, as well as costs incurred for first generation retail tenants such as tenant improvements and leasing commissions.
|
|
|
|
Estimated
number of
apartment
homes
|
|
Projected total
capitalized
cost (1)
($ millions)
|
|
Date
acquired
|
|||
1.
|
|
Avalon Yonkers (2)
Yonkers, NY
|
590
|
|
|
$
|
188
|
|
|
January 2018
|
2.
|
|
Avalon Norwood
Norwood, MA
|
198
|
|
|
61
|
|
|
January 2018
|
|
3.
|
|
Avalon Public Market (2)
Emeryville, CA
|
289
|
|
|
163
|
|
|
February 2018
|
|
4.
|
|
Avalon Brea Place
Brea. CA
|
653
|
|
|
284
|
|
|
February and May 2018
|
|
5.
|
|
Avalon Towson
Towson, MD
|
371
|
|
|
114
|
|
|
March 2018
|
|
6.
|
|
Avalon Doral
Doral, FL
|
350
|
|
|
111
|
|
|
May 2018
|
|
7.
|
|
Avalon Old Bridge
Old Bridge, NJ
|
252
|
|
|
66
|
|
|
October 2018
|
|
|
|
Total
|
2,703
|
|
|
$
|
987
|
|
|
|
(1)
|
Projected total capitalized cost includes all capitalized costs incurred to date (if any) and projected to be incurred to develop the respective community, determined in accordance with GAAP, including land and related acquisition costs, construction costs, real estate taxes, capitalized interest and loan fees, permits, professional fees, allocated development overhead and other regulatory fees, as well as costs incurred for first generation retail tenants such as tenant improvements and leasing commissions, net of projected proceeds for any planned sales of associated outparcels and other real estate.
|
(2)
|
Additional parcel of land acquired in 2018 for a current Development Community. The estimated number of apartment homes and projected total capitalized cost represent the amounts for the full Development Community.
|
Period
|
|
(a)
Total Number
of Shares
Purchased (1)
|
|
(b)
Average
Price Paid
per Share
|
|
(c)
Total Number of
Shares Purchased as
Part of Publicly
Announced Plans or
Programs
|
|
(d)
Maximum Dollar
Amount that May Yet
be Purchased Under
the Plans or Programs
(in thousands) (2)
|
||||||
October 1 - October 31, 2018
|
|
77
|
|
|
$
|
172.79
|
|
|
—
|
|
|
$
|
200,000
|
|
November 1 - November 30, 2018
|
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
200,000
|
|
December 1 - December 31, 2018
|
|
525
|
|
|
$
|
190.71
|
|
|
—
|
|
|
$
|
200,000
|
|
(1)
|
Reflects shares surrendered to the Company in connection with exercise of stock options as payment of exercise price, as well as for taxes associated with the vesting of restricted share grants.
|
(2)
|
As disclosed in our Form 10-Q for the quarter ended March 31, 2008, represents amounts outstanding under the Company's $500,000,000 Stock Repurchase Program. There is no scheduled expiration date to this program.
|
|
For the year ended
|
||||||||||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
|
12/31/15
|
|
12/31/14
|
||||||||||
Operating data:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Total revenue
|
$
|
2,284,535
|
|
|
$
|
2,158,628
|
|
|
$
|
2,045,255
|
|
|
$
|
1,856,028
|
|
|
$
|
1,685,061
|
|
Gain on sale of communities
|
$
|
374,976
|
|
|
$
|
252,599
|
|
|
$
|
374,623
|
|
|
$
|
115,625
|
|
|
$
|
84,925
|
|
Gain (loss) on other real estate transactions
|
$
|
345
|
|
|
$
|
(10,907
|
)
|
|
$
|
10,224
|
|
|
$
|
9,647
|
|
|
$
|
490
|
|
Income from continuing operations
|
$
|
974,175
|
|
|
$
|
876,660
|
|
|
$
|
1,033,708
|
|
|
$
|
741,733
|
|
|
$
|
659,148
|
|
Income from discontinued operations
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
38,179
|
|
Net income
|
$
|
974,175
|
|
|
$
|
876,660
|
|
|
$
|
1,033,708
|
|
|
$
|
741,733
|
|
|
$
|
697,327
|
|
Net income attributable to common stockholders
|
$
|
974,525
|
|
|
$
|
876,921
|
|
|
$
|
1,034,002
|
|
|
$
|
742,038
|
|
|
$
|
683,567
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Per Common Share and Share Information:
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings per common share—basic:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations attributable to common stockholders (net of dividends attributable to preferred stock)
|
$
|
7.05
|
|
|
$
|
6.36
|
|
|
$
|
7.53
|
|
|
$
|
5.54
|
|
|
$
|
4.93
|
|
Discontinued operations attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.29
|
|
|||||
Net income attributable to common stockholders
|
$
|
7.05
|
|
|
$
|
6.36
|
|
|
$
|
7.53
|
|
|
$
|
5.54
|
|
|
$
|
5.22
|
|
Weighted average shares outstanding—basic (1)
|
137,844,755
|
|
|
137,523,771
|
|
|
136,928,251
|
|
|
133,565,711
|
|
|
130,586,718
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Earnings per common share—diluted:
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations attributable to common stockholders (net of dividends attributable to preferred stock)
|
$
|
7.05
|
|
|
$
|
6.35
|
|
|
$
|
7.52
|
|
|
$
|
5.51
|
|
|
$
|
4.92
|
|
Discontinued operations attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.29
|
|
|||||
Net income attributable to common stockholders
|
$
|
7.05
|
|
|
$
|
6.35
|
|
|
$
|
7.52
|
|
|
$
|
5.51
|
|
|
$
|
5.21
|
|
Weighted average shares outstanding—diluted
|
138,289,241
|
|
|
138,066,686
|
|
|
137,461,637
|
|
|
134,593,177
|
|
|
131,237,502
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash dividends declared
|
$
|
5.88
|
|
|
$
|
5.68
|
|
|
$
|
5.40
|
|
|
$
|
5.00
|
|
|
$
|
4.64
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net income attributable to common stockholders
|
$
|
974,525
|
|
|
$
|
876,921
|
|
|
$
|
1,034,002
|
|
|
$
|
742,038
|
|
|
$
|
683,567
|
|
Depreciation
|
631,196
|
|
|
584,150
|
|
|
531,434
|
|
|
477,923
|
|
|
442,682
|
|
|||||
Interest expense, net (2)
|
238,466
|
|
|
225,133
|
|
|
194,585
|
|
|
148,879
|
|
|
181,030
|
|
|||||
Income tax (benefit) expense
|
(160
|
)
|
|
141
|
|
|
305
|
|
|
1,483
|
|
|
9,368
|
|
|||||
EBITDA (3)
|
$
|
1,844,027
|
|
|
$
|
1,686,345
|
|
|
$
|
1,760,326
|
|
|
$
|
1,370,323
|
|
|
$
|
1,316,647
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Funds from Operations attributable to common stockholders (4)
|
$
|
1,218,752
|
|
|
$
|
1,167,218
|
|
|
$
|
1,135,762
|
|
|
$
|
1,083,085
|
|
|
$
|
951,035
|
|
Core Funds from Operations (4)
|
$
|
1,244,286
|
|
|
$
|
1,189,976
|
|
|
$
|
1,125,341
|
|
|
$
|
1,016,035
|
|
|
$
|
890,081
|
|
Number of Current Communities (5)
|
270
|
|
|
267
|
|
|
258
|
|
|
259
|
|
|
251
|
|
|||||
Number of apartment homes
|
78,549
|
|
|
77,614
|
|
|
74,538
|
|
|
75,584
|
|
|
73,963
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance Sheet Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Real estate, before accumulated depreciation
|
$
|
22,342,577
|
|
|
$
|
21,935,936
|
|
|
$
|
20,776,626
|
|
|
$
|
19,268,099
|
|
|
$
|
17,849,316
|
|
Total assets
|
$
|
18,380,200
|
|
|
$
|
18,414,821
|
|
|
$
|
17,867,271
|
|
|
$
|
16,931,305
|
|
|
$
|
16,140,578
|
|
Notes payable and unsecured credit facilities, net
|
$
|
7,040,263
|
|
|
$
|
7,329,470
|
|
|
$
|
7,030,880
|
|
|
$
|
6,456,948
|
|
|
$
|
6,489,707
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash Flow Information:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Net cash flows provided by operating activities
|
$
|
1,301,111
|
|
|
$
|
1,256,257
|
|
|
$
|
1,160,272
|
|
|
$
|
1,074,667
|
|
|
$
|
891,355
|
|
Net cash flows used in investing activities
|
$
|
(596,651
|
)
|
|
$
|
(965,381
|
)
|
|
$
|
(1,032,352
|
)
|
|
$
|
(1,199,517
|
)
|
|
$
|
(816,760
|
)
|
Net cash flows (used in) provided by financing activities
|
$
|
(688,502
|
)
|
|
$
|
(418,947
|
)
|
|
$
|
(303,271
|
)
|
|
$
|
25,093
|
|
|
$
|
150,571
|
|
(1)
|
Amounts do not include unvested restricted shares included in the calculation of Earnings per Share. Please refer to Note 1, “Organization, Basis of Presentation and Significant Accounting Policies—Earnings per Common Share,” of the Consolidated Financial Statements set forth in Item 8 of this report for a discussion of the calculation of Earnings per Share.
|
(2)
|
Interest expense, net includes any gain or loss incurred from the extinguishment of debt.
|
(3)
|
EBITDA is defined as net income before interest income and expense, income taxes, depreciation and amortization from both continuing and discontinued operations. Under this definition, EBITDA includes gains on sale of assets and gain on sale of partnership interests. Management generally considers EBITDA to be an appropriate supplemental measure to net income of our operating performance because it helps investors to understand our ability to incur and service debt and to make capital expenditures. EBITDA should not be considered as an alternative to net income (as determined in accordance with GAAP), as an indicator of our operating performance, or to cash flows from operating activities (as determined in accordance with GAAP) as a measure of liquidity. Our calculation of EBITDA may not be comparable to EBITDA as calculated by other companies.
|
(4)
|
Refer to “Reconciliation of Non-GAAP Financial Measures” below.
|
(5)
|
Current Communities consist of all communities other than those which are still under construction and for which a certificate or certificates of occupancy for the entire community have not been received.
|
•
|
gains or losses on sales of previously depreciated operating communities;
|
•
|
cumulative effect of change in accounting principle;
|
•
|
impairment write-downs of depreciable real estate assets;
|
•
|
write-downs of investments in affiliates due to a decrease in the value of depreciable real estate assets held by those affiliates;
|
•
|
depreciation of real estate assets; and
|
•
|
adjustments for unconsolidated partnerships and joint ventures, including those from a change in control.
|
•
|
joint venture gains (if not adjusted through FFO), non-core costs, and promoted interests;
|
•
|
casualty and impairment losses or gains, net on non-depreciable real estate;
|
•
|
gains or losses from early extinguishment of consolidated borrowings;
|
•
|
abandoned pursuits;
|
•
|
business interruption insurance proceeds and the related lost NOI that is covered by the business interruption insurance proceeds;
|
•
|
property and casualty insurance proceeds and legal settlements;
|
•
|
gains or losses on sales of assets not subject to depreciation;
|
•
|
hedge ineffectiveness;
|
•
|
severance related costs;
|
•
|
advocacy contributions;
|
•
|
income taxes;
|
•
|
expensed acquisition costs related to business acquisitions that occurred prior to the adoption of ASU 2017-01 as of October 1, 2016, as discussed in Note 1, “Organization, Basis of Presentation and Significant Accounting Policies,” of the Consolidated Financial Statements set forth in Item 8 of this report; and
|
•
|
other non-core items.
|
|
For the year ended
|
||||||||||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
|
12/31/15
|
|
12/31/14
|
||||||||||
Net income attributable to common stockholders
|
$
|
974,525
|
|
|
$
|
876,921
|
|
|
$
|
1,034,002
|
|
|
$
|
742,038
|
|
|
$
|
683,567
|
|
Depreciation—real estate assets, including discontinued operations and joint venture adjustments
|
629,814
|
|
|
582,907
|
|
|
538,606
|
|
|
486,019
|
|
|
449,769
|
|
|||||
Distributions to noncontrolling interests, including discontinued operations
|
44
|
|
|
42
|
|
|
41
|
|
|
38
|
|
|
35
|
|
|||||
Gain on sale of unconsolidated entities holding previously depreciated real estate assets
|
(10,655
|
)
|
|
(40,053
|
)
|
|
(58,069
|
)
|
|
(33,580
|
)
|
|
(73,674
|
)
|
|||||
Gain on sale of previously depreciated real estate assets (1)
|
(374,976
|
)
|
|
(252,599
|
)
|
|
(374,623
|
)
|
|
(115,625
|
)
|
|
(108,662
|
)
|
|||||
Casualty and impairment (recovery) loss, net on real estate (2) (7)
|
—
|
|
|
—
|
|
|
(4,195
|
)
|
|
4,195
|
|
|
—
|
|
|||||
FFO attributable to common stockholders
|
$
|
1,218,752
|
|
|
$
|
1,167,218
|
|
|
$
|
1,135,762
|
|
|
$
|
1,083,085
|
|
|
$
|
951,035
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Adjusting items:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Joint venture losses (gains) (3)
|
852
|
|
|
950
|
|
|
6,031
|
|
|
(9,059
|
)
|
|
(5,194
|
)
|
|||||
Joint venture promote (4)
|
(925
|
)
|
|
(26,742
|
)
|
|
(7,985
|
)
|
|
(21,969
|
)
|
|
(58,128
|
)
|
|||||
Impairment loss on real estate (5) (7)
|
826
|
|
|
9,350
|
|
|
10,500
|
|
|
800
|
|
|
—
|
|
|||||
Casualty (gain) loss, net on real estate (6) (7)
|
(612
|
)
|
|
(3,100
|
)
|
|
(10,239
|
)
|
|
(15,538
|
)
|
|
—
|
|
|||||
Business interruption insurance proceeds (8)
|
(26
|
)
|
|
(3,495
|
)
|
|
(20,565
|
)
|
|
(1,509
|
)
|
|
(2,494
|
)
|
|||||
Lost NOI from casualty losses covered by business interruption insurance (9)
|
1,730
|
|
|
7,904
|
|
|
7,366
|
|
|
7,862
|
|
|
—
|
|
|||||
Loss (gain) on extinguishment of consolidated debt
|
17,492
|
|
|
25,472
|
|
|
7,075
|
|
|
(26,736
|
)
|
|
412
|
|
|||||
Advocacy contributions
|
3,489
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Hedge ineffectiveness
|
—
|
|
|
(753
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Severance related costs
|
1,466
|
|
|
87
|
|
|
852
|
|
|
1,999
|
|
|
815
|
|
|||||
Development pursuit and other write-offs
|
1,324
|
|
|
1,406
|
|
|
3,662
|
|
|
1,838
|
|
|
2,564
|
|
|||||
(Gain) loss on sale of other real estate transactions
|
(344
|
)
|
|
10,907
|
|
|
(10,224
|
)
|
|
(9,647
|
)
|
|
(490
|
)
|
|||||
Acquisition costs (10)
|
—
|
|
|
92
|
|
|
3,523
|
|
|
3,806
|
|
|
(7,682
|
)
|
|||||
Legal settlements
|
513
|
|
|
680
|
|
|
(417
|
)
|
|
—
|
|
|
—
|
|
|||||
Income tax (benefit) expense (11)
|
(251
|
)
|
|
—
|
|
|
—
|
|
|
1,103
|
|
|
9,243
|
|
|||||
Core FFO attributable to common stockholders
|
$
|
1,244,286
|
|
|
$
|
1,189,976
|
|
|
$
|
1,125,341
|
|
|
$
|
1,016,035
|
|
|
$
|
890,081
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Weighted average common shares outstanding - diluted
|
138,289,241
|
|
|
138,066,686
|
|
|
137,461,637
|
|
|
134,593,177
|
|
|
131,237,502
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
EPS per common share - diluted
|
$
|
7.05
|
|
|
$
|
6.35
|
|
|
$
|
7.52
|
|
|
$
|
5.51
|
|
|
$
|
5.21
|
|
FFO per common share - diluted
|
$
|
8.81
|
|
|
$
|
8.45
|
|
|
$
|
8.26
|
|
|
$
|
8.05
|
|
|
$
|
7.25
|
|
Core FFO per common share - diluted
|
$
|
9.00
|
|
|
$
|
8.62
|
|
|
$
|
8.19
|
|
|
$
|
7.55
|
|
|
$
|
6.78
|
|
(1)
|
Amount for 2014 excludes a gain of $14,132, representing our joint venture partners' portion of the gain on sale from a Fund I community which we consolidated for financial reporting purposes.
|
(2)
|
During 2015, we recognized an impairment on depreciable real estate of
$4,195
from the severe winter storms that occurred in our Northeast markets. During 2016, we received insurance proceeds, net of additional costs incurred, of
$5,732
related to the winter storms, and recognized $4,195 of this recovery as an offset to the loss recognized in the prior year period. The balance of the net insurance proceeds received in 2016 of $1,537 is recognized as a casualty gain and is included in the reconciliation of FFO to Core FFO.
|
(3)
|
Amounts for 2018, 2017 and 2016 are primarily composed of (i) the write-off of asset management fee intangibles primarily associated with the disposition of communities in the U.S. Fund in 2018, 2017 and 2016 and the AC JV in 2018, (ii) our proportionate share of yield maintenance charges incurred for the early repayment of debt associated with joint venture disposition activity, and (iii) our proportionate share of operating results for joint ventures formed with Equity Residential as part of the Archstone Acquisition. Amounts for 2014 and
|
(4)
|
Amounts for 2018, 2017 and 2016 are composed of the recognition of our promoted interest in AvalonBay Value Added Fund II, L.P. (“Fund II”). Amount for 2015 is primarily composed of amounts received related to the modification of the joint venture agreement for the entity that owns Avalon at Mission Bay II to eliminate our promoted interest in future distributions. Amount for 2014 relates to our promoted interests from the sale of Avalon Chrystie Place.
|
(5)
|
Amounts include impairment charges relating to ancillary land parcels.
|
(6)
|
Amount for 2018 includes
$554
in legal settlement proceeds relating to construction defects at a community acquired as part of the Archstone Acquisition. Amount for 2017 includes $19,481 for the Maplewood casualty loss, partially offset by $17,143 of property damage insurance proceeds, and
$5,438
in legal settlement proceeds relating to construction defects at a community acquired as part of the Archstone Acquisition. Amount for 2016 includes
$8,702
in property damage insurance proceeds for the Edgewater casualty loss, and $1,537 in insurance proceeds in excess of the total recognized loss related to severe winter storms in our Northeast markets that occurred in 2015. Amount for 2015 includes
$44,142
of Edgewater insurance proceeds received partially offset by $28,604 for the write-off of real estate and related costs.
|
(7)
|
The aggregate impact of (i) casualty and impairment (recovery) loss, net on real estate, (ii) impairment loss on real estate and (iii) casualty (gain) loss, net on real estate for 2018 and 2017 are losses of
$215
and
$6,250
, respectively, and for 2016 and 2015 are gains of
$3,935
and $10,542, respectively.
|
(8)
|
Amount for 2017 is composed of business interruption insurance proceeds resulting from the final insurance settlement of the Maplewood casualty loss. Amount for 2016 is primarily composed of business interruption insurance proceeds resulting from the final insurance settlement of the Edgewater casualty loss.
|
(9)
|
Amounts for 2017, 2016 and 2015 primarily relate to lost NOI resulting from the Edgewater casualty loss, for which we received
$20,306
in business interruption insurance proceeds in the first quarter of 2016. Amount for 2018, as well as a portion of the amount for 2017, relates to the Maplewood casualty loss, for which we received
$3,495
in business interruption insurance proceeds in the third quarter of 2017.
|
(10)
|
Amount for 2014 is primarily composed of receipts related to communities acquired as part of the Archstone Acquisition for periods prior to our ownership, which are primarily comprised of property tax and mortgage insurance refunds.
|
(11)
|
Amounts for 2015 and 2014 are composed of income taxes on income that was earned in taxable REIT subsidiaries and that is not considered to be a component of primary operations. Amount for 2018 represents a partial refund for payments in prior years.
|
|
For the year ended
|
|
2018 vs. 2017
|
|
2017 vs. 2016
|
||||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
$ Change
|
|
% Change
|
|
$ Change
|
|
% Change
|
||||||||||||
Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Rental and other income
|
$
|
2,280,963
|
|
|
$
|
2,154,481
|
|
|
$
|
2,039,656
|
|
|
$
|
126,482
|
|
|
5.9
|
%
|
|
$
|
114,825
|
|
|
5.6
|
%
|
Management, development and other fees
|
3,572
|
|
|
4,147
|
|
|
5,599
|
|
|
(575
|
)
|
|
(13.9
|
)%
|
|
(1,452
|
)
|
|
(25.9
|
)%
|
|||||
Total revenue
|
2,284,535
|
|
|
2,158,628
|
|
|
2,045,255
|
|
|
125,907
|
|
|
5.8
|
%
|
|
113,373
|
|
|
5.5
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Direct property operating expenses, excluding property taxes
|
441,155
|
|
|
428,451
|
|
|
406,577
|
|
|
12,704
|
|
|
3.0
|
%
|
|
21,874
|
|
|
5.4
|
%
|
|||||
Property taxes
|
241,563
|
|
|
221,375
|
|
|
204,837
|
|
|
20,188
|
|
|
9.1
|
%
|
|
16,538
|
|
|
8.1
|
%
|
|||||
Total community operating expenses
|
682,718
|
|
|
649,826
|
|
|
611,414
|
|
|
32,892
|
|
|
5.1
|
%
|
|
38,412
|
|
|
6.3
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Corporate-level property management and other indirect operating expenses
|
80,133
|
|
|
69,559
|
|
|
67,038
|
|
|
10,574
|
|
|
15.2
|
%
|
|
2,521
|
|
|
3.8
|
%
|
|||||
Investments and investment management expense
|
7,709
|
|
|
5,936
|
|
|
4,822
|
|
|
1,773
|
|
|
29.9
|
%
|
|
1,114
|
|
|
23.1
|
%
|
|||||
Expensed acquisition, development and other pursuit costs, net of recoveries
|
4,309
|
|
|
2,736
|
|
|
9,922
|
|
|
1,573
|
|
|
57.5
|
%
|
|
(7,186
|
)
|
|
(72.4
|
)%
|
|||||
Interest expense, net
|
220,974
|
|
|
199,661
|
|
|
187,510
|
|
|
21,313
|
|
|
10.7
|
%
|
|
12,151
|
|
|
6.5
|
%
|
|||||
Loss on extinguishment of debt, net
|
17,492
|
|
|
25,472
|
|
|
7,075
|
|
|
(7,980
|
)
|
|
(31.3
|
)%
|
|
18,397
|
|
|
260.0
|
%
|
|||||
Depreciation expense
|
631,196
|
|
|
584,150
|
|
|
531,434
|
|
|
47,046
|
|
|
8.1
|
%
|
|
52,716
|
|
|
9.9
|
%
|
|||||
General and administrative expense
|
56,365
|
|
|
50,673
|
|
|
45,771
|
|
|
5,692
|
|
|
11.2
|
%
|
|
4,902
|
|
|
10.7
|
%
|
|||||
Casualty and impairment loss (gain), net
|
215
|
|
|
6,250
|
|
|
(3,935
|
)
|
|
(6,035
|
)
|
|
(96.6
|
)%
|
|
10,185
|
|
|
N/A (1)
|
|
|||||
Total other expenses
|
1,018,393
|
|
|
944,437
|
|
|
849,637
|
|
|
73,956
|
|
|
7.8
|
%
|
|
94,800
|
|
|
11.2
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Equity in income of unconsolidated real estate entities
|
15,270
|
|
|
70,744
|
|
|
64,962
|
|
|
(55,474
|
)
|
|
(78.4
|
)%
|
|
5,782
|
|
|
8.9
|
%
|
|||||
Gain on sale of communities
|
374,976
|
|
|
252,599
|
|
|
374,623
|
|
|
122,377
|
|
|
48.4
|
%
|
|
(122,024
|
)
|
|
(32.6
|
)%
|
|||||
Gain (loss) on other real estate transactions
|
345
|
|
|
(10,907
|
)
|
|
10,224
|
|
|
11,252
|
|
|
N/A (1)
|
|
|
(21,131
|
)
|
|
N/A (1)
|
|
|||||
Income before income taxes
|
974,015
|
|
|
876,801
|
|
|
1,034,013
|
|
|
97,214
|
|
|
11.1
|
%
|
|
(157,212
|
)
|
|
(15.2
|
)%
|
|||||
Income tax (benefit) expense
|
(160
|
)
|
|
141
|
|
|
305
|
|
|
(301
|
)
|
|
N/A (1)
|
|
|
(164
|
)
|
|
(53.8
|
)%
|
|||||
Net income
|
974,175
|
|
|
876,660
|
|
|
1,033,708
|
|
|
97,515
|
|
|
11.1
|
%
|
|
(157,048
|
)
|
|
(15.2
|
)%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net loss attributable to noncontrolling interests
|
350
|
|
|
261
|
|
|
294
|
|
|
89
|
|
|
34.1
|
%
|
|
(33
|
)
|
|
(11.2
|
)%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Net income attributable to common stockholders
|
$
|
974,525
|
|
|
$
|
876,921
|
|
|
$
|
1,034,002
|
|
|
$
|
97,604
|
|
|
11.1
|
%
|
|
$
|
(157,081
|
)
|
|
(15.2
|
)%
|
(1)
|
Percent change is not meaningful.
|
|
For the year ended
|
||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
||||||
Net income
|
$
|
974,175
|
|
|
$
|
876,660
|
|
|
$
|
1,033,708
|
|
Indirect operating expenses, net of corporate income
|
76,522
|
|
|
65,398
|
|
|
61,403
|
|
|||
Investments and investment management expense
|
7,709
|
|
|
5,936
|
|
|
4,822
|
|
|||
Expensed transaction, development and other pursuit costs, net of recoveries
|
4,309
|
|
|
2,736
|
|
|
9,922
|
|
|||
Interest expense, net
|
220,974
|
|
|
199,661
|
|
|
187,510
|
|
|||
Loss on extinguishment of debt, net
|
17,492
|
|
|
25,472
|
|
|
7,075
|
|
|||
General and administrative expense
|
56,365
|
|
|
50,673
|
|
|
45,771
|
|
|||
Equity in income of unconsolidated real estate entities
|
(15,270
|
)
|
|
(70,744
|
)
|
|
(64,962
|
)
|
|||
Depreciation expense
|
631,196
|
|
|
584,150
|
|
|
531,434
|
|
|||
Income tax (benefit) expense
|
(160
|
)
|
|
141
|
|
|
305
|
|
|||
Casualty and impairment (gain) loss, net
|
215
|
|
|
6,250
|
|
|
(3,935
|
)
|
|||
Gain on sale of real estate assets
|
(374,976
|
)
|
|
(252,599
|
)
|
|
(374,623
|
)
|
|||
Gain on other real estate transactions, net
|
(345
|
)
|
|
10,907
|
|
|
(10,224
|
)
|
|||
Net operating income from real estate assets sold or held for sale
|
(58,620
|
)
|
|
(84,650
|
)
|
|
(114,219
|
)
|
|||
Net operating income
|
$
|
1,539,586
|
|
|
$
|
1,419,991
|
|
|
$
|
1,313,987
|
|
|
Full Year
|
||||||
|
2018
|
|
2017
|
||||
Established Communities
|
$
|
26,248
|
|
|
$
|
61,143
|
|
Other Stabilized Communities
|
50,494
|
|
|
53,841
|
|
||
Development and Redevelopment Communities (1)
|
42,853
|
|
|
(8,980
|
)
|
||
Total
|
$
|
119,595
|
|
|
$
|
106,004
|
|
(1)
|
NOI for the years ended December 31, 2017 and 2016 include business interruption insurance proceeds of
$3,495
related to the Maplewood casualty loss and
$20,306
related to the Edgewater casualty loss, respectively.
|
•
|
a prepayment penalty of
$8,579,000
and the non-cash write-off of deferred financing costs of
$347,000
associated with the early repayment of
$250,000,000
principal amount of
6.10%
unsecured notes; and
|
•
|
the aggregate prepayment penalty of
$3,308,000
and the non-cash write-off of deferred financing costs of
$5,258,000
on the repayment or refinancing of
$244,546,000
principal amount of mortgage notes secured by
six
wholly-owned operating communities.
|
•
|
prepayment penalties of $33,515,000 and the non-cash write-off of deferred financing costs of $1,450,000 associated with the repayment of $556,313,000 aggregate principal amount of fixed rate mortgage notes secured by 12 wholly-owned operating communities in advance of their May 2019 maturity dates; partially offset by
|
•
|
a gain of $10,839,000, primarily composed of the write-off of unamortized premium on the repayment of $670,590,000 principal amount of fixed rate mortgage notes secured by 11 wholly-owned operating communities in advance of their November 2017 maturity dates.
|
•
|
development and redevelopment activity in which we are currently engaged;
|
•
|
the minimum dividend payments on our common stock required to maintain our REIT qualification under the Code;
|
•
|
debt service and principal payments either at maturity or opportunistically before maturity; and
|
•
|
normal recurring operating expenses and corporate overhead expenses.
|
•
|
investment of
$1,139,954,000
in the development and redevelopment of communities;
|
•
|
acquisition of four operating communities for
$338,620,000
; and
|
•
|
capital expenditures of
$86,932,000
for our operating communities and non-real estate assets.
|
•
|
proceeds from the sale of real estate, including the contribution of five communities to the NYC Joint Venture, of
$883,313,000
; and
|
•
|
net distributions from unconsolidated real estate entities of
$24,499,000
.
|
•
|
payment of cash dividends in the amount of
$805,239,000
;
|
•
|
the repayment of unsecured notes in the amount of
$258,579,000
; and
|
•
|
the repayment of secured notes in the amount of
$255,452,000
.
|
•
|
proceeds from the issuance of unsecured notes in the amount of
$299,442,000
, less deferred financing costs of
$16,258,000
;
|
•
|
the issuance of secured notes in the amount of
$295,939,000
; and
|
•
|
the issuance of common stock in the amount of
$52,261,000
, primarily through CEP IV.
|
•
|
limitations on the amount of total and secured debt in relation to our overall capital structure;
|
•
|
limitations on the amount of our unsecured debt relative to the undepreciated basis of real estate assets that are not encumbered by property-specific financing; and
|
•
|
minimum levels of debt service coverage.
|
•
|
In February 2018, we repaid
$15,174,000
principal amount of
6.60%
fixed rate debt secured by Avalon Oaks West in advance of its scheduled maturity date, incurring a charge of
$426,000
, consisting of a prepayment penalty of
$152,000
and the non-cash write-off of unamortized deferred financing costs of
$274,000
.
|
•
|
In February 2018, we repaid
$11,038,000
principal amount of
4.61%
fixed rate debt secured by AVA Pasadena at par in advance of its scheduled maturity date.
|
•
|
In March 2018, we issued
$300,000,000
principal amount of unsecured notes in a public offering under our existing shelf registration statement for net proceeds of approximately
$296,210,000
. The notes mature in
April 2048
and were issued at a
4.35%
interest rate. The effective interest rate of the notes for the first
10
years is
3.97%
, including the impact of an interest rate hedge and offering costs, and for the remainder of the term the effective interest rate is
4.39%
.
|
•
|
In April 2018, we repaid
$13,380,000
principal amount of
3.06%
fixed rate debt secured by Avalon Andover at par at its scheduled maturity date.
|
•
|
In June 2018, we repaid
$15,295,000
principal amount of
6.90%
fixed rate debt secured by Avalon Orchards in advance of its scheduled maturity date, incurring a charge of
$635,000
, consisting of a prepayment penalty of
$282,000
and the non-cash write-off of unamortized deferred financing costs of
$353,000
.
|
•
|
In August 2018, we repaid
$95,859,000
aggregate principal amount of variable rate debt secured by Avalon Calabasas, of which
$51,449,000
was repaid at par at its scheduled maturity date, and
$44,410,000
was repaid at par in advance of its
April 2028
maturity date. We recognized a non-cash charge of
$1,690,000
for the write-off of unamortized debt discount.
|
•
|
In December 2018, we repaid
$250,000,000
principal amount of
6.10%
unsecured notes in advance of its
March 2020
scheduled maturity, recognizing a charge of
$8,926,000
, consisting of a prepayment penalty of
$8,579,000
and a non-cash write-off of deferred financing costs of
$347,000
.
|
•
|
In December 2018, in conjunction with the formation of the NYC Joint Venture as discussed in Note 5, "Investments in Real Estate Entities" of our Consolidated Financial Statements, the following financing activities took place:
|
◦
|
We repaid
$93,800,000
of variable rate debt secured by Avalon Bowery Place I in advance of its
November 2037
maturity date. In conjunction with the repayment, we recognized a charge of
$5,837,000
, consisting of a prepayment penalty of
$2,874,000
and the non-cash write-off of unamortized deferred financing costs of
$2,963,000
.
|
◦
|
We entered into a
$93,800,000
fixed rate note secured by Avalon Bowery Place I, with a contractual interest rate of
4.01%
, maturing in
January 2029
.
|
◦
|
We entered into a
$39,639,000
fixed rate note secured by Avalon Bowery Place II, with a contractual interest rate of
4.01%
, maturing in
January 2029
.
|
◦
|
We entered into a
$12,500,000
fixed rate note secured by Avalon Morningside Park, with a contractual interest rate of
3.95%
, maturing in
January 2029
.
|
◦
|
We entered into a
$150,000,000
fixed rate note secured by Avalon West Chelsea and AVA High Line, a dual-branded community, with contractual interest rate of
4.01%
, maturing in
January 2029
.
|
◦
|
The NYC Joint Venture then assumed the aggregate
$295,939,000
of new borrowings discussed above, as well as the previously outstanding
$100,000,000
fixed rate note secured by Avalon Morningside Park with a contractual interest rate of 3.50%.
|
|
|
All-In
interest rate (1) |
|
Principal
maturity date |
|
Balance Outstanding (2)
|
|
Scheduled Maturities
|
|||||||||||||||||||||||||||||
Community
|
|
|
|
12/31/2017
|
|
12/31/2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
|||||||||||||||||||
Tax-exempt bonds
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Fixed rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Avalon Oaks West
|
|
7.55
|
%
|
|
Apr-2043
|
(3)
|
$
|
15,213
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Avalon at Chestnut Hill
|
|
6.16
|
%
|
|
Oct-2047
|
|
38,097
|
|
|
37,561
|
|
|
566
|
|
|
596
|
|
|
629
|
|
|
663
|
|
|
699
|
|
|
34,408
|
|
||||||||
Avalon Westbury
|
|
3.86
|
%
|
|
Nov-2036
|
(4)
|
62,200
|
|
|
62,200
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
62,200
|
|
||||||||
|
|
|
|
|
|
115,510
|
|
|
99,761
|
|
|
566
|
|
|
596
|
|
|
629
|
|
|
663
|
|
|
699
|
|
|
96,608
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
Variable rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Eaves Mission Viejo
|
|
2.58
|
%
|
|
Jun-2025
|
(5)
|
7,635
|
|
|
7,635
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,635
|
|
||||||||
AVA Nob Hill
|
|
2.83
|
%
|
|
Jun-2025
|
(5)
|
20,800
|
|
|
20,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,800
|
|
||||||||
Avalon Campbell
|
|
3.14
|
%
|
|
Jun-2025
|
(5)
|
38,800
|
|
|
38,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
38,800
|
|
||||||||
Eaves Pacifica
|
|
3.18
|
%
|
|
Jun-2025
|
(5)
|
17,600
|
|
|
17,600
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
17,600
|
|
||||||||
Avalon Bowery Place I
|
|
4.24
|
%
|
|
Nov-2037
|
(6)
|
93,800
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Acton
|
|
2.74
|
%
|
|
Jul-2040
|
(5)
|
45,000
|
|
|
45,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45,000
|
|
||||||||
Avalon Morningside Park
|
|
3.36
|
%
|
|
May-2046
|
(7)
|
100,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Clinton North
|
|
3.40
|
%
|
|
Nov-2038
|
(5)
|
147,000
|
|
|
147,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
147,000
|
|
||||||||
Avalon Clinton South
|
|
3.40
|
%
|
|
Nov-2038
|
(5)
|
121,500
|
|
|
121,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
121,500
|
|
||||||||
Avalon Midtown West
|
|
3.31
|
%
|
|
May-2029
|
(5)
|
100,500
|
|
|
100,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
100,500
|
|
||||||||
Avalon San Bruno I
|
|
3.29
|
%
|
|
Dec-2037
|
(5)
|
64,450
|
|
|
64,450
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
64,450
|
|
||||||||
Avalon Calabasas
|
|
2.68
|
%
|
|
Apr-2028
|
(3)
|
44,410
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
|
|
|
|
|
801,495
|
|
|
563,285
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
563,285
|
|
|||||||||
Conventional loans
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Fixed rate
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
$250 million unsecured notes
|
|
6.19
|
%
|
|
Mar-2020
|
(3)
|
250,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
$250 million unsecured notes
|
|
4.04
|
%
|
|
Jan-2021
|
|
250,000
|
|
|
250,000
|
|
|
—
|
|
|
—
|
|
|
250,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
$450 million unsecured notes
|
|
4.30
|
%
|
|
Sep-2022
|
|
450,000
|
|
|
450,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
450,000
|
|
|
—
|
|
|
—
|
|
||||||||
$250 million unsecured notes
|
|
3.00
|
%
|
|
Mar-2023
|
|
250,000
|
|
|
250,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
250,000
|
|
|
—
|
|
||||||||
$400 million unsecured notes
|
|
3.78
|
%
|
|
Oct-2020
|
|
400,000
|
|
|
400,000
|
|
|
—
|
|
|
400,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
$350 million unsecured notes
|
|
4.30
|
%
|
|
Dec-2023
|
|
350,000
|
|
|
350,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
350,000
|
|
|
—
|
|
||||||||
$300 million unsecured notes
|
|
3.66
|
%
|
|
Nov-2024
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$525 million unsecured notes
|
|
3.55
|
%
|
|
Jun-2025
|
|
525,000
|
|
|
525,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
525,000
|
|
||||||||
$300 million unsecured notes
|
|
3.62
|
%
|
|
Nov-2025
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$475 million unsecured notes
|
|
3.35
|
%
|
|
May-2026
|
|
475,000
|
|
|
475,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
475,000
|
|
||||||||
$300 million unsecured notes
|
|
3.01
|
%
|
|
Oct-2026
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$350 million unsecured notes
|
|
3.95
|
%
|
|
Oct-2046
|
|
350,000
|
|
|
350,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
350,000
|
|
||||||||
$400 million unsecured notes
|
|
3.50
|
%
|
|
May-2027
|
|
400,000
|
|
|
400,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400,000
|
|
||||||||
$300 million unsecured notes
|
|
4.09
|
%
|
|
Jul-2047
|
|
300,000
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
$450 million unsecured notes
|
|
3.32
|
%
|
|
Jan-2028
|
|
450,000
|
|
|
450,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
450,000
|
|
||||||||
$300 million unsecured notes
|
|
3.97
|
%
|
|
Apr-2048
|
|
—
|
|
|
300,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
300,000
|
|
||||||||
Avalon Orchards
|
|
7.80
|
%
|
|
Jul-2033
|
(3)
|
15,579
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Walnut Creek
|
|
4.00
|
%
|
|
Jul-2066
|
|
3,557
|
|
|
3,699
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,699
|
|
||||||||
AVA Pasadena
|
|
4.06
|
%
|
|
Jun-2018
|
(3)
|
11,073
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Eaves Los Feliz
|
|
3.68
|
%
|
|
Jun-2027
|
|
41,400
|
|
|
41,400
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,400
|
|
||||||||
Eaves Woodland Hills
|
|
3.67
|
%
|
|
Jun-2027
|
|
111,500
|
|
|
111,500
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
111,500
|
|
||||||||
Avalon Russett
|
|
3.77
|
%
|
|
Jun-2027
|
|
32,200
|
|
|
32,200
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,200
|
|
||||||||
Avalon San Bruno II
|
|
3.85
|
%
|
|
Apr-2021
|
|
29,533
|
|
|
28,999
|
|
|
564
|
|
|
591
|
|
|
27,844
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Westbury
|
|
4.88
|
%
|
|
Nov-2036
|
(4)
|
16,450
|
|
|
15,095
|
|
|
1,430
|
|
|
1,495
|
|
|
1,575
|
|
|
1,655
|
|
|
1,740
|
|
|
7,200
|
|
||||||||
Avalon San Bruno III
|
|
3.18
|
%
|
|
Jun-2020
|
|
53,315
|
|
|
52,090
|
|
|
1,264
|
|
|
50,826
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Andover
|
|
3.28
|
%
|
|
Apr-2018
|
|
13,498
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Natick
|
|
3.15
|
%
|
|
Apr-2019
|
|
13,831
|
|
|
13,482
|
|
|
13,482
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Hoboken
|
|
3.55
|
%
|
|
Dec-2020
|
|
67,904
|
|
|
67,904
|
|
|
—
|
|
|
67,904
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Avalon Columbia Pike
|
|
3.24
|
%
|
|
Nov-2019
|
|
68,637
|
|
|
67,085
|
|
|
67,085
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
|
|
|
|
|
5,828,477
|
|
|
5,833,454
|
|
|
83,825
|
|
|
520,816
|
|
|
279,419
|
|
|
451,655
|
|
|
601,740
|
|
|
3,895,999
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Includes credit enhancement fees, facility fees, trustees’ fees, the impact of interest rate hedges, offering costs, mark to market amortization and other fees.
|
(2)
|
Balances outstanding represent total amounts due at maturity, and exclude deferred financing costs and debt discount for the unsecured notes of
$44,007
and
$47,236
as of
December 31, 2018
and
2017
, respectively, deferred financing costs and debt discount associated with secured notes of
$18,085
and
$27,607
as of
December 31, 2018
and
2017
, respectively, as reflected on our Consolidated Balance Sheets included elsewhere in this report.
|
(3)
|
During 2018, we repaid this borrowing in advance of its scheduled maturity date.
|
(4)
|
Maturity date reflects the contractual maturity of the underlying bond. There is also an associated earlier credit enhancement maturity date.
|
(5)
|
Financed by variable rate debt, but interest rate is capped through an interest rate protection agreement.
|
(6)
|
During 2018, we refinanced this borrowing in advance of its scheduled maturity date and it was subsequently assumed by the NYC Joint Venture, in which we own a 20.0% interest, as discussed above.
|
(7)
|
During 2018, this borrowing was assumed by the NYC Joint Venture, in which we own a 20.0% interest, as discussed above.
|
|
|
|
|
|
|
|
Debt (2)
|
|||||||||||||
Unconsolidated Real Estate Investments
|
Company
Ownership
Percentage
|
|
# of
Apartment
Homes
|
|
Total
Capitalized
Cost (1)
|
|
Principal Amount
|
|
Type
|
|
Interest
Rate (3)
|
|
Maturity
Date
|
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
NYTA MF Investors LLC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
1. Avalon Bowery Place I—New York, NY
|
|
|
206
|
|
|
$
|
208,270
|
|
|
$
|
93,800
|
|
|
Fixed
|
|
4.01
|
%
|
|
Jan 2029
|
|
2. Avalon Bowery Place II—New York, NY
|
|
|
90
|
|
|
86,444
|
|
|
39,639
|
|
|
Fixed
|
|
4.01
|
%
|
|
Jan 2029
|
|||
3. Avalon Morningside—New York, NY (4)
|
|
|
295
|
|
|
211,143
|
|
|
112,500
|
|
|
Fixed
|
|
3.55
|
%
|
|
Jan 2029/May 2046
|
|||
4. Avalon West Chelsea—New York, NY (5)
|
|
|
305
|
|
|
132,286
|
|
|
66,000
|
|
|
Fixed
|
|
4.01
|
%
|
|
Jan 2029
|
|||
5. AVA High Line—New York, NY (5)
|
|
|
405
|
|
|
127,489
|
|
|
84,000
|
|
|
Fixed
|
|
4.01
|
%
|
|
Jan 2029
|
|||
Total NYTA MF Investors LLC
|
20.0
|
%
|
|
1,301
|
|
|
765,632
|
|
|
395,939
|
|
|
|
|
3.88
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
U.S. Fund
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. Avalon Studio 4121—Studio City, CA
|
|
|
|
149
|
|
|
57,146
|
|
|
28,297
|
|
|
Fixed
|
|
3.34
|
%
|
|
Nov 2022
|
||
2. Avalon Marina Bay—Marina del Rey, CA (6)
|
|
|
|
205
|
|
|
77,186
|
|
|
51,300
|
|
|
Fixed
|
|
1.56
|
%
|
|
Dec 2020
|
||
3. Avalon Venice on Rose—Venice, CA
|
|
|
|
70
|
|
|
57,420
|
|
|
28,371
|
|
|
Fixed
|
|
3.28
|
%
|
|
Jun 2020
|
||
4. Avalon Station 250—Dedham, MA
|
|
|
|
285
|
|
|
97,426
|
|
|
55,139
|
|
|
Fixed
|
|
3.73
|
%
|
|
Sep 2022
|
||
5. Avalon Grosvenor Tower—Bethesda, MD
|
|
|
|
237
|
|
|
80,293
|
|
|
42,739
|
|
|
Fixed
|
|
3.74
|
%
|
|
Sep 2022
|
||
Total U.S. Fund
|
28.6
|
%
|
|
946
|
|
|
369,471
|
|
|
205,846
|
|
|
|
|
3.08
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
AC JV
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. Avalon North Point—Cambridge, MA (7)
|
|
|
|
426
|
|
|
188,695
|
|
|
111,653
|
|
|
Fixed
|
|
6.00
|
%
|
|
Aug 2021
|
||
2. Avalon North Point Lofts — Cambridge, MA
|
|
|
103
|
|
|
26,849
|
|
|
—
|
|
|
N/A
|
|
N/A
|
|
|
N/A
|
|||
Total AC JV
|
20.0
|
%
|
|
529
|
|
|
215,544
|
|
|
111,653
|
|
|
|
|
6.00
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
North Point II JV, LP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
1. AVA North Point—Cambridge, MA
|
|
|
265
|
|
|
106,023
|
|
|
—
|
|
|
N/A
|
|
N/A
|
|
|
N/A
|
|||
Total North Point II JV, LP
|
55.0
|
%
|
|
265
|
|
|
106,023
|
|
|
$
|
—
|
|
|
|
|
N/A
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Other Operating Joint Ventures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
1. MVP I, LLC
|
25.0
|
%
|
|
313
|
|
|
125,440
|
|
|
103,000
|
|
|
Fixed
|
|
3.24
|
%
|
|
Jul 2025
|
||
2. Brandywine Apartments of Maryland, LLC
|
28.7
|
%
|
|
305
|
|
|
19,638
|
|
|
22,195
|
|
|
Fixed
|
|
3.40
|
%
|
|
Jun 2028
|
||
Total Other Joint Ventures
|
|
|
|
618
|
|
|
145,078
|
|
|
125,195
|
|
|
|
|
3.27
|
%
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total Unconsolidated Investments
|
|
|
|
3,659
|
|
|
$
|
1,601,748
|
|
|
$
|
838,633
|
|
|
|
|
3.87
|
%
|
|
|
(1)
|
Represents total capitalized cost as of
December 31, 2018
.
|
(2)
|
We have not guaranteed the debt of unconsolidated investees and bear no responsibility for the repayment.
|
(3)
|
Represents weighted average rate on outstanding debt as of
December 31, 2018
.
|
(4)
|
Borrowing on this community is comprised of two mortgage loans.
|
(5)
|
Borrowing on this dual-branded community is comprised of a single mortgage loan.
|
(6)
|
Borrowing on this community is a variable rate loan which has been converted to a fixed rate borrowing with an interest rate swap.
|
(7)
|
Borrowing is comprised of a loan made by the equity investors in the venture in proportion to their equity interests.
|
|
Payments due by period
|
||||||||||||||||||
|
Total
|
|
Less than 1
Year
|
|
1-3 Years
|
|
3-5 Years
|
|
More than 5
Years
|
||||||||||
Debt Obligations
|
$
|
7,102,355
|
|
|
$
|
118,546
|
|
|
$
|
1,123,160
|
|
|
$
|
1,154,757
|
|
|
$
|
4,705,892
|
|
Interest on Debt Obligations (1)
|
2,578,835
|
|
|
257,366
|
|
|
465,374
|
|
|
386,854
|
|
|
1,469,241
|
|
|||||
Operating Lease Obligations (2)
|
504,865
|
|
|
14,166
|
|
|
25,062
|
|
|
25,656
|
|
|
439,981
|
|
|||||
Capital Lease Obligations (2)(3)
|
46,618
|
|
|
1,075
|
|
|
2,157
|
|
|
2,166
|
|
|
41,220
|
|
|||||
|
$
|
10,232,673
|
|
|
$
|
391,153
|
|
|
$
|
1,615,753
|
|
|
$
|
1,569,433
|
|
|
$
|
6,656,334
|
|
(1)
|
Interest payments on variable rate debt obligations are calculated based on the rate as of
December 31, 2018
.
|
(2)
|
Includes land leases expiring between
October 2026 and March 2142
. Amounts do not include any adjustment for purchase options available under the land leases.
|
(3)
|
Aggregate capital lease payments include
$26,375
in interest costs.
|
•
|
In the first sentence of the fourth paragraph under “Federal Income Tax Considerations and Consequences of Your Investment - Taxation of Non-U.S. Holders of Debt Securities - Disposition of the Debt Securities,” of the prospectus, the phrase “subject to the discussion below regarding FATCA withholding” is deleted; and
|
•
|
The paragraph under “Federal Income Tax Considerations and Consequences of Your Investment - Other Tax Consequences for Avalon Bay, its Stockholders, and Holders of its Debt Securities - Other U.S. Federal Income Tax Withholding and Reporting Requirements; FATCA” of the prospectus is replaced with the following:
|
•
|
our potential development, redevelopment, acquisition or disposition of communities;
|
•
|
the timing and cost of completion of apartment communities under construction, reconstruction, development or redevelopment;
|
•
|
the timing of lease-up, occupancy and stabilization of apartment communities;
|
•
|
the pursuit of land on which we are considering future development;
|
•
|
the anticipated operating performance of our communities;
|
•
|
cost, yield, revenue, NOI and earnings estimates;
|
•
|
our declaration or payment of dividends;
|
•
|
our joint venture and discretionary fund activities;
|
•
|
our policies regarding investments, indebtedness, acquisitions, dispositions, financings and other matters;
|
•
|
our qualification as a REIT under the Internal Revenue Code;
|
•
|
the real estate markets in Northern and Southern California, Denver, Colorado, and Southeast Florida, and markets in selected states in the Mid-Atlantic, New England, Metro New York/New Jersey and Pacific Northwest regions of the United States and in general;
|
•
|
the availability of debt and equity financing;
|
•
|
interest rates;
|
•
|
general economic conditions including the potential impacts from current economic conditions;
|
•
|
trends affecting our financial condition or results of operations; and
|
•
|
the impact of outstanding legal proceedings.
|
•
|
we may fail to secure development opportunities due to an inability to reach agreements with third parties to obtain land at attractive prices or to obtain desired zoning and other local approvals;
|
•
|
we may abandon or defer development opportunities for a number of reasons, including changes in local market conditions which make development less desirable, increases in costs of development, increases in the cost of capital or lack of capital availability, resulting in losses;
|
•
|
construction costs of a community may exceed our original estimates;
|
•
|
we may not complete construction and lease-up of communities under development or redevelopment on schedule, resulting in increased interest costs and construction costs and a decrease in our expected rental revenues;
|
•
|
occupancy rates and market rents may be adversely affected by competition and local economic and market conditions which are beyond our control;
|
•
|
financing may not be available on favorable terms or at all, and our cash flows from operations and access to cost effective capital may be insufficient for the development of our pipeline which could limit our pursuit of opportunities;
|
•
|
our cash flows may be insufficient to meet required payments of principal and interest, and we may be unable to refinance existing indebtedness or the terms of such refinancing may not be as favorable as the terms of existing indebtedness;
|
•
|
we may be unsuccessful in our management of the U.S. Fund, the AC JV or the REIT vehicles that are used with each respective joint venture;
|
•
|
we may be unsuccessful in managing changes in our portfolio composition; and
|
•
|
our expectations, estimates and assumptions regarding outstanding legal proceedings are subject to change.
|
•
|
For entities not considered to be variable interest entities, the nature of the entity changed such that it would be considered a variable interest entity and we were considered the primary beneficiary.
|
•
|
For entities in which we do not hold a controlling voting and/or variable interest, the contractual arrangement changed resulting in our investment interest being either a controlling voting and/or variable interest.
|
(a)
|
Evaluation of Disclosure Controls and Procedures. As required by Rule 13a-15 under the Securities Exchange Act of 1934, as of the end of the period covered by this report, the Company carried out an evaluation under the supervision and with the participation of the Company's management, including the Company's Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of the Company's disclosure controls and procedures. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission's rules and forms. We continue to review and document our disclosure controls and procedures, including our internal controls and procedures for financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that our systems evolve with our business.
|
(b)
|
Management's Report on Internal Control Over Financial Reporting. Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting as of
December 31, 2018
based on the framework in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Based on that evaluation, our management concluded that our internal control over financial reporting was effective as of
December 31, 2018
.
|
(c)
|
Changes in Internal Control Over Financial Reporting. As of January 1, 2018, the Company adopted ASU 2014-09, Revenue from Contracts with Customers. The Company implemented internal controls related to the revenue recognition process, but there were no significant changes to the internal control over financial reporting due to the adoption of this new standard.
|
|
(a)
|
|
(b)
|
|
(c)
|
||||
Plan category
|
Number of securities to
be issued upon exercise
of outstanding options,
warrants and rights
|
|
Weighted-average
exercise price of
outstanding options,
warrants and rights
|
|
Number of securities
remaining available for
future issuance under
equity compensation plans
(excluding securities
reflected in column (a))
|
||||
Equity compensation plans approved by security holders (1)
|
686,676
|
|
(2)
|
$
|
128.84
|
|
(3)
|
7,509,205
|
|
Equity compensation plans not approved by security holders (4)
|
—
|
|
|
N/A
|
|
|
668,329
|
|
|
Total
|
686,676
|
|
|
$
|
128.84
|
|
(3)
|
8,177,534
|
|
(1)
|
Consists of the 2009 Plan and the 1994 Plan.
|
(2)
|
Includes
28,206
deferred restricted stock units granted under the 2009 Plan and the 1994 Plan, which, subject to vesting requirements, will convert in the future to common stock on a one-for-one basis. Also includes the maximum number of shares that may be issued upon settlement of outstanding Performance Awards awarded to officers and maturing on
December 31, 2018
,
2019
and
2020
. Does not include
369,649
shares of restricted stock that are outstanding and that are already reflected in the Company's outstanding shares.
|
(3)
|
Excludes performance awards and deferred units granted under the 2009 Plan and the 1994 Plan, which, subject to vesting requirements, will convert in the future to common stock on a one-for-one basis.
|
(4)
|
Consists of the ESPP.
|
15(a)(1)
Financial Statements
|
|
|
|
Index to Financial Statements
|
|
|
|
Consolidated Financial Statements and Financial Statement Schedule:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
15(a)(2)
Financial Statement Schedule
|
|
|
|
|
|
All other schedules for which provision is made in the applicable accounting regulation of the Securities and Exchange Commission are not required under the related instructions or are inapplicable and therefore have been omitted.
|
|
|
|
15(a)(3)
Exhibits
|
|
|
|
Exhibit No.
|
|
|
|
Description
|
|
|
|
|
|
3(i).1
|
|
—
|
|
|
3(i).2
|
|
—
|
|
|
3(i).3
|
|
—
|
|
|
3(ii).1
|
|
—
|
|
|
3(ii).2
|
|
—
|
|
|
3(ii).3
|
|
—
|
|
|
4.1
|
|
—
|
|
|
4.2
|
|
—
|
|
|
4.3
|
|
—
|
|
|
4.4
|
|
__
|
|
|
4.5
|
|
—
|
|
|
4.6
|
|
—
|
|
|
4.7
|
|
—
|
|
|
4.8
|
|
—
|
|
|
10.1+
|
|
—
|
|
|
10.2+
|
|
—
|
|
|
10.3+
|
|
—
|
|
|
10.4+
|
|
—
|
|
|
10.5+
|
|
—
|
|
|
10.6+
|
|
—
|
|
|
10.7+
|
|
—
|
|
|
10.8+
|
|
—
|
|
|
10.9+
|
|
—
|
|
|
10.10+
|
|
—
|
|
|
10.11
|
|
—
|
|
|
10.12+
|
|
—
|
|
|
10.13+
|
|
—
|
|
|
10.14+
|
|
—
|
|
|
10.15
|
|
—
|
|
|
10.16
|
|
—
|
|
|
10.17
|
|
—
|
|
|
10.18
|
|
—
|
|
|
10.19
|
|
—
|
|
|
21.1
|
|
—
|
|
|
23.1
|
|
—
|
|
|
31.1
|
|
—
|
|
|
31.2
|
|
—
|
|
|
32
|
|
—
|
|
|
101
|
|
—
|
|
XBRL (Extensible Business Reporting Language). The following materials from AvalonBay Communities, Inc.'s Annual Report on Form 10-K for the year ended December 31, 2018, formatted in XBRL: (i) consolidated balance sheets, (ii) consolidated statements of comprehensive income, (iii) consolidated statements of equity, (iv) consolidated statements of cash flows and (v) notes to consolidated financial statements.
|
+
|
Management contract or compensatory plan or arrangement required to be filed or incorporated by reference as an exhibit to this Form 10-K pursuant to Item 15(a)(3) of Form 10-K.
|
|
|
|
|
|
|
|
AvalonBay Communities, Inc.
|
||
Date: February 22, 2019
|
|
By:
|
|
/s/ TIMOTHY J. NAUGHTON
|
|
|
|
|
Timothy J. Naughton, Director, Chairman, Chief Executive Officer and President (Principal Executive Officer)
|
|
|
|
|
|
Date: February 22, 2019
|
|
By:
|
|
/s/ TIMOTHY J. NAUGHTON
|
|
|
|
|
Timothy J. Naughton, Director, Chairman, Chief Executive Officer and President (Principal Executive Officer)
|
Date: February 22, 2019
|
|
By:
|
|
/s/ KEVIN P. O’SHEA
|
|
|
|
|
Kevin P. O’Shea, Chief Financial Officer
(Principal Financial Officer) |
Date: February 22, 2019
|
|
By:
|
|
/s/ KERI A. SHEA
|
|
|
|
|
Keri A. Shea, Senior Vice President—Finance & Treasurer
(Principal Accounting Officer)
|
Date: February 22, 2019
|
|
By:
|
|
/s/ GLYN F. AEPPEL
|
|
|
|
|
Glyn F. Aeppel, Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ TERRY S. BROWN
|
|
|
|
|
Terry S. Brown, Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ ALAN B. BUCKELEW
|
|
|
|
|
Alan B. Buckelew, Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ RONALD L. HAVNER, JR.
|
|
|
|
|
Ronald L. Havner, Jr., Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ STEPHEN P. HILLS
|
|
|
|
|
Stephen P. Hills, Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ RICHARD J. LIEB
|
|
|
|
|
Richard J. Lieb, Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ PETER S. RUMMELL
|
|
|
|
|
Peter S. Rummell, Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ H. JAY SARLES
|
|
|
|
|
H. Jay Sarles, Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ SUSAN SWANEZY
|
|
|
|
|
Susan Swanezy, Director
|
Date: February 22, 2019
|
|
By:
|
|
/s/ W. EDWARD WALTER
|
|
|
|
|
W. Edward Walter, Director
|
|
12/31/18
|
|
12/31/17
|
||||
ASSETS
|
|
|
|
|
|
||
Real estate:
|
|
|
|
|
|
||
Land and improvements
|
$
|
4,077,090
|
|
|
$
|
4,237,318
|
|
Buildings and improvements
|
15,651,035
|
|
|
15,708,666
|
|
||
Furniture, fixtures and equipment
|
696,200
|
|
|
615,288
|
|
||
|
20,424,325
|
|
|
20,561,272
|
|
||
Less accumulated depreciation
|
(4,601,447
|
)
|
|
(4,218,379
|
)
|
||
Net operating real estate
|
15,822,878
|
|
|
16,342,893
|
|
||
Construction in progress, including land
|
1,768,132
|
|
|
1,306,300
|
|
||
Land held for development
|
84,712
|
|
|
68,364
|
|
||
Real estate assets held for sale, net
|
55,208
|
|
|
—
|
|
||
Total real estate, net
|
17,730,930
|
|
|
17,717,557
|
|
||
|
|
|
|
||||
Cash and cash equivalents
|
91,659
|
|
|
67,088
|
|
||
Cash in escrow
|
126,205
|
|
|
134,818
|
|
||
Resident security deposits
|
31,816
|
|
|
32,686
|
|
||
Investments in unconsolidated real estate entities
|
217,432
|
|
|
163,475
|
|
||
Deferred development costs
|
47,443
|
|
|
45,819
|
|
||
Prepaid expenses and other assets
|
134,715
|
|
|
253,378
|
|
||
Total assets
|
$
|
18,380,200
|
|
|
$
|
18,414,821
|
|
|
|
|
|
||||
LIABILITIES AND EQUITY
|
|
|
|
|
|
||
Unsecured notes, net
|
$
|
5,905,993
|
|
|
$
|
5,852,764
|
|
Variable rate unsecured credit facility
|
—
|
|
|
—
|
|
||
Mortgage notes payable, net
|
1,134,270
|
|
|
1,476,706
|
|
||
Dividends payable
|
204,191
|
|
|
196,094
|
|
||
Payables for construction
|
96,983
|
|
|
85,377
|
|
||
Accrued expenses and other liabilities
|
297,700
|
|
|
308,189
|
|
||
Accrued interest payable
|
46,648
|
|
|
43,116
|
|
||
Resident security deposits
|
58,415
|
|
|
58,473
|
|
||
Liabilities related to real estate assets held for sale
|
150
|
|
|
—
|
|
||
Total liabilities
|
7,744,350
|
|
|
8,020,719
|
|
||
|
|
|
|
||||
Commitments and contingencies
|
|
|
|
|
|
||
|
|
|
|
||||
Redeemable noncontrolling interests
|
3,244
|
|
|
6,056
|
|
||
|
|
|
|
||||
Equity:
|
|
|
|
|
|
||
Preferred stock, $0.01 par value; $25 liquidation preference; 50,000,000 shares authorized at December 31, 2018 and December 31, 2017; zero shares issued and outstanding at December 31, 2018 and December 31, 2017
|
—
|
|
|
—
|
|
||
Common stock, $0.01 par value; 280,000,000 shares authorized at December 31, 2018 and December 31, 2017; 138,508,424 and 138,094,154 shares issued and outstanding at December 31, 2018 and December 31, 2017, respectively
|
1,385
|
|
|
1,381
|
|
||
Additional paid-in capital
|
10,306,588
|
|
|
10,235,475
|
|
||
Accumulated earnings less dividends
|
350,777
|
|
|
188,609
|
|
||
Accumulated other comprehensive loss
|
(26,144
|
)
|
|
(37,419
|
)
|
||
Total equity
|
10,632,606
|
|
|
10,388,046
|
|
||
Total liabilities and equity
|
$
|
18,380,200
|
|
|
$
|
18,414,821
|
|
|
For the year ended
|
||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
||||||
Revenue:
|
|
|
|
|
|
|
|
|
|||
Rental and other income
|
$
|
2,280,963
|
|
|
$
|
2,154,481
|
|
|
$
|
2,039,656
|
|
Management, development and other fees
|
3,572
|
|
|
4,147
|
|
|
5,599
|
|
|||
Total revenue
|
2,284,535
|
|
|
2,158,628
|
|
|
2,045,255
|
|
|||
|
|
|
|
|
|
||||||
Expenses:
|
|
|
|
|
|
|
|
|
|||
Operating expenses, excluding property taxes
|
528,997
|
|
|
503,946
|
|
|
478,437
|
|
|||
Property taxes
|
241,563
|
|
|
221,375
|
|
|
204,837
|
|
|||
Interest expense, net
|
220,974
|
|
|
199,661
|
|
|
187,510
|
|
|||
Loss on extinguishment of debt, net
|
17,492
|
|
|
25,472
|
|
|
7,075
|
|
|||
Depreciation expense
|
631,196
|
|
|
584,150
|
|
|
531,434
|
|
|||
General and administrative expense
|
56,365
|
|
|
50,673
|
|
|
45,771
|
|
|||
Expensed transaction, development and other pursuit costs, net of recoveries
|
4,309
|
|
|
2,736
|
|
|
9,922
|
|
|||
Casualty and impairment loss (gain), net
|
215
|
|
|
6,250
|
|
|
(3,935
|
)
|
|||
Total expenses
|
1,701,111
|
|
|
1,594,263
|
|
|
1,461,051
|
|
|||
|
|
|
|
|
|
||||||
Equity in income of unconsolidated real estate entities
|
15,270
|
|
|
70,744
|
|
|
64,962
|
|
|||
Gain on sale of communities
|
374,976
|
|
|
252,599
|
|
|
374,623
|
|
|||
Gain (loss) on other real estate transactions, net
|
345
|
|
|
(10,907
|
)
|
|
10,224
|
|
|||
|
|
|
|
|
|
||||||
Income before income taxes
|
974,015
|
|
|
876,801
|
|
|
1,034,013
|
|
|||
Income tax (benefit) expense
|
(160
|
)
|
|
141
|
|
|
305
|
|
|||
|
|
|
|
|
|
||||||
Net income
|
974,175
|
|
|
876,660
|
|
|
1,033,708
|
|
|||
Net loss attributable to noncontrolling interests
|
350
|
|
|
261
|
|
|
294
|
|
|||
|
|
|
|
|
|
||||||
Net income attributable to common stockholders
|
$
|
974,525
|
|
|
$
|
876,921
|
|
|
$
|
1,034,002
|
|
|
|
|
|
|
|
||||||
Other comprehensive income (loss):
|
|
|
|
|
|
|
|
|
|||
Gain (loss) on cash flow hedges
|
5,132
|
|
|
(13,979
|
)
|
|
(5,556
|
)
|
|||
Cash flow hedge losses reclassified to earnings
|
6,143
|
|
|
7,070
|
|
|
6,433
|
|
|||
Comprehensive income
|
$
|
985,800
|
|
|
$
|
870,012
|
|
|
$
|
1,034,879
|
|
|
|
|
|
|
|
||||||
Earnings per common share - basic:
|
|
|
|
|
|
|
|
|
|||
Net income attributable to common stockholders
|
$
|
7.05
|
|
|
$
|
6.36
|
|
|
$
|
7.53
|
|
|
|
|
|
|
|
||||||
Earnings per common share - diluted:
|
|
|
|
|
|
|
|
|
|||
Net income attributable to common stockholders
|
$
|
7.05
|
|
|
$
|
6.35
|
|
|
$
|
7.52
|
|
|
Shares issued
|
|
|
|
|
|
Additional
paid-in
capital
|
|
Accumulated
earnings
less
dividends
|
|
Accumulated
other
comprehensive
loss
|
|
Total
equity
|
||||||||||||||||
|
Preferred
stock
|
|
Common
stock
|
|
Preferred
stock
|
|
Common
stock
|
|
|
|
|
||||||||||||||||||
Balance at December 31, 2015
|
—
|
|
|
137,002,031
|
|
|
$
|
—
|
|
|
$
|
1,370
|
|
|
$
|
10,068,532
|
|
|
$
|
(197,989
|
)
|
|
$
|
(31,387
|
)
|
|
$
|
9,840,526
|
|
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,034,002
|
|
|
—
|
|
|
1,034,002
|
|
||||||
Loss on cash flow hedges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,556
|
)
|
|
(5,556
|
)
|
||||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,433
|
|
|
6,433
|
|
||||||
Change in redemption value and acquisition of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,489
|
|
|
—
|
|
|
1,489
|
|
||||||
Dividends declared to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(741,313
|
)
|
|
—
|
|
|
(741,313
|
)
|
||||||
Issuance of common stock, net of withholdings
|
—
|
|
|
328,873
|
|
|
—
|
|
|
3
|
|
|
11,982
|
|
|
(1,290
|
)
|
|
—
|
|
|
10,695
|
|
||||||
Amortization of deferred compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,140
|
|
|
—
|
|
|
—
|
|
|
25,140
|
|
||||||
Balance at December 31, 2016
|
—
|
|
|
137,330,904
|
|
|
—
|
|
|
1,373
|
|
|
10,105,654
|
|
|
94,899
|
|
|
(30,510
|
)
|
|
10,171,416
|
|
||||||
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
876,921
|
|
|
—
|
|
|
876,921
|
|
||||||
Loss on cash flow hedges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13,979
|
)
|
|
(13,979
|
)
|
||||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,070
|
|
|
7,070
|
|
||||||
Change in redemption value and acquisition of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,026
|
|
|
—
|
|
|
2,026
|
|
||||||
Dividends declared to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(783,912
|
)
|
|
—
|
|
|
(783,912
|
)
|
||||||
Issuance of common stock, net of withholdings
|
—
|
|
|
763,250
|
|
|
—
|
|
|
8
|
|
|
101,621
|
|
|
(1,325
|
)
|
|
—
|
|
|
100,304
|
|
||||||
Amortization of deferred compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
28,200
|
|
|
—
|
|
|
—
|
|
|
28,200
|
|
||||||
Balance at December 31, 2017
|
—
|
|
|
138,094,154
|
|
|
—
|
|
|
1,381
|
|
|
10,235,475
|
|
|
188,609
|
|
|
(37,419
|
)
|
|
10,388,046
|
|
||||||
Net income attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
974,525
|
|
|
—
|
|
|
974,525
|
|
||||||
Gain on cash flow hedges
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,132
|
|
|
5,132
|
|
||||||
Cash flow hedge losses reclassified to earnings
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,143
|
|
|
6,143
|
|
||||||
Change in redemption value of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
223
|
|
|
—
|
|
|
223
|
|
||||||
Dividends declared to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(813,722
|
)
|
|
—
|
|
|
(813,722
|
)
|
||||||
Issuance of common stock, net of withholdings
|
—
|
|
|
414,270
|
|
|
—
|
|
|
4
|
|
|
39,408
|
|
|
1,142
|
|
|
—
|
|
|
40,554
|
|
||||||
Amortization of deferred compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31,705
|
|
|
—
|
|
|
—
|
|
|
31,705
|
|
||||||
Balance at December 31, 2018
|
—
|
|
|
138,508,424
|
|
|
$
|
—
|
|
|
$
|
1,385
|
|
|
$
|
10,306,588
|
|
|
$
|
350,777
|
|
|
$
|
(26,144
|
)
|
|
$
|
10,632,606
|
|
|
For the year ended
|
||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|||
Net income
|
$
|
974,175
|
|
|
$
|
876,660
|
|
|
$
|
1,033,708
|
|
Adjustments to reconcile net income to cash provided by operating activities:
|
|
|
|
|
|
|
|
|
|||
Depreciation expense
|
631,196
|
|
|
584,150
|
|
|
531,434
|
|
|||
Amortization of deferred financing costs
|
7,939
|
|
|
7,657
|
|
|
7,661
|
|
|||
Amortization of debt discount (premium)
|
1,701
|
|
|
(5,915
|
)
|
|
(18,866
|
)
|
|||
Loss on extinguishment of debt, net
|
17,492
|
|
|
25,472
|
|
|
7,075
|
|
|||
Amortization of stock-based compensation
|
20,280
|
|
|
17,920
|
|
|
15,082
|
|
|||
Equity in loss (income) of, and return on, unconsolidated real estate entities and noncontrolling interests, net of eliminations
|
6,583
|
|
|
(19,798
|
)
|
|
8,870
|
|
|||
Casualty and impairment loss (gain), net
|
826
|
|
|
8,568
|
|
|
(3,935
|
)
|
|||
Abandonment of development pursuits
|
501
|
|
|
388
|
|
|
1,743
|
|
|||
Cash flow hedge losses reclassified to earnings
|
6,143
|
|
|
7,070
|
|
|
6,433
|
|
|||
Gain on sale of real estate assets
|
(385,976
|
)
|
|
(281,745
|
)
|
|
(442,916
|
)
|
|||
Decrease (increase) in resident security deposits, prepaid expenses and other assets
|
17,428
|
|
|
3,076
|
|
|
(5,403
|
)
|
|||
Increase in accrued expenses, other liabilities and accrued interest payable
|
2,823
|
|
|
32,754
|
|
|
19,386
|
|
|||
Net cash provided by operating activities
|
1,301,111
|
|
|
1,256,257
|
|
|
1,160,272
|
|
|||
|
|
|
|
|
|
||||||
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|||
Development/redevelopment of real estate assets including land acquisitions and deferred development costs
|
(1,139,954
|
)
|
|
(979,947
|
)
|
|
(1,201,026
|
)
|
|||
Acquisition of real estate assets, including partnership interest
|
(338,620
|
)
|
|
(462,317
|
)
|
|
(393,316
|
)
|
|||
Capital expenditures - existing real estate assets
|
(83,607
|
)
|
|
(65,181
|
)
|
|
(66,971
|
)
|
|||
Capital expenditures - non-real estate assets
|
(3,325
|
)
|
|
(8,809
|
)
|
|
(5,881
|
)
|
|||
Increase (decrease) in payables for construction
|
11,606
|
|
|
(15,621
|
)
|
|
2,196
|
|
|||
Proceeds from sale of real estate, net of selling costs
|
883,313
|
|
|
503,039
|
|
|
532,717
|
|
|||
Insurance proceeds for property damage claims
|
—
|
|
|
16,233
|
|
|
17,196
|
|
|||
Mortgage note receivable lending
|
(3,699
|
)
|
|
(17,590
|
)
|
|
(19,115
|
)
|
|||
Mortgage note receivable payments
|
53,136
|
|
|
—
|
|
|
—
|
|
|||
Distributions from unconsolidated real estate entities
|
35,516
|
|
|
89,305
|
|
|
111,598
|
|
|||
Investments in unconsolidated real estate entities
|
(11,017
|
)
|
|
(24,493
|
)
|
|
(9,750
|
)
|
|||
Net cash used in investing activities
|
(596,651
|
)
|
|
(965,381
|
)
|
|
(1,032,352
|
)
|
|||
|
|
|
|
|
|
||||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
||||
Issuance of common stock, net
|
52,261
|
|
|
111,093
|
|
|
15,526
|
|
|||
Dividends paid
|
(805,239
|
)
|
|
(772,657
|
)
|
|
(726,749
|
)
|
|||
Issuance of mortgage notes payable
|
295,939
|
|
|
206,800
|
|
|
—
|
|
|||
Repayments of mortgage notes payable, including prepayment penalties
|
(255,452
|
)
|
|
(1,313,025
|
)
|
|
(168,076
|
)
|
|||
Issuance of unsecured notes
|
299,442
|
|
|
1,696,826
|
|
|
1,122,488
|
|
|||
Repayment of unsecured notes, including prepayment penalties
|
(258,579
|
)
|
|
(300,000
|
)
|
|
(504,403
|
)
|
|||
Payment of deferred financing costs
|
(16,258
|
)
|
|
(17,552
|
)
|
|
(16,240
|
)
|
|||
Payment of capital lease obligation
|
(1,070
|
)
|
|
(18,951
|
)
|
|
—
|
|
|||
Receipts (payments) for termination of forward interest rate swaps
|
12,598
|
|
|
391
|
|
|
(14,847
|
)
|
|||
Payments related to tax withholding for share-based compensation
|
(10,556
|
)
|
|
(10,450
|
)
|
|
(8,562
|
)
|
|||
Distributions to DownREIT partnership unitholders
|
(44
|
)
|
|
(42
|
)
|
|
(41
|
)
|
|||
Contributions from joint venture and profit-sharing partners
|
—
|
|
|
1,038
|
|
|
—
|
|
|||
Distributions to joint venture and profit-sharing partners
|
(424
|
)
|
|
(418
|
)
|
|
(407
|
)
|
|||
Preferred interest obligation redemption and dividends
|
(1,120
|
)
|
|
(2,000
|
)
|
|
(1,960
|
)
|
|||
Net cash used in financing activities
|
(688,502
|
)
|
|
(418,947
|
)
|
|
(303,271
|
)
|
|||
|
|
|
|
|
|
||||||
Net increase (decrease) in cash and cash equivalents
|
15,958
|
|
|
(128,071
|
)
|
|
(175,351
|
)
|
|||
|
|
|
|
|
|
||||||
Cash and cash equivalents and restricted cash, beginning of year
|
201,906
|
|
|
329,977
|
|
|
505,328
|
|
|||
Cash and cash equivalents and restricted cash, end of year
|
$
|
217,864
|
|
|
$
|
201,906
|
|
|
$
|
329,977
|
|
|
|
|
|
|
|
||||||
Cash paid during the year for interest, net of amount capitalized
|
$
|
201,659
|
|
|
$
|
207,842
|
|
|
$
|
194,059
|
|
|
|
For the year ended
|
||||||||||
|
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
||||||
Cash and cash equivalents
|
|
$
|
91,659
|
|
|
$
|
67,088
|
|
|
$
|
214,994
|
|
Cash in escrow
|
|
126,205
|
|
|
134,818
|
|
|
114,983
|
|
|||
Cash, cash equivalents and restricted cash shown in the Consolidated Statements of Cash Flows
|
|
$
|
217,864
|
|
|
$
|
201,906
|
|
|
$
|
329,977
|
|
•
|
As described in Note 4, “Equity,”
187,010
shares of common stock were issued as part of the Company's stock based compensation plans, of which
88,297
shares related to the conversion of performance awards to restricted shares, and the remaining
98,713
shares valued at
$15,950,000
were issued in connection with new stock grants;
2,272
shares valued at
$387,000
were issued through the Company’s dividend reinvestment plan;
68,565
shares valued at
$10,556,000
were withheld to satisfy employees’ tax withholding and other liabilities; and
4,860
restricted shares with an aggregate value of
$717,000
previously issued in connection with employee compensation were canceled upon forfeiture.
|
•
|
Common stock dividends declared but not paid totaled
$204,191,000
.
|
•
|
The Company recorded a decrease of
$223,000
in redeemable noncontrolling interest with a corresponding increase to accumulated earnings less dividends to adjust the redemption value associated with the put options held by joint venture partners and DownREIT partnership units. For further discussion of the nature and valuation of these items, see Note 11, “Fair Value.”
|
•
|
The Company recorded an increase in other liabilities of
$6,366,000
, and a corresponding adjustment to other comprehensive income, and reclassified
$6,143,000
of cash flow hedge losses from other comprehensive income to interest expense, net, to record the impact of the Company’s derivative and hedge accounting activity.
|
•
|
In conjunction with the formation of NYTA MF Investors LLC (the "NYC Joint Venture”), the venture assumed
$395,939,000
of secured indebtedness as partial consideration for the purchase of the associated operating communities and the Company recorded an investment of
$74,159,000
in unconsolidated real estate entities, representing its
20.0%
retained interest in the venture. See Note 5, "Investments in Real Estate Entities," for additional discussion of the venture.
|
•
|
The Company issued
201,824
shares of common stock as part of the Company's stock based compensation plans, of which
128,482
shares related to the conversion of performance awards to restricted shares, and the remaining
73,342
shares valued at
$13,171,000
were issued in connection with new stock grants;
3,058
shares valued at
$558,000
were issued through the Company’s dividend reinvestment plan;
60,319
shares valued at
$10,542,000
were withheld to satisfy employees’ tax withholding and other liabilities; and
3,388
restricted shares with an aggregate value of
$588,000
previously issued in connection with employee compensation were canceled upon forfeiture.
|
•
|
Common stock dividends declared but not paid totaled
$196,094,000
.
|
•
|
The Company recorded a decrease of
$65,000
in redeemable noncontrolling interest with a corresponding increase to accumulated earnings less dividends to adjust the redemption value associated with the put options held by joint venture partners and DownREIT partnership units.
|
•
|
The Company recorded a decrease in prepaid expenses and other assets of
$12,114,000
and an increase in other liabilities of
$1,171,000
, and a corresponding adjustment to other comprehensive income, and reclassified
$7,070,000
of cash flow hedge losses from other comprehensive income to interest expense, net, to record the impact of the Company’s derivative and hedge accounting activity.
|
•
|
As discussed in Note 1, "Organization, Basis of Presentation and Significant Accounting Policies," the Company recognized a non-cash charge of
$16,361,000
to write-off the net book value of the fixed assets destroyed by the fire that occurred in February 2017 at the Company's Avalon Maplewood ("Maplewood") which at the time was under construction and not yet occupied.
|
•
|
The Company issued
197,018
shares of common stock as part of the Company's stock based compensation plan, of which
115,618
shares related to the conversion of performance awards to restricted shares, and the remaining
81,400
shares valued at
$13,217,000
were issued in connection with new stock grants;
44,327
shares valued at
$3,894,000
were issued in conjunction with the conversion of deferred stock awards;
2,396
shares valued at
$424,000
were issued through the Company’s dividend reinvestment plan;
53,453
shares valued at
$8,356,000
were withheld to satisfy employees’ tax withholding and other liabilities; and
4,262
restricted shares with an aggregate value of
$694,000
previously issued in connection with employee compensation were canceled upon forfeiture.
|
•
|
Common stock dividends declared but not paid totaled
$185,397,000
.
|
•
|
The Company recorded a decrease of
$1,489,000
in redeemable noncontrolling interest with a corresponding increase to accumulated earnings less dividends to adjust the redemption value associated with the put options held by joint venture partners and DownREIT partnership units.
|
•
|
The Company recorded an increase in prepaid expenses and other assets and a corresponding gain to other comprehensive income of
$12,085,000
and reclassified
$6,433,000
of cash flow hedge losses from other comprehensive income to interest expense, net, to record the impact of the Company’s derivative and hedge accounting activity.
|
•
|
The Company assumed fixed rate indebtedness with a principal amount of
$67,904,000
in conjunction with the acquisition of Avalon Hoboken.
|
•
|
The Company assumed fixed rate indebtedness with a principal amount of
$70,507,000
in conjunction with the acquisition of Avalon Columbia Pike.
|
•
|
The Company completed the construction of and sold an affordable restricted apartment building, containing
77
apartment homes, which is adjacent to a completed Development Community. The Company received a mortgage note in the amount of
$18,643,000
as consideration for the sale, which is secured by the underlying real estate.
|
•
|
Management fees - The Company has investment interests in real estate joint ventures, for which the Company may manage (i) the venture, (ii) the associated operating communities owned by the ventures and/or (iii) the development or redevelopment of those operating communities. For these activities, the Company receives asset management, property management, development and/or redevelopment fee revenue. The performance obligation is the management of the venture, community or other defined task such as the development or redevelopment of the community. While the individual activities that comprise the performance obligation of the management fees can vary day to day, the nature of the overall performance obligation to provide management service is the same and considered by the Company to be a series of services that have the same pattern of transfer to the customer and the same method to measure progress toward satisfaction of the performance obligation. The Company recognizes revenue for fees as earned on a monthly basis and has concluded this is appropriate under the new standard.
|
•
|
Rental and non-rental related income - The Company recognizes revenue for new rental related income not included as components of a lease, such as reservation and application fees, as well as for non-rental related income, as earned, and has concluded this is appropriate under the new standard.
|
•
|
Gains or losses on sales of real estate
-
The Company accounts for the sale of real estate assets and any related gain recognition in accordance with the accounting guidance applicable to sales of real estate, which establishes standards for recognition of profit on all real estate sales transactions, other than retail land sales. The Company recognizes the sale, and associated gain or loss from the disposition, provided that the earnings process is complete and the Company does not have significant continuing involvement. Subsequent to the adoption of the new standard, a gain or loss is recognized when the criteria for an asset to be derecognized are met, which include when (i) a contract exists and (ii) the buyer obtained control of the nonfinancial asset that was sold. As a result, the Company may recognize a gain on a real estate disposition transaction that previously did not qualify as a sale or for full profit recognition due to the timing of the transfer of control or certain forms of continuing involvement. In addition, as discussed under ASU 2017-05, included in "Recently Issued and Adopted Accounting Standards" below, subsequent to the adoption of the new standard, a gain or loss recognized on the sale of a nonfinancial asset to an unconsolidated entity will be recognized at 100%, and not the Company’s proportionate ownership percentage.
|
|
|
Established
Communities |
|
Other
Stabilized Communities |
|
Development/
Redevelopment Communities |
|
Non-
allocated (1) |
|
Total
|
||||||||||
For the year ended December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Management, development and other fees
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,572
|
|
|
$
|
3,572
|
|
Rental and non-rental related income (2)
|
|
9,563
|
|
|
2,417
|
|
|
1,913
|
|
|
—
|
|
|
13,893
|
|
|||||
Total non-lease revenue (3)
|
|
9,563
|
|
|
2,417
|
|
|
1,913
|
|
|
3,572
|
|
|
17,465
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Lease income (4)
|
|
1,622,837
|
|
|
259,636
|
|
|
295,706
|
|
|
—
|
|
|
2,178,179
|
|
|||||
Business interruption insurance proceeds
|
|
26
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
26
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
1,632,426
|
|
|
$
|
262,053
|
|
|
$
|
297,619
|
|
|
$
|
3,572
|
|
|
$
|
2,195,670
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
For the year ended December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Management, development and other fees
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
4,147
|
|
|
$
|
4,147
|
|
Rental and non-rental related income (2)
|
|
9,453
|
|
|
2,083
|
|
|
1,478
|
|
|
—
|
|
|
13,014
|
|
|||||
Total non-lease revenue (3)
|
|
9,453
|
|
|
2,083
|
|
|
1,478
|
|
|
4,147
|
|
|
17,161
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Lease income (4)
|
|
1,582,209
|
|
|
191,511
|
|
|
230,293
|
|
|
—
|
|
|
2,004,013
|
|
|||||
Business interruption insurance proceeds (5)
|
|
3
|
|
|
—
|
|
|
3,495
|
|
|
—
|
|
|
3,498
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
1,591,665
|
|
|
$
|
193,594
|
|
|
$
|
235,266
|
|
|
$
|
4,147
|
|
|
$
|
2,024,672
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
For the year ended December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Management, development and other fees
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,599
|
|
|
$
|
5,599
|
|
Rental and non-rental related income (2)
|
|
8,299
|
|
|
2,172
|
|
|
1,394
|
|
|
—
|
|
|
11,865
|
|
|||||
Total non-lease revenue (3)
|
|
8,299
|
|
|
2,172
|
|
|
1,394
|
|
|
5,599
|
|
|
17,464
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Lease income (4)
|
|
1,423,658
|
|
|
219,035
|
|
|
185,343
|
|
|
—
|
|
|
1,828,036
|
|
|||||
Business interruption insurance proceeds (6)
|
|
152
|
|
|
65
|
|
|
20,312
|
|
|
—
|
|
|
20,529
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
1,432,109
|
|
|
$
|
221,272
|
|
|
$
|
207,049
|
|
|
$
|
5,599
|
|
|
$
|
1,866,029
|
|
(1)
|
Revenue represents third-party management, asset management and developer fees and miscellaneous income which are not allocated to a reportable segment.
|
(2)
|
Amounts include revenue streams related to leasing activities that are not considered components of a lease, including but not limited to, apartment hold fees and application fees, as well as revenue streams not related to leasing activities, including but not limited to, vendor revenue sharing, building advertising, vending and dry cleaning revenue.
|
(3)
|
Represents all revenue accounted for under ASC 2014-09.
|
(4)
|
Amounts include all revenue streams derived from residential and retail rental income and other lease income, which are excluded from ASC 2014-09 and accounted for under the lease accounting framework.
|
(5)
|
Amount for 2017 is primarily business interruption insurance proceeds related to the Maplewood casualty loss as discussed below in "Casualty Gains and Losses."
|
(6)
|
Amount for 2016 is primarily business interruption insurance proceeds related to the Edgewater casualty loss as discussed below in "Casualty Gains and Losses."
|
|
2018 Estimate
|
|
2017 Actual
|
|
2016 Actual
|
||||||
Net income attributable to common stockholders
|
$
|
974,525
|
|
|
$
|
876,921
|
|
|
$
|
1,034,002
|
|
GAAP gain on sale of communities in excess of tax gain
|
(194,596
|
)
|
|
(86,661
|
)
|
|
(195,029
|
)
|
|||
Depreciation/amortization timing differences on real estate
|
5,431
|
|
|
(3,642
|
)
|
|
(947
|
)
|
|||
Amortization of debt/mark to market interest
|
2,276
|
|
|
(18,096
|
)
|
|
(18,985
|
)
|
|||
Tax compensation expense (in excess of) less than GAAP
|
(612
|
)
|
|
3,912
|
|
|
9,821
|
|
|||
Casualty and impairment loss (gain), net
|
19,153
|
|
|
20,243
|
|
|
(657
|
)
|
|||
Other adjustments
|
(4,905
|
)
|
|
(4,304
|
)
|
|
11,533
|
|
|||
Taxable net income
|
$
|
801,272
|
|
|
$
|
788,373
|
|
|
$
|
839,738
|
|
|
2018
|
|
2017
|
|
2016
|
|||
Ordinary income
|
76
|
%
|
|
75
|
%
|
|
68
|
%
|
20% capital gain
|
11
|
%
|
|
18
|
%
|
|
26
|
%
|
Unrecaptured §1250 gain
|
13
|
%
|
|
7
|
%
|
|
6
|
%
|
|
For the year ended
|
||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
||||||
Basic and diluted shares outstanding
|
|
|
|
|
|
|
|
|
|||
Weighted average common shares—basic
|
137,844,755
|
|
|
137,523,771
|
|
|
136,928,251
|
|
|||
Weighted average DownREIT units outstanding
|
7,500
|
|
|
7,500
|
|
|
7,500
|
|
|||
Effect of dilutive securities
|
436,986
|
|
|
535,415
|
|
|
525,886
|
|
|||
Weighted average common shares—diluted
|
138,289,241
|
|
|
138,066,686
|
|
|
137,461,637
|
|
|||
|
|
|
|
|
|
||||||
Calculation of Earnings per Share—basic
|
|
|
|
|
|
|
|
|
|||
Net income attributable to common stockholders
|
$
|
974,525
|
|
|
$
|
876,921
|
|
|
$
|
1,034,002
|
|
Net income allocated to unvested restricted shares
|
(2,839
|
)
|
|
(2,463
|
)
|
|
(2,610
|
)
|
|||
Net income attributable to common stockholders, adjusted
|
$
|
971,686
|
|
|
$
|
874,458
|
|
|
$
|
1,031,392
|
|
|
|
|
|
|
|
||||||
Weighted average common shares—basic
|
137,844,755
|
|
|
137,523,771
|
|
|
136,928,251
|
|
|||
|
|
|
|
|
|
||||||
Earnings per common share—basic
|
$
|
7.05
|
|
|
$
|
6.36
|
|
|
$
|
7.53
|
|
|
|
|
|
|
|
||||||
Calculation of Earnings per Share—diluted
|
|
|
|
|
|
|
|
|
|||
Net income attributable to common stockholders
|
$
|
974,525
|
|
|
$
|
876,921
|
|
|
$
|
1,034,002
|
|
Add: noncontrolling interests of DownREIT unitholders in consolidated partnerships, including discontinued operations
|
44
|
|
|
42
|
|
|
41
|
|
|||
Adjusted net income attributable to common stockholders
|
$
|
974,569
|
|
|
$
|
876,963
|
|
|
$
|
1,034,043
|
|
|
|
|
|
|
|
||||||
Weighted average common shares—diluted
|
138,289,241
|
|
|
138,066,686
|
|
|
137,461,637
|
|
|||
|
|
|
|
|
|
||||||
Earnings per common share—diluted
|
$
|
7.05
|
|
|
$
|
6.35
|
|
|
$
|
7.52
|
|
|
|
|
|
|
|
||||||
Dividends per common share
|
$
|
5.88
|
|
|
$
|
5.68
|
|
|
$
|
5.40
|
|
•
|
not reassessing (i) whether any expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases, and (iii) the accounting for initial direct costs for any existing leases;
|
•
|
not evaluating short term leases;
|
•
|
not
assessing whether existing land easements are, or contain leases; and
|
•
|
making an accounting policy election by class of underlying asset, to not separate non-lease components from lease components and instead to account for each separate lease and non- lease component as a single lease component.
|
|
12/31/18
|
|
12/31/17
|
||||
Fixed rate unsecured notes (1)
|
$
|
5,400,000
|
|
|
$
|
5,350,000
|
|
Variable rate unsecured notes (1)
|
300,000
|
|
|
300,000
|
|
||
Term Loans (1)
|
250,000
|
|
|
250,000
|
|
||
Fixed rate mortgage notes payable—conventional and tax-exempt (2)
|
533,215
|
|
|
593,987
|
|
||
Variable rate mortgage notes payable—conventional and tax-exempt (2)
|
619,140
|
|
|
910,326
|
|
||
Total mortgage notes payable and unsecured notes and Term Loans
|
7,102,355
|
|
|
7,404,313
|
|
||
Credit Facility
|
—
|
|
|
—
|
|
||
Total mortgage notes payable, unsecured notes, Term Loans and Credit Facility
|
$
|
7,102,355
|
|
|
$
|
7,404,313
|
|
(1)
|
Balances at
December 31, 2018
and
2017
exclude
$9,879
and
$10,850
, respectively, of debt discount, and
$34,128
and
$36,386
, respectively, of deferred financing costs, as reflected in unsecured notes, net on the accompanying Consolidated Balance Sheets.
|
(2)
|
Balances at
December 31, 2018
and
2017
exclude
$14,590
and
$16,351
of debt discount, respectively, and
$3,495
and
$11,256
, respectively, of deferred financing costs, as reflected in mortgage notes payable, net on the accompanying Consolidated Balance Sheets.
|
•
|
In February 2018, the Company repaid
$15,174,000
principal amount of
6.60%
fixed rate debt secured by Avalon Oaks West in advance of its scheduled maturity date, incurring a charge of
$426,000
, consisting of a prepayment penalty of
$152,000
and the non-cash write-off of unamortized deferred financing costs of
$274,000
.
|
•
|
In February 2018, the Company repaid
$11,038,000
principal amount of
4.61%
fixed rate debt secured by AVA Pasadena at par in advance of its scheduled maturity date.
|
•
|
In March 2018, the Company issued
$300,000,000
principal amount of unsecured notes in a public offering under its existing shelf registration statement for net proceeds of approximately
$296,210,000
. The notes mature in
April 2048
and were issued at a
4.35%
interest rate. The effective interest rate of the notes for the first
10
years is
3.97%
, including the impact of an interest rate hedge and offering costs, and for the remainder of the term the effective interest rate is
4.39%
.
|
•
|
In April 2018, the Company repaid
$13,380,000
principal amount of
3.06%
fixed rate debt secured by Avalon Andover at par at its scheduled maturity date.
|
•
|
In June 2018, the Company repaid
$15,295,000
principal amount of
6.90%
fixed rate debt secured by Avalon Orchards in advance of its scheduled maturity date, incurring a charge of
$635,000
, consisting of a prepayment penalty of
$282,000
and the non-cash write-off of unamortized deferred financing costs of
$353,000
.
|
•
|
In August 2018, the Company repaid
$95,859,000
aggregate principal amount of variable rate debt secured by Avalon Calabasas, of which
$51,449,000
was repaid at par at its scheduled maturity date, and
$44,410,000
was repaid at par in advance of its
April 2028
maturity date. The Company recognized a non-cash charge of
$1,690,000
for the write-off of unamortized debt discount.
|
•
|
In December 2018, the Company repaid
$250,000,000
principal amount of its
6.10%
unsecured notes in advance of its
March 2020
scheduled maturity, recognizing a charge of
$8,926,000
, consisting of a prepayment penalty of
$8,579,000
and a non-cash write-off of deferred financing costs of
$347,000
.
|
•
|
In December 2018, in conjunction with the formation of the NYC Joint Venture as discussed in Note 5, "Investments in Real Estate Entities," the following financing activities took place:
|
◦
|
The Company repaid
$93,800,000
of variable rate debt secured by Avalon Bowery Place I in advance of its
November 2037
maturity date. In conjunction with the repayment, the Company recognized a charge of
$5,837,000
, consisting of a prepayment penalty of
$2,874,000
and the non-cash write-off of unamortized deferred financing costs of
$2,963,000
.
|
◦
|
The Company entered into a
$93,800,000
fixed rate note secured by Avalon Bowery Place I, with a contractual interest rate of
4.01%
, maturing in
January 2029
.
|
◦
|
The Company entered into a
$39,639,000
fixed rate note secured by Avalon Bowery Place II, with a contractual interest rate of
4.01%
, maturing in
January 2029
.
|
◦
|
The Company entered into a
$12,500,000
fixed rate note secured by Avalon Morningside Park, with a contractual interest rate of
3.95%
, maturing in
January 2029
.
|
◦
|
The Company entered into a
$150,000,000
fixed rate note secured by Avalon West Chelsea and AVA High Line, a dual-branded community, with a contractual interest rate of
4.01%
, maturing in
January 2029
.
|
◦
|
The NYC Joint Venture then assumed the aggregate
$295,939,000
of new borrowings discussed above, as well as the previously outstanding
$100,000,000
fixed rate note secured by Avalon Morningside Park with a contractual interest rate of
3.50%
.
|
Year
|
Secured
notes
payments
|
|
Secured
notes
maturities
|
|
Unsecured
notes
maturities
|
|
Stated interest
rate of
unsecured notes
|
|||||||
2019
|
3,824
|
|
|
114,722
|
|
|
—
|
|
|
N/A
|
|
|||
2020
|
2,682
|
|
|
140,430
|
|
|
400,000
|
|
|
3.625
|
%
|
|||
2021
|
2,204
|
|
|
27,844
|
|
|
250,000
|
|
|
3.950
|
%
|
|||
|
|
|
|
|
300,000
|
|
|
LIBOR + 0.43%
|
|
|||||
2022
|
2,318
|
|
|
—
|
|
|
450,000
|
|
|
2.950
|
%
|
|||
|
|
|
|
|
100,000
|
|
|
LIBOR + .90%
|
|
|||||
2023
|
2,439
|
|
|
—
|
|
|
350,000
|
|
|
4.200
|
%
|
|||
|
|
|
|
|
250,000
|
|
|
2.850
|
%
|
|||||
2024
|
2,577
|
|
|
—
|
|
|
300,000
|
|
|
3.500
|
%
|
|||
|
|
|
|
|
150,000
|
|
|
LIBOR + 1.50%
|
|
|||||
2025
|
2,708
|
|
|
84,835
|
|
|
525,000
|
|
|
3.450
|
%
|
|||
|
|
|
|
|
300,000
|
|
|
3.500
|
%
|
|||||
2026
|
2,845
|
|
|
—
|
|
|
475,000
|
|
|
2.950
|
%
|
|||
|
|
|
|
|
300,000
|
|
|
2.900
|
%
|
|||||
2027
|
2,270
|
|
|
185,100
|
|
|
400,000
|
|
|
3.350
|
%
|
|||
2028
|
912
|
|
|
—
|
|
|
450,000
|
|
|
3.200
|
%
|
|||
Thereafter
|
30,296
|
|
|
544,349
|
|
|
350,000
|
|
|
3.900
|
%
|
|||
|
|
|
|
|
300,000
|
|
|
4.150
|
%
|
|||||
|
|
|
|
|
300,000
|
|
|
4.350
|
%
|
|||||
|
$
|
55,075
|
|
|
$
|
1,097,280
|
|
|
$
|
5,950,000
|
|
|
|
|
i.
|
issued
40,534
shares of common stock in connection with stock options exercised;
|
ii.
|
issued
2,272
common shares through the Company's dividend reinvestment plan;
|
iii.
|
issued
187,010
common shares in connection with restricted stock grants and the conversion of performance awards to restricted shares;
|
iv.
|
issued
244,924
shares under CEP IV, as discussed below;
|
v.
|
withheld
68,565
common shares to satisfy employees' tax withholding and other liabilities;
|
vi.
|
issued
12,955
shares through the Employee Stock Purchase Plan; and
|
vii.
|
canceled
4,860
shares of restricted stock upon forfeiture.
|
•
|
Archstone Multifamily Partners AC LP (the “U.S. Fund”)
—The U.S. Fund was formed in July 2011 and is fully invested. The U.S. Fund has a term that expires in July 2023, assuming the exercise of
two
,
one
-year extension options. The U.S. Fund had
six
institutional investors, including the Company. The Company is the general partner of the U.S. Fund and, at
December 31, 2018
excluding costs incurred in excess of equity in the underlying net assets of the U.S. Fund, the Company had an equity investment of
$31,194,000
(net of distributions), representing a
28.6%
combined general partner and limited partner equity interest. The Company acquired its interest in the U.S. Fund as part of the Archstone Acquisition.
|
•
|
Multifamily Partners AC JV LP (the “AC JV”)
—The AC JV is a joint venture that was formed in 2011 and has
four
institutional investors, including the Company. Excluding costs incurred in excess of equity in the underlying net assets of the AC JV, at
December 31, 2018
the Company had an equity investment of
$34,799,000
(net of distributions), representing a
20.0%
equity interest. The Company acquired its interest in the AC JV as part of the Archstone Acquisition.
|
•
|
MVP I, LLC
—In December 2004, the Company entered into a joint venture agreement with an unrelated third-party for the development of Avalon at Mission Bay II. Construction of Avalon at Mission Bay II, a
313
apartment-home community located in San Francisco, California, was completed in December 2006. The Company holds a
25.0%
equity interest in the venture. The Company is responsible for the day-to-day operations of the community and is the management agent subject to the terms of a management agreement. The Company has not guaranteed the debt of MVP I, LLC, nor does the Company have any obligation to fund this debt should MVP I, LLC be unable to do so.
|
•
|
Brandywine Apartments of Maryland, LLC (“Brandywine”)
—Brandywine owns a
305
apartment home community located in Washington, D.C. The community is managed by a third party. Brandywine is comprised of
five
members who hold various interests in the joint venture. The Company holds a
28.7%
equity interest in Brandywine.
|
•
|
Residual JV
—Through subsidiaries, the Company and Equity Residential entered into
three
limited liability company agreements (collectively, the “Residual JV”) through which the Company and Equity Residential acquired (i) certain assets of Archstone that the Company and Equity Residential have divested (the “Residual Assets”), and (ii) various liabilities of Archstone that the Company and Equity Residential agreed to assume in conjunction with the Archstone Acquisition (the “Residual Liabilities”).
|
•
|
Legacy JV
—As part of the Archstone Acquisition the Company entered into a limited liability company agreement with Equity Residential, through which it assumed obligations of Archstone in the form of preferred interests, some of which are governed by tax protection arrangements (the “Legacy JV”). The Company has a
40.0%
interest in the Legacy JV. During the years ended
December 31, 2018
,
2017
and
2016
, the Legacy JV redeemed certain of the preferred interests and paid accrued dividends, of which the Company's portion was
$1,120,000
,
$2,000,000
and
$1,960,000
, respectively. At
December 31, 2018
, the remaining preferred interests had an aggregate liquidation value of
$36,806,000
, the Company's
40.0%
share of which was included in accrued expenses and other liabilities in the accompanying Consolidated Balance Sheets.
|
•
|
Sudbury Development, LLC
—During 2015, the Company entered into a joint venture agreement to purchase land and pursue entitlements and pre-development activity for a mixed-use development project in Sudbury, MA, including multifamily apartment homes, retail, senior housing and age-restricted housing. The Company has a
60.0%
ownership interest in the venture. The venture is considered a VIE, though the Company is not considered to be the primary beneficiary because the Company and its third party partner share control of the joint venture as approval from both parties is required for all significant aspects of the venture's activities including, but not limited to, changes in the ownership or capital structure of the partnership, acquisitions or dispositions by the venture and decisions about the pre-development and related activities to be performed by the venture. During the year ended
December 31, 2017
, the Company and its venture partner each acquired their respective portion of the real estate held by the venture, with the Company's portion consisting of a parcel of land for the development of an apartment community, acquired for an investment of
$19,200,000
. The Company and its venture partner retained continuing involvement with the venture to fund the completion of the planned infrastructure and site work, which was substantially complete at
December 31, 2018
.
|
•
|
North Point II JV, LP
—During 2016, the Company entered into a joint venture to develop, own, and operate AVA North Point, an apartment community located in Cambridge, MA, which completed construction during 2018 and contains
265
apartment homes. The Company owns a
55.0%
interest in the venture, and the venture partner owns the remaining
45.0%
interest. The venture is considered to be a VIE, though the Company is not considered to be the primary beneficiary because the Company and its third party partner share control of the venture. The Company and its venture partner share decision making authority for all significant aspects of the venture's activities including, but not limited to, changes in the ownership or capital structure, the original capital budget to construct AVA North Point and the operating budget for the community since completion. AVA North Point is the third phase of a master planned development, the other phases of which are owned through the AC JV. During 2016, the Company provided the partners of the AC JV the opportunity to acquire the AVA North Point land parcel owned by the Company as required in the ROFO provisions for the AC JV. After certain partners of the AC JV declined to participate, the Company entered into the new joint venture and sold the land parcel to the venture in exchange for a cash payment and a capital account credit, and is overseeing the development in exchange for a developer fee. Upon sale of the land parcel, the Company recognized a gain of
$10,621,000
during the year ended
December 31, 2016
, included in gain (loss) on other real estate transactions, net on the accompanying Consolidated Statements of Comprehensive Income. At
December 31, 2018
, the Company had an equity investment of
$45,162,000
.
|
•
|
NYTA MF Investors LLC (“NYC Joint Venture”)
—During 2018, the Company contributed five wholly-owned operating communities located in New York, NY to a newly formed joint venture with the intent to own and operate the communities. The Company retained a
20.0%
interest in the venture, with the venture partner owning the remaining
80.0%
interest, and the partners sharing in returns in accordance with their ownership interests. The venture is not considered a VIE and is accounted for as an equity method investment, as the venture can finance its activities through the on-going operations of the communities and the Company and its third party partner share a controlling financial interest in the joint venture. While the Company is the managing member and the venture partner has a controlling financial interest, approval from both parties is required for all significant aspects of the venture's activities including, but not limited to, changes in the ownership or capital structure of the partnership, acquisitions or dispositions by the venture and decisions about the annual operating budget and redevelopment related activities to be performed by the venture.
|
|
12/31/18
|
|
12/31/17
|
||||
Assets:
|
|
|
|
|
|
||
Real estate, net
|
$
|
1,420,039
|
|
|
$
|
695,077
|
|
Other assets
|
45,142
|
|
|
39,976
|
|
||
Total assets
|
$
|
1,465,181
|
|
|
$
|
735,053
|
|
Liabilities and partners' capital:
|
|
|
|
|
|
||
Mortgage notes payable, net and credit facility
|
$
|
837,311
|
|
|
$
|
523,815
|
|
Other liabilities
|
15,624
|
|
|
10,540
|
|
||
Partners' capital
|
612,246
|
|
|
200,698
|
|
||
Total liabilities and partners' capital
|
$
|
1,465,181
|
|
|
$
|
735,053
|
|
|
For the year ended
|
||||||||||
|
12/31/18 (1)
|
|
12/31/17
|
|
12/31/16
|
||||||
Rental and other income
|
$
|
92,504
|
|
|
$
|
101,615
|
|
|
$
|
131,901
|
|
Operating and other expenses
|
(35,005
|
)
|
|
(38,566
|
)
|
|
(50,945
|
)
|
|||
Gain on sale of communities
|
54,202
|
|
|
136,333
|
|
|
196,749
|
|
|||
Interest expense, net (2)
|
(22,488
|
)
|
|
(27,104
|
)
|
|
(45,886
|
)
|
|||
Depreciation expense
|
(26,706
|
)
|
|
(25,914
|
)
|
|
(34,471
|
)
|
|||
Net income
|
$
|
62,507
|
|
|
$
|
146,364
|
|
|
$
|
197,348
|
|
(1)
|
Amounts include results from the NYC Joint Venture from the date the venture was formed.
|
(2)
|
Amounts for the years ended
December 31, 2018
,
2017
and
2016
includes charges for prepayment penalties and write-offs of deferred financing costs of
$312
,
$1,591
and
$12,659
, respectively.
|
|
For the year ended
|
||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
||||||
Fund I (1)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
87
|
|
Fund II (2)
|
843
|
|
|
53,961
|
|
|
49,882
|
|
|||
U.S. Fund (3)
|
9,766
|
|
|
14,773
|
|
|
15,635
|
|
|||
AC JV (4)
|
3,527
|
|
|
1,388
|
|
|
1,445
|
|
|||
MVP I, LLC
|
1,917
|
|
|
1,833
|
|
|
1,627
|
|
|||
Brandywine
|
95
|
|
|
106
|
|
|
10
|
|
|||
CVP I, LLC
|
—
|
|
|
—
|
|
|
9
|
|
|||
Residual JV
|
(879
|
)
|
|
(1,223
|
)
|
|
(1,374
|
)
|
|||
Avalon Clarendon (5)
|
—
|
|
|
—
|
|
|
(2,359
|
)
|
|||
North Point II JV, LP
|
305
|
|
|
(122
|
)
|
|
—
|
|
|||
Sudbury Development, LLC
|
29
|
|
|
28
|
|
|
—
|
|
|||
NYC JV
|
(333
|
)
|
|
—
|
|
|
—
|
|
|||
Total
|
$
|
15,270
|
|
|
$
|
70,744
|
|
|
$
|
64,962
|
|
(1)
|
The Company's equity in income for this entity represents its residual profits from the sale of the community, or liquidation of the venture.
|
(2)
|
Equity in income for the years ended
December 31, 2017
and
2016
includes the Company's proportionate share of the gain on the sale of Fund II assets of
$26,322
and
$41,501
, respectively. In addition, equity in income for the years ended
December 31, 2018
,
2017
and
2016
include
$925
,
$26,472
and
$7,985
, respectively, relating to the Company's recognition of its promoted interest.
|
(3)
|
Equity in income for the years ended
December 31, 2018
,
2017
and
2016
includes the Company's proportionate share of the gain on the sale of U.S. Fund assets of
$8,636
,
$13,788
and
$16,568
, respectively.
|
(4)
|
Equity in income for the year ended
December 31, 2018
includes the Company's proportionate share of the gain on the sale of an AC JV assets of
$2,019
.
|
(5)
|
In 2016, the Company and its venture partner established separate legal ownership of Avalon Clarendon, after which the Company reported the operating results of Avalon Clarendon as part of its consolidated operations.
|
•
|
Avalon Arundel Crossing, located in Linthicum Heights, MD, contains
310
apartment homes and was acquired for a purchase price of
$83,000,000
.
|
•
|
Alexander Apartments & Lofts, located in West Palm Beach, FL, contains
290
apartment homes and
2,000
square feet of retail space and was acquired for a purchase price of
$103,000,000
.
|
•
|
Ironwood at Red Rocks, located in Littleton, CO, contains
256
apartment homes and was acquired for a purchase price of
$75,400,000
.
|
•
|
The Meadows, located in Castle Rock, CO, contains
240
apartment homes and was acquired for a purchase price of
$73,050,000
.
|
•
|
The Company sold
eight
wholly-owned operating communities, containing an aggregate of
1,798
apartment homes for an aggregate sales price of
$618,750,000
and an aggregate gain of
$195,115,000
.
|
•
|
The Company contributed
five
wholly-owned operating communities to the NYC Joint Venture for a sales price of
$758,900,000
, recognizing a gain on sale of
$179,861,000
. See Note 5, “Investments in Real Estate Entities,” for additional discussion of the venture.
|
•
|
The Company sold other real estate for an aggregate sales price of
$639,000
, resulting in an aggregate gain of
$345,000
.
|
Community Name
|
|
Location
|
|
Period
of sale
|
|
Apartment
homes
|
|
Debt
|
|
Gross
sales price
|
|
Net cash
proceeds
|
|||||||
Avalon Blue Hills/Avalon Canton at Blue Hills
|
|
Randolph/Canton, MA
|
|
Q218
|
|
472
|
|
|
$
|
—
|
|
|
$
|
131,250
|
|
|
$
|
129,466
|
|
Eaves North Quincy
|
|
Quincy, MA
|
|
Q218
|
|
224
|
|
|
—
|
|
|
64,250
|
|
|
63,302
|
|
|||
Avalon Anaheim Stadium
|
|
Anaheim, CA
|
|
Q218
|
|
251
|
|
|
—
|
|
|
111,600
|
|
|
105,495
|
|
|||
Avalon Ballston Place
|
|
Arlington, VA
|
|
Q318
|
|
383
|
|
|
—
|
|
|
169,000
|
|
|
166,921
|
|
|||
Avalon at Fairway Hills - Fields
|
|
Columbia, MD
|
|
Q418
|
|
192
|
|
|
—
|
|
|
39,500
|
|
|
38,744
|
|
|||
Avalon Fashion Valley
|
|
San Diego, CA
|
|
Q418
|
|
161
|
|
|
—
|
|
|
70,750
|
|
|
69,781
|
|
|||
Avalon Andover
|
|
Andover, MA
|
|
Q418
|
|
115
|
|
|
—
|
|
|
32,400
|
|
|
31,765
|
|
|||
NYC Joint Venture (1)
|
|
New York, NY
|
|
Q418
|
|
1,301
|
|
|
395,939
|
|
|
758,900
|
|
|
276,799
|
|
|||
Other real estate dispositions (2)
|
|
multiple
|
|
2018
|
|
N/A
|
|
|
—
|
|
|
639
|
|
|
1,040
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total of 2018 asset sales
|
|
|
|
|
|
3,099
|
|
|
$
|
395,939
|
|
|
$
|
1,378,289
|
|
|
$
|
883,313
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total of 2017 asset sales
|
|
|
|
|
|
1,624
|
|
|
$
|
—
|
|
|
$
|
514,654
|
|
|
$
|
503,039
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Total of 2016 asset sales
|
|
|
|
|
|
2,051
|
|
|
$
|
—
|
|
|
$
|
564,028
|
|
|
$
|
532,717
|
|
(1)
|
The Company contributed
five
communities located in New York, NY, to the NYC Joint Venture, in which the Company retained a
20.0%
ownership interest, as discussed in Note 5, "Investments in Real Estate Entities."
|
(2)
|
Primarily composed of the sale of
one
undeveloped land parcel, located in Fairfax City, VA.
|
|
Payments due by period
|
||||||||||||||||||||||
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023
|
|
Thereafter
|
||||||||||||
Operating Lease Obligations
|
$
|
14,166
|
|
|
$
|
11,836
|
|
|
$
|
13,226
|
|
|
$
|
13,129
|
|
|
$
|
12,527
|
|
|
$
|
439,981
|
|
Capital Lease Obligations (1) (2)
|
1,075
|
|
|
1,077
|
|
|
1,080
|
|
|
1,082
|
|
|
1,084
|
|
|
41,220
|
|
||||||
|
$
|
15,241
|
|
|
$
|
12,913
|
|
|
$
|
14,306
|
|
|
$
|
14,211
|
|
|
$
|
13,611
|
|
|
$
|
481,201
|
|
(1)
|
Aggregate capital lease payments include
$26,375
in interest costs, with the timing of certain lease payments for capital land leases determined by completion of the construction of the associated apartment community.
|
(2)
|
Capital lease assets of
$19,737
as of both
December 31, 2018
and
2017
, respectively, are included as a component of land and improvements or building and improvements on the accompanying Consolidated Balance Sheets.
|
•
|
Established Communities (also known as Same Store Communities)
are consolidated communities where the Company has a significant presence (New England, New York/New Jersey, Mid-Atlantic, Pacific Northwest, and Northern and Southern California) and where a comparison of operating results from the prior year to the current year is meaningful, as these communities were owned and had stabilized occupancy as of the beginning of the prior year. The Established Communities for the year ended
December 31, 2018
, are communities that are consolidated for financial reporting purposes, had stabilized occupancy as of January 1,
2017
, are not conducting or planning to conduct substantial redevelopment activities and are not held for sale or planned for disposition within the fiscal year. A community is considered to have stabilized occupancy at the earlier of (i) attainment of
95%
physical occupancy or (ii) the
one
-year anniversary of completion of development or redevelopment.
|
•
|
Other Stabilized Communities
includes all other completed consolidated communities that have stabilized occupancy, as defined above, as January 1,
2018
, or which were acquired during the year ended
December 31, 2018
. Other Stabilized Communities includes stabilized operating communities in our expansion markets of Denver, Colorado, and Southeast Florida, but excludes communities that are conducting or planning to conduct substantial redevelopment activities within the fiscal year.
|
•
|
Development/Redevelopment Communities
consists of (i) consolidated communities that are either currently under construction, or were under construction during the fiscal year, which may be partially or fully complete and operating, (ii) consolidated communities where substantial redevelopment is in progress or is planned to begin during the fiscal year and (iii) communities under lease-up that have been complete for less than one year and have not reached stabilized occupancy, as defined above, as of January 1,
2018
.
|
|
For the year ended
|
||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
||||||
Net income
|
$
|
974,175
|
|
|
$
|
876,660
|
|
|
$
|
1,033,708
|
|
Indirect operating expenses, net of corporate income
|
76,522
|
|
|
65,398
|
|
|
61,403
|
|
|||
Investments and investment management expense
|
7,709
|
|
|
5,936
|
|
|
4,822
|
|
|||
Expensed acquisition, development and other pursuit costs, net of recoveries
|
4,309
|
|
|
2,736
|
|
|
9,922
|
|
|||
Interest expense, net
|
220,974
|
|
|
199,661
|
|
|
187,510
|
|
|||
Loss on extinguishment of debt, net
|
17,492
|
|
|
25,472
|
|
|
7,075
|
|
|||
General and administrative expense
|
56,365
|
|
|
50,673
|
|
|
45,771
|
|
|||
Equity in income of unconsolidated real estate entities
|
(15,270
|
)
|
|
(70,744
|
)
|
|
(64,962
|
)
|
|||
Depreciation expense
|
631,196
|
|
|
584,150
|
|
|
531,434
|
|
|||
Income tax (benefit) expense
|
(160
|
)
|
|
141
|
|
|
305
|
|
|||
Casualty and impairment loss (gain), net
|
215
|
|
|
6,250
|
|
|
(3,935
|
)
|
|||
Gain on sale of communities
|
(374,976
|
)
|
|
(252,599
|
)
|
|
(374,623
|
)
|
|||
(Gain) loss on other real estate transactions
|
(345
|
)
|
|
10,907
|
|
|
(10,224
|
)
|
|||
Net operating income from real estate assets sold or held for sale
|
(58,620
|
)
|
|
(84,650
|
)
|
|
(114,219
|
)
|
|||
Net operating income
|
$
|
1,539,586
|
|
|
$
|
1,419,991
|
|
|
$
|
1,313,987
|
|
|
For the year ended
|
||||||||||
|
12/31/2018
|
|
12/31/2017
|
|
12/31/2016
|
||||||
|
|
|
|
|
|
||||||
Rental income from real estate assets sold or held for sale
|
$
|
88,865
|
|
|
$
|
133,956
|
|
|
$
|
179,226
|
|
Operating expenses from real estate assets sold or held for sale
|
(30,245
|
)
|
|
(49,306
|
)
|
|
(65,007
|
)
|
|||
Net operating income from real estate assets sold or held for sale
|
$
|
58,620
|
|
|
$
|
84,650
|
|
|
$
|
114,219
|
|
|
Total
revenue
|
|
NOI
|
|
Gross
real estate (1)
|
||||||
For the year ended December 31, 2018
|
|
|
|
|
|
|
|
|
|||
Established
|
|
|
|
|
|
|
|
|
|||
New England
|
$
|
239,638
|
|
|
$
|
157,109
|
|
|
$
|
2,014,158
|
|
Metro NY/NJ
|
360,430
|
|
|
254,132
|
|
|
3,086,133
|
|
|||
Mid-Atlantic
|
237,113
|
|
|
165,724
|
|
|
2,226,315
|
|
|||
Pacific Northwest
|
86,571
|
|
|
62,194
|
|
|
727,652
|
|
|||
Northern California
|
366,834
|
|
|
280,994
|
|
|
2,986,068
|
|
|||
Southern California
|
341,840
|
|
|
245,356
|
|
|
2,921,616
|
|
|||
Total Established (2)
|
1,632,426
|
|
|
1,165,509
|
|
|
13,961,942
|
|
|||
|
|
|
|
|
|
||||||
Other Stabilized
|
262,053
|
|
|
178,172
|
|
|
2,934,711
|
|
|||
Development / Redevelopment
|
297,619
|
|
|
195,905
|
|
|
5,201,454
|
|
|||
Land Held for Future Development
|
N/A
|
|
|
N/A
|
|
|
84,712
|
|
|||
Non-allocated (3)
|
3,572
|
|
|
N/A
|
|
|
94,350
|
|
|||
Total
|
$
|
2,195,670
|
|
|
$
|
1,539,586
|
|
|
$
|
22,277,169
|
|
|
|
|
|
|
|
||||||
For the year ended December 31, 2017
|
|
|
|
|
|
|
|
|
|||
Established
|
|
|
|
|
|
|
|
|
|||
New England
|
$
|
232,688
|
|
|
$
|
152,514
|
|
|
$
|
1,993,653
|
|
Metro NY/NJ
|
354,444
|
|
|
251,760
|
|
|
3,071,563
|
|
|||
Mid-Atlantic
|
232,987
|
|
|
161,546
|
|
|
2,216,292
|
|
|||
Pacific Northwest
|
84,313
|
|
|
61,705
|
|
|
724,751
|
|
|||
Northern California
|
357,209
|
|
|
273,940
|
|
|
2,972,311
|
|
|||
Southern California
|
330,024
|
|
|
237,796
|
|
|
2,905,512
|
|
|||
Total Established (2)
|
1,591,665
|
|
|
1,139,261
|
|
|
13,884,082
|
|
|||
|
|
|
|
|
|
||||||
Other Stabilized
|
193,594
|
|
|
127,678
|
|
|
2,571,356
|
|
|||
Development / Redevelopment (4)
|
235,266
|
|
|
153,052
|
|
|
4,104,956
|
|
|||
Land Held for Future Development
|
N/A
|
|
|
N/A
|
|
|
68,364
|
|
|||
Non-allocated (3)
|
4,147
|
|
|
N/A
|
|
|
78,864
|
|
|||
Real estate disposed or held for sale (5)
|
|
|
|
|
1,228,314
|
|
|||||
Total
|
$
|
2,024,672
|
|
|
$
|
1,419,991
|
|
|
$
|
21,935,936
|
|
|
|
|
|
|
|
||||||
For the year ended December 31, 2016
|
|
|
|
|
|
|
|
|
|||
Established
|
|
|
|
|
|
|
|
|
|||
New England
|
$
|
209,935
|
|
|
$
|
136,019
|
|
|
$
|
1,667,171
|
|
Metro NY/NJ
|
294,199
|
|
|
204,882
|
|
|
2,412,742
|
|
|||
Mid-Atlantic
|
203,003
|
|
|
141,624
|
|
|
1,862,091
|
|
|||
Pacific Northwest
|
79,958
|
|
|
57,857
|
|
|
731,277
|
|
|||
Northern California
|
331,610
|
|
|
253,582
|
|
|
2,812,859
|
|
|||
Southern California
|
313,404
|
|
|
224,955
|
|
|
2,840,773
|
|
|||
Total Established (2)
|
1,432,109
|
|
|
1,018,919
|
|
|
12,326,913
|
|
|||
|
|
|
|
|
|
||||||
Other Stabilized
|
221,272
|
|
|
151,475
|
|
|
2,650,966
|
|
|||
Development / Redevelopment (6)
|
207,049
|
|
|
143,593
|
|
|
4,154,778
|
|
|||
Land Held for Future Development
|
N/A
|
|
|
N/A
|
|
|
84,293
|
|
|||
Non-allocated (3)
|
5,599
|
|
|
N/A
|
|
|
80,700
|
|
|||
Real estate disposed or held for sale (5)
|
|
|
|
|
1,458,130
|
|
|||||
Total
|
$
|
1,866,029
|
|
|
$
|
1,313,987
|
|
|
$
|
20,755,780
|
|
(1)
|
Does not include gross real estate assets held for sale of
$65,408
and
$20,846
as of
December 31, 2018
and
2016
, respectively.
|
(2)
|
Gross real estate for the Company's Established Communities includes capitalized additions of approximately
$78,469
,
$78,241
and
$85,676
in
2018
,
2017
and
2016
, respectively.
|
(3)
|
Revenue represents third-party management, accounting, and developer fees and miscellaneous income which are not allocated to a reportable segment.
|
(4)
|
Total revenue and NOI for the year ended December 31, 2017 includes
$3,495
in business interruption insurance proceeds related to the Maplewood casualty loss.
|
(5)
|
Represents real estate sold or held for sale between the reported year end date and December 31, 2018, which is not allocated to a reportable segment.
|
(6)
|
Total revenue and NOI for the year ended December 31, 2016 includes
$20,306
in business interruption insurance proceeds related to the Edgewater casualty loss.
|
|
2009 Plan
shares
|
|
Weighted
average
exercise price
per share
|
|
1994 Plan
shares
|
|
Weighted
average
exercise price
per share
|
||||||
Options Outstanding, December 31, 2015
|
249,178
|
|
|
$
|
122.17
|
|
|
82,195
|
|
|
$
|
103.27
|
|
Exercised
|
(71,845
|
)
|
|
117.04
|
|
|
(59,654
|
)
|
|
112.85
|
|
||
Granted
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Forfeited
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Options Outstanding, December 31, 2016
|
177,333
|
|
|
$
|
124.25
|
|
|
22,541
|
|
|
$
|
77.91
|
|
Exercised
|
(27,360
|
)
|
|
110.47
|
|
|
(14,763
|
)
|
|
93.35
|
|
||
Granted
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Forfeited
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Options Outstanding, December 31, 2017
|
149,973
|
|
|
$
|
126.77
|
|
|
7,778
|
|
|
$
|
48.60
|
|
Exercised
|
(32,756
|
)
|
|
126.24
|
|
|
(7,778
|
)
|
|
48.60
|
|
||
Granted (1)
|
6,995
|
|
|
161.10
|
|
|
—
|
|
|
—
|
|
||
Forfeited
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Options Outstanding, December 31, 2018
|
124,212
|
|
|
$
|
128.84
|
|
|
—
|
|
|
$
|
—
|
|
Options Exercisable:
|
|
|
|
|
|
|
|
|
|
|
|
||
December 31, 2016
|
177,333
|
|
|
$
|
124.25
|
|
|
22,541
|
|
|
$
|
77.91
|
|
December 31, 2017
|
149,973
|
|
|
$
|
126.77
|
|
|
7,778
|
|
|
$
|
48.60
|
|
December 31, 2018
|
117,217
|
|
|
$
|
126.91
|
|
|
—
|
|
|
$
|
—
|
|
(1)
|
Options granted during the year ended
December 31, 2018
are a result of recipient elections to receive a portion of earned performance awards and time-vesting restricted stock in the form of stock options.
|
2009 Plan
Number of Options
|
|
Range—Exercise Price
|
|
Weighted Average
Remaining Contractual Term
(in years)
|
|||
4,380
|
|
$70.00
|
-
|
|
$79.99
|
|
1.1
|
7,865
|
|
$110.00
|
-
|
|
$119.99
|
|
2.1
|
29,862
|
|
$120.00
|
-
|
|
$129.99
|
|
4.2
|
75,110
|
|
$130.00
|
-
|
|
$139.99
|
|
3.8
|
6,995
|
|
$160.00
|
-
|
|
$169.99
|
|
9.1
|
124,212
|
|
|
|
|
|
|
|
|
|
Performance awards
|
|
Weighted average grant date fair value per award
|
|||
Outstanding at December 31, 2015
|
|
238,266
|
|
|
$
|
119.65
|
|
Granted (1)
|
|
94,054
|
|
|
141.92
|
|
|
Change in awards based on performance (2)
|
|
36,091
|
|
|
101.52
|
|
|
Converted to restricted stock
|
|
(115,618
|
)
|
|
94.67
|
|
|
Forfeited
|
|
(1,630
|
)
|
|
141.98
|
|
|
Outstanding at December 31, 2016
|
|
251,163
|
|
|
$
|
136.74
|
|
Granted (3)
|
|
81,708
|
|
|
176.59
|
|
|
Change in awards based on performance (2)
|
|
49,323
|
|
|
119.26
|
|
|
Converted to restricted stock
|
|
(128,482
|
)
|
|
118.75
|
|
|
Forfeited
|
|
(1,942
|
)
|
|
159.39
|
|
|
Outstanding at December 31, 2017
|
|
251,770
|
|
|
$
|
155.25
|
|
Granted (4)
|
|
100,965
|
|
|
155.31
|
|
|
Change in awards based on performance (2)
|
|
5,990
|
|
|
148.79
|
|
|
Converted to restricted stock
|
|
(88,477
|
)
|
|
148.79
|
|
|
Forfeited
|
|
(3,119
|
)
|
|
160.33
|
|
|
Outstanding at December 31, 2018
|
|
267,129
|
|
|
$
|
157.21
|
|
(1)
|
The amount of restricted stock that ultimately may be earned is based on the total shareholder return metrics related to the Company’s common stock for
61,039
performance awards and financial metrics related to operating performance and leverage metrics of the Company for
33,015
performance awards.
|
(2)
|
Represents the change in the number of performance awards earned based on performance achievement for the performance period.
|
(3)
|
The amount of restricted stock that ultimately may be earned is based on the total shareholder return metrics related to the Company’s common stock for
49,374
performance awards and financial metrics related to operating performance and leverage metrics of the Company for
32,334
performance awards.
|
(4)
|
The amount of restricted stock that ultimately may be earned is based on the total shareholder return metrics related to the Company’s common stock for
62,043
performance awards and financial metrics related to operating performance and leverage metrics of the Company for
38,922
performance awards.
|
|
|
2018
|
|
2017
|
|
2016
|
Dividend yield
|
|
3.7%
|
|
3.2%
|
|
3.3%
|
Estimated volatility over the life of the plan (1)
|
|
11.8% - 18.7%
|
|
15.3% - 19.7%
|
|
15.2% - 22.8%
|
Risk free rate
|
|
1.86% - 2.46%
|
|
0.69% - 1.61%
|
|
0.44% - 0.88%
|
Estimated performance award value based on total shareholder return measure
|
|
$151.67
|
|
$175.86
|
|
$131.24
|
(1)
|
Estimated volatility of the life of the plan is using
50%
historical volatility and
50%
implied volatility.
|
|
|
Restricted stock shares
|
|
Restricted stock shares weighted average grant date fair value per share
|
|
Restricted stock shares converted from performance awards
|
||||
Outstanding at December 31, 2015
|
|
147,884
|
|
|
$
|
146.21
|
|
|
98,347
|
|
Granted - restricted stock shares
|
|
81,400
|
|
|
162.38
|
|
|
115,618
|
|
|
Vested - restricted stock shares
|
|
(88,712
|
)
|
|
141.38
|
|
|
(36,872
|
)
|
|
Forfeited
|
|
(3,867
|
)
|
|
162.43
|
|
|
(395
|
)
|
|
Outstanding at December 31, 2016
|
|
136,705
|
|
|
$
|
158.51
|
|
|
176,698
|
|
Granted - restricted stock shares
|
|
73,342
|
|
|
179.58
|
|
|
128,482
|
|
|
Vested - restricted stock shares
|
|
(73,683
|
)
|
|
153.86
|
|
|
(70,595
|
)
|
|
Forfeited
|
|
(2,731
|
)
|
|
173.42
|
|
|
(657
|
)
|
|
Outstanding at December 31, 2017
|
|
133,633
|
|
|
$
|
172.33
|
|
|
233,928
|
|
Granted - restricted stock shares
|
|
98,713
|
|
|
161.58
|
|
|
88,297
|
|
|
Vested - restricted stock shares
|
|
(67,832
|
)
|
|
171.22
|
|
|
(112,230
|
)
|
|
Forfeited
|
|
(4,103
|
)
|
|
166.40
|
|
|
(757
|
)
|
|
Outstanding at December 31, 2018
|
|
160,411
|
|
|
$
|
166.33
|
|
|
209,238
|
|
|
|
Non-designated
Hedges
Interest Rate Caps
|
|
Cash Flow
Hedges
Interest Rate Caps
|
|
Cash Flow
Hedges
Interest Rate Swaps
|
||||||
Notional balance
|
|
$
|
588,383
|
|
|
$
|
34,155
|
|
|
$
|
250,000
|
|
Weighted average interest rate (1)
|
|
3.3
|
%
|
|
4.5
|
%
|
|
N/A
|
|
|||
Weighted average swapped/capped interest rate
|
|
6.6
|
%
|
|
5.9
|
%
|
|
3.0
|
%
|
|||
Earliest maturity date
|
|
April 2020
|
|
|
April 2019
|
|
|
September 2019
|
|
|||
Latest maturity date
|
|
September 2022
|
|
|
April 2019
|
|
|
September 2019
|
|
(1)
|
For interest rate caps, represents the weighted average interest rate on the hedged debt.
|
|
For the year ended
|
||||||||||
|
12/31/18
|
|
12/31/17
|
|
12/31/16
|
||||||
Cash flow hedge losses reclassified to earnings
|
$
|
6,143
|
|
|
$
|
7,070
|
|
|
$
|
6,433
|
|
Description
|
Total Fair
Value
|
|
Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||
|
12/31/2018
|
||||||||||||||
Non Designated Hedges
|
|
|
|
|
|
|
|
||||||||
Interest Rate Caps
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
—
|
|
Cash Flow Hedges
|
|
|
|
|
|
|
|
||||||||
Interest Rate Swaps - Liabilities
|
(6,366
|
)
|
|
—
|
|
|
(6,366
|
)
|
|
—
|
|
||||
Puts
|
(465
|
)
|
|
—
|
|
|
—
|
|
|
(465
|
)
|
||||
DownREIT units
|
(1,305
|
)
|
|
(1,305
|
)
|
|
—
|
|
|
—
|
|
||||
Indebtedness
|
|
|
|
|
|
|
|
||||||||
Unsecured notes
|
(5,566,179
|
)
|
|
(5,566,179
|
)
|
|
—
|
|
|
—
|
|
||||
Secured notes payable and unsecured term loans
|
(1,207,974
|
)
|
|
—
|
|
|
(1,207,974
|
)
|
|
—
|
|
||||
Total
|
$
|
(6,782,287
|
)
|
|
$
|
(5,567,484
|
)
|
|
$
|
(1,214,338
|
)
|
|
$
|
(465
|
)
|
|
|
|
|
|
|
|
|
||||||||
|
12/31/2017
|
||||||||||||||
Non Designated Hedges
|
|
|
|
|
|
|
|
|
|||||||
Interest Rate Caps
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
2
|
|
|
$
|
—
|
|
Cash Flow Hedges
|
|
|
|
|
|
|
|
||||||||
Interest Rate Swaps - Assets
|
2,270
|
|
|
—
|
|
|
2,270
|
|
|
—
|
|
||||
Interest Rate Swaps - Liabilities
|
(1,171
|
)
|
|
—
|
|
|
(1,171
|
)
|
|
—
|
|
||||
Puts
|
(3,245
|
)
|
|
—
|
|
|
—
|
|
|
(3,245
|
)
|
||||
DownREIT units
|
(1,338
|
)
|
|
(1,338
|
)
|
|
—
|
|
|
—
|
|
||||
Indebtedness
|
|
|
|
|
|
|
|
||||||||
Unsecured notes
|
(5,446,604
|
)
|
|
(5,446,604
|
)
|
|
—
|
|
|
—
|
|
||||
Secured notes payable and unsecured term loans
|
(1,849,851
|
)
|
|
—
|
|
|
(1,849,851
|
)
|
|
—
|
|
||||
Total
|
$
|
(7,299,937
|
)
|
|
$
|
(5,447,942
|
)
|
|
$
|
(1,848,750
|
)
|
|
$
|
(3,245
|
)
|
|
For the three months ended (1)
|
||||||||||||||
|
3/31/18
|
|
6/30/18
|
|
9/30/18
|
|
12/31/18
|
||||||||
Total revenue
|
$
|
560,792
|
|
|
$
|
569,239
|
|
|
$
|
575,982
|
|
|
$
|
578,522
|
|
Net income
|
$
|
141,590
|
|
|
$
|
254,543
|
|
|
$
|
192,407
|
|
|
$
|
385,636
|
|
Net income attributable to common stockholders
|
$
|
141,643
|
|
|
$
|
254,662
|
|
|
$
|
192,486
|
|
|
$
|
385,734
|
|
Net income per common share - basic
|
$
|
1.03
|
|
|
$
|
1.84
|
|
|
$
|
1.39
|
|
|
$
|
2.79
|
|
Net income per common share - diluted
|
$
|
1.03
|
|
|
$
|
1.84
|
|
|
$
|
1.39
|
|
|
$
|
2.79
|
|
|
For the three months ended (1)
|
||||||||||||||
|
3/31/17
|
|
6/30/17
|
|
9/30/17
|
|
12/31/17
|
||||||||
Total revenue
|
$
|
522,326
|
|
|
$
|
530,512
|
|
|
$
|
550,500
|
|
|
$
|
555,292
|
|
Net income
|
$
|
235,781
|
|
|
$
|
165,194
|
|
|
$
|
238,199
|
|
|
$
|
237,486
|
|
Net income attributable to common stockholders
|
$
|
235,875
|
|
|
$
|
165,225
|
|
|
$
|
238,248
|
|
|
$
|
237,573
|
|
Net income per common share - basic
|
$
|
1.72
|
|
|
$
|
1.20
|
|
|
$
|
1.73
|
|
|
$
|
1.72
|
|
Net income per common share - diluted
|
$
|
1.72
|
|
|
$
|
1.20
|
|
|
$
|
1.72
|
|
|
$
|
1.72
|
|
(1)
|
Amounts may not equal full year results due to rounding.
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
ESTABLISHED COMMUNITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||
NEW ENGLAND
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Boston, MA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon at Lexington
|
|
Lexington, MA
|
|
198
|
|
|
$
|
2,124
|
|
|
$
|
12,567
|
|
|
$
|
10,758
|
|
|
$
|
2,124
|
|
|
$
|
23,325
|
|
|
$
|
25,449
|
|
|
$
|
14,980
|
|
|
$
|
10,469
|
|
|
$
|
10,704
|
|
|
$
|
—
|
|
|
1994
|
Avalon Oaks
|
|
Wilmington, MA
|
|
204
|
|
|
2,129
|
|
|
17,567
|
|
|
6,197
|
|
|
2,129
|
|
|
23,764
|
|
|
25,893
|
|
|
14,742
|
|
|
11,151
|
|
|
11,429
|
|
|
—
|
|
|
1999
|
||||||||||
Eaves Quincy
|
|
Quincy, MA
|
|
245
|
|
|
1,743
|
|
|
14,662
|
|
|
10,450
|
|
|
1,743
|
|
|
25,112
|
|
|
26,855
|
|
|
15,381
|
|
|
11,474
|
|
|
12,133
|
|
|
—
|
|
|
1986/1995
|
||||||||||
Avalon Oaks West
|
|
Wilmington, MA
|
|
120
|
|
|
3,318
|
|
|
13,465
|
|
|
1,652
|
|
|
3,318
|
|
|
15,117
|
|
|
18,435
|
|
|
8,634
|
|
|
9,801
|
|
|
9,953
|
|
|
—
|
|
|
2002
|
||||||||||
Avalon Orchards
|
|
Marlborough, MA
|
|
156
|
|
|
2,983
|
|
|
17,970
|
|
|
2,855
|
|
|
2,983
|
|
|
20,825
|
|
|
23,808
|
|
|
12,331
|
|
|
11,477
|
|
|
12,192
|
|
|
—
|
|
|
2002
|
||||||||||
Avalon at The Pinehills
|
|
Plymouth, MA
|
|
192
|
|
|
6,876
|
|
|
30,401
|
|
|
1,375
|
|
|
6,876
|
|
|
31,776
|
|
|
38,652
|
|
|
12,327
|
|
|
26,325
|
|
|
26,843
|
|
|
—
|
|
|
2004
|
||||||||||
Eaves Peabody
|
|
Peabody, MA
|
|
286
|
|
|
4,645
|
|
|
18,919
|
|
|
14,022
|
|
|
4,645
|
|
|
32,941
|
|
|
37,586
|
|
|
14,522
|
|
|
23,064
|
|
|
23,794
|
|
|
—
|
|
|
1962/2004
|
||||||||||
Avalon at Bedford Center (1)
|
|
Bedford, MA
|
|
139
|
|
|
4,258
|
|
|
20,551
|
|
|
2,681
|
|
|
4,258
|
|
|
23,232
|
|
|
27,490
|
|
|
9,781
|
|
|
17,709
|
|
|
17,343
|
|
|
—
|
|
|
2006
|
||||||||||
Avalon at Lexington Hills (1)
|
|
Lexington, MA
|
|
387
|
|
|
8,691
|
|
|
79,121
|
|
|
7,759
|
|
|
8,691
|
|
|
86,880
|
|
|
95,571
|
|
|
31,789
|
|
|
63,782
|
|
|
63,555
|
|
|
—
|
|
|
2008
|
||||||||||
Avalon Acton
|
|
Acton, MA
|
|
380
|
|
|
13,124
|
|
|
48,695
|
|
|
4,416
|
|
|
13,124
|
|
|
53,111
|
|
|
66,235
|
|
|
19,390
|
|
|
46,845
|
|
|
47,864
|
|
|
45,000
|
|
|
2008
|
||||||||||
Avalon at the Hingham Shipyard
|
|
Hingham, MA
|
|
235
|
|
|
12,218
|
|
|
41,656
|
|
|
3,887
|
|
|
12,218
|
|
|
45,543
|
|
|
57,761
|
|
|
15,678
|
|
|
42,083
|
|
|
42,404
|
|
|
—
|
|
|
2009
|
||||||||||
Avalon Sharon
|
|
Sharon, MA
|
|
156
|
|
|
4,719
|
|
|
25,478
|
|
|
1,432
|
|
|
4,719
|
|
|
26,910
|
|
|
31,629
|
|
|
9,697
|
|
|
21,932
|
|
|
22,330
|
|
|
—
|
|
|
2008
|
||||||||||
Avalon Northborough
|
|
Northborough, MA
|
|
382
|
|
|
8,144
|
|
|
52,184
|
|
|
2,590
|
|
|
8,144
|
|
|
54,774
|
|
|
62,918
|
|
|
16,932
|
|
|
45,986
|
|
|
47,120
|
|
|
—
|
|
|
2009
|
||||||||||
Avalon Cohasset
|
|
Cohasset, MA
|
|
220
|
|
|
8,802
|
|
|
46,166
|
|
|
621
|
|
|
8,802
|
|
|
46,787
|
|
|
55,589
|
|
|
11,576
|
|
|
44,013
|
|
|
45,337
|
|
|
—
|
|
|
2012
|
||||||||||
Avalon Exeter (2)
|
|
Boston, MA
|
|
187
|
|
|
16,313
|
|
|
110,028
|
|
|
291
|
|
|
16,313
|
|
|
110,319
|
|
|
126,632
|
|
|
17,615
|
|
|
109,017
|
|
|
112,883
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Natick
|
|
Natick, MA
|
|
407
|
|
|
15,645
|
|
|
64,845
|
|
|
75
|
|
|
15,645
|
|
|
64,920
|
|
|
80,565
|
|
|
12,778
|
|
|
67,787
|
|
|
70,094
|
|
|
47,637
|
|
|
2013
|
||||||||||
Avalon at Assembly Row
|
|
Somerville, MA
|
|
195
|
|
|
8,599
|
|
|
52,454
|
|
|
143
|
|
|
8,599
|
|
|
52,597
|
|
|
61,196
|
|
|
8,685
|
|
|
52,511
|
|
|
54,339
|
|
|
—
|
|
|
2015
|
||||||||||
AVA Somerville
|
|
Somerville, MA
|
|
250
|
|
|
10,945
|
|
|
56,460
|
|
|
71
|
|
|
10,945
|
|
|
56,531
|
|
|
67,476
|
|
|
8,280
|
|
|
59,196
|
|
|
61,219
|
|
|
—
|
|
|
2015
|
||||||||||
Eaves Burlington
|
|
Burlington, MA
|
|
203
|
|
|
7,714
|
|
|
32,499
|
|
|
6,879
|
|
|
7,714
|
|
|
39,378
|
|
|
47,092
|
|
|
8,096
|
|
|
38,996
|
|
|
40,187
|
|
|
—
|
|
|
1988/2012
|
||||||||||
AVA Theater District
|
|
Boston, MA
|
|
398
|
|
|
17,072
|
|
|
163,633
|
|
|
131
|
|
|
17,072
|
|
|
163,764
|
|
|
180,836
|
|
|
19,204
|
|
|
161,632
|
|
|
167,191
|
|
|
—
|
|
|
2015
|
||||||||||
Avalon Burlington
|
|
Burlington, MA
|
|
312
|
|
|
15,600
|
|
|
60,649
|
|
|
16,664
|
|
|
15,600
|
|
|
77,313
|
|
|
92,913
|
|
|
16,123
|
|
|
76,790
|
|
|
79,079
|
|
|
—
|
|
|
1989/2013
|
||||||||||
Avalon Marlborough
|
|
Marlborough, MA
|
|
350
|
|
|
15,367
|
|
|
60,397
|
|
|
276
|
|
|
15,367
|
|
|
60,673
|
|
|
76,040
|
|
|
7,574
|
|
|
68,466
|
|
|
70,372
|
|
|
—
|
|
|
2015
|
||||||||||
Avalon Framingham
|
|
Framingham, MA
|
|
180
|
|
|
9,315
|
|
|
34,631
|
|
|
13
|
|
|
9,315
|
|
|
34,644
|
|
|
43,959
|
|
|
3,993
|
|
|
39,966
|
|
|
41,216
|
|
|
—
|
|
|
2015
|
||||||||||
Avalon Bear Hill
|
|
Waltham, MA
|
|
324
|
|
|
27,350
|
|
|
94,168
|
|
|
29,108
|
|
|
27,350
|
|
|
123,276
|
|
|
150,626
|
|
|
28,323
|
|
|
122,303
|
|
|
126,559
|
|
|
—
|
|
|
1999/2013
|
||||||||||
Avalon at Center Place (2)
|
|
Providence, RI
|
|
225
|
|
|
—
|
|
|
26,816
|
|
|
15,562
|
|
|
—
|
|
|
42,378
|
|
|
42,378
|
|
|
26,239
|
|
|
16,139
|
|
|
15,745
|
|
|
—
|
|
|
1991/1997
|
||||||||||
Total Boston, MA
|
|
6,331
|
|
|
$
|
227,694
|
|
|
$
|
1,195,982
|
|
|
$
|
139,908
|
|
|
$
|
227,694
|
|
|
$
|
1,335,890
|
|
|
$
|
1,563,584
|
|
|
$
|
364,670
|
|
|
$
|
1,198,914
|
|
|
$
|
1,231,885
|
|
|
$
|
92,637
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
Fairfield, CT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Eaves Stamford
|
|
Stamford, CT
|
|
238
|
|
|
$
|
5,956
|
|
|
$
|
23,993
|
|
|
$
|
13,773
|
|
|
$
|
5,956
|
|
|
$
|
37,766
|
|
|
$
|
43,722
|
|
|
$
|
25,666
|
|
|
$
|
18,056
|
|
|
$
|
18,851
|
|
|
$
|
—
|
|
|
1991
|
Avalon Wilton on River Rd
|
|
Wilton, CT
|
|
102
|
|
|
2,116
|
|
|
14,664
|
|
|
7,093
|
|
|
2,116
|
|
|
21,757
|
|
|
23,873
|
|
|
12,949
|
|
|
10,924
|
|
|
11,125
|
|
|
—
|
|
|
1997
|
||||||||||
Avalon New Canaan
|
|
New Canaan, CT
|
|
104
|
|
|
4,834
|
|
|
22,990
|
|
|
2,279
|
|
|
4,834
|
|
|
25,269
|
|
|
30,103
|
|
|
14,227
|
|
|
15,876
|
|
|
16,795
|
|
|
—
|
|
|
2002
|
||||||||||
AVA Stamford
|
|
Stamford, CT
|
|
306
|
|
|
13,819
|
|
|
56,499
|
|
|
6,492
|
|
|
13,819
|
|
|
62,991
|
|
|
76,810
|
|
|
35,439
|
|
|
41,371
|
|
|
43,505
|
|
|
—
|
|
|
2002/2002
|
||||||||||
Avalon Darien
|
|
Darien, CT
|
|
189
|
|
|
6,926
|
|
|
34,558
|
|
|
3,219
|
|
|
6,926
|
|
|
37,777
|
|
|
44,703
|
|
|
19,616
|
|
|
25,087
|
|
|
26,129
|
|
|
—
|
|
|
2004
|
||||||||||
Avalon Norwalk
|
|
Norwalk, CT
|
|
311
|
|
|
11,320
|
|
|
62,904
|
|
|
1,123
|
|
|
11,320
|
|
|
64,027
|
|
|
75,347
|
|
|
18,397
|
|
|
56,950
|
|
|
58,924
|
|
|
—
|
|
|
2011
|
||||||||||
Avalon Wilton on Danbury Rd
|
|
Wilton, CT
|
|
100
|
|
|
6,604
|
|
|
23,758
|
|
|
178
|
|
|
6,604
|
|
|
23,936
|
|
|
30,540
|
|
|
6,415
|
|
|
24,125
|
|
|
24,939
|
|
|
—
|
|
|
2011
|
||||||||||
Avalon Shelton
|
|
Shelton, CT
|
|
250
|
|
|
7,749
|
|
|
40,366
|
|
|
269
|
|
|
7,749
|
|
|
40,635
|
|
|
48,384
|
|
|
8,210
|
|
|
40,174
|
|
|
41,404
|
|
|
—
|
|
|
2013
|
||||||||||
Avalon East Norwalk
|
|
Norwalk, CT
|
|
240
|
|
|
10,395
|
|
|
36,451
|
|
|
269
|
|
|
10,395
|
|
|
36,720
|
|
|
47,115
|
|
|
7,067
|
|
|
40,048
|
|
|
41,089
|
|
|
—
|
|
|
2013
|
||||||||||
Avalon Stratford
|
|
Stratford, CT
|
|
130
|
|
|
2,564
|
|
|
27,232
|
|
|
181
|
|
|
2,564
|
|
|
27,413
|
|
|
29,977
|
|
|
4,269
|
|
|
25,708
|
|
|
26,480
|
|
|
—
|
|
|
2014
|
||||||||||
Total Fairfield, CT
|
|
1,970
|
|
|
$
|
72,283
|
|
|
$
|
343,415
|
|
|
$
|
34,876
|
|
|
$
|
72,283
|
|
|
$
|
378,291
|
|
|
$
|
450,574
|
|
|
$
|
152,255
|
|
|
$
|
298,319
|
|
|
$
|
309,241
|
|
|
$
|
—
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||
TOTAL NEW ENGLAND
|
|
8,301
|
|
|
$
|
299,977
|
|
|
$
|
1,539,397
|
|
|
$
|
174,784
|
|
|
$
|
299,977
|
|
|
$
|
1,714,181
|
|
|
$
|
2,014,158
|
|
|
$
|
516,925
|
|
|
$
|
1,497,233
|
|
|
$
|
1,541,126
|
|
|
$
|
92,637
|
|
|
|
METRO NY/NJ
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
New York City, NY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon Riverview (2)
|
|
Long Island City, NY
|
|
372
|
|
|
$
|
—
|
|
|
$
|
94,061
|
|
|
$
|
10,407
|
|
|
$
|
—
|
|
|
$
|
104,468
|
|
|
$
|
104,468
|
|
|
$
|
58,171
|
|
|
$
|
46,297
|
|
|
$
|
51,418
|
|
|
$
|
—
|
|
|
2002
|
Avalon Riverview North (1)(2)
|
|
Long Island City, NY
|
|
602
|
|
|
—
|
|
|
165,954
|
|
|
15,108
|
|
|
—
|
|
|
181,062
|
|
|
181,062
|
|
|
66,109
|
|
|
114,953
|
|
|
120,377
|
|
|
—
|
|
|
2008
|
||||||||||
Avalon Fort Greene
|
|
Brooklyn, NY
|
|
631
|
|
|
83,038
|
|
|
216,802
|
|
|
2,953
|
|
|
83,038
|
|
|
219,755
|
|
|
302,793
|
|
|
65,367
|
|
|
237,426
|
|
|
243,951
|
|
|
—
|
|
|
2010
|
||||||||||
AVA DoBro
|
|
Brooklyn, NY
|
|
500
|
|
|
77,419
|
|
|
205,104
|
|
|
41
|
|
|
77,419
|
|
|
205,145
|
|
|
282,564
|
|
|
18,119
|
|
|
264,445
|
|
|
270,657
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Clinton North (1)
|
|
New York, NY
|
|
339
|
|
|
84,069
|
|
|
105,821
|
|
|
12,182
|
|
|
84,069
|
|
|
118,003
|
|
|
202,072
|
|
|
27,362
|
|
|
174,710
|
|
|
178,007
|
|
|
147,000
|
|
|
2008/2013
|
||||||||||
Avalon Clinton South
|
|
New York, NY
|
|
288
|
|
|
71,421
|
|
|
89,851
|
|
|
6,802
|
|
|
71,421
|
|
|
96,653
|
|
|
168,074
|
|
|
23,369
|
|
|
144,705
|
|
|
147,364
|
|
|
121,500
|
|
|
2007/2013
|
||||||||||
Total New York City, NY
|
|
2,732
|
|
|
$
|
315,947
|
|
|
$
|
877,593
|
|
|
$
|
47,493
|
|
|
$
|
315,947
|
|
|
$
|
925,086
|
|
|
$
|
1,241,033
|
|
|
$
|
258,497
|
|
|
$
|
982,536
|
|
|
$
|
1,011,774
|
|
|
$
|
268,500
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
New York - Suburban
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon Commons
|
|
Smithtown, NY
|
|
312
|
|
|
$
|
4,679
|
|
|
$
|
28,286
|
|
|
$
|
6,790
|
|
|
$
|
4,679
|
|
|
$
|
35,076
|
|
|
$
|
39,755
|
|
|
$
|
23,830
|
|
|
$
|
15,925
|
|
|
$
|
16,719
|
|
|
$
|
—
|
|
|
1997
|
Avalon Green I
|
|
Elmsford, NY
|
|
105
|
|
|
1,820
|
|
|
10,525
|
|
|
7,669
|
|
|
1,820
|
|
|
18,194
|
|
|
20,014
|
|
|
10,505
|
|
|
9,509
|
|
|
9,997
|
|
|
—
|
|
|
1995
|
||||||||||
Avalon Bronxville
|
|
Bronxville, NY
|
|
110
|
|
|
2,889
|
|
|
28,324
|
|
|
8,778
|
|
|
2,889
|
|
|
37,102
|
|
|
39,991
|
|
|
21,121
|
|
|
18,870
|
|
|
20,102
|
|
|
—
|
|
|
1999
|
||||||||||
Avalon at Glen Cove (2)
|
|
Glen Cove, NY
|
|
256
|
|
|
7,871
|
|
|
59,969
|
|
|
4,941
|
|
|
7,871
|
|
|
64,910
|
|
|
72,781
|
|
|
31,407
|
|
|
41,374
|
|
|
43,275
|
|
|
—
|
|
|
2004
|
||||||||||
Avalon Glen Cove North (2)
|
|
Glen Cove, NY
|
|
111
|
|
|
2,577
|
|
|
37,336
|
|
|
747
|
|
|
2,577
|
|
|
38,083
|
|
|
40,660
|
|
|
15,195
|
|
|
25,465
|
|
|
26,569
|
|
|
—
|
|
|
2007
|
||||||||||
Avalon White Plains
|
|
White Plains, NY
|
|
407
|
|
|
15,391
|
|
|
137,353
|
|
|
1,328
|
|
|
15,391
|
|
|
138,681
|
|
|
154,072
|
|
|
46,177
|
|
|
107,895
|
|
|
112,241
|
|
|
—
|
|
|
2009
|
||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
Avalon Rockville Centre I
|
|
Rockville Centre, NY
|
|
349
|
|
|
$
|
32,212
|
|
|
$
|
78,806
|
|
|
$
|
2,804
|
|
|
$
|
32,212
|
|
|
$
|
81,610
|
|
|
$
|
113,822
|
|
|
$
|
21,224
|
|
|
$
|
92,598
|
|
|
$
|
94,747
|
|
|
$
|
—
|
|
|
2012
|
Avalon Green II
|
|
Elmsford, NY
|
|
444
|
|
|
27,765
|
|
|
77,560
|
|
|
544
|
|
|
27,765
|
|
|
78,104
|
|
|
105,869
|
|
|
18,551
|
|
|
87,318
|
|
|
89,834
|
|
|
—
|
|
|
2012
|
||||||||||
Avalon Garden City
|
|
Garden City, NY
|
|
204
|
|
|
18,205
|
|
|
49,326
|
|
|
640
|
|
|
18,205
|
|
|
49,966
|
|
|
68,171
|
|
|
11,302
|
|
|
56,869
|
|
|
58,511
|
|
|
—
|
|
|
2013
|
||||||||||
Avalon Ossining
|
|
Ossining, NY
|
|
168
|
|
|
6,392
|
|
|
30,313
|
|
|
47
|
|
|
6,392
|
|
|
30,360
|
|
|
36,752
|
|
|
5,185
|
|
|
31,567
|
|
|
32,627
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Huntington Station
|
|
Huntington Station, NY
|
|
303
|
|
|
21,899
|
|
|
58,440
|
|
|
163
|
|
|
21,899
|
|
|
58,603
|
|
|
80,502
|
|
|
9,212
|
|
|
71,290
|
|
|
73,131
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Green III
|
|
Elmsford, NY
|
|
68
|
|
|
4,985
|
|
|
17,300
|
|
|
7
|
|
|
4,985
|
|
|
17,307
|
|
|
22,292
|
|
|
1,860
|
|
|
20,432
|
|
|
21,037
|
|
|
—
|
|
|
2016
|
||||||||||
Avalon Westbury
|
|
Westbury, NY
|
|
396
|
|
|
69,620
|
|
|
43,781
|
|
|
11,794
|
|
|
69,620
|
|
|
55,575
|
|
|
125,195
|
|
|
17,813
|
|
|
107,382
|
|
|
109,056
|
|
|
77,295
|
|
|
2006/2013
|
||||||||||
Total New York - Suburban
|
|
3,233
|
|
|
$
|
216,305
|
|
|
$
|
657,319
|
|
|
$
|
46,252
|
|
|
$
|
216,305
|
|
|
$
|
703,571
|
|
|
$
|
919,876
|
|
|
$
|
233,382
|
|
|
$
|
686,494
|
|
|
$
|
707,846
|
|
|
$
|
77,295
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
New Jersey
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon Cove
|
|
Jersey City, NJ
|
|
504
|
|
|
$
|
8,760
|
|
|
$
|
82,422
|
|
|
$
|
24,942
|
|
|
$
|
8,760
|
|
|
$
|
107,364
|
|
|
$
|
116,124
|
|
|
$
|
68,718
|
|
|
$
|
47,406
|
|
|
$
|
49,264
|
|
|
$
|
—
|
|
|
1997
|
Eaves Lawrenceville
|
|
Lawrenceville, NJ
|
|
632
|
|
|
14,650
|
|
|
60,486
|
|
|
12,367
|
|
|
14,650
|
|
|
72,853
|
|
|
87,503
|
|
|
35,005
|
|
|
52,498
|
|
|
54,936
|
|
|
—
|
|
|
1994
|
||||||||||
Avalon Princeton Junction
|
|
West Windsor, NJ
|
|
512
|
|
|
5,585
|
|
|
22,382
|
|
|
22,325
|
|
|
5,585
|
|
|
44,707
|
|
|
50,292
|
|
|
27,542
|
|
|
22,750
|
|
|
23,632
|
|
|
—
|
|
|
1988/1993
|
||||||||||
Avalon Tinton Falls
|
|
Tinton Falls, NJ
|
|
216
|
|
|
7,939
|
|
|
33,170
|
|
|
621
|
|
|
7,939
|
|
|
33,791
|
|
|
41,730
|
|
|
12,389
|
|
|
29,341
|
|
|
30,404
|
|
|
—
|
|
|
2008
|
||||||||||
Avalon West Long Branch
|
|
West Long Branch, NJ
|
|
180
|
|
|
2,721
|
|
|
22,925
|
|
|
346
|
|
|
2,721
|
|
|
23,271
|
|
|
25,992
|
|
|
6,832
|
|
|
19,160
|
|
|
19,728
|
|
|
—
|
|
|
2011
|
||||||||||
Avalon North Bergen
|
|
North Bergen, NJ
|
|
164
|
|
|
8,984
|
|
|
30,994
|
|
|
1,021
|
|
|
8,984
|
|
|
32,015
|
|
|
40,999
|
|
|
7,721
|
|
|
33,278
|
|
|
34,432
|
|
|
—
|
|
|
2012
|
||||||||||
Avalon at Wesmont Station I
|
|
Wood-Ridge, NJ
|
|
266
|
|
|
14,682
|
|
|
41,635
|
|
|
1,474
|
|
|
14,682
|
|
|
43,109
|
|
|
57,791
|
|
|
10,010
|
|
|
47,781
|
|
|
49,053
|
|
|
—
|
|
|
2012
|
||||||||||
Avalon Hackensack at Riverside (2)
|
|
Hackensack, NJ
|
|
226
|
|
|
—
|
|
|
44,619
|
|
|
168
|
|
|
—
|
|
|
44,787
|
|
|
44,787
|
|
|
8,781
|
|
|
36,006
|
|
|
37,607
|
|
|
—
|
|
|
2013
|
||||||||||
Avalon Somerset
|
|
Somerset, NJ
|
|
384
|
|
|
18,241
|
|
|
58,338
|
|
|
282
|
|
|
18,241
|
|
|
58,620
|
|
|
76,861
|
|
|
11,998
|
|
|
64,863
|
|
|
66,988
|
|
|
—
|
|
|
2013
|
||||||||||
Avalon Bloomfield Station
|
|
Bloomfield, NJ
|
|
224
|
|
|
10,701
|
|
|
39,936
|
|
|
10
|
|
|
10,701
|
|
|
39,946
|
|
|
50,647
|
|
|
4,969
|
|
|
45,678
|
|
|
47,034
|
|
|
—
|
|
|
2015
|
||||||||||
Avalon at Wesmont Station II
|
|
Wood-Ridge, NJ
|
|
140
|
|
|
6,502
|
|
|
16,863
|
|
|
13
|
|
|
6,502
|
|
|
16,876
|
|
|
23,378
|
|
|
3,499
|
|
|
19,879
|
|
|
20,502
|
|
|
—
|
|
|
2013
|
||||||||||
Avalon Bloomingdale
|
|
Bloomingdale, NJ
|
|
174
|
|
|
3,006
|
|
|
27,801
|
|
|
72
|
|
|
3,006
|
|
|
27,873
|
|
|
30,879
|
|
|
5,143
|
|
|
25,736
|
|
|
26,759
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Wharton
|
|
Wharton, NJ
|
|
247
|
|
|
2,273
|
|
|
48,609
|
|
|
92
|
|
|
2,273
|
|
|
48,701
|
|
|
50,974
|
|
|
6,920
|
|
|
44,054
|
|
|
45,813
|
|
|
—
|
|
|
2015
|
||||||||||
Avalon Roseland
|
|
Roseland, NJ
|
|
136
|
|
|
11,288
|
|
|
34,868
|
|
|
27
|
|
|
11,288
|
|
|
34,895
|
|
|
46,183
|
|
|
4,507
|
|
|
41,676
|
|
|
42,956
|
|
|
—
|
|
|
2015
|
||||||||||
Avalon Union
|
|
Union, NJ
|
|
202
|
|
|
11,695
|
|
|
36,317
|
|
|
—
|
|
|
11,695
|
|
|
36,317
|
|
|
48,012
|
|
|
3,718
|
|
|
44,294
|
|
|
45,458
|
|
|
—
|
|
|
2016
|
||||||||||
Avalon Hoboken
|
|
Hoboken, NJ
|
|
217
|
|
|
37,237
|
|
|
90,475
|
|
|
5,360
|
|
|
37,237
|
|
|
95,835
|
|
|
133,072
|
|
|
14,867
|
|
|
118,205
|
|
|
121,394
|
|
|
67,904
|
|
|
2008/2016
|
||||||||||
Total New Jersey
|
|
|
|
4,424
|
|
|
$
|
164,264
|
|
|
$
|
691,840
|
|
|
$
|
69,120
|
|
|
$
|
164,264
|
|
|
$
|
760,960
|
|
|
$
|
925,224
|
|
|
$
|
232,619
|
|
|
$
|
692,605
|
|
|
$
|
715,960
|
|
|
$
|
67,904
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
TOTAL METRO NY/NJ
|
|
10,389
|
|
|
$
|
696,516
|
|
|
$
|
2,226,752
|
|
|
$
|
162,865
|
|
|
$
|
696,516
|
|
|
$
|
2,389,617
|
|
|
$
|
3,086,133
|
|
|
$
|
724,498
|
|
|
$
|
2,361,635
|
|
|
$
|
2,435,580
|
|
|
$
|
413,699
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
MID-ATLANTIC
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Washington Metro/Baltimore, MD
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||
Avalon at Foxhall
|
|
Washington, D.C.
|
|
308
|
|
|
$
|
6,848
|
|
|
$
|
27,614
|
|
|
$
|
16,044
|
|
|
$
|
6,848
|
|
|
$
|
43,658
|
|
|
$
|
50,506
|
|
|
$
|
31,365
|
|
|
$
|
19,141
|
|
|
$
|
20,479
|
|
|
$
|
—
|
|
|
1982/1994
|
Avalon at Gallery Place
|
|
Washington, D.C.
|
|
203
|
|
|
8,800
|
|
|
39,658
|
|
|
2,630
|
|
|
8,800
|
|
|
42,288
|
|
|
51,088
|
|
|
22,557
|
|
|
28,531
|
|
|
29,620
|
|
|
—
|
|
|
2003
|
||||||||||
AVA H Street
|
|
Washington, D.C.
|
|
138
|
|
|
7,425
|
|
|
25,282
|
|
|
178
|
|
|
7,425
|
|
|
25,460
|
|
|
32,885
|
|
|
5,715
|
|
|
27,170
|
|
|
28,034
|
|
|
—
|
|
|
2013
|
||||||||||
Avalon The Albemarle
|
|
Washington, D.C.
|
|
234
|
|
|
25,140
|
|
|
52,459
|
|
|
7,747
|
|
|
25,140
|
|
|
60,206
|
|
|
85,346
|
|
|
15,098
|
|
|
70,248
|
|
|
71,417
|
|
|
—
|
|
|
1966/2013
|
||||||||||
Eaves Tunlaw Gardens
|
|
Washington, D.C.
|
|
166
|
|
|
16,430
|
|
|
22,902
|
|
|
2,462
|
|
|
16,430
|
|
|
25,364
|
|
|
41,794
|
|
|
6,617
|
|
|
35,177
|
|
|
35,949
|
|
|
—
|
|
|
1944/2013
|
||||||||||
The Statesman
|
|
Washington, D.C.
|
|
281
|
|
|
38,140
|
|
|
35,352
|
|
|
4,592
|
|
|
38,140
|
|
|
39,944
|
|
|
78,084
|
|
|
11,358
|
|
|
66,726
|
|
|
67,687
|
|
|
—
|
|
|
1961/2013
|
||||||||||
Eaves Glover Park
|
|
Washington, D.C.
|
|
120
|
|
|
9,580
|
|
|
26,532
|
|
|
2,507
|
|
|
9,580
|
|
|
29,039
|
|
|
38,619
|
|
|
7,679
|
|
|
30,940
|
|
|
31,945
|
|
|
—
|
|
|
1953/2013
|
||||||||||
Avalon First and M
|
|
Washington, D.C.
|
|
469
|
|
|
43,700
|
|
|
153,950
|
|
|
3,697
|
|
|
43,700
|
|
|
157,647
|
|
|
201,347
|
|
|
34,095
|
|
|
167,252
|
|
|
172,291
|
|
|
—
|
|
|
2012/2013
|
||||||||||
Eaves Washingtonian Center
|
|
North Potomac, MD
|
|
288
|
|
|
4,047
|
|
|
18,553
|
|
|
3,188
|
|
|
4,047
|
|
|
21,741
|
|
|
25,788
|
|
|
15,260
|
|
|
10,528
|
|
|
11,116
|
|
|
—
|
|
|
1996
|
||||||||||
Eaves Columbia Town Center
|
|
Columbia, MD
|
|
392
|
|
|
8,802
|
|
|
35,536
|
|
|
12,476
|
|
|
8,802
|
|
|
48,012
|
|
|
56,814
|
|
|
22,591
|
|
|
34,223
|
|
|
35,522
|
|
|
—
|
|
|
1986/1993
|
||||||||||
Avalon at Grosvenor Station
|
|
Bethesda, MD
|
|
497
|
|
|
29,159
|
|
|
52,993
|
|
|
3,160
|
|
|
29,159
|
|
|
56,153
|
|
|
85,312
|
|
|
29,107
|
|
|
56,205
|
|
|
57,751
|
|
|
—
|
|
|
2004
|
||||||||||
Avalon at Traville
|
|
Rockville, MD
|
|
520
|
|
|
14,365
|
|
|
55,398
|
|
|
4,520
|
|
|
14,365
|
|
|
59,918
|
|
|
74,283
|
|
|
30,282
|
|
|
44,001
|
|
|
46,001
|
|
|
—
|
|
|
2004
|
||||||||||
Avalon Fairway Hills - Meadows
|
|
Columbia, MD
|
|
192
|
|
|
2,323
|
|
|
9,297
|
|
|
4,857
|
|
|
2,323
|
|
|
14,154
|
|
|
16,477
|
|
|
9,548
|
|
|
6,929
|
|
|
7,005
|
|
|
—
|
|
|
1987/1996
|
||||||||||
Avalon Fairway Hills - Woods
|
|
Columbia, MD
|
|
336
|
|
|
3,958
|
|
|
15,839
|
|
|
7,562
|
|
|
3,958
|
|
|
23,401
|
|
|
27,359
|
|
|
16,045
|
|
|
11,314
|
|
|
11,934
|
|
|
—
|
|
|
1987/1996
|
||||||||||
Avalon Russett
|
|
Laurel, MD
|
|
238
|
|
|
10,200
|
|
|
47,524
|
|
|
3,447
|
|
|
10,200
|
|
|
50,971
|
|
|
61,171
|
|
|
12,939
|
|
|
48,232
|
|
|
49,907
|
|
|
32,200
|
|
|
1999/2013
|
||||||||||
Eaves Fair Lakes
|
|
Fairfax, VA
|
|
420
|
|
|
6,096
|
|
|
24,400
|
|
|
9,700
|
|
|
6,096
|
|
|
34,100
|
|
|
40,196
|
|
|
22,540
|
|
|
17,656
|
|
|
18,135
|
|
|
—
|
|
|
1989/1996
|
||||||||||
AVA Ballston
|
|
Arlington, VA
|
|
344
|
|
|
7,291
|
|
|
29,177
|
|
|
16,442
|
|
|
7,291
|
|
|
45,619
|
|
|
52,910
|
|
|
30,758
|
|
|
22,152
|
|
|
23,626
|
|
|
—
|
|
|
1990
|
||||||||||
Avalon Tysons Corner
|
|
Tysons Corner, VA
|
|
558
|
|
|
13,851
|
|
|
43,397
|
|
|
13,076
|
|
|
13,851
|
|
|
56,473
|
|
|
70,324
|
|
|
34,843
|
|
|
35,481
|
|
|
37,210
|
|
|
—
|
|
|
1996
|
||||||||||
Avalon Park Crest
|
|
Tysons Corner, VA
|
|
354
|
|
|
13,554
|
|
|
63,526
|
|
|
388
|
|
|
13,554
|
|
|
63,914
|
|
|
77,468
|
|
|
14,319
|
|
|
63,149
|
|
|
65,422
|
|
|
—
|
|
|
2013
|
||||||||||
Avalon Mosaic
|
|
Fairfax, VA
|
|
531
|
|
|
33,490
|
|
|
75,801
|
|
|
161
|
|
|
33,490
|
|
|
75,962
|
|
|
109,452
|
|
|
13,273
|
|
|
96,179
|
|
|
98,831
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Potomac Yard
|
|
Alexandria, VA
|
|
323
|
|
|
24,225
|
|
|
81,982
|
|
|
2,815
|
|
|
24,225
|
|
|
84,797
|
|
|
109,022
|
|
|
11,895
|
|
|
97,127
|
|
|
100,351
|
|
|
—
|
|
|
2014/2016
|
||||||||||
Avalon Clarendon
|
|
Arlington, VA
|
|
300
|
|
|
22,573
|
|
|
95,355
|
|
|
5,459
|
|
|
22,573
|
|
|
100,814
|
|
|
123,387
|
|
|
12,258
|
|
|
111,129
|
|
|
113,565
|
|
|
—
|
|
|
2002/2016
|
||||||||||
Avalon Columbia Pike
|
|
Arlington, VA
|
|
269
|
|
|
18,830
|
|
|
82,427
|
|
|
2,561
|
|
|
18,830
|
|
|
84,988
|
|
|
103,818
|
|
|
9,297
|
|
|
94,521
|
|
|
97,692
|
|
|
67,085
|
|
|
2009/2016
|
||||||||||
Eaves Tysons Corner
|
|
Vienna, VA
|
|
217
|
|
|
16,030
|
|
|
45,420
|
|
|
3,015
|
|
|
16,030
|
|
|
48,435
|
|
|
64,465
|
|
|
13,076
|
|
|
51,389
|
|
|
53,277
|
|
|
—
|
|
|
1980/2013
|
||||||||||
Avalon Courthouse Place
|
|
Arlington, VA
|
|
564
|
|
|
56,550
|
|
|
178,032
|
|
|
10,397
|
|
|
56,550
|
|
|
188,429
|
|
|
244,979
|
|
|
44,417
|
|
|
200,562
|
|
|
206,976
|
|
|
—
|
|
|
1999/2013
|
||||||||||
Avalon Arlington North
|
|
Arlington, VA
|
|
228
|
|
|
21,600
|
|
|
59,076
|
|
|
141
|
|
|
21,600
|
|
|
59,217
|
|
|
80,817
|
|
|
9,926
|
|
|
70,891
|
|
|
72,913
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Reston Landing
|
|
Reston, VA
|
|
400
|
|
|
26,710
|
|
|
83,084
|
|
|
7,079
|
|
|
26,710
|
|
|
90,163
|
|
|
116,873
|
|
|
23,691
|
|
|
93,182
|
|
|
95,979
|
|
|
—
|
|
|
2000/2013
|
||||||||||
Avalon Falls Church
|
|
Falls Church, VA
|
|
384
|
|
|
39,544
|
|
|
66,160
|
|
|
27
|
|
|
39,544
|
|
|
66,187
|
|
|
105,731
|
|
|
8,357
|
|
|
97,374
|
|
|
99,805
|
|
|
—
|
|
|
2016
|
||||||||||
TOTAL MID-ATLANTIC
|
|
9,274
|
|
|
$
|
529,261
|
|
|
$
|
1,546,726
|
|
|
$
|
150,328
|
|
|
$
|
529,261
|
|
|
$
|
1,697,054
|
|
|
$
|
2,226,315
|
|
|
$
|
518,906
|
|
|
$
|
1,707,409
|
|
|
$
|
1,760,440
|
|
|
$
|
99,285
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
NORTHERN CALIFORNIA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
San Jose, CA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon Campbell
|
|
Campbell, CA
|
|
348
|
|
|
$
|
11,830
|
|
|
$
|
47,828
|
|
|
$
|
13,895
|
|
|
$
|
11,830
|
|
|
$
|
61,723
|
|
|
$
|
73,553
|
|
|
$
|
37,549
|
|
|
$
|
36,004
|
|
|
$
|
37,851
|
|
|
$
|
38,800
|
|
|
1995
|
Eaves San Jose
|
|
San Jose, CA
|
|
440
|
|
|
12,920
|
|
|
53,047
|
|
|
19,019
|
|
|
12,920
|
|
|
72,066
|
|
|
84,986
|
|
|
38,598
|
|
|
46,388
|
|
|
48,753
|
|
|
—
|
|
|
1985/1996
|
||||||||||
Avalon Silicon Valley (1)
|
|
Sunnyvale, CA
|
|
710
|
|
|
20,713
|
|
|
99,573
|
|
|
35,004
|
|
|
20,713
|
|
|
134,577
|
|
|
155,290
|
|
|
76,386
|
|
|
78,904
|
|
|
83,672
|
|
|
—
|
|
|
1998
|
||||||||||
Avalon Mountain View
|
|
Mountain View, CA
|
|
248
|
|
|
9,755
|
|
|
39,393
|
|
|
10,543
|
|
|
9,755
|
|
|
49,936
|
|
|
59,691
|
|
|
32,132
|
|
|
27,559
|
|
|
29,011
|
|
|
—
|
|
|
1986
|
||||||||||
Eaves Creekside
|
|
Mountain View, CA
|
|
296
|
|
|
6,546
|
|
|
26,263
|
|
|
21,325
|
|
|
6,546
|
|
|
47,588
|
|
|
54,134
|
|
|
27,454
|
|
|
26,680
|
|
|
28,327
|
|
|
—
|
|
|
1962/1997
|
||||||||||
Avalon at Cahill Park
|
|
San Jose, CA
|
|
218
|
|
|
4,765
|
|
|
47,600
|
|
|
2,335
|
|
|
4,765
|
|
|
49,935
|
|
|
54,700
|
|
|
27,889
|
|
|
26,811
|
|
|
28,301
|
|
|
—
|
|
|
2002
|
||||||||||
Avalon Morrison Park
|
|
San Jose, CA
|
|
250
|
|
|
13,837
|
|
|
64,534
|
|
|
152
|
|
|
13,837
|
|
|
64,686
|
|
|
78,523
|
|
|
11,143
|
|
|
67,380
|
|
|
69,664
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Willow Glen
|
|
San Jose, CA
|
|
412
|
|
|
46,060
|
|
|
81,957
|
|
|
5,002
|
|
|
46,060
|
|
|
86,959
|
|
|
133,019
|
|
|
23,357
|
|
|
109,662
|
|
|
112,837
|
|
|
—
|
|
|
2002/2013
|
||||||||||
Eaves West Valley
|
|
San Jose, CA
|
|
873
|
|
|
90,890
|
|
|
132,040
|
|
|
11,344
|
|
|
90,890
|
|
|
143,384
|
|
|
234,274
|
|
|
36,797
|
|
|
197,477
|
|
|
202,028
|
|
|
—
|
|
|
1970/2013
|
||||||||||
Eaves Mountain View at Middlefield
|
|
Mountain View, CA
|
|
402
|
|
|
64,070
|
|
|
69,018
|
|
|
5,922
|
|
|
64,070
|
|
|
74,940
|
|
|
139,010
|
|
|
20,711
|
|
|
118,299
|
|
|
120,748
|
|
|
—
|
|
|
1969/2013
|
||||||||||
Total San Jose, CA
|
|
|
|
4,197
|
|
|
$
|
281,386
|
|
|
$
|
661,253
|
|
|
$
|
124,541
|
|
|
$
|
281,386
|
|
|
$
|
785,794
|
|
|
$
|
1,067,180
|
|
|
$
|
332,016
|
|
|
$
|
735,164
|
|
|
$
|
761,192
|
|
|
$
|
38,800
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
Oakland - East Bay, CA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon Fremont
|
|
Fremont, CA
|
|
308
|
|
|
$
|
10,746
|
|
|
$
|
43,399
|
|
|
$
|
7,458
|
|
|
$
|
10,746
|
|
|
$
|
50,857
|
|
|
$
|
61,603
|
|
|
$
|
35,349
|
|
|
$
|
26,254
|
|
|
$
|
27,278
|
|
|
$
|
—
|
|
|
1992/1994
|
Eaves Dublin
|
|
Dublin, CA
|
|
204
|
|
|
5,276
|
|
|
19,642
|
|
|
12,373
|
|
|
5,276
|
|
|
32,015
|
|
|
37,291
|
|
|
18,960
|
|
|
18,331
|
|
|
19,470
|
|
|
—
|
|
|
1989/1997
|
||||||||||
Eaves Pleasanton
|
|
Pleasanton, CA
|
|
456
|
|
|
11,610
|
|
|
46,552
|
|
|
22,038
|
|
|
11,610
|
|
|
68,590
|
|
|
80,200
|
|
|
42,327
|
|
|
37,873
|
|
|
39,771
|
|
|
—
|
|
|
1988/1994
|
||||||||||
Eaves Union City
|
|
Union City, CA
|
|
208
|
|
|
4,249
|
|
|
16,820
|
|
|
3,603
|
|
|
4,249
|
|
|
20,423
|
|
|
24,672
|
|
|
14,433
|
|
|
10,239
|
|
|
10,722
|
|
|
—
|
|
|
1973/1996
|
||||||||||
Avalon Union City
|
|
Union City, CA
|
|
439
|
|
|
14,732
|
|
|
104,024
|
|
|
1,866
|
|
|
14,732
|
|
|
105,890
|
|
|
120,622
|
|
|
34,257
|
|
|
86,365
|
|
|
89,091
|
|
|
—
|
|
|
2009
|
||||||||||
Avalon Walnut Creek (2)
|
|
Walnut Creek, CA
|
|
422
|
|
|
—
|
|
|
148,468
|
|
|
4,255
|
|
|
—
|
|
|
152,723
|
|
|
152,723
|
|
|
44,298
|
|
|
108,425
|
|
|
112,601
|
|
|
3,699
|
|
|
2010
|
||||||||||
Avalon Dublin Station
|
|
Dublin, CA
|
|
253
|
|
|
7,772
|
|
|
72,142
|
|
|
450
|
|
|
7,772
|
|
|
72,592
|
|
|
80,364
|
|
|
12,253
|
|
|
68,111
|
|
|
70,863
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Dublin Station II
|
|
Dublin, CA
|
|
252
|
|
|
7,762
|
|
|
76,587
|
|
|
(206
|
)
|
|
7,762
|
|
|
76,381
|
|
|
84,143
|
|
|
7,497
|
|
|
76,646
|
|
|
79,551
|
|
|
—
|
|
|
2016
|
||||||||||
Eaves Walnut Creek (1)
|
|
Walnut Creek, CA
|
|
510
|
|
|
30,320
|
|
|
82,375
|
|
|
17,008
|
|
|
30,320
|
|
|
99,383
|
|
|
129,703
|
|
|
23,049
|
|
|
106,654
|
|
|
110,229
|
|
|
—
|
|
|
1987/2013
|
||||||||||
Avalon Walnut Ridge I
|
|
Walnut Creek, CA
|
|
106
|
|
|
9,860
|
|
|
19,850
|
|
|
5,307
|
|
|
9,860
|
|
|
25,157
|
|
|
35,017
|
|
|
5,781
|
|
|
29,236
|
|
|
30,176
|
|
|
—
|
|
|
2000/2013
|
||||||||||
Avalon Berkeley
|
|
Berkeley, CA
|
|
94
|
|
|
4,500
|
|
|
28,615
|
|
|
51
|
|
|
4,500
|
|
|
28,666
|
|
|
33,166
|
|
|
4,543
|
|
|
28,623
|
|
|
29,599
|
|
|
—
|
|
|
2014
|
||||||||||
Total Oakland - East Bay, CA
|
|
3,252
|
|
|
$
|
106,827
|
|
|
$
|
658,474
|
|
|
$
|
74,203
|
|
|
$
|
106,827
|
|
|
$
|
732,677
|
|
|
$
|
839,504
|
|
|
$
|
242,747
|
|
|
$
|
596,757
|
|
|
$
|
619,351
|
|
|
$
|
3,699
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
San Francisco, CA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Eaves Daly City
|
|
Daly City, CA
|
|
195
|
|
|
$
|
4,230
|
|
|
$
|
9,659
|
|
|
$
|
20,613
|
|
|
$
|
4,230
|
|
|
$
|
30,272
|
|
|
$
|
34,502
|
|
|
$
|
18,784
|
|
|
$
|
15,718
|
|
|
$
|
16,043
|
|
|
$
|
—
|
|
|
1972/1997
|
AVA Nob Hill
|
|
San Francisco, CA
|
|
185
|
|
|
5,403
|
|
|
21,567
|
|
|
7,904
|
|
|
5,403
|
|
|
29,471
|
|
|
34,874
|
|
|
18,180
|
|
|
16,694
|
|
|
17,464
|
|
|
20,800
|
|
|
1990/1995
|
||||||||||
Eaves San Rafael
|
|
San Rafael, CA
|
|
254
|
|
|
5,982
|
|
|
16,885
|
|
|
25,261
|
|
|
5,982
|
|
|
42,146
|
|
|
48,128
|
|
|
23,656
|
|
|
24,472
|
|
|
25,395
|
|
|
—
|
|
|
1973/1996
|
||||||||||
Eaves Foster City
|
|
Foster City, CA
|
|
288
|
|
|
7,852
|
|
|
31,445
|
|
|
12,532
|
|
|
7,852
|
|
|
43,977
|
|
|
51,829
|
|
|
27,209
|
|
|
24,620
|
|
|
25,304
|
|
|
—
|
|
|
1973/1994
|
||||||||||
Eaves Pacifica
|
|
Pacifica, CA
|
|
220
|
|
|
6,125
|
|
|
24,796
|
|
|
3,721
|
|
|
6,125
|
|
|
28,517
|
|
|
34,642
|
|
|
19,697
|
|
|
14,945
|
|
|
15,390
|
|
|
17,600
|
|
|
1971/1995
|
||||||||||
Avalon Sunset Towers
|
|
San Francisco, CA
|
|
243
|
|
|
3,561
|
|
|
21,321
|
|
|
16,264
|
|
|
3,561
|
|
|
37,585
|
|
|
41,146
|
|
|
21,165
|
|
|
19,981
|
|
|
21,194
|
|
|
—
|
|
|
1961/1996
|
||||||||||
Eaves Diamond Heights
|
|
San Francisco, CA
|
|
154
|
|
|
4,726
|
|
|
19,130
|
|
|
6,445
|
|
|
4,726
|
|
|
25,575
|
|
|
30,301
|
|
|
16,244
|
|
|
14,057
|
|
|
14,655
|
|
|
—
|
|
|
1972/1994
|
||||||||||
Avalon at Mission Bay I
|
|
San Francisco, CA
|
|
250
|
|
|
14,029
|
|
|
78,452
|
|
|
6,484
|
|
|
14,029
|
|
|
84,936
|
|
|
98,965
|
|
|
44,762
|
|
|
54,203
|
|
|
54,325
|
|
|
—
|
|
|
2003
|
||||||||||
Avalon at Mission Bay III
|
|
San Francisco, CA
|
|
260
|
|
|
28,687
|
|
|
119,156
|
|
|
603
|
|
|
28,687
|
|
|
119,759
|
|
|
148,446
|
|
|
38,977
|
|
|
109,469
|
|
|
113,287
|
|
|
—
|
|
|
2009
|
||||||||||
Avalon Ocean Avenue
|
|
San Francisco, CA
|
|
173
|
|
|
5,544
|
|
|
50,906
|
|
|
1,972
|
|
|
5,544
|
|
|
52,878
|
|
|
58,422
|
|
|
12,527
|
|
|
45,895
|
|
|
47,746
|
|
|
—
|
|
|
2012
|
||||||||||
AVA 55 Ninth
|
|
San Francisco, CA
|
|
273
|
|
|
20,267
|
|
|
97,321
|
|
|
1,285
|
|
|
20,267
|
|
|
98,606
|
|
|
118,873
|
|
|
16,867
|
|
|
102,006
|
|
|
105,711
|
|
|
—
|
|
|
2014
|
||||||||||
Avalon Hayes Valley
|
|
San Francisco, CA
|
|
182
|
|
|
12,595
|
|
|
81,228
|
|
|
—
|
|
|
12,595
|
|
|
81,228
|
|
|
93,823
|
|
|
10,793
|
|
|
83,030
|
|
|
85,972
|
|
|
—
|
|
|
2015
|
||||||||||
Avalon San Bruno I
|
|
San Bruno, CA
|
|
300
|
|
|
40,780
|
|
|
68,684
|
|
|
5,946
|
|
|
40,780
|
|
|
74,630
|
|
|
115,410
|
|
|
18,038
|
|
|
97,372
|
|
|
99,104
|
|
|
64,450
|
|
|
2004/2013
|
||||||||||
Avalon San Bruno II
|
|
San Bruno, CA
|
|
185
|
|
|
23,787
|
|
|
44,934
|
|
|
1,972
|
|
|
23,787
|
|
|
46,906
|
|
|
70,693
|
|
|
10,782
|
|
|
59,911
|
|
|
61,422
|
|
|
28,999
|
|
|
2007/2013
|
||||||||||
Avalon San Bruno III
|
|
San Bruno, CA
|
|
187
|
|
|
33,303
|
|
|
62,910
|
|
|
3,117
|
|
|
33,303
|
|
|
66,027
|
|
|
99,330
|
|
|
15,217
|
|
|
84,113
|
|
|
86,285
|
|
|
52,090
|
|
|
2010/2013
|
||||||||||
Total San Francisco, CA
|
|
|
|
3,349
|
|
|
$
|
216,871
|
|
|
$
|
748,394
|
|
|
$
|
114,119
|
|
|
$
|
216,871
|
|
|
$
|
862,513
|
|
|
$
|
1,079,384
|
|
|
$
|
312,898
|
|
|
$
|
766,486
|
|
|
$
|
789,297
|
|
|
$
|
183,939
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
TOTAL NORTHERN CALIFORNIA
|
|
10,798
|
|
|
$
|
605,084
|
|
|
$
|
2,068,121
|
|
|
$
|
312,863
|
|
|
$
|
605,084
|
|
|
$
|
2,380,984
|
|
|
$
|
2,986,068
|
|
|
$
|
887,661
|
|
|
$
|
2,098,407
|
|
|
$
|
2,169,840
|
|
|
$
|
226,438
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
Orange County, CA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
AVA Newport
|
|
Costa Mesa, CA
|
|
145
|
|
|
$
|
1,975
|
|
|
$
|
3,814
|
|
|
$
|
9,904
|
|
|
$
|
1,975
|
|
|
$
|
13,718
|
|
|
$
|
15,693
|
|
|
$
|
7,499
|
|
|
$
|
8,194
|
|
|
$
|
8,634
|
|
|
$
|
—
|
|
|
1956/1996
|
Eaves Mission Viejo
|
|
Mission Viejo, CA
|
|
166
|
|
|
2,517
|
|
|
9,257
|
|
|
3,654
|
|
|
2,517
|
|
|
12,911
|
|
|
15,428
|
|
|
9,178
|
|
|
6,250
|
|
|
6,694
|
|
|
7,635
|
|
|
1984/1996
|
||||||||||
Eaves South Coast
|
|
Costa Mesa, CA
|
|
258
|
|
|
4,709
|
|
|
16,063
|
|
|
13,646
|
|
|
4,709
|
|
|
29,709
|
|
|
34,418
|
|
|
17,892
|
|
|
16,526
|
|
|
17,331
|
|
|
—
|
|
|
1973/1996
|
||||||||||
Eaves Santa Margarita
|
|
Rancho Santa Margarita, CA
|
|
301
|
|
|
4,607
|
|
|
16,911
|
|
|
11,237
|
|
|
4,607
|
|
|
28,148
|
|
|
32,755
|
|
|
16,900
|
|
|
15,855
|
|
|
16,586
|
|
|
—
|
|
|
1990/1997
|
||||||||||
Eaves Huntington Beach (1)
|
|
Huntington Beach, CA
|
|
304
|
|
|
4,871
|
|
|
19,745
|
|
|
11,058
|
|
|
4,871
|
|
|
30,803
|
|
|
35,674
|
|
|
21,048
|
|
|
14,626
|
|
|
14,971
|
|
|
—
|
|
|
1971/1997
|
||||||||||
Avalon Irvine I
|
|
Irvine, CA
|
|
279
|
|
|
9,911
|
|
|
67,520
|
|
|
1,522
|
|
|
9,911
|
|
|
69,042
|
|
|
78,953
|
|
|
21,983
|
|
|
56,970
|
|
|
58,578
|
|
|
—
|
|
|
2010
|
||||||||||
Avalon Irvine II
|
|
Irvine, CA
|
|
179
|
|
|
4,358
|
|
|
40,905
|
|
|
59
|
|
|
4,358
|
|
|
40,964
|
|
|
45,322
|
|
|
8,711
|
|
|
36,611
|
|
|
38,053
|
|
|
—
|
|
|
2013
|
||||||||||
Eaves Lake Forest
|
|
Lake Forest, CA
|
|
225
|
|
|
5,199
|
|
|
21,134
|
|
|
3,571
|
|
|
5,199
|
|
|
24,705
|
|
|
29,904
|
|
|
6,502
|
|
|
23,402
|
|
|
23,967
|
|
|
—
|
|
|
1975/2011
|
||||||||||
Avalon Baker Ranch
|
|
Lake Forest, CA
|
|
430
|
|
|
31,689
|
|
|
98,410
|
|
|
27
|
|
|
31,689
|
|
|
98,437
|
|
|
130,126
|
|
|
13,019
|
|
|
117,107
|
|
|
120,694
|
|
|
—
|
|
|
2015
|
||||||||||
Avalon Irvine III
|
|
Irvine, CA
|
|
156
|
|
|
11,607
|
|
|
43,973
|
|
|
20
|
|
|
11,607
|
|
|
43,993
|
|
|
55,600
|
|
|
4,445
|
|
|
51,155
|
|
|
52,742
|
|
|
—
|
|
|
2016
|
||||||||||
Total Orange County, CA
|
|
2,443
|
|
|
$
|
81,443
|
|
|
$
|
337,732
|
|
|
$
|
54,698
|
|
|
$
|
81,443
|
|
|
$
|
392,430
|
|
|
$
|
473,873
|
|
|
$
|
127,177
|
|
|
$
|
346,696
|
|
|
$
|
358,250
|
|
|
$
|
7,635
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
San Diego, CA
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
AVA Pacific Beach
|
|
San Diego, CA
|
|
564
|
|
|
$
|
9,922
|
|
|
$
|
40,580
|
|
|
$
|
40,991
|
|
|
$
|
9,922
|
|
|
$
|
81,571
|
|
|
$
|
91,493
|
|
|
$
|
44,039
|
|
|
$
|
47,454
|
|
|
$
|
50,243
|
|
|
$
|
—
|
|
|
1969/1997
|
Eaves Mission Ridge
|
|
San Diego, CA
|
|
200
|
|
|
2,710
|
|
|
10,924
|
|
|
12,460
|
|
|
2,710
|
|
|
23,384
|
|
|
26,094
|
|
|
15,529
|
|
|
10,565
|
|
|
11,125
|
|
|
—
|
|
|
1960/1997
|
||||||||||
AVA Cortez Hill (2)
|
|
San Diego, CA
|
|
299
|
|
|
2,768
|
|
|
20,134
|
|
|
23,989
|
|
|
2,768
|
|
|
44,123
|
|
|
46,891
|
|
|
25,017
|
|
|
21,874
|
|
|
23,010
|
|
|
—
|
|
|
1973/1998
|
||||||||||
Eaves San Marcos
|
|
San Marcos, CA
|
|
184
|
|
|
3,277
|
|
|
13,385
|
|
|
4,548
|
|
|
3,277
|
|
|
17,933
|
|
|
21,210
|
|
|
4,298
|
|
|
16,912
|
|
|
17,578
|
|
|
—
|
|
|
1988/2011
|
||||||||||
Eaves Rancho Penasquitos
|
|
San Diego, CA
|
|
250
|
|
|
6,692
|
|
|
27,143
|
|
|
4,420
|
|
|
6,692
|
|
|
31,563
|
|
|
38,255
|
|
|
8,230
|
|
|
30,025
|
|
|
30,117
|
|
|
—
|
|
|
1986/2011
|
||||||||||
Avalon Vista
|
|
Vista, CA
|
|
221
|
|
|
12,689
|
|
|
43,328
|
|
|
94
|
|
|
12,689
|
|
|
43,422
|
|
|
56,111
|
|
|
5,762
|
|
|
50,349
|
|
|
51,891
|
|
|
—
|
|
|
2015
|
||||||||||
Eaves La Mesa (1)
|
|
La Mesa, CA
|
|
168
|
|
|
9,490
|
|
|
28,482
|
|
|
2,778
|
|
|
9,490
|
|
|
31,260
|
|
|
40,750
|
|
|
8,602
|
|
|
32,148
|
|
|
32,745
|
|
|
—
|
|
|
1989/2013
|
||||||||||
Avalon La Jolla Colony
|
|
San Diego, CA
|
|
180
|
|
|
16,760
|
|
|
27,694
|
|
|
12,050
|
|
|
16,760
|
|
|
39,744
|
|
|
56,504
|
|
|
9,645
|
|
|
46,859
|
|
|
48,538
|
|
|
—
|
|
|
1987/2013
|
||||||||||
Total San Diego, CA
|
|
|
|
2,066
|
|
|
$
|
64,308
|
|
|
$
|
211,670
|
|
|
$
|
101,330
|
|
|
$
|
64,308
|
|
|
$
|
313,000
|
|
|
$
|
377,308
|
|
|
$
|
121,122
|
|
|
$
|
256,186
|
|
|
$
|
265,247
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
TOTAL SOUTHERN CALIFORNIA
|
|
12,883
|
|
|
$
|
648,610
|
|
|
$
|
1,892,748
|
|
|
$
|
380,258
|
|
|
$
|
648,610
|
|
|
$
|
2,273,006
|
|
|
$
|
2,921,616
|
|
|
$
|
740,347
|
|
|
$
|
2,181,269
|
|
|
$
|
2,250,620
|
|
|
$
|
119,135
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
TOTAL ESTABLISHED COMMUNITIES
|
|
54,901
|
|
|
$
|
2,901,133
|
|
|
$
|
9,844,369
|
|
|
$
|
1,216,440
|
|
|
$
|
2,901,133
|
|
|
$
|
11,060,809
|
|
|
$
|
13,961,942
|
|
|
$
|
3,592,058
|
|
|
$
|
10,369,884
|
|
|
$
|
10,701,297
|
|
|
$
|
951,194
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
OTHER STABILIZED
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon on the Alameda
|
|
San Jose, CA
|
|
305
|
|
|
$
|
6,119
|
|
|
$
|
50,225
|
|
|
$
|
12,448
|
|
|
$
|
6,119
|
|
|
$
|
62,673
|
|
|
$
|
68,792
|
|
|
$
|
36,163
|
|
|
$
|
32,629
|
|
|
$
|
32,735
|
|
|
$
|
—
|
|
|
1999
|
Eaves Fremont
|
|
Fremont, CA
|
|
235
|
|
|
6,581
|
|
|
26,583
|
|
|
10,335
|
|
|
6,581
|
|
|
36,918
|
|
|
43,499
|
|
|
23,867
|
|
|
19,632
|
|
|
20,423
|
|
|
—
|
|
|
1985/1994
|
||||||||||
Avalon Towers on the Peninsula
|
|
Mountain View, CA
|
|
211
|
|
|
9,560
|
|
|
56,136
|
|
|
14,536
|
|
|
9,560
|
|
|
70,672
|
|
|
80,232
|
|
|
34,118
|
|
|
46,114
|
|
|
48,600
|
|
|
—
|
|
|
2002
|
||||||||||
Avalon West Hollywood
|
|
West Hollywood, CA
|
|
294
|
|
|
35,210
|
|
|
116,574
|
|
|
1,026
|
|
|
35,210
|
|
|
117,600
|
|
|
152,810
|
|
|
6,448
|
|
|
146,362
|
|
|
148,875
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Chino Hills
|
|
Chino Hills, CA
|
|
331
|
|
|
16,615
|
|
|
82,333
|
|
|
—
|
|
|
16,615
|
|
|
82,333
|
|
|
98,948
|
|
|
5,037
|
|
|
93,911
|
|
|
96,241
|
|
|
—
|
|
|
2017
|
||||||||||
AVA North Hollywood
|
|
North Hollywood, CA
|
|
156
|
|
|
18,408
|
|
|
52,280
|
|
|
1,809
|
|
|
18,408
|
|
|
54,089
|
|
|
72,497
|
|
|
5,881
|
|
|
66,616
|
|
|
68,627
|
|
|
—
|
|
|
2015/2016
|
||||||||||
AVA Studio City II
|
|
Studio City, CA
|
|
101
|
|
|
4,626
|
|
|
22,954
|
|
|
7,273
|
|
|
4,626
|
|
|
30,227
|
|
|
34,853
|
|
|
6,353
|
|
|
28,500
|
|
|
27,907
|
|
|
—
|
|
|
1991/2013
|
||||||||||
Eaves Old Town Pasadena
|
|
Pasadena, CA
|
|
96
|
|
|
9,110
|
|
|
15,371
|
|
|
7,106
|
|
|
9,110
|
|
|
22,477
|
|
|
31,587
|
|
|
5,025
|
|
|
26,562
|
|
|
27,174
|
|
|
—
|
|
|
1972/2013
|
||||||||||
Eaves Los Feliz
|
|
Los Angeles, CA
|
|
263
|
|
|
18,940
|
|
|
43,661
|
|
|
9,294
|
|
|
18,940
|
|
|
52,955
|
|
|
71,895
|
|
|
12,323
|
|
|
59,572
|
|
|
56,612
|
|
|
41,400
|
|
|
1989/2013
|
||||||||||
AVA Toluca Hills
|
|
Los Angeles, CA
|
|
1,151
|
|
|
86,450
|
|
|
161,256
|
|
|
81,446
|
|
|
86,450
|
|
|
242,702
|
|
|
329,152
|
|
|
47,292
|
|
|
281,860
|
|
|
245,858
|
|
|
—
|
|
|
1973/2013
|
||||||||||
Avalon Walnut Ridge II
|
|
Walnut Creek, CA
|
|
360
|
|
|
27,190
|
|
|
57,041
|
|
|
12,555
|
|
|
27,190
|
|
|
69,596
|
|
|
96,786
|
|
|
16,120
|
|
|
80,666
|
|
|
76,723
|
|
|
—
|
|
|
1989/2013
|
||||||||||
Avalon Huntington Beach
|
|
Huntington Beach, CA
|
|
378
|
|
|
13,055
|
|
|
105,981
|
|
|
447
|
|
|
13,055
|
|
|
106,428
|
|
|
119,483
|
|
|
8,901
|
|
|
110,582
|
|
|
114,001
|
|
|
—
|
|
|
2017
|
||||||||||
AVA Studio City I
|
|
Studio City, CA
|
|
450
|
|
|
17,658
|
|
|
90,715
|
|
|
33,787
|
|
|
17,658
|
|
|
124,502
|
|
|
142,160
|
|
|
25,235
|
|
|
116,925
|
|
|
120,511
|
|
|
—
|
|
|
1987/2013
|
||||||||||
The Lodge Denver West
|
|
Lakewood, CO
|
|
252
|
|
|
8,047
|
|
|
67,364
|
|
|
1,748
|
|
|
8,047
|
|
|
69,112
|
|
|
77,159
|
|
|
5,347
|
|
|
71,812
|
|
|
74,951
|
|
|
—
|
|
|
2016/2017
|
||||||||||
The Meadows
|
|
Castle Rock, CO
|
|
240
|
|
|
8,527
|
|
|
61,442
|
|
|
3,337
|
|
|
8,527
|
|
|
64,779
|
|
|
73,306
|
|
|
634
|
|
|
72,672
|
|
|
N/A
|
|
|
—
|
|
|
2018/2018
|
||||||||||
Ironwood at Red Rocks
|
|
Littleton, CO
|
|
256
|
|
|
4,461
|
|
|
69,717
|
|
|
1,373
|
|
|
4,461
|
|
|
71,090
|
|
|
75,551
|
|
|
988
|
|
|
74,563
|
|
|
N/A
|
|
|
—
|
|
|
2018/2018
|
||||||||||
850 Boca
|
|
Boca Raton, FL
|
|
370
|
|
|
21,430
|
|
|
114,085
|
|
|
3,536
|
|
|
21,430
|
|
|
117,621
|
|
|
139,051
|
|
|
8,119
|
|
|
130,932
|
|
|
138,399
|
|
|
—
|
|
|
2017/2017
|
||||||||||
The Alexander Apartments & Lofts
|
|
West Palm Beach, FL
|
|
290
|
|
|
9,597
|
|
|
90,950
|
|
|
2,707
|
|
|
9,597
|
|
|
93,657
|
|
|
103,254
|
|
|
1,867
|
|
|
101,387
|
|
|
N/A
|
|
|
—
|
|
|
2018/2018
|
||||||||||
Avalon at Newton Highlands
|
|
Newton, MA
|
|
294
|
|
|
11,039
|
|
|
45,547
|
|
|
16,263
|
|
|
11,039
|
|
|
61,810
|
|
|
72,849
|
|
|
27,821
|
|
|
45,028
|
|
|
36,413
|
|
|
—
|
|
|
2003
|
||||||||||
Avalon at Chestnut Hill
|
|
Chestnut Hill, MA
|
|
204
|
|
|
14,572
|
|
|
45,911
|
|
|
11,875
|
|
|
14,572
|
|
|
57,786
|
|
|
72,358
|
|
|
21,777
|
|
|
50,581
|
|
|
51,450
|
|
|
37,561
|
|
|
2007
|
||||||||||
AVA Back Bay
|
|
Boston, MA
|
|
271
|
|
|
9,034
|
|
|
36,540
|
|
|
48,602
|
|
|
9,034
|
|
|
85,142
|
|
|
94,176
|
|
|
36,970
|
|
|
57,206
|
|
|
58,863
|
|
|
—
|
|
|
1968/1998
|
||||||||||
Avalon Quincy
|
|
Quincy, MA
|
|
395
|
|
|
14,685
|
|
|
78,548
|
|
|
14
|
|
|
14,685
|
|
|
78,562
|
|
|
93,247
|
|
|
5,855
|
|
|
87,392
|
|
|
89,853
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Hunt Valley
|
|
Hunt Valley, MD
|
|
332
|
|
|
10,855
|
|
|
62,933
|
|
|
—
|
|
|
10,855
|
|
|
62,933
|
|
|
73,788
|
|
|
4,496
|
|
|
69,292
|
|
|
71,294
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Laurel
|
|
Laurel, MD
|
|
344
|
|
|
10,130
|
|
|
61,685
|
|
|
35
|
|
|
10,130
|
|
|
61,720
|
|
|
71,850
|
|
|
5,218
|
|
|
66,632
|
|
|
69,006
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Arundel Crossing
|
|
Linthicum Heights, MD
|
|
310
|
|
|
12,208
|
|
|
69,381
|
|
|
2,546
|
|
|
12,208
|
|
|
71,927
|
|
|
84,135
|
|
|
2,099
|
|
|
82,036
|
|
|
N/A
|
|
|
—
|
|
|
2018/2018
|
||||||||||
Avalon at Edgewater I
|
|
Edgewater, NJ
|
|
168
|
|
|
5,982
|
|
|
24,389
|
|
|
9,461
|
|
|
5,982
|
|
|
33,850
|
|
|
39,832
|
|
|
16,782
|
|
|
23,050
|
|
|
24,202
|
|
|
—
|
|
|
2002
|
||||||||||
Avalon at Florham Park
|
|
Florham Park, NJ
|
|
270
|
|
|
6,647
|
|
|
34,906
|
|
|
15,658
|
|
|
6,647
|
|
|
50,564
|
|
|
57,211
|
|
|
24,531
|
|
|
32,680
|
|
|
26,168
|
|
|
—
|
|
|
2001
|
||||||||||
Avalon Princeton
|
|
Princeton, NJ
|
|
280
|
|
|
26,460
|
|
|
68,070
|
|
|
635
|
|
|
26,460
|
|
|
68,705
|
|
|
95,165
|
|
|
5,009
|
|
|
90,156
|
|
|
92,574
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon at Edgewater II
|
|
Edgewater, NJ
|
|
240
|
|
|
8,605
|
|
|
58,479
|
|
|
—
|
|
|
8,605
|
|
|
58,479
|
|
|
67,084
|
|
|
991
|
|
|
66,093
|
|
|
37,302
|
|
|
—
|
|
|
2018
|
||||||||||
Avalon Towers
|
|
Long Beach, NY
|
|
109
|
|
|
3,118
|
|
|
11,973
|
|
|
26,217
|
|
|
3,118
|
|
|
38,190
|
|
|
41,308
|
|
|
17,722
|
|
|
23,586
|
|
|
23,265
|
|
|
—
|
|
|
1990/1995
|
||||||||||
Avalon Mamaroneck
|
|
Mamaroneck, NY
|
|
229
|
|
|
6,207
|
|
|
40,791
|
|
|
14,752
|
|
|
6,207
|
|
|
55,543
|
|
|
61,750
|
|
|
28,518
|
|
|
33,232
|
|
|
29,584
|
|
|
—
|
|
|
2000
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
Avalon Willoughby Square
|
|
Brooklyn, NY
|
|
326
|
|
|
$
|
50,477
|
|
|
$
|
133,728
|
|
|
$
|
20
|
|
|
$
|
50,477
|
|
|
$
|
133,748
|
|
|
$
|
184,225
|
|
|
$
|
11,810
|
|
|
$
|
172,415
|
|
|
$
|
176,466
|
|
|
$
|
—
|
|
|
2017
|
Avalon Great Neck
|
|
Great Neck, NY
|
|
191
|
|
|
14,777
|
|
|
65,640
|
|
|
16
|
|
|
14,777
|
|
|
65,656
|
|
|
80,433
|
|
|
3,680
|
|
|
76,753
|
|
|
78,304
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Midtown West
|
|
New York, NY
|
|
550
|
|
|
154,730
|
|
|
180,253
|
|
|
38,625
|
|
|
154,730
|
|
|
218,878
|
|
|
373,608
|
|
|
48,129
|
|
|
325,479
|
|
|
316,821
|
|
|
100,500
|
|
|
1998/2013
|
||||||||||
Archstone Lexington
|
|
Flower Mound, TX
|
|
222
|
|
|
4,540
|
|
|
25,946
|
|
|
2,241
|
|
|
4,540
|
|
|
28,187
|
|
|
32,727
|
|
|
8,041
|
|
|
24,686
|
|
|
25,676
|
|
|
21,700
|
|
|
2000/2013
|
||||||||||
Archstone Toscano
|
|
Houston, TX
|
|
474
|
|
|
15,607
|
|
|
74,541
|
|
|
5
|
|
|
15,607
|
|
|
74,546
|
|
|
90,153
|
|
|
13,580
|
|
|
76,573
|
|
|
77,452
|
|
|
—
|
|
|
2014
|
||||||||||
Memorial Heights Villages
|
|
Houston, TX
|
|
318
|
|
|
9,607
|
|
|
52,753
|
|
|
—
|
|
|
9,607
|
|
|
52,753
|
|
|
62,360
|
|
|
12,358
|
|
|
50,002
|
|
|
47,539
|
|
|
—
|
|
|
2014
|
||||||||||
Eaves Fairfax City
|
|
Fairfax, VA
|
|
141
|
|
|
2,152
|
|
|
8,907
|
|
|
5,599
|
|
|
2,152
|
|
|
14,506
|
|
|
16,658
|
|
|
8,673
|
|
|
7,985
|
|
|
8,358
|
|
|
—
|
|
|
1988/1997
|
||||||||||
Avalon at Arlington Square
|
|
Arlington, VA
|
|
842
|
|
|
22,041
|
|
|
90,296
|
|
|
31,874
|
|
|
22,041
|
|
|
122,170
|
|
|
144,211
|
|
|
58,365
|
|
|
85,846
|
|
|
89,833
|
|
|
—
|
|
|
2001
|
||||||||||
Avalon Dunn Loring
|
|
Vienna, VA
|
|
440
|
|
|
29,377
|
|
|
114,072
|
|
|
9,427
|
|
|
29,377
|
|
|
123,499
|
|
|
152,876
|
|
|
11,758
|
|
|
141,118
|
|
|
147,481
|
|
|
—
|
|
|
2012/2017
|
||||||||||
Oakwood Arlington
|
|
Arlington, VA
|
|
184
|
|
|
18,850
|
|
|
38,545
|
|
|
4,945
|
|
|
18,850
|
|
|
43,490
|
|
|
62,340
|
|
|
10,199
|
|
|
52,141
|
|
|
51,839
|
|
|
—
|
|
|
1987/2013
|
||||||||||
Avalon Esterra Park
|
|
Redmond, WA
|
|
482
|
|
|
22,668
|
|
|
113,299
|
|
|
610
|
|
|
22,668
|
|
|
113,909
|
|
|
136,577
|
|
|
9,170
|
|
|
127,407
|
|
|
130,451
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Newcastle Commons I
|
|
Newcastle, WA
|
|
378
|
|
|
9,623
|
|
|
110,963
|
|
|
287
|
|
|
9,623
|
|
|
111,250
|
|
|
120,873
|
|
|
5,898
|
|
|
114,975
|
|
|
117,186
|
|
|
—
|
|
|
2017
|
||||||||||
TOTAL OTHER STABILIZED
|
|
13,733
|
|
|
$
|
815,575
|
|
|
$
|
2,932,764
|
|
|
$
|
444,470
|
|
|
$
|
815,575
|
|
|
$
|
3,377,234
|
|
|
$
|
4,192,809
|
|
|
$
|
649,168
|
|
|
$
|
3,543,641
|
|
|
$
|
3,175,017
|
|
|
$
|
201,161
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
LEASE-UP
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon Dogpatch
|
|
San Francisco, CA
|
|
326
|
|
|
$
|
23,519
|
|
|
$
|
179,121
|
|
|
$
|
171
|
|
|
$
|
23,519
|
|
|
$
|
179,292
|
|
|
$
|
202,811
|
|
|
$
|
6,400
|
|
|
$
|
196,411
|
|
|
$
|
182,566
|
|
|
$
|
—
|
|
|
2018
|
AVA NoMa
|
|
Washington, D.C.
|
|
438
|
|
|
25,246
|
|
|
114,324
|
|
|
603
|
|
|
25,246
|
|
|
114,927
|
|
|
140,173
|
|
|
7,145
|
|
|
133,028
|
|
|
135,867
|
|
|
—
|
|
|
2018
|
||||||||||
Avalon North Station
|
|
Boston, MA
|
|
503
|
|
|
22,791
|
|
|
246,871
|
|
|
679
|
|
|
22,791
|
|
|
247,550
|
|
|
270,341
|
|
|
14,703
|
|
|
255,638
|
|
|
262,410
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Easton
|
|
Easton, MA
|
|
290
|
|
|
3,155
|
|
|
60,599
|
|
|
—
|
|
|
3,155
|
|
|
60,599
|
|
|
63,754
|
|
|
3,269
|
|
|
60,485
|
|
|
61,556
|
|
|
—
|
|
|
2017
|
||||||||||
AVA Wheaton
|
|
Wheaton, MD
|
|
319
|
|
|
6,494
|
|
|
68,712
|
|
|
—
|
|
|
6,494
|
|
|
68,712
|
|
|
75,206
|
|
|
3,076
|
|
|
72,130
|
|
|
70,188
|
|
|
—
|
|
|
2018
|
||||||||||
Avalon Maplewood
|
|
Maplewood, NJ
|
|
235
|
|
|
15,179
|
|
|
49,322
|
|
|
—
|
|
|
15,179
|
|
|
49,322
|
|
|
64,501
|
|
|
1,893
|
|
|
62,608
|
|
|
61,202
|
|
|
—
|
|
|
2018
|
||||||||||
Avalon Brooklyn Bay
|
|
Brooklyn, NY
|
|
180
|
|
|
18,264
|
|
|
74,582
|
|
|
250
|
|
|
18,264
|
|
|
74,832
|
|
|
93,096
|
|
|
4,189
|
|
|
88,907
|
|
|
89,743
|
|
|
—
|
|
|
2018
|
||||||||||
Avalon Rockville Centre II
|
|
Rockville Centre, NY
|
|
165
|
|
|
7,534
|
|
|
50,963
|
|
|
—
|
|
|
7,534
|
|
|
50,963
|
|
|
58,497
|
|
|
2,383
|
|
|
56,114
|
|
|
56,382
|
|
|
—
|
|
|
2017
|
||||||||||
Avalon Somers
|
|
Somers, NY
|
|
152
|
|
|
5,594
|
|
|
40,310
|
|
|
—
|
|
|
5,594
|
|
|
40,310
|
|
|
45,904
|
|
|
1,946
|
|
|
43,958
|
|
|
41,784
|
|
|
—
|
|
|
2018
|
||||||||||
TOTAL LEASE-UP
|
|
2,608
|
|
|
$
|
127,776
|
|
|
$
|
884,804
|
|
|
$
|
1,703
|
|
|
$
|
127,776
|
|
|
$
|
886,507
|
|
|
$
|
1,014,283
|
|
|
$
|
45,004
|
|
|
$
|
969,279
|
|
|
$
|
961,698
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
REDEVELOPMENT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon Studio City
|
|
Studio City, CA
|
|
276
|
|
|
$
|
15,756
|
|
|
$
|
78,178
|
|
|
$
|
11,884
|
|
|
$
|
15,756
|
|
|
$
|
90,062
|
|
|
$
|
105,818
|
|
|
$
|
20,132
|
|
|
$
|
85,686
|
|
|
$
|
82,573
|
|
|
$
|
—
|
|
|
2002/2013
|
Eaves Seal Beach
|
|
Seal Beach, CA
|
|
549
|
|
|
46,790
|
|
|
99,999
|
|
|
20,009
|
|
|
46,790
|
|
|
120,008
|
|
|
166,798
|
|
|
26,730
|
|
|
140,068
|
|
|
129,515
|
|
|
—
|
|
|
1971/2013
|
||||||||||
AVA Van Ness
|
|
Washington, D.C.
|
|
269
|
|
|
22,890
|
|
|
58,691
|
|
|
17,623
|
|
|
22,890
|
|
|
76,314
|
|
|
99,204
|
|
|
16,108
|
|
|
83,096
|
|
|
77,168
|
|
|
—
|
|
|
1978/2013
|
||||||||||
Avalon Prudential Center II
|
|
Boston, MA
|
|
266
|
|
|
8,776
|
|
|
35,496
|
|
|
59,168
|
|
|
8,776
|
|
|
94,664
|
|
|
103,440
|
|
|
35,845
|
|
|
67,595
|
|
|
64,388
|
|
|
—
|
|
|
1968/1998
|
||||||||||
Avalon Prudential Center I
|
|
Boston, MA
|
|
243
|
|
|
8,002
|
|
|
32,370
|
|
|
47,717
|
|
|
8,002
|
|
|
80,087
|
|
|
88,089
|
|
|
31,427
|
|
|
56,662
|
|
|
49,809
|
|
|
—
|
|
|
1968/1998
|
||||||||||
Avalon Court
|
|
Melville, NY
|
|
494
|
|
|
9,228
|
|
|
50,063
|
|
|
14,475
|
|
|
9,228
|
|
|
64,538
|
|
|
73,766
|
|
|
37,666
|
|
|
36,100
|
|
|
30,881
|
|
|
—
|
|
|
1997
|
||||||||||
Eaves Fairfax Towers
|
|
Falls Church, VA
|
|
415
|
|
|
17,889
|
|
|
74,727
|
|
|
8,473
|
|
|
17,889
|
|
|
83,200
|
|
|
101,089
|
|
|
21,368
|
|
|
79,721
|
|
|
78,629
|
|
|
—
|
|
|
1978/2011
|
||||||||||
Avalon Ballston Square
|
|
Arlington, VA
|
|
714
|
|
|
71,640
|
|
|
215,937
|
|
|
25,959
|
|
|
71,640
|
|
|
241,896
|
|
|
313,536
|
|
|
55,469
|
|
|
258,067
|
|
|
256,699
|
|
|
—
|
|
|
1992/2013
|
||||||||||
Eaves Redmond Campus
|
|
Redmond, WA
|
|
422
|
|
|
22,580
|
|
|
88,001
|
|
|
21,638
|
|
|
22,580
|
|
|
109,639
|
|
|
132,219
|
|
|
25,077
|
|
|
107,142
|
|
|
99,751
|
|
|
—
|
|
|
1991/2013
|
||||||||||
TOTAL REDEVLOPMENT
|
|
3,648
|
|
|
$
|
223,551
|
|
|
$
|
733,462
|
|
|
$
|
226,946
|
|
|
$
|
223,551
|
|
|
$
|
960,408
|
|
|
$
|
1,183,959
|
|
|
$
|
269,822
|
|
|
$
|
914,137
|
|
|
$
|
869,413
|
|
|
$
|
—
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
TOTAL CURRENT COMMUNITIES (3)
|
|
74,890
|
|
|
$
|
4,068,035
|
|
|
$
|
14,395,399
|
|
|
$
|
1,889,559
|
|
|
$
|
4,068,035
|
|
|
$
|
16,284,958
|
|
|
$
|
20,352,993
|
|
|
$
|
4,556,052
|
|
|
$
|
15,796,941
|
|
|
$
|
15,707,425
|
|
|
$
|
1,152,355
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
DEVELOPMENT
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Avalon Public Market
|
|
Emeryville, CA
|
|
289
|
|
|
$
|
—
|
|
|
$
|
3,995
|
|
|
$
|
110,229
|
|
|
$
|
—
|
|
|
$
|
114,224
|
|
|
$
|
114,224
|
|
|
$
|
90
|
|
|
$
|
114,134
|
|
|
$
|
55,872
|
|
|
$
|
—
|
|
|
N/A
|
AVA Hollywood
|
|
Hollywood, CA
|
|
695
|
|
|
—
|
|
|
1,157
|
|
|
220,298
|
|
|
—
|
|
|
221,455
|
|
|
221,455
|
|
|
—
|
|
|
221,455
|
|
|
169,007
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Walnut Creek II (2)
|
|
Walnut Creek, CA
|
|
200
|
|
|
—
|
|
|
88
|
|
|
32,168
|
|
|
—
|
|
|
32,256
|
|
|
32,256
|
|
|
—
|
|
|
32,256
|
|
|
8,812
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Doral
|
|
Doral, FL
|
|
350
|
|
|
—
|
|
|
—
|
|
|
35,154
|
|
|
—
|
|
|
35,154
|
|
|
35,154
|
|
|
—
|
|
|
35,154
|
|
|
N/A
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon at the Hingham Shipyard II
|
|
Hingham, MA
|
|
190
|
|
|
6,166
|
|
|
37,960
|
|
|
15,309
|
|
|
6,166
|
|
|
53,269
|
|
|
59,435
|
|
|
291
|
|
|
59,144
|
|
|
23,792
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Sudbury
|
|
Sudbury, MA
|
|
250
|
|
|
12,525
|
|
|
44,666
|
|
|
22,053
|
|
|
12,525
|
|
|
66,719
|
|
|
79,244
|
|
|
602
|
|
|
78,642
|
|
|
33,595
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Saugus
|
|
Saugus, MA
|
|
280
|
|
|
—
|
|
|
59
|
|
|
52,630
|
|
|
—
|
|
|
52,689
|
|
|
52,689
|
|
|
—
|
|
|
52,689
|
|
|
N/A
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Norwood
|
|
Nordwood, MA
|
|
198
|
|
|
—
|
|
|
—
|
|
|
21,641
|
|
|
—
|
|
|
21,641
|
|
|
21,641
|
|
|
59
|
|
|
21,582
|
|
|
N/A
|
|
|
—
|
|
|
N/A
|
||||||||||
Twinbrook Station
|
|
Rockville, MD
|
|
238
|
|
|
—
|
|
|
—
|
|
|
15,844
|
|
|
—
|
|
|
15,844
|
|
|
15,844
|
|
|
—
|
|
|
15,844
|
|
|
14,072
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Towson
|
|
Towson, MD
|
|
371
|
|
|
—
|
|
|
16
|
|
|
42,670
|
|
|
—
|
|
|
42,686
|
|
|
42,686
|
|
|
—
|
|
|
42,686
|
|
|
3,985
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Harbor East
|
|
Baltimore, MD
|
|
400
|
|
|
—
|
|
|
63
|
|
|
28,038
|
|
|
—
|
|
|
28,101
|
|
|
28,101
|
|
|
—
|
|
|
28,101
|
|
|
N/A
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Boonton
|
|
Boonton, NJ
|
|
350
|
|
|
—
|
|
|
1,254
|
|
|
71,648
|
|
|
—
|
|
|
72,902
|
|
|
72,902
|
|
|
—
|
|
|
72,902
|
|
|
29,954
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Teaneck
|
|
Teaneck, NJ
|
|
248
|
|
|
—
|
|
|
189
|
|
|
43,319
|
|
|
—
|
|
|
43,508
|
|
|
43,508
|
|
|
—
|
|
|
43,508
|
|
|
18,609
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Piscataway
|
|
Piscataway, NJ
|
|
360
|
|
|
1,402
|
|
|
34,406
|
|
|
40,326
|
|
|
1,402
|
|
|
74,732
|
|
|
76,134
|
|
|
386
|
|
|
75,748
|
|
|
28,303
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Old Bridge
|
|
Old Bridge, NJ
|
|
252
|
|
|
—
|
|
|
—
|
|
|
11,573
|
|
|
—
|
|
|
11,573
|
|
|
11,573
|
|
|
—
|
|
|
11,573
|
|
|
N/A
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Yonkers
|
|
Yonkers, NY
|
|
590
|
|
|
—
|
|
|
303
|
|
|
88,903
|
|
|
—
|
|
|
89,206
|
|
|
89,206
|
|
|
—
|
|
|
89,206
|
|
|
23,300
|
|
|
—
|
|
|
N/A
|
|
|
|
|
|
|
2018
|
|
2017
|
|
2018
|
|
|
|||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
Initial Cost
|
|
|
|
Total Cost
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||||||
Community
|
|
City and state
|
|
# of homes
|
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Costs
Subsequent to Acquisition / Construction |
|
Land and improvements
|
|
Building /
Construction in Progress & Improvements |
|
Total
|
|
Accumulated
Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Total Cost,
Net of Accumulated Depreciation |
|
Encumbrances
|
|
Year of
Completion/ Acquisition |
|||||||||||||||||||||
Avalon Harrison
|
|
Harrison, NY
|
|
143
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
5,504
|
|
|
$
|
—
|
|
|
$
|
5,504
|
|
|
$
|
5,504
|
|
|
$
|
—
|
|
|
$
|
5,504
|
|
|
N/A
|
|
|
$
|
—
|
|
|
N/A
|
|
Avalon Belltown Towers
|
|
Seattle, WA
|
|
273
|
|
|
—
|
|
|
1,536
|
|
|
115,897
|
|
|
—
|
|
|
117,433
|
|
|
117,433
|
|
|
—
|
|
|
117,433
|
|
|
50,636
|
|
|
—
|
|
|
N/A
|
||||||||||
AVA Esterra Park
|
|
Redmond, WA
|
|
323
|
|
|
—
|
|
|
1,220
|
|
|
74,532
|
|
|
—
|
|
|
75,752
|
|
|
75,752
|
|
|
—
|
|
|
75,752
|
|
|
37,048
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon Newcastle Commons II
|
|
Newcastle, WA
|
|
293
|
|
|
—
|
|
|
—
|
|
|
22,384
|
|
|
—
|
|
|
22,384
|
|
|
22,384
|
|
|
—
|
|
|
22,384
|
|
|
N/A
|
|
|
—
|
|
|
N/A
|
||||||||||
Avalon North Creek
|
|
Bothell, WA
|
|
316
|
|
|
—
|
|
|
151
|
|
|
37,907
|
|
|
—
|
|
|
38,058
|
|
|
38,058
|
|
|
—
|
|
|
38,058
|
|
|
15,432
|
|
|
—
|
|
|
N/A
|
||||||||||
15 West 61st Street (4)
|
|
New York, NY
|
|
N/A
|
|
|
—
|
|
|
2,519
|
|
|
543,988
|
|
|
—
|
|
|
546,507
|
|
|
546,507
|
|
|
—
|
|
|
546,507
|
|
|
440,712
|
|
|
—
|
|
|
N/A
|
||||||||||
TOTAL DEVELOPMENT
|
|
|
|
6,609
|
|
|
$
|
20,093
|
|
|
$
|
129,582
|
|
|
$
|
1,652,015
|
|
|
$
|
20,093
|
|
|
$
|
1,781,597
|
|
|
$
|
1,801,690
|
|
|
$
|
1,428
|
|
|
$
|
1,800,262
|
|
|
$
|
953,129
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||||
Land Held for Development
|
|
|
|
N/A
|
|
|
$
|
84,712
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
84,712
|
|
|
$
|
—
|
|
|
$
|
84,712
|
|
|
$
|
—
|
|
|
$
|
84,712
|
|
|
$
|
68,364
|
|
|
$
|
—
|
|
|
|
Corporate Overhead
|
|
|
|
N/A
|
|
|
10,879
|
|
|
11,414
|
|
|
80,888
|
|
|
10,879
|
|
|
92,302
|
|
|
103,181
|
|
|
54,166
|
|
|
49,015
|
|
|
43,073
|
|
|
5,950,000
|
|
|
|
||||||||||
2018 Disposed Communities
|
|
|
|
N/A
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
945,566
|
|
|
—
|
|
|
|
||||||||||
TOTAL
|
|
|
|
81,499
|
|
|
$
|
4,183,719
|
|
|
$
|
14,536,395
|
|
|
$
|
3,622,462
|
|
|
$
|
4,183,719
|
|
|
$
|
18,158,857
|
|
|
$
|
22,342,576
|
|
|
$
|
4,611,646
|
|
|
$
|
17,730,930
|
|
|
$
|
17,717,557
|
|
|
$
|
7,102,355
|
|
|
|
(1)
|
This community was under redevelopment for some or all of 2018, with the redevelopment effort primarily focused on the exterior and/or common area, or with the redevelopment effort focused on apartment homes that do not meet the definition of a Redevelopment Community. These redevelopment activities have no expected material impact on community operations, and therefore this community is included in the Established Community portfolio and not classified as a Redevelopment Community.
|
(2)
|
Some or all of the land for this community is subject to a land lease.
|
(3)
|
Current Communities excludes Unconsolidated Communities.
|
(4)
|
15 West 61st Street is expected to contain
172
residential units and
67,000
square feet of retail space. The Company is pursuing a potential for-sale strategy of individual condominium units for the residential portion, while the Company would maintain ownership of the retail portion. The number of homes that the Company expects the new building to contain upon completion are not included in the apartment home count presented in this Form 10-K.
|
|
For the year ended
|
||||||||||
|
12/31/2018
|
|
12/31/2017
|
|
12/31/2016
|
||||||
Balance, beginning of period
|
$
|
21,935,936
|
|
|
$
|
20,776,626
|
|
|
$
|
19,268,099
|
|
Acquisitions, construction costs and improvements
|
1,568,878
|
|
|
1,526,516
|
|
|
1,788,515
|
|
|||
Dispositions, including casualty losses and impairment loss on planned dispositions
|
(1,162,238
|
)
|
|
(367,206
|
)
|
|
(279,988
|
)
|
|||
Balance, end of period
|
$
|
22,342,576
|
|
|
$
|
21,935,936
|
|
|
$
|
20,776,626
|
|
|
For the year ended
|
||||||||||
|
12/31/2018
|
|
12/31/2017
|
|
12/31/2016
|
||||||
Balance, beginning of period
|
$
|
4,218,379
|
|
|
$
|
3,743,632
|
|
|
$
|
3,325,790
|
|
Depreciation, including discontinued operations
|
631,196
|
|
|
584,150
|
|
|
531,434
|
|
|||
Dispositions, including casualty losses
|
(237,929
|
)
|
|
(109,403
|
)
|
|
(113,592
|
)
|
|||
Balance, end of period
|
$
|
4,611,646
|
|
|
$
|
4,218,379
|
|
|
$
|
3,743,632
|
|
Resolved:
|
To amend the definition of “Cause” in Section 1 of the Company’s Second Amended and Restated 2009 Equity Incentive Plan as follows (deleted language is struck through, added language is bold and double scored):
|
AVB Performance Period Core FFO/share growth below (-) or above (+) the Peer Group OFF/share growth
|
|
more than -300 basis points below
|
0%
|
-300 basis points (threshold*)
|
50%
|
0 basis points (target*)
|
100%
|
+300 basis points (maximum*)
|
200%
|
AVB Performance Period Net Debt/Core EBITDA more than or
less than the Peer Group average
|
|
(AVB Net Debt/Core EBITDA calculation minus Peer Group calculation) is more than 1.5
|
0%
|
(AVB Net Debt/Core EBITDA calculation minus Peer Group calculation) equals 1.5 (threshold*)
|
50%
|
(AVB Net Debt/Core EBITDA calculation minus Peer Group calculation) equals 0 (target*)
|
100%
|
(AVB Net Debt/Core EBITDA calculation minus Peer Group calculation) is -1.5 (negative 1.5) or less (i.e., a larger negative number) (maximum*)
|
200%
|
Introduction
|
You have been granted performance-based restricted stock units under the AvalonBay Communities, Inc. Second Amended and Restated 2009 Equity Incentive Plan (as the same has or may be amended, the “Plan”), subject to the following Award Terms. This grant is also subject to the terms of (i) your Personal Performance Award Agreement Exhibit(s) (“Personal Exhibit”), as further explained herein, and (ii) the Plan, which is hereby incorporated by reference. To the extent that an Award Term conflicts with the Plan, the Plan shall govern.
|
Type of Award
|
You are being awarded performance-based restricted stock units (the “Units”). Units are bookkeeping entries only, and you shall have no rights as a stockholder of the Company, and no dividend and voting rights, with respect to the Units, nor shall a notional amount be reinvested in respect of “phantom dividends” for the purpose of crediting your account with additional Units.
|
Terms
|
Your Personal Exhibit sets forth certain principal terms about the Units awarded for the applicable Performance Period, such as the performance metrics which will apply to determine the final number of Units earned. The terms included in your Personal Exhibit include the following:
|
•
|
Date of Grant
|
•
|
Number of Target Units Awarded
|
•
|
Performance Period
|
•
|
Total Shareholder Return and/or Operating Performance Metrics
|
No Transfers
|
You may not sell, gift, or otherwise transfer or dispose of any of the Units.
|
Performance Metrics
|
If you remain an active employee of AvalonBay from the Date of Grant through the last day of the Performance Period, then the number of Units you will earn at the end of the Performance Period will be based upon the performance of (i) the Company’s Total Shareholder Return, and/or (ii) the Company’s performance as measured against certain metrics of operating performance, in each case over the Performance Period and as described in your Personal Exhibit.
|
First Year
|
In the event your employment terminates for any reason before the completion of the first year of a Performance Period (i.e., for a Performance Period beginning on January 1, 20xx, if your last day of employment is before December 31, 20xx), whether with or without cause, or by reason of death or disability or your voluntary departure or retirement, you shall forfeit all Units and none of the Units shall be earned.
|
(A)
|
In the event your employment terminates on account of any of the following (each, a “Qualifying Termination”):
|
•
|
death,
|
•
|
Disability (as defined in the Company’s standard form of Restricted Stock Agreement as in effect on March 1 of the first year of the Performance Period and thereafter, if applicable, subsequently amended (the “Restricted Stock Agreement Form” or, if not defined therein, as defined in the Plan),
|
•
|
Retirement (as defined in the Restricted Stock Agreement Form or, if not defined therein, as defined in the Plan), or
|
•
|
termination without Cause (as defined in the Restricted Stock Agreement Form or, if not defined therein, as defined in the Plan),
|
(i)
|
your employment terminates in a Qualifying Termination after the completion of one year of service during the Performance Period and you sign a Separation Agreement as described above,
|
(ii)
|
you served for 45% of the Performance Period, and
|
(iii)
|
it is determined that 150% of target is achieved for that award,
|
(B)
|
In the event your employment terminates on account of any reason other than those listed in (A) immediately above (and thus including a termination with
|
Absence
|
In the event that you take a leave of absence during the Performance Period, then, unless prohibited by law, the Company may adjust, in its sole discretion and up to a full forfeiture, the percentage of Units that are earned hereunder to equitably reflect (in the sole discretion of the Company) such absence. Without limiting the foregoing, it is noted that such adjustment may be made, in the sole discretion of the Company, by prorating the number of Units that would otherwise be earned without a leave of absence by:
|
(i)
|
the portion of the year worked without a leave of absence during the last year of the Performance Period (e.g., if nine months are worked during the last year of the Performance Period, there may be a 25% downward adjustment in the percentage of Units that are earned (3 months absence divided by 12 months in the last year of the performance period), or
|
(ii)
|
the portion of the Performance Period worked without a leave of absence (e.g., if three months are missed due to a leave of absence during a 36 month Performance Period there may be an 8.33% downward adjustment in the percentage of Units that are earned (3 months absence divided by 36 months in the Performance Period)).
|
Sale Event
|
If a Sale Event occurs during the Performance Period, then all outstanding Performance Awards shall vest at their target value (i.e., target number of units) and one unrestricted share of AvalonBay Common Stock shall be issued to you as of the date of the Sale Event for each Unit so earned, and the Company shall promptly pay to you, subject to tax withholding, an amount of cash equal to the dividends that would have been payble on such number of shares during the Performance Period up until the date of the Sale Event based on New York Stock Exchange ex-dividend dates (and not dividend payment dates) that occurred during the Performance Period, without any supplement thereto in the nature of interest or compounding thereon.
|
Notices
|
Any notice to be given under the terms of this Award Agreement to the Company shall be addressed to the Company in care of its Secretary, and any notice to be given to
|
Titles
|
Titles and captions are provided herein for convenience only and are not to serve as a basis for interpretation or construction of this Award Agreement. Capitalized terms used but not defined herein shall have the respective meanings ascribed thereto in the Plan or as the context otherwise reasonably indicates.
|
Amendment
|
This Award Agreement may be amended only by a writing executed by the parties hereto which specifically states that it is amending this Award Agreement.
|
Governing Law
|
The laws of the State of Maryland shall govern the interpretation, validity, administration, enforcement and performance of the terms of this Award Agreement regardless of the law that might be applied under principles of conflicts of laws.
|
Data Privacy Consent
|
In order to administer the Plan and this Award Agreement and to implement or structure future equity grants, the Company, its subsidiaries and affiliates and certain agents thereof (together, the “Relevant Companies”) may process any and all personal or professional data, including but not limited to Social Security or other identification number, home address and telephone number, date of birth and other information that is necessary or desirable for the administration of the Plan and/or this Award Agreement (the “Relevant Information”). By entering into this Award Agreement, you (i) authorize the Company to collect, process, register and transfer to the Relevant Companies all Relevant Information; (ii) waive any privacy rights you may have with respect to the Relevant Information; (iii) authorize the Relevant Companies to store and transmit such information in electronic form; and (iv) authorize the transfer of the Relevant Information to any jurisdiction in which the Relevant Companies consider appropriate. You shall have access to, and the right to change, the Relevant Information. Relevant Information will only be used in accordance with applicable law.
|
Electronic Delivery
|
The Company may, in its sole discretion, decide to deliver any documents related to current or future participation in the Plan by electronic means. You hereby consent to receive such documents by electronic delivery and agree to participate in the Plan through an on-line or electronic system established and maintained by the Company or a third party designated by the Company. By electronically accepting the Award Agreement and participating in the Plan, you agree to be bound by the terms and conditions in the Plan and this Award Agreement.
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Non-Solicitation
|
By accepting an award of Units, you agree that, for a period of at least twenty-four (24) months following your termination of employment with the Company for any reason, you will not, without the prior written consent of the Company, solicit or attempt to solicit for employment with or on behalf of any other person, firm or entity any employee of the Company or any of its affiliates or any other person who was formerly employed by the Company or any of its affiliates within the preceding six months, unless such person’s employment was terminated by the Company or such affiliates.
|
Recoupment Policy
|
The Company’s Board of Directors has adopted a Policy for Recoupment of Incentive
|
Tax Withholding
|
The Company's obligation (i) to issue or deliver to you any certificate or certificates for unrestricted shares of AvalonBay Common Stock (“Stock”) in settlement of earned Units or (ii) to pay to you any dividends or make any distributions with respect to the shares of Stock issued in settlement of earned Units, is in each case expressly conditioned on the Company's satisfaction of its obligation, if any, to withhold taxes. You shall, not later than the date as of which the receipt of shares of Stock in settlement of earned Units becomes a taxable event for Federal income tax purposes, pay to the Company or make arrangements satisfactory to the Administrator for payment of any Federal, state, and local taxes required by law to be withheld on account of such taxable event. The Company shall satisfy any required minimum tax withholding obligation (or such greater tax withholding as the Administrator may approve) by withholding, from shares of Stock to be issued or released by the transfer agent in connection with the settlement of Units, a number of shares of Stock with an aggregate Fair Market Value that would satisfy the withholding amount due (with the resulting number being rounded up to the nearest whole share of Stock). In addition, by acceptance of this Award, you agrees that for all outstanding Awards not yet vested under the Plan, the Company shall satisfy any required minimum tax withholding obligation (or such greater tax withholding as the Administrator may approve) by withholding from shares of Stock to be issued under such awards a number of shares of Stock with an aggregate Fair Market Value that would satisfy the minimum tax withholding amount due (with the resulting number being rounded up to the nearest whole share of Stock).
|
of Award.
|
You agree that, to the extent the terms in these Award Terms (including any terms relating to accelerated vesting and conditions thereto,
but in no event including
(i) the number of units, (ii) the vesting schedule or calendar of vesting dates of units (or shares upon settlement of units or a cash payment equal to accrued dividends thereon), or (iii) the metrics or calculations for determining performance achievement) conflict with the Award Terms in any previously awarded and agreed to performance award agreement that is still outstanding (i.e., unforfeited and the performance period not yet complete), the provisions in these Award Terms shall apply. You also acknowledge that you may be required to evidence your acknowledgement of this award and agreement to the terms hereof by accepting this award in the Company’s stock plan administrator’s system, which acceptance may be required within a certain number of days from the grant date hereof in accordance with instructions and/or announcements provided by the Company to you and failing to accept this award within the Company’s stock plan administrator’s system within such number of days may constitute grounds for forfeiture of this award in the Company’s sole and absolute discretion.
|
Counterparts
|
This Award Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.
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San Francisco Bay Partners II, Ltd.
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Bronxville West, LLC
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Forestbroad LLC
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Smithtown Galleria Associates Limited Partnership
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Town Close Associates Limited Partnership
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1100 First DC, LLC
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1865 Broadway For-Sale, LLC
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1865 Broadway Retail, LLC
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4100 Massachusetts Avenue Solar, LLC
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Alameda Financing, L.P.
|
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Alexander City Park, LLC
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AMP Apartments Subtenant, LLC
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AMP Apartments, LLC
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AMP Manager LLC
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API Emeryville Parkside LLC
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Archstone Bay Club Marina LP
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Archstone Camargue III LLC
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Archstone Carillon Point GP LLC
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Archstone Carillon Point LP
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Archstone Carillon Point REIT GP LLC
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Archstone Carillon Point REIT LP
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Archstone Communities LLC
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Archstone DC Master Holdings LLC
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Archstone DC One Holdings LLC
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Archstone Del Mar Station LLC
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Archstone Developer LLC
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Archstone East 33rd Street GP LLC
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Archstone East 33rd Street LP
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Archstone East 33rd Street Master Lessee GP LLC
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Archstone East 33rd Street Master Lessee LP
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Archstone East 33rd Street REIT GP LLC
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Archstone East 33rd Street REIT LP
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Archstone East 39th Street (Nominee) GP LLC
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Archstone East 39th Street (Nominee) LP
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Archstone East 39th Street Holdings GP LLC
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Archstone East 39th Street Holdings LP
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Archstone East 39th Street Land LLC
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|
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Archstone East 39th Street Principal GP LLC
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Archstone East 39th Street Principal LP
|
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Archstone Grosvenor Tower GP LLC
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Archstone Grosvenor Tower LP
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Archstone Grosvenor Tower REIT GP LLC
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|
Archstone Grosvenor Tower REIT LP
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|
Archstone HoldCO CM LLC
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|
Archstone Huntington Beach College Park LLC
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Archstone Huntington Beach Member LLC
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Archstone Legacy Place GP LLC
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Archstone Legacy Place LP
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Archstone Legacy Place REIT GP LLC
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Archstone Legacy Place REIT LP
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Archstone Lexington Apartments GP LLC
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Archstone Lexington Apartments LP
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Archstone Lincoln Towers LLC
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Archstone Long Beach GP LLC
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Archstone Long Beach LP
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Archstone Marina Bay GP LLC
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Archstone Marina Bay LP
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Archstone Marina Bay Nominee LP
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Archstone Marina Bay REIT GP LLC
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|
Archstone Marina Bay REIT LP
|
|
Archstone Master Property Holdings LLC
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|
Archstone Memorial Heights Villages I LLC
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Archstone Multifamily Partners AC Asset Manager LLC
|
|
Archstone Multifamily Partners AC CM LLC
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|
Archstone Multifamily Partners AC Funding GP LLC
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|
Archstone Multifamily Partners AC Funding LP
|
|
Archstone Multifamily Partners AC GP LLC
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|
Archstone Multifamily Partners AC Investor I LLC
|
|
Archstone Multifamily Partners AC Investor II LLC
|
|
Archstone Multifamily Partners AC JV Asset Manager LLC
|
|
Archstone Multifamily Partners AC JV CM LLC
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|
Archstone Multifamily Partners AC JV GP LLC
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|
Archstone Multifamily Partners AC JV Investor I LLC
|
|
Archstone Multifamily Partners AC JV LP
|
|
Archstone Multifamily Partners AC LP
|
|
Archstone Multifamily Series II LLC
|
|
Archstone Multifamily Series III LLC
|
|
Archstone Multifamily Series IV LLC
|
|
Archstone North Braeswood GP LLC
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|
Archstone North Braeswood LP
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Archstone North Capitol Hill 2 GP LLC
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|
Archstone North Capitol Hill 2 LP
|
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Archstone North Capitol Hill GP LLC
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|
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Archstone North Capitol Hill LP
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|
Archstone Northcreek LLC
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|
Archstone Oak Creek I LLC
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|
Archstone Oak Creek II LLC
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|
Archstone Oakwood Arlington LLC
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|
Archstone Oakwood Toluca Hills LLC
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Archstone Old Town Pasadena LLC
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Archstone Parallel Residual JV 2, LLC
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Archstone Parallel Residual JV, LLC
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|
Archstone Parkland Gardens LLC
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|
Archstone Property Holdings GP LLC
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|
Archstone Property Holdings LLC
|
|
Archstone Redmond Campus LLC
|
|
Archstone Residual JV, LLC
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|
Archstone San Bruno III LLC
|
|
Archstone San Bruno III-B LLC
|
|
Archstone San Mateo Holdings LLC
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|
Archstone Smith Corporate Holdings LLC
|
|
Archstone Studio 4041 GP LLC
|
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Archstone Studio 4041 LP
|
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Archstone Studio 4041 REIT GP LLC
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Archstone Studio 4041 REIT LP
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|
Archstone Texas Land Holdings LLC
|
|
Archstone Thousand Oaks LLC
|
|
Archstone Trademark JV, LLC
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|
Archstone Tysons Corner LLC
|
|
Archstone Venice GP LLC
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|
Archstone Venice LP
|
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Archstone Venice REIT GP LLC
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Archstone Venice REIT LP
|
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Archstone Westbury (Nominee) GP LLC
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Archstone Westbury (Nominee) LP
|
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Archstone Westbury GP LLC
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Archstone Westbury Holdings GP LLC
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Archstone Westbury Holdings LP
|
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Archstone Westbury LP
|
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Archstone Westbury Principal GP LLC
|
|
Archstone Westbury Principal LP
|
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Archstone-Smith Unitholder Services LLC
|
|
Aria at Laurel Hill, LLC
|
|
Arlington Square Financing, LLC
|
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ASN 50th Street LLC
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ASN Bear Hill LLC
|
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ASN Calabasas I LLC
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ASN Calabasas II LLC
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ASN La Jolla Colony LLC
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|
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ASN Lake Mendota Investments LLC
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ASN Long Beach LLC
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ASN Los Feliz LLC
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ASN Meadows at Russett I LLC
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ASN Meadows at Russett II LLC
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ASN Monument Park LLC
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ASN Mountain View LLC
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ASN Pasadena LLC
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ASN Quincy LLC
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ASN Redmond Lakeview LLC
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|
ASN Redmond Park LLC
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ASN San Jose LLC
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ASN Tanforan Crossing I LLC
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|
ASN Tanforan Crossing II LLC
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|
ASN Thousand Oaks Plaza LLC
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|
ASN Walnut Ridge LLC
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ASN Warner Center LLC
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ASN Woodland Hills East LLC
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|
AVA Arts District TRS, LLC
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AVA Arts District, L.P.
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AVA Capitol Hill, LLC
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AVA Lawrence Street, LLC
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AVA Ninth, L.P.
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Avalon 210 Wall, LLC
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Avalon 55 Ninth, LLC
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Avalon 850 Boca, LLC
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Avalon Alderwood Phase I, LLC
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Avalon Alexander, LLC
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Avalon Anaheim Stadium, L.P.
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Avalon Arboretum, L.P.
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Avalon Arundel Crossing, LLC
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|
Avalon at 318 I Street, LLC
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|
Avalon at 318 I Street Solar, LLC
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|
Avalon at Ballston, LLC
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Avalon at Diamond Heights, L.P.
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Avalon at Florham Park, LLC
|
|
Avalon at Mission Bay III, L.P.
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Avalon at Pacific Bay, L.P.
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|
Avalon at Providence Park, LLC
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Avalon at Stratford, LLC
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Avalon Baker Ranch, L.P.
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Avalon Ballard, LLC
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Avalon Belltown, LLC
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Avalon Brea Place, LLC
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Avalon Brea Place Member, LLC
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Avalon Brea Place (Phase I), LLC
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|
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Avalon Brea Place (Phase II), LLC
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Avalon Burlington, LLC
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|
Avalon Chino Hills, L.P.
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|
Avalon Columbia Pike, LLC
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|
Avalon Columbus Circle, LLC
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|
Avalon Columbus Circle Retail, LLC
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|
Avalon Denver West, LLC
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|
Avalon Doral, LLC
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Avalon DownREIT V, L.P.
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|
Avalon Dublin Station II, L.P.
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|
Avalon Encino, L.P.
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|
Avalon Exeter, LLC
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Avalon Fair Lakes, LLC
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Avalon Fairfax City, LLC
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|
Avalon Fashion Valley, L.P.
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Avalon Foundry Row, LLC
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Avalon Framingham, LLC
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Avalon Glendora, L.P.
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Avalon Gold, LLC
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Avalon Great Neck, LLC
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Avalon Green II, LLC
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Avalon Grosvenor, L.P.
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Avalon Harbor East, LLC
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Avalon Hoboken, LLC
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Avalon Hoboken TRS, LLC
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Avalon Hoboken JV, LLC
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|
Avalon Hollywood GP, LLC
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|
Avalon Hollywood, L.P.
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|
Avalon Hunt Valley, LLC
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|
Avalon Ironwood at Red Rocks, LLC
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|
Avalon Irvine III, L.P.
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Avalon Irvine, L.P.
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Avalon Laurel, LLC
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|
Avalon Marlborough, LLC
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|
Avalon Milazzo, L.P.
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|
Avalon Mission Oaks, L.P.
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|
Avalon Monrovia, LLC
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|
Avalon Morningside Fee, LLC
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|
Avalon Morrison Park, L.P.
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Avalon Mosaic II, LLC
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|
Avalon Mosaic, LLC
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|
Avalon Nashua, LLC
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|
Avalon New Canaan, LLC
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|
Avalon Newport, L.P.
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Avalon Norden Place, LLC
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Avalon North Creek, LLC
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|
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Avalon Oak Road, L.P.
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Avalon Oak Road GP, LLC
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|
Avalon Ocean Avenue, L.P.
|
|
Avalon Old Bridge, LLC
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|
Avalon Ossining, LLC
|
|
Avalon Overlake, LLC
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|
Avalon Overlake Phase II, LLC
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|
Avalon Park Crest, LLC
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|
Avalon Piscataway, LLC
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|
Avalon Potomac Yard, LLC
|
|
Avalon Princeton, LLC
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|
Avalon Princeton Solar, LLC
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|
Avalon Public Market, L.P.
|
|
Avalon Public Market Parcel C, LLC
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Avalon Queen Anne, LLC
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|
Avalon Rancho Vallecitos, L.P.
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|
Avalon Ridge at Wheatlands, LLC
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Avalon Riverview I, LLC
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Avalon Riverview North, LLC
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|
Avalon Rockwell & Lanes, LLC
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|
Avalon Roseland, LLC
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Avalon Run, LLC
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Avalon San Dimas, L.P.
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Avalon Shelton III, LLC
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|
Avalon Shipyard, LLC
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|
Avalon Somers, LLC
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|
Avalon Stuart, LLC
|
|
Avalon Studio 77, L.P.
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Avalon Teaneck, LLC
|
|
Avalon Towers Bellevue, LLC
|
|
Avalon Towson, LLC
|
|
Avalon Union City, L.P.
|
|
Avalon Upper Falls Limited Partnership
|
|
Avalon Upper Falls, LLC
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|
Avalon Villa Bonita, L.P.
|
|
Avalon Villa San Dimas, L.P.
|
|
Avalon Vista, L.P.
|
|
Avalon Walnut Creek II, L.P.
|
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Avalon Walnut Creek II GP, LLC
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|
Avalon Watch, LLC
|
|
Avalon West Chelsea, LLC
|
|
Avalon West Hollywood, L.P.
|
|
Avalon West Long Branch, LLC
|
|
Avalon White Plains II, LLC
|
|
Avalon Willoughby West, LLC
|
|
Avalon Wilshire, L.P.
|
|
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Avalon Winbrook Redevelopment, LLC
|
|
Avalon Woodland Hills, L.P.
|
|
Avalon WP I, LLC
|
|
Avalon WP II, LLC
|
|
Avalon WP III, LLC
|
|
Avalon WP IV, LLC
|
|
Avalon WP V, LLC
|
|
Avalon WP VI, LLC
|
|
Avalon Yonkers ATI Site, LLC
|
|
Avalon Yonkers Sun Sites, LLC
|
|
AvalonBay Trade Zone Village, LLC
|
|
AVB 1865 Broadway, LLC
|
|
AVB 1865 Developer, LLC
|
|
AVB Albemarle, LLC
|
|
AVB Albemarle Solar, LLC
|
|
AVB Alderwood Member, LLC
|
|
AVB Balboa, LLC
|
|
AVB Bloomfield Station Urban Renewal, LLC
|
|
AVB Boonton Bondholder, LLC
|
|
AVB Bowery II, LLC
|
|
AVB Brandywine Member, LLC
|
|
AVB Broadway Developer, LLC
|
|
AVB Broadway Member, LLC
|
|
AVB Consulate, LLC
|
|
AVB Del Rey, L.P.
|
|
AVB Gallery Place Solar, LLC
|
|
AVB Glover Park, LLC
|
|
AVB Harrison, LLC
|
|
AVB La Mesa GP LLC
|
|
AVB La Mesa II GP LLC
|
|
AVB La Mesa II LP
|
|
AVB La Mesa LP
|
|
AVB Legacy DownREIT, LLC
|
|
AVB Manager II, LLC
|
|
AVB Maple Leaf Apartments GP, LLC
|
|
AVB Maple Leaf Apartments Limited Partnership
|
|
AVB Maple Leaf REIT, LLC
|
|
AVB Market Common, LLC
|
|
AVB Meadows, LLC
|
|
AVB Morningside Ground Tenant, LLC
|
|
AVB Morningside Park, LLC
|
|
AVB Morningside Tenant, LLC
|
|
AVB North Capitol Hill Solar, LLC
|
|
AVB NP II JV GP, LLC
|
|
AVB NP II JV Investor, LLC
|
|
AVB NY Investor, LLC
|
|
|
AVB NY Portfolio CM, LLC
|
|
AVB Opera Warehouse GP, LLC
|
|
AVB Opera Warehouse TRS, LLC
|
|
AVB Opera Warehouse, L.P.
|
|
AVB Residual Parallel II, LLC
|
|
AVB Santa Monica on Main GP LLC
|
|
AVB Santa Monica on Main LP
|
|
AVB Simi Valley GP LLC
|
|
AVB Simi Valley LP
|
|
AVB Southwest Berkeley GP LLC
|
|
AVB Southwest Berkeley LP
|
|
AVB Statesman, LLC
|
|
AVB Statesman Solar, LLC
|
|
AVB Studio City GP LLC
|
|
AVB Studio City III-A GP LLC
|
|
AVB Studio City III-A LP
|
|
AVB Studio City III-B GP LLC
|
|
AVB Studio City III-B LP
|
|
AVB Studio City III-C GP LLC
|
|
AVB Studio City III-C LP
|
|
AVB Studio City LP
|
|
AVB Trademark, LLC
|
|
AVB Tunlaw Gardens, LLC
|
|
AVB Van Ness Solar, LLC
|
|
AVB Walnut Creek GP LLC
|
|
AVB Walnut Creek LP
|
|
AVB Walnut Creek Station GP LLC
|
|
AVB Walnut Creek Station LP
|
|
AVB West Chelsea, LLC
|
|
AVB Willow Glen GP LLC
|
|
AVB Willow Glen LP
|
|
Bay Countrybrook L.P.
|
|
Bay Pacific Northwest, L.P.
|
|
Bellevue Financing, LLC
|
|
Bloomingdale Urban Renewal, LLC
|
|
Boonton Urban Renewal, LLC
|
|
Bowery Place I Low-Income Operator, LLC
|
|
Bowery Place I Manager, LLC
|
|
BPR Sudbury Development LLC
|
|
Capital Mezz LLC
|
|
CG-N Affordable LLC
|
|
CG-N Affordable Manager LLC
|
|
CG-S Affordable LLC
|
|
CG-S Affordable Manager LLC
|
|
Clinton Green North, LLC
|
|
Clinton Green South, LLC
|
|
|
Clinton Green Theatre, LLC
|
|
Courthouse Hill LLC
|
|
Crescent Financing, LLC
|
|
Crest Financing, L.P.
|
|
CVP II, LLC
|
|
CVP III, LLC
|
|
Darien Financing, LLC
|
|
Dermont Clinton Green, LLC
|
|
Doral AVB Member, LLC
|
|
Eaves Artesia, L.P.
|
|
Eaves Burlington, LLC
|
|
Edgewater Financing, LLC
|
|
El Paseo Drive Land LLC
|
|
Fairfax Towers Financing, L.P.
|
|
Garden City Apartments, LLC
|
|
Garden City SF, LLC
|
|
Garden City Townhomes, LLC
|
|
Glen Cove Development LLC
|
|
Glen Cove II Development LLC
|
|
Hayes Valley, L.P.
|
|
La Brea Gateway LLC
|
|
Lake Mendota Investments LLC
|
|
Laurel Hill Private Sewer Treatment Facility, LLC
|
|
Legacy Holdings JV, LLC
|
|
Lexford Properties, L.P.
|
|
Maplewood Urban Renewal, LLC
|
|
Mark Pasadena Financing, L.P.
|
|
Mission Bay North Financing, L.P.
|
|
MVP I, LLC
|
|
Newcastle Construction Management, LLC
|
|
Newcastle For Sale, LLC
|
|
Newcastle Joint Venture, LLC
|
|
Newcastle Multifamily Rental, LLC
|
|
North Bergen Residential Urban Renewal, LLC
|
|
North Bergen Retail Urban Renewal, LLC
|
|
North Point Apartments GP LLC
|
|
North Point Apartments Limited Partnership
|
|
North Point Holdings GP LLC
|
|
North Point Holdings LP
|
|
North Point II Apartments, LLC
|
|
North Point II JV, LP
|
|
North Point II REIT, LLC
|
|
North Point REIT LLC
|
|
Norwalk Retail, LLC
|
|
NYTA MF Investors, LLC
|
|
OEC Holdings LLC
|
|
|
PHVP I GP, LLC
|
|
PHVP I, LP
|
|
Pleasant Hill Manager, LLC
|
|
Pleasant Hill Transit Village Associates LLC
|
|
Quincy Avalon, LLC
|
|
Reservoir Community Partners, LLC
|
|
Ridgefield Park Urban Renewal, LLC
|
|
Roselle Park Urban Renewal, LLC
|
|
Roselle Park VP, LLC
|
|
San Bruno III Financing, L.P.
|
|
Saugus Avalon, LLC
|
|
Shady Grove Road Financing, LLC
|
|
Sheepshead Bay Road Lender, LLC
|
|
Sheepshead Bay Road Manager, LLC
|
|
Sheepshead Bay Road Owner, LLC
|
|
Sheepshead Bay Road Partner, LLC
|
|
Sheepshead Bay Road PM, LLC
|
|
Silicon Valley Financing, LLC
|
|
Smith Property Holdings Ballston Place L.L.C.
|
|
Smith Property Holdings Consulate L.L.C.
|
|
Smith Property Holdings Crystal Towers L.P.
|
|
Smith Property Holdings Five (D.C.) L.P.
|
|
Smith Property Holdings One (D.C.) L.P.
|
|
Smith Property Holdings Reston Landing L.L.C.
|
|
Smith Property Holdings Seven L.P.
|
|
Sudbury Land Avalon, LLC
|
|
Union Urban Renewal, LLC
|
|
Valet Waste Holdings, Inc.
|
|
Wesmont Station Licensee, LLC
|
|
Wesmont Station Residential I Urban Renewal, LLC
|
|
Wesmont Station Residential II Urban Renewal, LLC
|
|
Wesmont Station Retail I Urban Renewal, LLC
|
|
Wesmont Station Retail II Urban Renewal, LLC
|
|
West Chelsea Transaction, LLC
|
|
West Windsor Urban Renewal, LLC
|
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Wharton Urban Renewal, LLC
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Woodland Park REIT Holdings GP LLC
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Woodland Park REIT Holdings LP
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Woodland Park REIT LLC
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WP Apartments GP LLC
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WP Apartments LP
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4100 Massachusetts Avenue Associates, L.P.
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|
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Archstone
|
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Archstone Inc.
|
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Archstone Multifamily Series I Trust
|
|
AVA Arts District GP, Inc.
|
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Avalon 4100 Massachusetts Avenue, Inc.
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Avalon Acton, Inc.
|
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Avalon at Chestnut Hill, Inc.
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Avalon at Great Meadow, Inc.
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Avalon at St. Clare, Inc.
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Avalon BFG, Inc.
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Avalon Blue Hills, Inc.
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Avalon Canton, Inc.
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Avalon Chase Glen, Inc.
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Avalon Chase Grove, Inc.
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Avalon Chino Hills Manager, Inc.
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Avalon Cohasset, Inc.
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Avalon Collateral, Inc.
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Avalon Commons, Inc.
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Avalon DownREIT V, Inc.
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Avalon Fairway Hills I Associates
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Avalon Fairway Hills II Associates
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Avalon Fairway II, Inc.
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Avalon Glendora Manager, Inc.
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Avalon Grosvenor LLC
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Avalon Hayes Valley Manager, Inc.
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Avalon Mission Oaks Manager, Inc.
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Avalon Natick, Inc.
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Avalon Oaks, Inc.
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Avalon Oaks West, Inc.
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Avalon Promenade, Inc.
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Avalon Public Market GP, Inc.
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Avalon Sharon, Inc.
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Avalon Studio 77 GP, Inc.
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Avalon Symphony Woods, Inc.
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Avalon Twinbrook Station, Inc.
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Avalon Upper Falls Limited Dividend Corporation
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Avalon West Hollywood Manager, Inc.
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AvalonBay Assembly Row, Inc.
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AvalonBay Construction Services, Inc.
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AvalonBay Grosvenor, Inc.
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AvalonBay NYC Development, Inc.
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AvalonBay Orchards, Inc.
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AvalonBay Traville, LLC
|
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AVB Development Transactions, Inc.
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AVB Northborough, Inc.
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AVB Realty Management Services, Inc.
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|
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AVB Service Provider, Inc.
|
|
Bay Asset Group, Inc.
|
|
Bay Development Partners, Inc.
|
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Bay GP, Inc.
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|
Brandywine Apartments of Maryland, LLC
|
|
California Multiple Financing, Inc.
|
|
California San Bruno III Financing, Inc.
|
|
Easton Avalon, Inc.
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Georgia Avenue, Inc.
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|
Hingham Shipyard Avalon II, Inc.
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|
Juanita Construction, Inc.
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Lexington Ridge-Avalon, Inc.
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Norwood Avalon, Inc.
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Pomorum Holdings, Inc.
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Smith Realty Company
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Sudbury Avalon, Inc.
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855 Broadway Licensee, LLC
|
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AvalonBay BFG Limited Partnership
|
|
Hingham Shipyard East Property Owners Association, Inc.
|
|
Smith Property Holdings Cronin’s Landing L.P.
|
|
Town Cove Jersey City Urban Renewal, Inc.
|
|
Town Run Associates
|
|
Avalon Huntington Former S Corp
|
|
Hillwood Square Mutual Association
|
|
Pomorum Renters Insurance Agency, LLC
|
|
Pomorum Insurance Company Ltd. (Bermuda)
|
|
Pomorum Renters Insurance Company, Ltd. (Bermuda)
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(1)
|
Registration Statements and Related Prospectuses (Forms S-3 No. 333-223183, No. 333-87063 and No. 333-107413) of AvalonBay Communities, Inc., and
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(2)
|
Registration Statements (Forms S-8 No. 333-216221, No. 333-161258 and No. 333-16837) pertaining to AvalonBay Communities, Inc.’s Deferred Compensation Plan, Equity Incentive Plan and 1994 Stock Incentive Plan and 1996 Non-Qualified Employee Stock Purchase Plan, respectively,
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1.
|
I have reviewed this annual report on Form 10-K of AvalonBay Communities, Inc.;
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2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a - 15(e) and 15d - 15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a - 15(f) and 15d - 15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's Board of Directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: February 22, 2019
|
|
|
|
|
/s/ TIMOTHY J. NAUGHTON
|
|
|
Timothy J. Naughton
|
|
|
Chairman, Chief Executive Officer and President
|
1.
|
I have reviewed this annual report on Form 10-K of AvalonBay Communities, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a - 15(e) and 15d - 15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a - 15(f) and 15d - 15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's Board of Directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
Date: February 22, 2019
|
|
|
|
|
/s/ KEVIN P. O’SHEA
|
|
|
Kevin P. O’Shea
|
|
|
Chief Financial Officer
|
Date: February 22, 2019
|
|
|
|
|
/s/ TIMOTHY J. NAUGHTON
|
|
|
Timothy J. Naughton
|
|
|
Chairman, Chief Executive Officer and President
|
|
|
/s/ KEVIN P. O’SHEA
|
|
|
Kevin P. O’Shea
|
|
|
Chief Financial Officer
|