Bluerock Residential Growth REIT, Inc. (Form: 8-K, Received: 05/08/2018 08:47:16)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15( d ) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): May 8, 2018

Bluerock Residential Growth REIT, Inc.

(Exact Name of Registrant as Specified in Its Charter)

Maryland

001-36369

26-3136483

(State or other jurisdiction of incorporation
or organization)

(Commission File Number)

(I.R.S. Employer

Identification No.)

712 Fifth Avenue, 9th Floor

New York, NY 10019

(Address of principal executive offices)

(212) 843-1601

(Registrant’s telephone number, including area code)

None.

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

ITEM 2.02

RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

On May 8, 2018, Bluerock Residential Growth REIT, Inc., a Maryland corporation, or the Company, issued a press release announcing its financial results for the first quarter ended March 31, 2018. Additionally, the Company is furnishing certain supplemental financial information, or the Supplemental Financial Information. Copies of the press release and the Supplemental Financial Information are furnished as Exhibit 99.1 and Exhibit 99.2 to this Current Report on Form 8-K and is hereby incorporated by reference herein. In accordance with General Instruction B.2 of Form 8-K, the information in this Item 2.02 shall not be deemed to be “filed” for purposes of the Securities Exchange Act of 1934, as amended, or the Exchange Act, and shall not be incorporated by reference into any registration statement or other document filed under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

ITEM 7.01

REGULATION FD DISCLOSURE.

As disclosed above in Item 2.02 of this Current Report on Form 8-K, on May 8, 2018, the Company issued the press release and Supplemental Financial Information attached hereto as Exhibit 99.1 and Exhibit 99.2 announcing the Company’s financial results for the first quarter ended March 31, 2018 and certain other supplemental financial information. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein, in the press release is deemed to be “furnished” and shall not be deemed to be “filed” for purposes of the Exchange Act. The information set forth in this Item 7.01 of this Current Report on Form 8-K shall not be deemed an admission as to the materiality of any information in this Current Report on Form 8-K that is required to be disclosed solely to satisfy the requirements of Regulation FD.

ITEM 9.01

FINANCIAL STATEMENTS AND EXHIBITS.

(d)

Exhibits.

The following exhibits relating to Items 2.02 and 7.01 of this Current Report on Form 8-K are intended to be furnished to, not filed with, the SEC pursuant to Regulation FD.

Exhibit No.		Description

99.1		Press Release, dated May 8, 2018.
99.2		Supplemental Financial Information.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BLUEROCK RESIDENTIAL GROWTH REIT, INC.

Dated: May 8, 2018	By:	/s/Christopher J. Vohs
		Christopher J. Vohs
		Chief Financial Officer and Treasurer

Exhibit Index

Exhibit No.		Description

99.1		Press Release, dated May 8, 2018.
99.2		Supplemental Financial Information.

Exhibit 99.1

For Immediate Release

Bluerock Residential Growth REIT Announces First Quarter 2018 Results

- Total Revenues Grew 49% YoY to $41.9 Million -

- Reaffirms Full Year 2018 AFFO Guidance -

New York, NY (May 8, 2018) – Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) (“the Company”), an owner of highly amenitized multi-family apartment communities, announced today its financial results for the quarter ended March 31, 2018.

First Quarter Highlights

•

Total revenues grew 49% to $41.9 million for the quarter from $28.2 million in the prior year period.

•

Net loss attributable to common stockholders for the first quarter of 2018 was ($0.40) per share, as compared to net loss attributable to common stockholders of ($0.20) per share in the prior year period.

•

Property Net Operating Income (“NOI”) grew 31% to $21.0 million, from $16.0 million in the prior year period.

•

Same store Revenue and NOI increased 5.4% and 3.5% respectively, as compared to the prior year period.

•

Adjusted funds from operations attributable to common shares and units (“AFFO”) grew 21% to $5.6 million, from $4.6 million in the prior year period. AFFO per share is $0.18 for the quarter as compared to $0.18 in first quarter 2017.

•

Consolidated real estate investments, at cost, increased approximately $65 million to $1.5 billion.

•

The Company invested approximately $61 million in a 264-unit highly amenitized community and grew development mezzanine loans by approximately $22 million.

•

Repurchased 530,693 shares of stock during the first quarter at an average price of $7.92 per share, for a total cost of approximately $4.2 million.

•

The Company entered into a $50 million junior credit facility agreement.

“We had an active start to the year as we produced strong results for the first quarter, and delivered AFFO which exceeded our dividend payment,” said Ramin Kamfar, Company Chairman and CEO. “We also closed on the acquisition of a multi-family community for $61 million and strengthened our balance sheet as we established a $50 million junior revolving credit facility. We enter the second quarter with greater financial flexibility and capacity in pursuing our strategy of owning highly amenitized communities in targeted knowledge-economy growth markets.”

Financial Results

Net loss attributable to common stockholders for the first quarter of 2018 was $9.4 million, compared to a net loss of $5.0 million in the prior year period. Net loss attributable to common stockholders included non-cash expenses of $18.2 million or $0.59 per share in the first quarter of 2018 compared to $13.9 million or $0.55 per share for the prior year period.

AFFO for the first quarter of 2018 was $5.6 million, or $0.18 per diluted share, compared to $4.6 million, or $0.18 per diluted share in the prior year period. AFFO was primarily impacted by growth in property NOI of $5.0 million and interest income of $3.7 million arising from significant investment activity. This was primarily offset by a year-over-year rise in interest expense of $3.0 million, general and administrative expenses of $1.9 million, and preferred stock dividends of $2.4 million.

Total Portfolio Performance

$ In thousands, except average rental rates	1Q18			1Q17			Variance
Total Revenues ⁽¹⁾	$	41,871		$	28,183			48.6	%
Property Operating Expenses	$	15,658		$	10,619			47.5	%
NOI	$	21,017		$	16,041			31.0	%
Operating Margin		57.3	%		60.2	%		(290	) bps
Occupancy Percentage		93.5	%		94.3	%		(80	) bps
Average Rental Rate	$	1,227		$	1,254			-2.2%

⁽¹⁾ Including interest income from related parties

For the first quarter of 2018, property revenues increased by 37.6% compared to the same prior year period primarily attributable to the increased size of the portfolio. Total portfolio NOI was $21.0 million, an increase of $5.0 million, or 31.0%, compared to the same period in the prior year.

Property NOI margins were 57.3% of revenue for the quarter, compared to 60.2% of revenue in the prior year quarter. Property NOI margins were impacted by the sales of stabilized assets owned for longer time periods and the recent purchase of replacement properties that have not yet achieved the same level of operational efficiency. Property operating expenses were up primarily due to the increased size of the portfolio.

Same Store Portfolio Performance

$ In thousands, except average rental rates	1Q18			1Q17			Variance
Revenues	$	20,781		$	19,725			5.4	%
Property Operating Expenses	$	8,594		$	7,946			8.2	%
NOI	$	12,187		$	11,779			3.5	%
Operating Margin		58.6	%		59.7	%		(110	) bps
Occupancy Percentage		93.8	%		94.0	%		(20	) bps
Average Rental Rate	$	1,284		$	1,225			4.8%

For the first quarter of 2018, same store NOI was $12.2 million, an increase of $408,000, or 3.5%, compared to the same period in the prior year. Same store property revenues increased by 5.4% compared to the same prior year period, primarily attributable to a 4.8% increase in average rental rates, offset by average occupancy decreasing 20 basis points to 93.8%. Same store expenses were impacted by an approximate $400,000 increase in real estate taxes due to higher valuations by municipalities and lower 2017 tax expense as a result of 2016 real estate tax true-ups recorded in the 2017 period. The Company’s same store portfolio for the quarter ended March 31, 2018 included 16 properties.

First Quarter Acquisition Activity

•

On March 26, 2018, acquired an 88% indirect interest in a 264-unit apartment community located in Castle Rock, Colorado, known as Links at Plum Creek. The total purchase price was approximately $61.1 million, funded in part with a $40.0 million mortgage loan on the Links at Plum Creek.

•

On March 28, 2018, increased its mezzanine loan in the Flagler Village development by $21.0 million.

Balance Sheet

On March 20, 2018, the Company, through its operating partnership, entered into a $50 million credit agreement (the “Junior Credit Facility”) with KeyBank National Association and other lenders. The Junior Credit Facility matures in March 2019, and borrowings bear interest, at the Company’s option, at LIBOR plus 4.00%, or the base rate plus 3.00%.

The Company raised gross proceeds of approximately $18.5 million through the sale of 18,531 shares of Series B preferred stock with associated warrants at $1,000 per unit.

As of March 31, 2018, the Company had $31.5 million of unrestricted cash on its balance sheet, approximately $23.2 million available among its revolving credit facilities, and $1.1 billion of debt outstanding.

Dividend Details

The Board of Directors authorized, and the Company declared, a quarterly dividend for the first quarter of 2018 equal to a quarterly rate of $0.1625 per share on its Class A common stock, payable to the stockholders of record as of March 23, 2018, which was paid in cash on April 5, 2018. A portion of each dividend may constitute a return of capital for tax purposes. There is no assurance that we will continue to declare dividends or at this rate.

On April 13, 2018, the Board of Directors authorized, and the Company declared, a monthly dividend of $5.00 per share of Series B preferred stock, payable to the stockholders of record as of April 25, 2018, which was paid in cash on May 4, 2018, and as of May 25, 2018, and June 25, 2018, which will be paid in cash on June 5, 2018 and July 5, 2018, respectively.

2018 Guidance

Based on the Company’s current outlook and market conditions, the Company reiterates 2018 AFFO in the range of $0.65 to $0.70 per share. For additional guidance details, please see page 28 of Company’s First Quarter 2018 Earnings Supplement available under Investor Relations on the Company’s website (www.bluerockresidential.com). Subsequent to issuing 2018 guidance in February 2018, the Company revised its presentation of AFFO attributable to common stockholders to reflect AFFO attributable to common shares and units. The estimated weighted average diluted shares and units outstanding used to calculate AFFO per share now includes noncontrolling interests – operating partnership units. As the Company’s presentation now also includes the impact of AFFO attributable to operating partnership units, and as shares and units are treated on a one-for-one basis, there is no change to projected AFFO per share for purposes of 2018 AFFO guidance.

Conference Call

All interested parties can listen to the live conference call at 11:00 AM ET on Tuesday, May 8, 2018 by dialing +1 (866) 843-0890 within the U.S., or +1 (412) 317-6597, and requesting the "Bluerock Residential Conference."

For those who are not available to listen to the live call, the conference call will be available for replay on the Company’s website two hours after the call concludes, and will remain available until June 8, 2018 at http://services.choruscall.com/links/brg180508.html , as well as by dialing +1 (877) 344-7529 in the U.S., or +1 (412) 317-0088 internationally, and requesting conference number 10119871.

The full text of this Earnings Release and additional Supplemental Information is available in the Investor Relations section on the Company’s website at http://www.bluerockresidential.com .

About Bluerock Residential Growth REIT, Inc.

Bluerock Residential Growth REIT, Inc. (NYSE American: BRG) is a real estate investment trust that focuses on developing and acquiring a diversified portfolio of institutional-quality highly amenitized live/work/play apartment communities in demographically attractive knowledge economy growth markets to appeal to the renter by choice. The Company’s objective is to generate value through off-market/relationship-based transactions and, at the asset level, through Core+ improvements to properties and operations. The Company is included in the Russell 2000 and Russell 3000 Indexes. BRG has elected to be taxed as a real estate investment trust (REIT) for U.S. federal income tax purposes.

For more information, please visit the Company’s website at www.bluerockresidential.com .

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. For further discussion of the factors that could affect outcomes, please refer to the risk factors set forth in Item 1A of the Company’s Annual Report on Form 10-K filed by the Company with the U.S. Securities and Exchange Commission (“SEC”) on March 13, 2018, and subsequent filings by the Company with the SEC. We claim the safe harbor protection for forward looking statements contained in the Private Securities Litigation Reform Act of 1995.

Portfolio Summary

The following is a summary of our operating real estate and mezzanine/preferred investments as of March 31, 2018:

Consolidated Operating Properties	Location	Number of Units		Year Built/ Renovated ⁽¹⁾		Ownership Interest			Average Rent ⁽²⁾			% Occupied ⁽³⁾
ARIUM at Palmer Ranch	Sarasota, FL		320		2016		95	%	$	1,269			97	%
ARIUM Glenridge	Atlanta, GA		480		1990		90	%		1,122			96	%
ARIUM Grandewood	Orlando, FL		306		2005		100	%		1,323			97	%
ARIUM Gulfshore	Naples, FL		368		2016		95	%		1,288			95	%
ARIUM Hunter’s Creek	Orlando, FL		532		1999		100	%		1,330			97	%
ARIUM Metrowest	Orlando, FL		510		2001		100	%		1,294			96	%
ARIUM Palms	Orlando, FL		252		2008		95	%		1,309			97	%
ARIUM Pine Lakes	Port St. Lucie, FL		320		2003		85	%		1,208			99	%
ARIUM Westside	Atlanta, GA		336		2008		90	%		1,492			93	%
Ashton Reserve	Charlotte, NC		473		2015		100	%		1,061			92	%
Citrus Tower	Orlando, FL		336		2006		97	%		1,234			97	%
Enders Place at Baldwin Park	Orlando, FL		220		2003		92	%		1,712			96	%
James on South First	Austin, TX		250		2016		90	%		1,264			94	%
Marquis at Crown Ridge	San Antonio, TX		352		2009		90	%		926			94	%
Marquis at Stone Oak	San Antonio, TX		335		2007		90	%		1,407			91	%
Marquis at The Cascades	Tyler, TX		582		2009		90	%		1,076			91	%
Marquis at TPC	San Antonio, TX		139		2008		90	%		1,413			96	%
Outlook at Greystone	Birmingham, AL		300		2007		100	%		929			89	%
Park & Kingston	Charlotte, NC		168		2015		100	%		1,251			92	%
Preston View	Morrisville, NC		382		2000		100	%		1,065			96	%
Roswell City Walk	Roswell, GA		320		2015		98	%		1,486			95	%
Sorrel	Frisco, TX		352		2015		95	%		1,235			91	%
Sovereign	Fort Worth, TX		322		2015		95	%		1,321			92	%
The Brodie	Austin, TX		324		2001		93	%		1,176			96	%
The Links at Plum Creek	Castle Rock, CO		264		2000		88	%		1,271			94	%
The Mills	Greenville, SC		304		2013		100	%		973			90	%
The Preserve at Henderson Beach	Destin, FL		340		2009		100	%		1,320			94	%
Villages at Cypress Creek	Houston, TX		384		2001		80	%		1,056			95	%
Wesley Village	Charlotte, NC		301		2010		100	%		1,223			93	%
Consolidated Operating Properties Subtotal/Average			9,872						$	1,227			94	%

Mezzanine/Preferred Investments	Location	Planned Number of Units							Pro Forma Average Rent ⁽⁴⁾
Alexan CityCentre	Houston, TX		340						$	2,144
Alexan Southside Place	Houston, TX		270							2,012
APOK Townhomes	Boca Raton, FL		90							2,549
Crescent Perimeter	Atlanta, GA		320							1,749
Domain	Garland, TX		299							1,469
Flagler Village	Fort Lauderdale, FL		385							2,352
Helios	Atlanta, GA		282							1,486
Lake Boone Trail	Raleigh, NC		245							1,271
Vickers Village	Roswell, GA		79							3,176
West Morehead	Charlotte, NC		286							1,507
Whetstone	Durham, NC		204							1,233	⁽²⁾
Mezzanine and Preferred Investments Subtotal/Average			2,800						$	1,813

Portfolio Properties Total/Average			12,672						$	1,360

⁽¹⁾ Represents date of last significant renovation or year built if there were no renovations.

⁽²⁾ Represents the average effective monthly rent per occupied unit for the three months ended March 31, 2018.

⁽³⁾ Percent occupied is calculated as (i) the number of units occupied as of March 31, 2018, divided by (ii) total number of units, expressed as a percentage.

⁽⁴⁾ Alexan CityCentre, Alexan Southside Place, Helios, and Lake Boone Trail are preferred equity investments with an option to convert into partial ownership upon stabilization. APOK Townhomes, Crescent Perimeter, Domain, Flagler Village, Vickers Village, and West Morehead are mezzanine loan investments. Additionally, APOK Townhomes, Domain, and West Morehead have an option to purchase an indirect property interest upon maturity. Whetstone is currently a preferred equity investment providing a stated investment return. Pro forma average rent represents the average pro forma effective monthly rent per occupied unit for all expected occupied units upon stabilization.

Consolidated Statement of Operations

For the Three Months Ended March 31, 2018 and 2017

(Unaudited and dollars in thousands except for share and per share data)

	Three Months Ended
	March 31,
	2018			2017
Revenues
Net rental income	$	32,729		$	23,859
Other property revenues		3,946			2,801
Interest income from related parties		5,196			1,523
Total revenues		41,871			28,183
Expenses
Property operating		15,658			10,619
Property management fees		992			732
General and administrative		4,669			1,449
Management fees to related parties		—			2,768
Acquisition and pursuit costs		43			3,182
Management internalization		—			481
Weather-related losses, net		168			—
Depreciation and amortization		15,640			10,944
Total expenses		37,170			30,175
Operating income (loss)		4,701			(1,992	)
Other income (expense)
Preferred returns and equity in income of unconsolidated real estate joint ventures		2,461			2,572
Gain on sale of real estate investments		—			16,466
Interest expense, net		(10,117	)		(7,118	)
Total other (expense) income		(7,656	)		11,920

Net (loss) income		(2,955	)		9,928
Preferred stock dividends		(8,248	)		(5,851	)
Preferred stock accretion		(1,112	)		(338	)
Net (loss) income attributable to noncontrolling interests
Operating partnership units		(2,675	)		(56	)
Partially owned properties		(215	)		8,785
Net (loss) income attributable to noncontrolling interests		(2,890	)		8,729
Net loss attributable to common stockholders	$	(9,425	)	$	(4,990	)

Net loss per common share – Basic	$	(0.40	)	$	(0.20	)

Net loss per common share – Diluted	$	(0.40	)	$	(0.20	)

Weighted average basic common shares outstanding		24,143,382			24,989,621

Weighted average diluted common shares outstanding		24,143,382			24,989,621

Consolidated Balance Sheets

First Quarter 2018

(Unaudited and dollars in thousands except for share and per share amounts)

	March 31, 2018			December 31, 2017
ASSETS
Net Real Estate Investments
Land	$	172,095		$	169,135
Buildings and improvements		1,302,990			1,244,193
Furniture, fixtures and equipment		40,998			38,446
Construction in progress		1,571			985
Total Gross Real Estate Investments		1,517,654			1,452,759
Accumulated depreciation		(67,163	)		(55,177	)
Total Net Real Estate Investments		1,450,491			1,397,582
Cash and cash equivalents		31,509			35,015
Restricted cash		25,376			29,575
Notes and accrued interest receivable from related parties		162,912			140,903
Due from affiliates		2,243			2,003
Accounts receivable, prepaid and other assets		13,950			9,689
Preferred equity investments and investments in unconsolidated real estate joint ventures		71,309			71,145
In-place lease intangible assets, net		2,038			4,635
Total Assets	$	1,759,828		$	1,690,547

LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY
Mortgages payable	$	978,473		$	939,494
Revolving credit facilities		99,165			67,670
Accounts payable		1,168			1,652
Other accrued liabilities		20,052			22,952
Due to affiliates		700			1,575
Distributions payable		11,483			14,287
Total Liabilities		1,111,041			1,047,630
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; and 5,721,460 issued and outstanding as of March 31, 2018 and December 31, 2017		138,939			138,801
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 725,000 shares authorized; 202,144 and 184,130 issued and outstanding as of March 31, 2018 and December 31, 2017, respectively		178,433			161,742
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; and 2,323,750 issued and outstanding as of March 31, 2018 and December 31, 2017		56,250			56,196

Equity
Stockholders’ Equity
Preferred stock, $0.01 par value, 230,400,000 shares authorized; none issued and outstanding		—			—
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,850,602 issued and outstanding at March 31, 2018 and December 31, 2017		68,705			68,705
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 23,733,296 and 24,218,359 shares issued and outstanding as of March 31, 2018 and December 31, 2017, respectively		237			242
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2018 and December 31, 2017		1			1
Additional paid-in-capital		315,833			318,170
Distributions in excess of cumulative earnings		(173,632	)		(164,286	)
Total Stockholders’ Equity		211,144			222,832
Noncontrolling Interests
Operating partnership units		41,428			42,999
Partially owned properties		22,593			20,347
Total Noncontrolling Interests		64,021			63,346
Total Equity		275,165			286,178
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY	$	1,759,828		$	1,690,547

Non-GAAP Financial Measures

The foregoing supplemental financial data includes certain non-GAAP financial measures that we believe are helpful in understanding our business and performance, as further described below. Our definition and calculation of these non-GAAP financial measures may differ from those of other REITs, and may, therefore, not be comparable.

Funds from Operations and Adjusted Funds from Operations

Funds from operations attributable to common shares and units (“FFO”) is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the National Association of Real Estate Investment Trusts, or (“NAREIT's”) definition, as net income, computed in accordance with GAAP, excluding gains (or losses) from sales of property, plus depreciation and amortization of real estate assets, plus impairment write-downs of depreciable real estate, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis.

In addition to FFO, we use adjusted funds from operations attributable to common shares and units (“AFFO”). AFFO is a computation made by analysts and investors to measure a real estate company's operating performance by removing the effect of items that do not reflect ongoing property operations. To calculate AFFO, we further adjust FFO by adding back certain items that are not added to net income in NAREIT's definition of FFO, such as acquisition and pursuit costs, equity based compensation expenses, and any other non-recurring or non-cash expenses, which are costs that do not relate to the operating performance of our properties, and subtracting recurring capital expenditures (and when calculating the quarterly incentive fee paid to our former Manager only, we further adjusted FFO to include any realized gains or losses on our real estate investments).

Our calculation of AFFO differs from the methodology used for calculating AFFO by certain other REITs and, accordingly, our AFFO may not be comparable to AFFO reported by other REITs. Our management utilizes FFO and AFFO as measures of our operating performance after adjustment for certain non-cash items, such as depreciation and amortization expenses, and acquisition and pursuit costs that are required by GAAP to be expensed but may not necessarily be indicative of current operating performance and that may not accurately compare our operating performance between periods. Furthermore, although FFO, AFFO and other supplemental performance measures are defined in various ways throughout the REIT industry, we also believe that FFO and AFFO may provide us and our stockholders with an additional useful measure to compare our financial performance to certain other REITs. We also used AFFO for purposes of determining the quarterly incentive fee paid to our former Manager in prior periods.

Neither FFO nor AFFO is equivalent to net income, including net income attributable to common stockholders, or cash generated from operating activities determined in accordance with GAAP. Furthermore, FFO and AFFO do not represent amounts available for management's discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Neither FFO nor AFFO should be considered as an alternative to net income, including net income attributable to common stockholders, as an indicator of our operating performance or as an alternative to cash flow from operating activities as a measure of our liquidity.

We have acquired interests in eleven additional operating properties and sold three properties subsequent to March 31, 2017. Therefore, the results presented in the table below are not directly comparable and should not be considered an indication of our future operating performance.

	Three Months Ended
	March 31,
	2018			2017
Net loss attributable to common shares	$	(9,425	)	$	(4,990	)
Add back: Net loss attributable to operating partnership units		(2,675	)		(56	)
Net loss attributable to common shares and units		(12,100	)		(5,046	)

Common stockholders and operating partnership units pro-rata share of:
Real estate depreciation and amortization ⁽¹⁾		14,831			9,914
Gain on sale of real estate investments		—			(7,481	)
FFO Attributable to Common Shares and Units		2,731			(2,613	)
Common stockholders and operating partnership units pro-rata share of:
Amortization of non-cash interest expense		461			478
Acquisition and pursuit costs		43			3,040
Management internalization		—			481
Non-real estate depreciation and amortization		64			—
Weather-related losses, net		165			—
Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures		(231	)		—
Normally recurring capital expenditures		(517	)		(294	)
Preferred stock accretion		1,112			338
Non-cash equity compensation		1,780			3,201
AFFO Attributable to Common Shares and Units	$	5,608		$	4,631

Weighted average common shares and units outstanding - diluted		30,995,775			25,273,480

PER SHARE INFORMATION:
FFO Attributable to Common Shares and Units - diluted	$	0.09		$	(0.10	)
AFFO Attributable to Common Shares and Units - diluted	$	0.18		$	0.18

⁽¹⁾ The real estate depreciation and amortization amount includes our share of consolidated real estate-related depreciation and amortization of intangibles, less amounts attributable to noncontrolling interests – partially owned properties, and our similar estimated share of unconsolidated depreciation and amortization, which is included in earnings of our unconsolidated real estate joint venture investments.

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre")

NAREIT defines earnings before interest, taxes, depreciation and amortization for real estate ("EBITDAre") (September 2017 White Paper) as net income, computed in accordance with GAAP, before interest expense, income taxes, depreciation and amortization expense, and further adjusted for gains and losses from sales of depreciated operating properties, and impairment write-downs of depreciated operating properties.

We consider EBITDAre to be an appropriate supplemental measure of our performance because it eliminates depreciation, income taxes, interest and non-recurring items, which permits investors to view income from operations unobscured by non-cash items such as depreciation, amortization, the cost of debt or non-recurring items.

Adjusted EBITDAre represents EBITDAre further adjusted for non-comparable items and it is not intended to be a measure of free cash flow for our management’s discretionary use, as it does not consider certain cash requirements such as income tax payments, debt service requirements, capital expenditures and other fixed charges.

EBITDAre and Adjusted EBITDAre are not recognized measurements under GAAP. Because not all companies use identical calculations, our presentation of EBITDAre and Adjusted EBITDAre may not be comparable to similarly titled measures of other companies.

Below is a reconciliation of net loss attributable to common stockholders to EBITDAre (unaudited and dollars in thousands).

	Three Months Ended
	March 31,
	2018			2017
Net loss attributable to common stockholders	$	(9,425	)	$	(4,990	)
Net (loss) income attributable to noncontrolling interests		(2,890	)		8,729
Preferred stock dividends		8,248			5,851
Preferred stock accretion		1,112			338
Interest expense, net		10,117			7,118
Depreciation and amortization		15,576			10,944
Gain on sale of real estate investments		-			(16,466	)
EBITDAre	$	22,738		$	11,524
Acquisition and pursuit costs		43			3,182
Management internalization		-			481
Non-real estate depreciation and amortization		64			-
Weather-related losses, net		168			-
Non-cash equity compensation		1,780			3,201
Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures		(231	)		-
Adjusted EBITDAre	$	24,562		$	18,388

Recurring Capital Expenditures

We define recurring capital expenditures as expenditures that are incurred at every property and exclude development, investment, revenue enhancing and non-recurring capital expenditures.

Non-Recurring Capital Expenditures

We define non-recurring capital expenditures as expenditures for significant projects that upgrade units or common areas and projects that are revenue enhancing.

Same Store Properties

Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented, including each comparative period.

Property Net Operating Income ("Property NOI")

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

Certain amounts in prior periods, related to tenant reimbursements for utility expenses amounting to $1.4 million for the three months ended March 31, 2017, have been reclassified to other property revenues from property operating expenses, to conform to the current period. In addition, property management fees have been reclassified from property operating expenses.

The following table reflects net loss attributable to common stockholders together with a reconciliation to NOI and to same store and non-same store contributions to consolidated NOI, as computed in accordance with GAAP for the periods presented (unaudited and amounts in thousands):

	Three Months Ended ⁽¹⁾
	March 31,
	2018			2017
Net loss attributable to common shares	$	(9,425	)	$	(4,990	)
Add back: Net loss attributable to operating partnership units		(2,675	)		(56	)
Net loss attributable to common shares and units		(12,100	)		(5,046	)
Add Common stockholders and operating partnership units pro-rata share of:
Depreciation and amortization		14,831			9,914
Non-real estate depreciation and amortization		64			-
Amortization of non-cash interest expense		461			478
Property management fees		939			649
Management fees		-			2,768
Acquisition and pursuit costs		43			3,040
Corporate operating expenses		4,669			1,449
Management internalization		-			481
Weather-related losses, net		165			-
Preferred dividends		8,248			5,851
Preferred stock accretion		1,112			338
Less Common stockholders and operating partnership units pro-rata share of:
Preferred returns and equity in income of unconsolidated real estate joint ventures		2,461			2,572
Interest income from related parties		5,196			1,523
Gain on sale of real estate investments		-			7,481
Pro-rata share of properties' income		10,775			8,346
Add:
Noncontrolling interest pro-rata share of partially owned property income		607			1,086
Total property income		11,382			9,432
Add:
Interest expense		9,635			6,609
Net operating income		21,017			16,041
Less:
Non-same store net operating income		8,830			4,262
Same store net operating income	$	12,187		$	11,779

⁽¹⁾ Same Store sales for the three months ended March 31, 2018 related to the following properties: Enders Place at Baldwin Park, ARIUM Grandewood, Park & Kingston, ARIUM Palms, Ashton Reserve, Sovereign, Sorrel, ARIUM at Palmer Ranch, ARIUM Gulfshore, The Preserve at Henderson Beach, ARIUM Westside, ARIUM Pine Lakes, James on South First, ARIUM Glenridge, Roswell City Walk, and The Brodie.

Contact

Investors:

(888) 558.1031
investor.relations@bluerockre.com

Media:

Josh Hoffman

(208) 475.2380

jhoffman@bluerockre.com

Exhibit 99.2

Bluerock Residential Growth REIT, Inc.

First Quarter 2018

Supplemental Financial Information

(Unaudited)

Table of Contents

First Quarter Earnings Release	3

Financial and Operating Highlights	15

Share and Unit Information	16

EBITDAre and Interest Information	17

Financial Statistics	18

Recent Acquisitions	19

Investments in Unconsolidated Real Estate Joint Ventures and Notes and Accrued Interest Receivable from Related Parties	20

Portfolio Information	21

Mezzanine/Preferred Investments	22

Condensed Consolidated Balance Sheets	23

Consolidated Statements of Operations	24

Reconciliation of Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO)	25

Mortgages Payable Summary Information	26

2018 Outlook	28

Definitions of Non-GAAP Financial Measures	29

This document contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other federal securities laws. These forward-looking statements are based upon the Company’s present expectations, but these statements are not guaranteed to occur, including statements relating to the Company’s operating environment, operating trends, and outlook. Furthermore, the Company disclaims any obligation to publicly update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, of new information, data or methods, future events or other changes. Investors should not place undue reliance upon forward-looking statements. For further discussion of the factors that could affect outcomes, please refer to the “Risk Factors” set forth in Item 1A of the Company’s Annual Report on Form 10-K filed by the Company with the U.S. Securities and Exchange Commission (“SEC”) on March 13, 2018, and subsequent filings by the Company with the SEC, including our periodic reports. We claim the safe harbor protection for forward looking statements contained in the Private Securities Litigation Reform Act of 1995.

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

For Immediate Release

Bluerock Residential Growth REIT Announces First Quarter 2018 Results

- Total Revenues Grew 49% YoY to $41.9 Million -

- Reaffirms Full Year 2018 AFFO Guidance -

First Quarter Highlights

•

Total revenues grew 49% to $41.9 million for the quarter from $28.2 million in the prior year period.

•

Property Net Operating Income (“NOI”) grew 31% to $21.0 million, from $16.0 million in the prior year period.

•

Same store Revenue and NOI increased 5.4% and 3.5% respectively, as compared to the prior year period.

•

Consolidated real estate investments, at cost, increased approximately $65 million to $1.5 billion.

•

The Company invested approximately $61 million in a 264-unit highly amenitized community and grew development mezzanine loans by approximately $22 million.

•

Repurchased 530,693 shares of stock during the first quarter at an average price of $7.92 per share, for a total cost of approximately $4.2 million.

•

The Company entered into a $50 million junior credit facility agreement.

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

Financial Results

Total Portfolio Performance

$ In thousands, except average rental rates	1Q18			1Q17			Variance
Total Revenues ⁽¹⁾	$	41,871		$	28,183			48.6	%
Property Operating Expenses	$	15,658		$	10,619			47.5	%
NOI	$	21,017		$	16,041			31.0	%
Operating Margin		57.3	%		60.2	%		(290	) bps
Occupancy Percentage		93.5	%		94.3	%		(80	) bps
Average Rental Rate	$	1,227		$	1,254			-2.2	%

⁽¹⁾ Including interest income from related parties

Same Store Portfolio Performance

$ In thousands, except average rental rates	1Q18			1Q17			Variance
Revenues	$	20,781		$	19,725			5.4	%
Property Operating Expenses	$	8,594		$	7,946			8.2	%
NOI	$	12,187		$	11,779			3.5	%
Operating Margin		58.6	%		59.7	%		(110	) bps
Occupancy Percentage		93.8	%		94.0	%		(20	) bps
Average Rental Rate	$	1,284		$	1,225			4.8	%

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

First Quarter Acquisition Activity

•

On March 28, 2018, increased its mezzanine loan in the Flagler Village development by $21.0 million.

Balance Sheet

The Company raised gross proceeds of approximately $18.5 million through the sale of 18,531 shares of Series B preferred stock with associated warrants at $1,000 per unit.

Dividend Details

2018 Guidance

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

Conference Call

The full text of this Earnings Release and additional Supplemental Information is available in the Investor Relations section on the Company’s website at http://www.bluerockresidential.com .

About Bluerock Residential Growth REIT, Inc.

For more information, please visit the Company’s website at www.bluerockresidential.com .

Forward Looking Statements

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

Portfolio Summary

The following is a summary of our operating real estate and mezzanine/preferred investments as of March 31, 2018:

Consolidated Operating Properties	Location	Number of Units		Year Built/ Renovated ⁽¹⁾		Ownership Interest			Average Rent ⁽²⁾			% Occupied ⁽³⁾
ARIUM at Palmer Ranch	Sarasota, FL		320		2016		95	%	$	1,269			97	%
ARIUM Glenridge	Atlanta, GA		480		1990		90	%		1,122			96	%
ARIUM Grandewood	Orlando, FL		306		2005		100	%		1,323			97	%
ARIUM Gulfshore	Naples, FL		368		2016		95	%		1,288			95	%
ARIUM Hunter’s Creek	Orlando, FL		532		1999		100	%		1,330			97	%
ARIUM Metrowest	Orlando, FL		510		2001		100	%		1,294			96	%
ARIUM Palms	Orlando, FL		252		2008		95	%		1,309			97	%
ARIUM Pine Lakes	Port St. Lucie, FL		320		2003		85	%		1,208			99	%
ARIUM Westside	Atlanta, GA		336		2008		90	%		1,492			93	%
Ashton Reserve	Charlotte, NC		473		2015		100	%		1,061			92	%
Citrus Tower	Orlando, FL		336		2006		97	%		1,234			97	%
Enders Place at Baldwin Park	Orlando, FL		220		2003		92	%		1,712			96	%
James on South First	Austin, TX		250		2016		90	%		1,264			94	%
Marquis at Crown Ridge	San Antonio, TX		352		2009		90	%		926			94	%
Marquis at Stone Oak	San Antonio, TX		335		2007		90	%		1,407			91	%
Marquis at The Cascades	Tyler, TX		582		2009		90	%		1,076			91	%
Marquis at TPC	San Antonio, TX		139		2008		90	%		1,413			96	%
Outlook at Greystone	Birmingham, AL		300		2007		100	%		929			89	%
Park & Kingston	Charlotte, NC		168		2015		100	%		1,251			92	%
Preston View	Morrisville, NC		382		2000		100	%		1,065			96	%
Roswell City Walk	Roswell, GA		320		2015		98	%		1,486			95	%
Sorrel	Frisco, TX		352		2015		95	%		1,235			91	%
Sovereign	Fort Worth, TX		322		2015		95	%		1,321			92	%
The Brodie	Austin, TX		324		2001		93	%		1,176			96	%
The Links at Plum Creek	Castle Rock, CO		264		2000		88	%		1,271			94	%
The Mills	Greenville, SC		304		2013		100	%		973			90	%
The Preserve at Henderson Beach	Destin, FL		340		2009		100	%		1,320			94	%
Villages at Cypress Creek	Houston, TX		384		2001		80	%		1,056			95	%
Wesley Village	Charlotte, NC		301		2010		100	%		1,223			93	%
Consolidated Operating Properties Subtotal/Average			9,872						$	1,227			94	%

Mezzanine/Preferred Investments	Location	Planned Number of Units							Pro Forma Average Rent ⁽⁴⁾
Alexan CityCentre	Houston, TX		340						$	2,144
Alexan Southside Place	Houston, TX		270							2,012
APOK Townhomes	Boca Raton, FL		90							2,549
Crescent Perimeter	Atlanta, GA		320							1,749
Domain	Garland, TX		299							1,469
Flagler Village	Fort Lauderdale, FL		385							2,352
Helios	Atlanta, GA		282							1,486
Lake Boone Trail	Raleigh, NC		245							1,271
Vickers Village	Roswell, GA		79							3,176
West Morehead	Charlotte, NC		286							1,507
Whetstone	Durham, NC		204							1,233	⁽²⁾
Mezzanine and Preferred Investments Subtotal/Average			2,800						$	1,813

Portfolio Properties Total/Average			12,672						$	1,360

⁽¹⁾ Represents date of last significant renovation or year built if there were no renovations.

⁽²⁾ Represents the average effective monthly rent per occupied unit for the three months ended March 31, 2018.

⁽³⁾ Percent occupied is calculated as (i) the number of units occupied as of March 31, 2018, divided by (ii) total number of units, expressed as a percentage.

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

Consolidated Statement of Operations

For the Three Months Ended March 31, 2018 and 2017

(Unaudited and dollars in thousands except for share and per share data)

	Three Months Ended
	March 31,
	2018			2017
Revenues
Net rental income	$	32,729		$	23,859
Other property revenues		3,946			2,801
Interest income from related parties		5,196			1,523
Total revenues		41,871			28,183
Expenses
Property operating		15,658			10,619
Property management fees		992			732
General and administrative		4,669			1,449
Management fees to related parties		—			2,768
Acquisition and pursuit costs		43			3,182
Management internalization		—			481
Weather-related losses, net		168			—
Depreciation and amortization		15,640			10,944
Total expenses		37,170			30,175
Operating income (loss)		4,701			(1,992	)
Other income (expense)
Preferred returns and equity in income of unconsolidated real estate joint ventures		2,461			2,572
Gain on sale of real estate investments		—			16,466
Interest expense, net		(10,117	)		(7,118	)
Total other (expense) income		(7,656	)		11,920

Net (loss) income		(2,955	)		9,928
Preferred stock dividends		(8,248	)		(5,851	)
Preferred stock accretion		(1,112	)		(338	)
Net (loss) income attributable to noncontrolling interests
Operating partnership units		(2,675	)		(56	)
Partially owned properties		(215	)		8,785
Net (loss) income attributable to noncontrolling interests		(2,890	)		8,729
Net loss attributable to common stockholders	$	(9,425	)	$	(4,990	)

Net loss per common share – Basic	$	(0.40	)	$	(0.20	)

Net loss per common share – Diluted	$	(0.40	)	$	(0.20	)

Weighted average basic common shares outstanding		24,143,382			24,989,621

Weighted average diluted common shares outstanding		24,143,382			24,989,621

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

Consolidated Balance Sheets

First Quarter 2018

(Unaudited and dollars in thousands except for share and per share amounts)

	March 31, 2018			December 31, 2017
ASSETS
Net Real Estate Investments
Land	$	172,095		$	169,135
Buildings and improvements		1,302,990			1,244,193
Furniture, fixtures and equipment		40,998			38,446
Construction in progress		1,571			985
Total Gross Real Estate Investments		1,517,654			1,452,759
Accumulated depreciation		(67,163	)		(55,177	)
Total Net Real Estate Investments		1,450,491			1,397,582
Cash and cash equivalents		31,509			35,015
Restricted cash		25,376			29,575
Notes and accrued interest receivable from related parties		162,912			140,903
Due from affiliates		2,243			2,003
Accounts receivable, prepaid and other assets		13,950			9,689
Preferred equity investments and investments in unconsolidated real estate joint ventures		71,309			71,145
In-place lease intangible assets, net		2,038			4,635
Total Assets	$	1,759,828		$	1,690,547

LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY
Mortgages payable	$	978,473		$	939,494
Revolving credit facilities		99,165			67,670
Accounts payable		1,168			1,652
Other accrued liabilities		20,052			22,952
Due to affiliates		700			1,575
Distributions payable		11,483			14,287
Total Liabilities		1,111,041			1,047,630
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; and 5,721,460 issued and outstanding as of March 31, 2018 and December 31, 2017		138,939			138,801
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 725,000 shares authorized; 202,144 and 184,130 issued and outstanding as of March 31, 2018 and December 31, 2017, respectively		178,433			161,742
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; and 2,323,750 issued and outstanding as of March 31, 2018 and December 31, 2017		56,250			56,196

Equity
Stockholders’ Equity
Preferred stock, $0.01 par value, 230,400,000 shares authorized; none issued and outstanding		—			—
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,850,602 issued and outstanding at March 31, 2018 and December 31, 2017		68,705			68,705
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 23,733,296 and 24,218,359 shares issued and outstanding as of March 31, 2018 and December 31, 2017, respectively		237			242
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2018 and December 31, 2017		1			1
Additional paid-in-capital		315,833			318,170
Distributions in excess of cumulative earnings		(173,632	)		(164,286	)
Total Stockholders’ Equity		211,144			222,832
Noncontrolling Interests
Operating partnership units		41,428			42,999
Partially owned properties		22,593			20,347
Total Noncontrolling Interests		64,021			63,346
Total Equity		275,165			286,178
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY	$	1,759,828		$	1,690,547

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

Non-GAAP Financial Measures

Funds from Operations and Adjusted Funds from Operations

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

	Three Months Ended
	March 31,
	2018			2017
Net loss attributable to common shares	$	(9,425	)	$	(4,990	)
Add back: Net loss attributable to operating partnership units		(2,675	)		(56	)
Net loss attributable to common shares and units		(12,100	)		(5,046	)

Common stockholders and operating partnership units pro-rata share of:
Real estate depreciation and amortization ⁽¹⁾		14,831			9,914
Gain on sale of real estate investments		—			(7,481	)
FFO Attributable to Common Shares and Units		2,731			(2,613	)
Common stockholders and operating partnership units pro-rata share of:
Amortization of non-cash interest expense		461			478
Acquisition and pursuit costs		43			3,040
Management internalization		—			481
Non-real estate depreciation and amortization		64			—
Weather-related losses, net		165			—
Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures		(231	)		—
Normally recurring capital expenditures		(517	)		(294	)
Preferred stock accretion		1,112			338
Non-cash equity compensation		1,780			3,201
AFFO Attributable to Common Shares and Units	$	5,608		$	4,631

Weighted average common shares and units outstanding - diluted		30,995,775			25,273,480

PER SHARE INFORMATION:
FFO Attributable to Common Shares and Units - diluted	$	0.09		$	(0.10	)
AFFO Attributable to Common Shares and Units - diluted	$	0.18		$	0.18

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre")

Below is a reconciliation of net loss attributable to common stockholders to EBITDAre (unaudited and dollars in thousands).

	Three Months Ended
	March 31,
	2018			2017
Net loss attributable to common stockholders	$	(9,425	)	$	(4,990	)
Net (loss) income attributable to noncontrolling interests		(2,890	)		8,729
Preferred stock dividends		8,248			5,851
Preferred stock accretion		1,112			338
Interest expense, net		10,117			7,118
Depreciation and amortization		15,576			10,944
Gain on sale of real estate investments		-			(16,466	)
EBITDAre	$	22,738		$	11,524
Acquisition and pursuit costs		43			3,182
Management internalization		-			481
Non-real estate depreciation and amortization		64			-
Weather-related losses, net		168			-
Non-cash equity compensation		1,780			3,201
Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures		(231	)		-
Adjusted EBITDAre	$	24,562		$	18,388

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

Recurring Capital Expenditures

We define recurring capital expenditures as expenditures that are incurred at every property and exclude development, investment, revenue enhancing and non-recurring capital expenditures.

Non-Recurring Capital Expenditures

We define non-recurring capital expenditures as expenditures for significant projects that upgrade units or common areas and projects that are revenue enhancing.

Same Store Properties

Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented, including each comparative period.

Property Net Operating Income ("Property NOI")

Bluerock Residential Growth REIT, Inc.

First Quarter Earnings Release

	Three Months Ended ⁽¹⁾
	March 31,
	2018			2017
Net loss attributable to common shares	$	(9,425	)	$	(4,990	)
Add back: Net loss attributable to operating partnership units		(2,675	)		(56	)
Net loss attributable to common shares and units		(12,100	)		(5,046	)
Add Common stockholders and operating partnership units pro-rata share of:
Depreciation and amortization		14,831			9,914
Non-real estate depreciation and amortization		64			-
Amortization of non-cash interest expense		461			478
Property management fees		939			649
Management fees		-			2,768
Acquisition and pursuit costs		43			3,040
Corporate operating expenses		4,669			1,449
Management internalization		-			481
Weather-related losses, net		165			-
Preferred dividends		8,248			5,851
Preferred stock accretion		1,112			338
Less Common stockholders and operating partnership units pro-rata share of:
Preferred returns and equity in income of unconsolidated real estate joint ventures		2,461			2,572
Interest income from related parties		5,196			1,523
Gain on sale of real estate investments		-			7,481
Pro-rata share of properties' income		10,775			8,346
Add:
Noncontrolling interest pro-rata share of partially owned property income		607			1,086
Total property income		11,382			9,432
Add:
Interest expense		9,635			6,609
Net operating income		21,017			16,041
Less:
Non-same store net operating income		8,830			4,262
Same store net operating income	$	12,187		$	11,779

Contact

Investors:

(888) 558.1031
investor.relations@bluerockre.com

Media:

Josh Hoffman

(208) 475.2380

jhoffman@bluerockre.com

Bluerock Residential Growth REIT, Inc.

Financial and Operating Highlights

For the Three Months Ended March 31, 2018

(Unaudited and dollars in thousands except for share and per share data)

	Three Months Ended
	March 31,
OPERATING INFORMATION	2018			2017			% Change

Total revenue	$	41,871		$	28,183			48.6	%

Total assets	$	1,759,828		$	1,346,172			30.7	%

Property NOI margins		57.3	%		60.2	%		(4.8	)%

Property NOI	$	21,017		$	16,041			31.0	%

Net loss per common share - Diluted	$	(0.40	)	$	(0.20	)		-

AFFO attributable to common shares and units per share ⁽¹⁾	$	0.18		$	0.18			0.0	%

⁽¹⁾ See page 29 for the Company's definition of this non-GAAP measurement and reasons for using it.

Bluerock Residential Growth REIT, Inc.

Share and Unit Information

First Quarter 2018

(Unaudited)

Weighted Average Common Stock and Units Outstanding for the quarter ended March 31, 2018
Class A Common Stock			24,066,779
Class C Common Stock			76,603
Weighted Average Common Stock Outstanding, Diluted			24,143,382
LTIP Units			621,636
OP Units			6,230,757
Weighted Average Common Stock and Total Units Outstanding, Diluted			30,995,775

Outstanding Common Stock and Units at March 31, 2018			31,791,262

Outstanding 8.250% Series A Cumulative Redeemable Preferred Stock at March 31, 2018			5,721,460

Outstanding 6.000% Series B Redeemable Preferred Stock at March 31, 2018			202,144

Outstanding 7.625% Series C Cumulative Redeemable Preferred Stock at March 31, 2018			2,323,750

Outstanding 7.125% Series D Cumulative Preferred Stock at March 31, 2018			2,850,602

The following table reflects the impact of various LTIP Unit issuances, share repurchases, and other share/unit changes subsequent to December 31, 2017:

Share Type	Shares and units outstanding December 31, 2017		LTIP Issuances		Share Repurchases			Other		Shares and units outstanding March 31, 2018		Ownership %
Class A Common Stock		24,218,359				(530,693	)		45,630		23,733,296		74.7	%
Class C Common Stock		76,603									76,603		0.2	%
Total share equivalents		24,294,962		-		(530,693	)		45,630		23,809,899		74.9	%
OP Units		6,230,757									6,230,757		19.6	%
LTIP Units		547,208		1,203,398							1,750,606		5.5	%
Total noncontrolling interest		6,777,965		1,203,398		-			-		7,981,363		25.1	%
Total shares, OP and LTIP Units		31,072,927		1,203,398		(530,693	)		45,630		31,791,262		100.0	%

Bluerock Residential Growth REIT, Inc.

EBITDAre and Interest Information

First Quarter 2018

(Unaudited and dollars in thousands)

	Consolidated
	Three Months Ended
	March 31, 2018
Q1 EBITDAre CALCULATION
Net loss attributable to common stockholders	$	(9,425	)
Net loss attributable to noncontrolling interests		(2,890	)
Preferred stock dividends		8,248
Preferred stock accretion		1,112
Interest expense, net		10,117
Depreciation and amortization		15,576
EBITDAre ⁽¹⁾	$	22,738
Acquisition and pursuit costs		43
Non-real estate depreciation and amortization		64
Weather-related losses, net		168
Non-cash equity compensation		1,780
Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures		(231	)
Adjusted EBITDAre	$	24,562

Modified Q1 EBITDAre calculation ⁽²⁾
Adjusted EBITDAre	$	24,562
Adjustment		642
Modified Q1 EBITDAre	$	25,204
Modified Q1 EBITDAre annualized	$	100,816

Modified Q1 interest calculation ⁽²⁾⁽³⁾
Interest Expense	$	9,635
Adjustment		410
Modified Q1 interest expense	$	10,045
Modified Q1 interest expense annualized	$	40,180

⁽¹⁾ See page 30 for a reconciliation of net income attributable to common stockholders to EBITDAre and the Company's definition of EBITDAre and reasons for using it.

⁽²⁾ Adjustment to EBITDAre and interest expense represents the estimated impact over the full period of the following investment activity assuming the transactions had occurred on January 1, 2018: acquisition of The Links at Plum Creek and additional investments in our preferred investments and mezzanine loans at Alexan CityCentre and Flagler Village. Actual results may differ significantly from the presented, adjusted amounts including annualized amounts.

⁽³⁾ Interest expense excludes fair market value adjustments and amortization of deferred financing costs.

Bluerock Residential Growth REIT, Inc.

Financial Statistics

First Quarter 2018

(Unaudited and dollars in thousands)


	Consolidated
	Three Months Ended
	March 31, 2018

Interest Coverage Ratio
Modified Q1 EBITDAre *	$	25,204
Modified Q1 interest expense ⁽⁴⁾ *	$	10,045
Interest Coverage Ratio		2.51	x

Quarterly Fixed Charge Coverage Ratio
Modified Q1 interest expense ⁽⁴⁾ *	$	10,045
Preferred stock dividends	$	8,248
Total fixed charges	$	18,293
Modified Q1 EBITDAre *	$	25,204
Modified Q1 EBITDAre fixed charge coverage ratio		1.38	x

Net Debt / Modified EBITDAre Ratio
Total debt ⁽¹⁾	$	1,084,354
Less: cash ⁽³⁾	$	(56,885	)
Net debt (total debt less cash)	$	1,027,469
Modified Q1 EBITDAre, (annualized)*	$	100,816
Net Debt / Modified EBITDAre Ratio		10.19	x

Leverage as a Percentage of assets
Total debt ⁽¹⁾	$	1,084,354
Total undepreciated assets ⁽²⁾	$	1,826,991
Total Debt / Total Undepreciated Assets		59.4	%
Net Debt / Net Undepreciated Assets (less cash)		58.0	%

Leverage as a Percentage of Enterprise Value
Total market cap ⁽⁵⁾	$	729,476
Total debt ⁽¹⁾	$	1,084,354
Total Enterprise Value	$	1,813,830
Total Debt / Total Enterprise Value		59.8	%
Net Debt / Total Enterprise Value		56.6	%

⁽¹⁾ Total debt excludes amortization of fair market value adjustments of $2.5 million and deferred financing costs of $9.2 million.

⁽²⁾ Total undepreciated assets is calculated as total assets plus accumulated depreciation on real estate assets.

⁽³⁾ Cash includes cash, cash equivalents, and restricted cash.

⁽⁴⁾ Interest expense excludes fair market value adjustments and amortization of deferred financing costs.

⁽⁵⁾ Total market cap is calculated by using common shares, preferred shares, and equivalents (OP Units/LTIP Units) multiplied by the March 31, 2018 closing share prices.

* Adjustment to EBITDAre and interest expense represents the estimated impact over the full period of the following investment activity assuming the transactions had occurred on January 1, 2018: acquisition of The Links at Plum Creek and additional investments in our preferred investments and mezzanine loans at Alexan CityCentre and Flagler Village. Actual results may differ significantly from the presented, adjusted amounts including annualized amounts.

Bluerock Residential Growth REIT, Inc.

Recent Acquisitions

(Unaudited)

Summary of Recent Acquisition

Property	Location	Date of Investment	Year Built/ Renovated		Number of Units		Indirect Ownership Interest in Property			Purchase Price (in millions)		Average Rent ⁽¹⁾

The Links at Plum Creek	Castle Rock, CO	3/26/2018		2000		264		88	%	$	61.1	$	1,271

⁽¹⁾ Represents the average effective monthly rent per occupied unit for the three months ended March 31, 2018.

Bluerock Residential Growth REIT, Inc.

Investments in Unconsolidated Real Estate Joint Ventures and Notes and Accrued Interest Receivable from Related Parties

For the Three Months Ended March 31, 2018

(Unaudited and dollars in thousands)

Multifamily Community Name	Investment Balance as of January 1, 2018		Change		Investment Balance as of March 31, 2018		Preferred Return as of March 31, 2018			AFFO Earned for the Three Months Ended March 31, 2018
Preferred and Equity Investments
Alexan CityCentre	$	9,258	$	150	$	9,408		15.0	%	$	383
Alexan Southside		20,584		-		20,584		15.0	%		802
Helios		16,360		-		16,360		15.0	%		605
Lake Boone Trail		11,930		-		11,930		15.0	%		441
Whetstone		12,932		-		12,932		0.0	%**		-
Other		81		14		95		*			-
	$	71,145	$	164	$	71,309				$	2,231

Mezzanine Loans*
APOK Townhomes	$	11,365	$	-	$	11,365		15.0	%	$	415
Crescent Perimeter		20,622		246		20,868		15.0	%		762
Domain		20,536		-		20,536		15.0	%		750
Flagler Village***		53,668		21,646		75,314		12.9	%		1,996
Vickers Village		9,819		117		9,936		15.0	%		363
West Morehead		24,893		-		24,893		15.0	%		910
	$	140,903	$	22,009	$	162,912				$	5,196

* The company also holds an equity method investment with 0.5% common ownership.

**Commencing April 1, 2017, the Whetstone preferred income is being accrued and not paid currently. Effective October 2, 2017, the preferred return decreased to 6.5% from 15%.

*** The additional funding on the Flagler Village Mezzanine Loan was made on March 28, 2018.

Bluerock Residential Growth REIT, Inc.

Portfolio Information

First Quarter 2018

(Unaudited)

Multifamily Community Name	Location	Number of Units		Year Built/ Renovated ⁽¹⁾		Average Rent ⁽²⁾			Revenue per Occupied Unit ⁽³⁾			Average Occupancy
Consolidated Operating Properties:
ARIUM at Palmer Ranch	Sarasota, FL		320		2016	$	1,269		$	1,404			95.7	%
ARIUM Glenridge	Atlanta, GA		480		1990		1,122			1,271			94.9	%
ARIUM Grandewood	Orlando, FL		306		2005		1,323			1,436			96.6	%
ARIUM Gulfshore	Naples, FL		368		2016		1,288			1,426			95.2	%
ARIUM Hunter’s Creek	Orlando, FL		532		1999		1,330			1,450			96.9	%
ARIUM Metrowest	Orlando, FL		510		2001		1,294			1,466			95.7	%
ARIUM Palms	Orlando, FL		252		2008		1,309			1,442			95.3	%
ARIUM Pine Lakes	Port St. Lucie, FL		320		2003		1,208			1,415			96.1	%
ARIUM Westside	Atlanta, GA		336		2008		1,492	⁽⁴⁾		1,777	⁽⁴⁾		94.3	%
Ashton Reserve	Charlotte, NC		473		2015		1,061			1,154			91.0	%
Citrus Tower	Orlando, FL		336		2006		1,234			1,355			95.0	%
Enders Place at Baldwin Park	Orlando, FL		220		2003		1,712			1,772			95.5	%
James on South First	Austin, TX		250		2016		1,264			1,420			92.3	%
Marquis at Crown Ridge	San Antonio, TX		352		2009		926			1,038			92.3	%
Marquis at Stone Oak	San Antonio, TX		335		2007		1,407			1,501			91.1	%
Marquis at The Cascades	Tyler, TX		582		2009		1,076			1,166			89.7	%
Marquis at TPC	San Antonio, TX		139		2008		1,413			1,509			96.1	%
Outlook at Greystone	Birmingham, AL		300		2007		929			1,109			88.4	%
Park & Kingston	Charlotte, NC		168		2015		1,251			1,340			93.7	%
Preston View	Morrisville, NC		382		2000		1,065			1,166			93.2	%
Roswell City Walk	Roswell, GA		320		2015		1,486			1,704			93.8	%
Sorrel	Frisco, TX		352		2015		1,235			1,344			91.1	%
Sovereign	Fort Worth, TX		322		2015		1,321			1,471			93.1	%
The Brodie	Austin, TX		324		2001		1,176			1,348			92.9	%
The Links at Plum Creek	Castle Rock, CO		264		2000		1,271			1,312			94.6	%
The Mills	Greenville, SC		304		2013		973			1,073			87.7	%
The Preserve at Henderson Beach	Destin, FL		340		2009		1,320			1,470			90.6	%
Villages at Cypress Creek	Houston, TX		384		2001		1,056			1,133			95.5	%
Wesley Village	Charlotte, NC		301		2010		1,223			1,312			92.8	%

Total Consolidated Operating Properties			9,872			$	1,227		$	1,360			93.5	%

Mezzanine/Preferred Investments:
Alexan CityCentre	Houston, TX		340			$	2,144	⁽⁵⁾		N/A			N/A
Alexan Southside Place	Houston, TX		270				2,012	⁽⁵⁾		N/A			N/A
APOK Townhomes	Boca Raton, FL		90				2,549	⁽⁵⁾		N/A			N/A
Crescent Perimeter	Atlanta, GA		320				1,749	⁽⁵⁾		N/A			N/A
Domain	Garland, TX		299				1,469	⁽⁵⁾		N/A			N/A
Flagler Village	Fort Lauderdale, FL		385				2,352	⁽⁵⁾		N/A			N/A
Helios	Atlanta, GA		282				1,486	⁽⁵⁾		N/A			N/A
Lake Boone Trail	Raleigh, NC		245				1,271	⁽⁵⁾		N/A			N/A
Vickers Village	Roswell, GA		79				3,176	⁽⁵⁾		N/A			N/A
West Morehead	Charlotte, NC		286				1,507	⁽⁵⁾		N/A			N/A
Whetstone	Durham, NC		204				1,233			N/A			N/A

Total Mezzanine/Preferred Investments			2,800			$	1,813			N/A			N/A

Total Portfolio			12,672			$	1,360		$	1,360			93.5	%

⁽¹⁾ Represents date of last significant renovation or year built if there were no renovations.

⁽²⁾ Represents the average effective monthly rent per occupied unit for the three months ended March 31, 2018.

⁽³⁾ Revenue per occupied unit is total revenue divided by average number of occupied units for the three months ended March 31, 2018.

⁽⁴⁾ Represents average rent and revenue per occupied unit for residential units only and excludes the property's retail space.

⁽⁵⁾ Represents the average pro forma effective monthly rent per occupied unit for all expected units upon stabilization.

Bluerock Residential Growth REIT, Inc.

Mezzanine/Preferred Investments

As of March 31, 2018

(Unaudited)

This table includes forward-looking statements based on current judgments and current knowledge of management, which are subject to certain risks, trends and uncertainties that could cause results to vary from those projected. Please see the paragraph on forward-looking statements on page 2 of this document for a discussion of risks and uncertainties.

											Actual/Estimated Dates for
Multifamily Community Name ⁽¹⁾	Actual/Planned Number of Units		Total Actual/Estimated Construction Cost (in millions)		Cost to Date (in millions)		Actual/Estimated Construction Cost Per Unit		Total Available Financing (in millions)		Construction Start	Initial Occupancy	Construction Completion	Stabilized Operations ⁽²⁾
Whetstone		204	$	37.0	$	37.0	$	181,373	$	26.3	N/A	3Q14	3Q15	4Q16
Alexan CityCentre		340	$	83.2	$	80.5	$	244,706	$	55.1	4Q14	2Q17	4Q17	2Q19
Helios		282	$	51.4	$	50.4	$	182,270	$	38.1	4Q15	2Q17	4Q17	1Q19
Alexan Southside Place		270	$	49.0	$	46.7	$	181,481	$	31.6	4Q15	4Q17	1Q18	2Q19
Lake Boone Trail		245	$	40.2	$	34.4	$	164,082	$	25.2	2Q16	3Q17	4Q18	3Q19
Vickers Village		79	$	30.7	$	24.3	$	388,608	$	18.0	2Q16	3Q18	4Q18	3Q19
APOK Townhomes		90	$	28.9	$	20.2	$	321,111	$	18.7	2Q17	3Q18	1Q19	3Q19
Crescent Perimeter		320	$	70.0	$	44.0	$	218,750	$	44.7	4Q16	4Q18	2Q19	4Q19
Domain		299	$	52.6	$	30.0	$	175,920	$	36.7	1Q17	4Q18	2Q19	4Q19
West Morehead		286	$	60.0	$	38.6	$	209,790	$	41.8	4Q16	4Q18	2Q19	4Q19
Flagler Village		385	$	135.4	$	37.0	$	351,688	$	81.2	1Q18	3Q19	3Q20	3Q21

⁽¹⁾ Alexan CityCentre, Alexan Southside Place, Helios, and Lake Boone Trail are preferred equity investments with an option to convert into partial ownership upon stabilization. APOK Townhomes, Crescent Perimeter, Domain, Flagler Village, Vickers Village, and West Morehead are mezzanine loan investments. Additionally, APOK Townhomes, Domain, and West Morehead have an option to purchase indirect property interest upon maturity.

⁽²⁾ We defined stabilized occupancy as attainment of 90% physical occupancy.

Bluerock Residential Growth REIT, Inc.

Condensed Consolidated Balance Sheets

First Quarter 2018

(Unaudited and dollars in thousands except for share and per share data)

	March 31, 2018			December 31, 2017
ASSETS
Net Real Estate Investments
Land	$	172,095		$	169,135
Buildings and improvements		1,302,990			1,244,193
Furniture, fixtures and equipment		40,998			38,446
Construction in progress		1,571			985
Total Gross Real Estate Investments		1,517,654			1,452,759
Accumulated depreciation		(67,163	)		(55,177	)
Total Net Real Estate Investments		1,450,491			1,397,582
Cash and cash equivalents		31,509			35,015
Restricted cash		25,376			29,575
Notes and accrued interest receivable from related parties		162,912			140,903
Due from affiliates		2,243			2,003
Accounts receivable, prepaid and other assets		13,950			9,689
Preferred equity investments and investments in unconsolidated real estate joint ventures		71,309			71,145
In-place lease intangible assets, net		2,038			4,635
Total Assets	$	1,759,828		$	1,690,547

LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY
Mortgages payable	$	978,473		$	939,494
Revolving credit facilities		99,165			67,670
Accounts payable		1,168			1,652
Other accrued liabilities		20,052			22,952
Due to affiliates		700			1,575
Distributions payable		11,483			14,287
Total Liabilities		1,111,041			1,047,630
8.250% Series A Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 10,875,000 shares authorized; and 5,721,460 issued and outstanding as of March 31, 2018 and December 31, 2017		138,939			138,801
6.000% Series B Redeemable Preferred Stock, liquidation preference $1,000 per share, 725,000 shares authorized; 202,144 and 184,130 issued and outstanding as of March 31, 2018 and December 31, 2017, respectively		178,433			161,742
7.625% Series C Cumulative Redeemable Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; and 2,323,750 issued and outstanding as of March 31, 2018 and December 31, 2017		56,250			56,196

Equity
Stockholders’ Equity
Preferred stock, $0.01 par value, 230,400,000 shares authorized; none issued and outstanding		—			—
7.125% Series D Cumulative Preferred Stock, liquidation preference $25.00 per share, 4,000,000 shares authorized; 2,850,602 issued and outstanding at March 31, 2018 and December 31, 2017		68,705			68,705
Common stock - Class A, $0.01 par value, 747,509,582 shares authorized; 23,733,296 and 24,218,359 shares issued and outstanding as of March 31, 2018 and December 31, 2017, respectively		237			242
Common stock - Class C, $0.01 par value, 76,603 shares authorized; 76,603 shares issued and outstanding as of March 31, 2018 and December 31, 2017		1			1
Additional paid-in-capital		315,833			318,170
Distributions in excess of cumulative earnings		(173,632	)		(164,286	)
Total Stockholders’ Equity		211,144			222,832
Noncontrolling Interests
Operating partnership units		41,428			42,999
Partially owned properties		22,593			20,347
Total Noncontrolling Interests		64,021			63,346
Total Equity		275,165			286,178
TOTAL LIABILITIES, REDEEMABLE PREFERRED STOCK AND EQUITY	$	1,759,828		$	1,690,547

Bluerock Residential Growth REIT, Inc.

Consolidated Statements of Operations

For the Three Months Ended March 31, 2018 and 2017

(Dollars in thousands)

	Three Months Ended
	March 31 ,
	2018			2017
Revenues
Net rental income	$	32,729		$	23,859
Other property revenues		3,946			2,801
Interest income from related parties		5,196			1,523
Total revenues		41,871			28,183
Expenses
Property operating		15,658			10,619
Property management fees		992			732
General and administrative		4,669			1,449
Management fees to related parties		—			2,768
Acquisition and pursuit costs		43			3,182
Management internalization		—			481
Weather-related losses, net		168			—
Depreciation and amortization		15,640			10,944
Total expenses		37,170			30,175
Operating income (loss)		4,701			(1,992	)
Other income (expense)
Preferred returns and equity in income of unconsolidated real estate joint ventures		2,461			2,572
Gain on sale of real estate investments		—			16,466
Interest expense, net		(10,117	)		(7,118	)
Total other (expense) income		(7,656	)		11,920
Net (loss) income		(2,955	)		9,928
Preferred stock dividends		(8,248	)		(5,851	)
Preferred stock accretion		(1,112	)		(338	)
Net (loss) income attributable to noncontrolling interests
Operating partnership units		(2,675	)		(56	)
Partially owned properties		(215	)		8,785
Net (loss) income attributable to noncontrolling interests		(2,890	)		8,729
Net loss attributable to common stockholders	$	(9,425	)	$	(4,990	)

Net loss per common share - Basic	$	(0.40	)	$	(0.20	)

Net loss per common share – Diluted	$	(0.40	)	$	(0.20	)

Weighted average basic common shares outstanding		24,143,382			24,989,621
Weighted average diluted common shares outstanding		24,143,382			24,989,621

Bluerock Residential Growth REIT, Inc.

Reconciliation of Funds from Operations (FFO) and Adjusted Funds from Operations (AFFO) Attributable to Common Shares and Units

For the Three Months Ended March 31, 2018

(Unaudited and dollars in thousands except for share and per share data)

	Three Months Ended
	March 31,
	2018			2017
Net loss attributable to common shares	$	(9,425	)	$	(4,990	)
Add back: Net loss attributable to operating partnership units		(2,675	)		(56	)
Net loss attributable to common shares and units		(12,100	)		(5,046	)

Common stockholders and operating partnership units pro-rata share of:
Real estate depreciation and amortization		14,831			9,914
Gain on sale of real estate investments		—			(7,481	)
FFO Attributable to Common Shares and Units		2,731			(2,613	)
Common stockholders and operating partnership units pro-rata share of:
Amortization of non-cash interest expense		461			478
Acquisition and pursuit costs		43			3,040
Management internalization		—			481
Non-real estate depreciation and amortization		64			—
Weather-related losses, net		165			—
Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures		(231	)		—
Normally recurring capital expenditures		(517	)		(294	)
Preferred stock accretion		1,112			338
Non-cash equity compensation		1,780			3,201
AFFO Attributable to Common Shares and Units	$	5,608		$	4,631

Weighted average common shares and units outstanding - diluted		30,995,775			25,273,480

PER SHARE INFORMATION:
FFO Attributable to Common Shares and Units - diluted	$	0.09		$	(0.10	)
AFFO Attributable to Common Shares and Units - diluted	$	0.18		$	0.18

Bluerock Residential Growth REIT, Inc.

Mortgages Payable Summary Information

As of March 31, 2018

(Unaudited and dollars in thousands)

Mortgages Payable

Property	Outstanding Principal			Interest Rate			Fixed/ Floating	Maturity Date
ARIUM at Palmer Ranch	$	26,925			3.84	%	LIBOR + 2.17% ⁽¹⁾	February 1, 2023
ARIUM Glenridge		48,431			4.15	%	LIBOR + 2.48 ⁽¹⁾	November 1, 2023
ARIUM Grandewood		34,294			3.49	%	Floating ⁽²⁾	December 1, 2024
ARIUM Gulfshore		32,626			3.84	%	LIBOR + 2.17% ⁽¹⁾	February 1, 2023
ARIUM Hunter’s Creek		72,294			3.65	%	Fixed	November 1, 2024
ARIUM Palms		24,999			3.89	%	LIBOR + 2.22% ⁽¹⁾	September 1, 2022
ARIUM Pine Lakes		26,950			3.95	%	Fixed	November 1, 2023
ARIUM Westside		52,150			3.68	%	Fixed	August 1, 2023
Ashton Reserve I		31,272			4.67	%	Fixed	December 1, 2025
Ashton Reserve II		15,270			4.29	%	LIBOR + 2.62% ⁽¹⁾	January 1, 2026
Citrus Tower		41,438			4.07	%	Fixed	October 1, 2024
Enders Place at Baldwin Park ⁽³⁾		24,169			4.30	%	Fixed	November 1, 2022
James on South First		26,500			4.35	%	Fixed	January 1, 2024
Marquis at Crown Ridge		29,071			3.28	%	LIBOR + 1.61% ⁽¹⁾	June 1, 2024
Marquis at Stone Oak		43,125			3.28	%	LIBOR + 1.61% ⁽¹⁾	June 1, 2024
Marquis at The Cascades I		33,207			3.28	%	LIBOR + 1.61% ⁽¹⁾	June 1, 2024
Marquis at The Cascades II		23,175			3.28	%	LIBOR + 1.61% ⁽¹⁾	June 1, 2024
Marquis at TPC		17,094			3.28	%	LIBOR + 1.61% ⁽¹⁾	June 1, 2024
Park & Kingston ⁽⁴⁾		18,432			3.41	%	Fixed	April 1, 2020
Preston View		41,066			3.74	%	LIBOR + 2.07% ⁽¹⁾	March 1, 2024
Roswell City Walk		51,000			3.63	%	Fixed	December 1, 2026
Sorrel		38,684			3.96	%	LIBOR + 2.29% ⁽¹⁾	May 1, 2023
Sovereign		28,650			3.46	%	Fixed	November 10, 2022
The Brodie		34,825			3.71	%	Fixed	December 1, 2023
The Links at Plum Creek		40,000			4.31	%	Fixed	October 1, 2025
The Mills		26,659			4.21	%	Fixed	January 1, 2025
The Preserve at Henderson Beach		36,138			4.65	%	Fixed	January 5, 2023
Villages at Cypress Creek		26,200			3.23	%	Fixed	October 1, 2022
Wesley Village		40,545			4.25	%	Fixed	April 1, 2024
Total		985,189
Fair value adjustments		2,530
Deferred financing costs, net		(9,246	)
Total	$	978,473
Weighted Average Interest Rate		3.84	%

⁽¹⁾ In March 2018, one month LIBOR in effect was 1.67%. One month LIBOR at March 31, 2018 was 1.88%.

⁽²⁾ The principal balance includes the initial advance of $29.44 million at a floating rate of 1.67% plus one-month LIBOR and a $4.85 million supplemental loan at a floating rate of 2.74% plus one-month LIBOR. At March 31, 2018, the interest rates on the initial advance and supplemental loan were 3.34% and 4.41%, respectively.

⁽³⁾ The principal balance includes a $16.5 million loan at a fixed rate of 3.97% and a $7.7 million supplemental loan at a fixed rate of 5.01%.

⁽⁴⁾ The principal balance includes a $15.3 million loan at a fixed rate of 3.21% and a $3.2 million supplemental loan at a fixed rate of 4.34%.

Bluerock Residential Growth REIT, Inc.

Mortgages Payable Summary Information Continued

As of March 31, 2018

(Unaudited and dollars in thousands)

Mortgages Payable Maturity Schedules

Year	Fixed Rate			Floating Rate			Total			% of Total
2018	$	2,040		$	1,628		$	3,668			0.37	%
2019		4,509			3,508			8,017			0.81	%
2020		26,584			4,488			31,072			3.15	%
2021		9,487			4,563			14,050			1.43	%
2022		83,106			28,979			112,085			11.38	%
Thereafter		451,496			364,801			816,297			82.86	%
	$	577,222		$	407,967		$	985,189			100.00	%
Fair Value Adjustments		2,530			-			2,530
Subtotal	$	579,752		$	407,967		$	987,719
Deferred Financing Costs, net		(5,175	)		(4,071	)		(9,246	)
Total	$	574,577		$	403,896		$	978,473

	Amounts		% of Total			Weighted Average Rates			Weighted Average Maturities (years)
Secured Fixed Rate Debt	$	579,752		58.7	%		3.96	%		6.1
Secured Floating Rate Debt		407,967		41.3	%		3.67	%		5.8
Total	$	987,719		100.0	%		3.84	%		5.9

Bluerock Residential Growth REIT, Inc.

2018 Projected Guidance

(Unaudited and dollars in thousands except for per share data)

	2018 Outlook ⁽³⁾
	Low			High
Adjusted Funds From Operations Attributable to Common Shares and Units per share	$	0.65		$	0.70

Operations
Existing operating portfolio revenues ⁽¹⁾	$	146,300		$	147,200
Property operating margin		57.1	%		57.5	%
Property management fee as a percentage of revenue		2.8	%		2.8	%
General and administrative expenses ⁽²⁾		11,800			11,700
Income from preferred equity & mezzanine investments		31,300			31,300

Noncontrolling interest, preferred stock and share count assumptions
Noncontrolling interest percentage of AFFO – Operating Partnership Units		22.9	%		22.9	%
Noncontrolling interest percentage of AFFO - Partially owned properties		6.3	%		6.0	%
Series B redeemable preferred stock raise		115,000			165,000
Preferred stock dividends		34,900			36,900
Estimated weighted average diluted shares and units outstanding ⁽⁴⁾		31,556			31,556

⁽¹⁾ Revenue includes only property level revenues and excludes income from preferred investments and mezzanine loans.

⁽²⁾ General and administrative expenses exclude non-cash expenses, such as non-cash equity compensation. Non-cash equity compensation for the three months ended March 31, 2018 was $1.8 million.

⁽³⁾ The Company has not reconciled projected Adjusted Funds From Operations Attributable to Common Shares and Units per share (“AFFO”) guidance to the corresponding GAAP financial measure because it does not provide guidance for various reconciling items. The Company is unable to provide guidance for these reconciling items since certain items that impact net income are outside of its control and cannot be reasonably predicted. Accordingly, reconciliations to the corresponding GAAP financial measures are not available.

⁽⁴⁾ Subsequent to issuing 2018 guidance in February 2018, the Company revised its presentation of AFFO attributable to common stockholders to reflect AFFO attributable to common shares and units. The estimated weighted average diluted shares and units outstanding used to calculate AFFO per share now includes noncontrolling interests – operating partnership units. As the Company’s presentation now also includes the impact of AFFO attributable to operating partnership units, and as shares and units are treated on a one-for-one basis, there is no change to projected AFFO per share for purposes of 2018 AFFO guidance.

Bluerock Residential Growth REIT, Inc.

Definitions of Non-GAAP Financial Measures

The foregoing supplemental financial data includes certain non-GAAP financial measures that we believe are helpful in understanding our business, as further described below. Our definition and calculation of these non-GAAP financial measures may differ from those of other REITs, and may, therefore, not be comparable.

Funds from Operations and Adjusted Funds from Operations, Attributable to Common Shares and Units

Funds from operations attributable to common shares and units (“FFO”), is a non-GAAP financial measure that is widely recognized as a measure of REIT operating performance. We consider FFO to be an appropriate supplemental measure of our operating performance as it is based on a net income analysis of property portfolio performance that excludes non-cash items such as depreciation. The historical accounting convention used for real estate assets requires straight-line depreciation of buildings and improvements, which implies that the value of real estate assets diminishes predictably over time. Since real estate values historically rise and fall with market conditions, presentations of operating results for a REIT, using historical accounting for depreciation, could be less informative. We define FFO, consistent with the National Association of Real Estate Investment Trusts, or (“NAREIT's”), definition, as net income, computed in accordance with U.S. generally accepted accounting principles ("GAAP"), excluding gains (or losses) from sales of property, plus depreciation and amortization of real estate assets, plus impairment write-downs of depreciable real estate, and after adjustments for unconsolidated partnerships and joint ventures. Adjustments for unconsolidated partnerships and joint ventures will be calculated to reflect FFO on the same basis.

In addition to FFO, we use adjusted funds from operations attributable to common shares and units (“AFFO”). AFFO is a computation made by analysts and investors to measure a real estate company's operating performance by removing the effect of items that do not reflect ongoing property operations. To calculate AFFO, we further adjust FFO by adding back certain items that are not added to net income in NAREIT's definition of FFO, such as acquisition and pursuit costs, equity based compensation expenses, and any other non-recurring or non-cash expenses, which are costs that do not relate to the operating performance of our properties, and subtracting recurring capital expenditures (and when calculating the quarterly incentive fee payable to our Manager only, we further adjust FFO to include any realized gains or losses on our real estate investments).

Our calculation of AFFO differs from the methodology used for calculating AFFO by certain other REITs and, accordingly, our AFFO may not be comparable to AFFO reported by other REITs. Our management utilizes FFO and AFFO as measures of our operating performance after adjustment for certain non-cash items, such as depreciation and amortization expenses, and acquisition and pursuit costs that are required by GAAP to be expensed but may not necessarily be indicative of current operating performance and that may not accurately compare our operating performance between periods. Furthermore, although FFO, AFFO and other supplemental performance measures are defined in various ways throughout the REIT industry, we also believe that FFO and AFFO may provide us and our stockholders with an additional useful measure to compare our financial performance to certain other REITs. We also use AFFO for purposes of determining the quarterly incentive fee, if any, payable to our Manager.

Neither FFO nor AFFO is equivalent to net income or cash generated from operating activities determined in accordance with GAAP. Furthermore, FFO and AFFO do not represent amounts available for management's discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Neither FFO nor AFFO should be considered as an alternative to net income as an indicator of our operating performance or as an alternative to cash flow from operating activities as a measure of our liquidity.

We have acquired interests in eleven additional operating properties and sold three properties subsequent to March 31, 2017. The results presented in the table below are not directly comparable and should not be considered an indication of our future operating performance (unaudited and dollars in thousands, except share and per share data).

Recurring Capital Expenditures

We define recurring capital expenditures as expenditures that are incurred at every property and exclude development, investment, revenue enhancing and non-recurring capital expenditures.

Non-Recurring Capital Expenditures

We define non-recurring capital expenditures as expenditures for significant projects that upgrade units or common areas and projects that are revenue enhancing.

Same Store Properties

Same store properties are conventional multifamily residential apartments which were owned and operational for the entire periods presented.

Bluerock Residential Growth REIT, Inc.

Definitions of Non-GAAP Financial Measures

(Unaudited and dollars in thousands)

Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate ("EBITDAre")

The reconciliations of net loss attributable to common stockholders to EBITDAre and Adjusted EBITDAre are presented in the table below:

	Three Months Ended
	March 31,
	2018			2017
Net loss attributable to common stockholders	$	(9,425	)	$	(4,990	)
Net (loss) income attributable to noncontrolling interests		(2,890	)		8,729
Preferred stock dividends		8,248			5,851
Preferred stock accretion		1,112			338
Interest expense, net		10,117			7,118
Depreciation and amortization		15,576			10,944
Gain on sale of real estate investments		-			(16,466	)
EBITDAre	$	22,738		$	11,524
Acquisition and pursuit costs		43			3,182
Management internalization		-			481
Non-real estate depreciation and amortization		64			-
Weather-related losses, net		168			-
Non-cash equity compensation		1,780			3,201
Non-cash preferred returns and equity in income of unconsolidated real estate joint ventures		(231	)		-
Adjusted EBITDAre	$	24,562		$	18,388

Bluerock Residential Growth REIT, Inc.

Definitions of Non-GAAP Financial Measures

(Unaudited and dollars in thousands)

Property Net Operating Income ("Property NOI")

	Three Months Ended ⁽¹⁾
	March 31,
	2018			2017
Net loss attributable to common shares	$	(9,425	)	$	(4,990	)
Add back: Net loss attributable to operating partnership units		(2,675	)		(56	)
Net loss attributable to common shares and units		(12,100	)		(5,046	)
Add common stockholders and operating partnership units pro-rata share of:
Depreciation and amortization		14,831			9,914
Non-real estate depreciation and amortization		64			-
Amortization of non-cash interest expense		461			478
Property management fees		939			649
Management fees		-			2,768
Acquisition and pursuit costs		43			3,040
Corporate operating expenses		4,669			1,449
Management internalization		-			481
Weather-related losses, net		165			-
Preferred dividends		8,248			5,851
Preferred stock accretion		1,112			338
Less common stockholders and operating partnership units pro-rata share of:
Preferred returns and equity in income of unconsolidated real estate joint ventures		2,461			2,572
Interest income from related parties		5,196			1,523
Gain on sale of real estate investments		-			7,481
Pro-rata share of properties' income		10,775			8,346
Add:
Noncontrolling interest pro-rata share of partially owned property income		607			1,086
Total property income		11,382			9,432
Add:
Interest expense		9,635			6,609
Net operating income		21,017			16,041
Less:
Non-same store net operating income		8,830			4,262
Same store net operating income	$	12,187		$	11,779