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Executing
Aimco’s Defined Value Add Strategy to Deliver Strong Shareholder
Returns 200 W. Broward Blvd. Fall 2022 Ft. Lauderdale,
Florida
Forward
Looking Statements This document contains forward-looking
statements within the meaning of the federal securities laws.
Forward-looking statements include all statements that are not
historical statements of fact and those regarding our intent,
belief, or expectations, including, but not limited to, the
statements in this document regarding future financing plans,
including the Company’s expected leverage and capital structure;
business strategies, prospects, and projected operating and
financial results (including earnings), including facts related
thereto, such as expected costs; future share repurchases; expected
investment opportunities; and our pipeline investments and
projects. We caution investors not to place undue reliance on any
such forward-looking statements. Words such as “anticipate(s),”
“expect(s),” “intend(s),” “plan(s),” “believe(s),” “plan(s),”
“may,” “will,” “would,” “could,” “should,” “seek(s),”
“forecast(s),” and similar expressions, or the negative of these
terms, are intended to identify such forward-looking statements.
These statements are not guarantees of future performance,
condition or results, and involve a number of known and unknown
risks, uncertainties, assumptions and other important factors,
among others, that may affect actual results or outcomes include,
but are not limited to: (i) the risk that the 2023 preliminary
plans and goals may not be completed in a timely manner or at all,
(ii) the inability to recognize the anticipated benefits of
pipeline investments and projects, (iii) changes in general
economic conditions, including as a result of the COVID-19
pandemic. Although we believe that the assumptions underlying the
forward-looking statements, which are based on management’s
expectations and estimates, are reasonable, we can give no
assurance that our expectations will be attained. Risks and
uncertainties that could cause actual results to differ materially
from our expectations include, but are not limited to: the effects
of the coronavirus pandemic on the Company’s business and on the
global and U.S. economies generally; real estate and operating
risks, including fluctuations in real estate values and the general
economic climate in the markets in which we operate and competition
for residents in such markets; national and local economic
conditions, including the pace of job growth and the level of
unemployment; the amount, location and quality of competitive new
housing supply; the timing and effects of acquisitions,
dispositions, redevelopments and developments; changes in operating
costs, including energy costs; negative economic conditions in our
geographies of operation; loss of key personnel; the Company’s
ability to maintain current or meet projected occupancy, rental
rate and property operating results; the Company’s ability to meet
budgeted costs and timelines, and, if applicable, achieve budgeted
rental rates related to redevelopment and development investments;
expectations regarding sales of apartment communities and the use
of proceeds thereof; insurance risks, including the cost of
insurance, and natural disasters and severe weather such as
hurricanes; financing risks, including the availability and cost of
financing; the risk that cash flows from operations may be
insufficient to meet required payments of principal and interest;
the risk that earnings may not be sufficient to maintain compliance
with debt covenants, including financial coverage ratios; legal and
regulatory risks, including costs associated with prosecuting or
defending claims and any adverse outcomes; the terms of laws and
governmental regulations that affect us and interpretations of
those laws and regulations; possible environmental liabilities,
including costs, fines or penalties that may be incurred due to
necessary remediation of contamination of apartment communities
presently or previously owned by the Company; activities by
stockholder activists, including a proxy contest; the risk of the
timing of our stockholder value enhancement review and the risk
that we will not identify any value enhancing options or that we
will not successfully execute or achieve the potential benefits of
any such options. In addition, the Company’s current and continuing
qualification as a real estate investment trust involves the
application of highly technical and complex provisions of the
Internal Revenue Code and depends on the Company’s ability to meet
the various requirements imposed by the Internal Revenue Code,
through actual operating results, distribution levels and diversity
of stock ownership. Readers should carefully review the Company’s
financial statements and the notes thereto, as well as the section
entitled “Risk Factors” in Item 1A of the Company’s Annual Report
on Form 10-K for the year ended December 31, 2021 and in Item 1A of
the Company’s Quarterly Reports on Form 10-Q for the quarterly
periods ended March 31, 2022, June 30, 2022, and September 30,
2022, and the other documents the Company files from time to time
with the SEC. These filings identify and address important risks
and uncertainties that could cause actual events and results to
differ materially from those contained in the forward-looking
statements. These forward-looking statements reflect management’s
judgment as of this date, and the Company assumes no (and disclaims
any) obligation to revise or update them to reflect future events
or circumstances. We make no representations or warranties as to
the accuracy of any projections, estimates, targets, statements or
information contained in this document. It is understood and agreed
that any such projections, estimates, targets, statements and
information are not to be viewed as facts and are subject to
significant business, financial, economic, operating, competitive
and other risks, uncertainties and contingencies many of which are
beyond our control, that no assurance can be given that any
particular financial projections or targets will be realized, that
actual results may differ from projected results and that such
differences may be material. While all financial projections,
estimates and targets are necessarily speculative, we believe that
the preparation of prospective financial information involves
increasingly higher levels of uncertainty the further out the
projection, estimate or target extends from the date of
preparation. The assumptions and estimates underlying the
projected, expected or target results are inherently uncertain and
are subject to a wide variety of significant business, economic and
competitive risks and uncertainties that could cause actual results
to differ materially from those contained in the financial
projections, estimates and targets. The inclusion of financial
projections, estimates and targets in this presentation should not
be regarded as an indication that we or our representatives,
considered or consider the financial projections, estimates and
targets to be a reliable prediction of future events. Certain
financial and operating measures found herein are used by
management and are not defined under accounting principles
generally accepted in the United States, or GAAP. These measures
are reconciled to the most comparable GAAP measures at the end of
this presentation. 2
Executive
Summary New Aimco has demonstrated a successful track record of
executing our strategic priorities since 1 the December 2020
spin-off Under the leadership of our reconstituted,
majority-independent Board of Directors and all-new 2 executive
leadership team, New Aimco has delivered superior shareholder
returns, materially (1) outperforming its developer peer group ,
real estate indices, and broader market indices Our nominees are
highly qualified and key contributors to New Aimco’s
accomplishments with 3 substantial institutional knowledge of the
Company. Election of any alternate candidate(s) would remove
expertise from the Board that is critical to our success Land &
Buildings is primarily focused on historical issues and decisions
made prior to reconstitution 4 of the New Aimco Board and
appointment of the New Aimco leadership team – Not only are their
governance and spin-related concerns largely baseless, they also
are about a different company with an entirely different leadership
team, and substantially different board New Aimco’s qualified and
experienced Director nominees are the best choice to continue
overseeing New Aimco’s strategy, which is delivering clear results
Vote “FOR” All of New Aimco’s Highly Qualified Director Nominees on
the “UNIVERSAL” WHITE Proxy Card Today (1) Developer Peer Group
includes AHH, CLPR, CSR, ELME, FOR, FPH, HHC, IRT, JBGS, JOE, STRS,
TRC, and VRE (per AIV 2021 10-K). 3
1. New
Aimco: New Board, New Leadership, New Mission, and New Business
Plan
New Aimco:
New Board, New Leadership, New Mission, and Business Plan
Discussion Backdrop: The 2020 Spin-Off The Aimco of Today (“New
Aimco”) Was Formed Following the Spin-Off of Apartment Income REIT
(“AIR”) and Has a New Majority-Independent Reconstituted Board, an
All-New Executive Leadership Team, a New Mission and a New Business
Plan • The 2020 spin-off of AIR was completed in December 2020,
with 88% of the market capitalization being Market Capitalization
as of December 31, 2020 separated into the new entity known as AIR
and 12% (1) remaining in New Aimco $6.9Bn • The spin-off was
designed, implemented, and $6.1Bn $0.8Bn executed by the Pre-Spin
Board and Pre-Spin 88% 12% management and resulted in two
significantly different companies: New Aimco and AIR “New Aimco”
(2) • The Aimco of Today includes among others : • 15MM square feet
New Aimco-controlled Investment Pipeline Stabilized Apartment
Opportunistic and (3) Communities Development Investments as well
as Stabilized Properties • $1Bn Alaska Permanent JV for Aimco-led
projects Portfolio Approximate Current Portfolio Allocation
Allocation 10% • And other high-quality development projects backed
10% by well-regarded institutional investors Stabilized Assets 55%
100% 25% Source: Company information, Green Street The Aimco of
Today is summarized (1) Based on market capitalization as of
December 31, 2020, per Capital IQ. Includes OP Units. on the
following pages (2) As of September 30, 2022. Core & Core Plus
Real Estate (3) This presentation includes non-GAAP financial
measures. See the appendix hereto for a definition of the non-GAAP
financial measures used herein. Value Add & Opportunistic Real
Estate 5 Alternative Investments Cash, Hedges, & Other Net
Assets
New Aimco:
New Board, New Leadership, New Mission, and Business Plan New,
Reconstituted Aimco Board of Directors 70% of New Aimco’s Board Was
Not on the Board Pre-Spin; the Three Continuing Directors Have
Critical Institutional Knowledge of the Company December 2020
Reconstitution • In 2020, the New Aimco Board was reconstituted
with six new independent directors appointed to replace resigning
Director Resigned Newly Appointed members of the prior Board Thomas
L. Keltner P • Ferguson Partners, a leading executive and board
search Devin I. Murphy P firm, led the candidate sourcing process
Kathleen M. Nelson P • All new directors were previously unknown to
Aimco, with the exception of Mr. Leupp, given his prior role as
lead equity John D. Rayis P research analyst at Royal Bank of
Canada and at Robertson Ann Sperling P Stevens Nina A. Tran P •
Chairman of the Board and CEO roles were separated and replaced
Terry Considine Robert A. Miller• All five Committee Chairs were
newly appointed Michael A. Stein Quincy L. Allen P “Board members
with longer tenure can provide important context to past strategic
moves and provide leadership Patricia L. Gibson P regarding how the
company dealt with crisis situations that may Jay P. Leupp P
reoccur. Such experience is valuable to the education and
development of newer board members. Having a balance of Wes Powell
P board members who can teach and younger board members Deborah
Smith who want to learn would be optimum.” P R. Dary Stone P –
Corporate Board Member Magazine (4Q22) Kirk A. Sykes P 6
New Aimco:
New Board, New Leadership, New Mission, and Business Plan New,
Reconstituted Aimco Board of Directors (Cont.) Newly Appointed,
Majority Independent, and Diverse Board of Directors Including New
Chairman and Separation of CEO / Chair Roles Legend: Independent
Director A Audit Committee C Compensation & Human Wes Powell
Michael Stein Deborah Smith Kirk A. Sykes R. Dary Stone Resources
Committee President, Former CFO Co-Founder and CEO, Co-Managing
Partner, CEO, R.D. Stone ICOS Corporation, Chief Executive The
CenterCap Group Accordia Partners, LLC Interests Officer Nordstrom,
Inc., Appointed 2020 Appointed 2021 Appointed 2020 & Marriott
Appointed 2020 I International, Inc. Investment Committee Appointed
2004 A C I N A C I N A C I N A C I N T N Nominating, Environmental,
Social, and Governance Committee T Aimco-AIR Transactions Committee
Committee Chair Patricia Gibson Robert A. Miller Terry Considine
Jay Paul Leupp Quincy L. Allen Chairman of the Board Founding
Principal and Co-Founder, Managing CEO, Apartment Income Co-Founder
and Appointed Since Spin CEO, Banner Oak (Since 2020) REIT Corp.;
Chairman Partner and Senior Managing Partner, ARC Capital Partners
and CEO, Aimco (1994- Portfolio Manager, Real Capital Partners
President of RAMCO 2020) Estate Securities, Terra Appointed 2020
Appointed 2020 Advisors Firma Asset Appointed 1994 Management
Appointed 2007 Appointed 2020 A C I N A C I N T A C I N T I A C I N
7
New Aimco:
New Board, New Leadership, New Mission, and Business Plan New
Executive Leadership Team Following the Spin-Off, the New Aimco
Board Appointed an All-New Executive Leadership Team President
& Chief Executive Officer EVP, Chief Administrative EVP &
Officer, General Counsel Chief Financial Officer Wes Powell
Jennifer Johnson Lynn Stanfield (1) New Aimco’s leadership team is
comprised of seasoned real estate executives with an average tenure
of 19 years who offer relevant experience and fresh perspectives in
addition to a deep understanding of New Aimco’s business
operations, geographic markets, existing assets, corporate
structure, and workforce The team has generated significant
momentum in the 23 months since assuming their current roles,
significantly outperforming select peers and benchmarks since the
spin-off (1) Represents average tenure of executive leadership team
including Wes Powell (18 years), Lynn Stanfield (21 years), and
Jennifer Johnson (18 years). 8
New Aimco:
New Board, New Leadership, New Mission, and Business Plan New
Mission Statement and New Business Plan New Aimco Board and New
Executive Leadership Team Developed a New Mission Statement and New
Business Plan as Clearly Outlined in our October 2021 Strategic
Overview and Investor Presentation New Aimco’s Mission Statement To
make real estate investments, primarily focused on the multifamily
sector within targeted U.S. markets where outcomes are enhanced
through our human capital and substantial value is created for
investors, teammates, and the communities in which we operate New
Aimco’s Business Plan New Aimco is focused on a total return
strategy that includes value add, opportunistic, and alternative
investments that offer the prospect of outsized returns on a
risk-adjusted basis, while maintaining an allocation to stabilized
properties Value Add and Opportunistic Real Estate Alternative
Investments Core and Core Plus Real Estate Re- / Developments
Mezzanine Loan with 27 Stabilized Apartment Communities in
Portfolio Acquisitions Option to Participate in Development 10
Major U.S. Markets Operational Turnarounds Re-Entitlements Passive
Equity Investments One Commercial Office Building 9
2. New
Board and New Leadership Team’s Accomplishments Since
Spin-Off
New Board
and New Leadership Team’s Accomplishments Since Spin-Off New
Aimco’s Successful Track Record Since Spin-Off New Leadership Team
and Reconstituted Board Have Taken Decisive Actions to Drive
Shareholder Value Milestones Commentary Status 1 New Aimco Has
Tripled Its • Secured high-quality future development projects in
key target markets of South Florida, Washington, Development
Pipeline D.C., and Denver Metro Regions, more than tripling Aimco's
controlled pipeline to 15MM SF ✓ in 23 Months 2 • On-track
execution, as measured by budget, lease-up metrics, and current
market valuations, for eight Successful Development development
projects with $100MM of realized value creation from four of the
projects almost 18 and Lease-Up ✓ (1) months earlier than
anticipated 3 • Substantial momentum across operations as evidenced
by 15.8% and 11.0% NOI and Revenue growth Strong Operating
Performance (1) YTD, respectively, Avg. Daily Occupancy of 97.4%
YTD, and Avg. Q3 2022 Revenue per Home of $2,173 ✓ 4 Significantly
Fortified • Retired or refinanced more than $1Bn of near-term
liabilities, eliminating substantially all of New the Balance Sheet
Aimco’s floating rate exposure ✓ 5 Accretive • Unlocked almost $1Bn
of asset value through monetization of $669MM of leasehold
development (2) Capital Allocation assets , $265MM of stabilized
multifamily asset disposals at premium to NAV, and by selling a
partial ✓ to Unlock Asset Value interest in New Aimco’s minority
investment in IQHQ generating >50% IRR 6 Accelerated Elimination
of • Eliminated various legacy entanglements with AIR through the
early repayment of a $534MM purchase Legacy Entanglements money
note, the reduction of leasehold liabilities from $475MM to $6MM,
and the amendment of key ✓ with AIR provisions of the master
leasing agreement with AIR • Favorable debt sourcing including
$781MM of fixed rate non-recourse property debt locked in 7
significantly below today’s potential refinancing levels Strong
Capital Sourcing Momentum • Formed partnership providing equity
capital for up to $1Bn of Aimco-led multifamily development ✓
projects with third-party management fees and potential for
incentive income (1) This presentation includes non-GAAP financial
measures. See the appendix hereto for a definition of the non-GAAP
financial measures used herein and reconciliations to the most
directly comparable financial measures calculated in accordance
with GAAP. 11 (2) Gross transaction price includes $469MM relief of
leasehold obligation and $200MM net cash proceeds.
New Board
and New Leadership Team’s Accomplishments Since Spin-Off 1 New
Aimco Has Tripled Its Development Pipeline In 23 Months Consistent
with Its Newly-Defined Capital Allocation Strategy, New Aimco Has
Secured High-Quality Future Developments in Key Target Markets of
South Florida, Washington, D.C., and Denver Metro Regions
Controlled Development Pipeline Representative Pipeline Projects
15MM SF 15MM SF FLAGLER VILLAGE FORT LAUDERDALE, FL 10MM SF
Strathmore BETHESDA, MD 5MM SF 5MM SF 3333 Biscayne MIAMI, FL At
Spin-Off Today New Aimco’s development pipeline now spans 15MM
square feet across high-growth U.S. markets with tremendous value
creation potential 12
New Board
and New Leadership Team’s Accomplishments Since Spin-Off 2
Successful Development and Lease-Up On-Track Execution for Eight
Development Projects Active Development Projects THE BENSON UPTON
PLACE OAK SHORE THE HAMILTON AURORA, CO WASHINGTON, D.C. CORTE
MADERA, CA MIAMI, FL Projects Completed and Stabilized by New Aimco
707 LEAHY PRISM THE FREMONT REDWOOD CITY, CA CAMBRIDGE, MA AURORA,
CO FLAMINGO POINT NORTH TOWER MIAMI BEACH, FL (1) Successfully
completed and leased-up projects with a total investment of $570MM
On track to complete and lease-up another four projects at a total
investment of $469MM (1) $469MM relief of leasehold obligation and
$101MM of capital investment including direct capital, interest and
lease payments, and other capital investments. 13
New Board
and New Leadership Team’s Accomplishments Since Spin-Off 3 Strong
Operating Performance Substantial Momentum Evidenced By Operating
Results 17.5% 3Q2022 (1) YoY NOI Growth 96% Yacht Club 1045 on the
Park 3Q2022 Occupancy $2,173 3Q2022 Avg. Monthly Revenue per
Apartment Home 15.8% / 15.1% Elm Creek Royal Crest Estates -
Warwick 3Q2022 New Lease Rent Growth / Renewal Spreads (1) This
presentation includes non-GAAP financial measures. See the appendix
hereto for a definition of the non-GAAP financial measures used
herein. 14
New Board
and New Leadership Team’s Accomplishments Since Spin-Off 4
Significantly Fortified The Balance Sheet Creation of Fortress
Balance Sheet Through $1Bn of Debt Retirement or Financings
Weighted Average Maturity Has Been Leverage Fixed or Hedged Debt
New Aimco’s Leverage… (1) Extended Maturing Through 2024 (2) …has
been reduced by 27% 7.2 Yrs $1.5Bn 100% of property-level, 4.3 Yrs
$1.2Bn non-recourse debt is $1.1Bn fixed or protected with interest
hedges valued at $61MM $0.2Bn At Spin-Off Today At Spin-Off Today
At Spin-Off Today Key Components of Aimco Leverage Leverage
Weighted Average Interest Rate Weighted Average Maturity Fixed Rate
Loans Payable $781MM 8.4 Yrs 4.86% Floating Rate Loans Payable
$80MM 1.7 Yrs As of 3Q2022 Construction Loan Debt $85MM 1.9 Yrs
Preferred Equity Interests $158MM NA Leased Properties $6MM NA (1)
Leverage includes property-level debt maturities. Lease liabilities
for “at spin-off” as of 12/31/2020 and “Today” as of 9/30/2022. (2)
Calculated by taking the sum of property debt, construction loans,
preferred equity strips, 15 and leasehold value on 11/1/2021 and
9/30/2022.
New Board
and New Leadership Team’s Accomplishments Since Spin-Off 5
Accretive Capital Allocation to Unlock Asset Value Drives Enhanced
Shareholder Value Accretive Capital Allocation $1,000MM $750MM The
Fremont Aurora, CO September 2022 $500MM Prism Flamingo Point
Cambridge, MA (North Tower) 707 Leahy September 2022 Miami Beach,
FL Redwood City, CA September 2022 2900 on First September 2022
Seattle, WA Cedar Rim $250MM August 2022 Newcastle, WA July 2022
June 2022 Pathfinder Village Fremont, CA May 2022 (2) Unlocked
almost $1Bn of asset value including the monetization of $669MM of
leasehold development assets , the sale of three stabilized
multifamily assets for $265MM at a premium to New Aimco’s internal
NAV estimate, and the sale of a partial interest in New Aimco’s
minority investment in IQHQ, generating >50% IRR (1) Based on
the dispositions of Pathfinder ($127MM), Cedar Rim ($53MM), 2900 on
First ($69MM), the 22% liquidation of AIV’s passive equity
investment in IQHQ ($16.5MM) and the leasehold value of the four
monetized properties ($469MM) and $200MM received 16 from AIR. (2)
Gross transaction price includes $469MM relief of leasehold
obligation and $200MM net cash proceeds.
New Board
and New Leadership Team’s Accomplishments Since Spin-Off 6
Accelerated Elimination of Legacy Entanglements with AIR New Aimco
Has Removed The Majority of Entanglements 18 Months Sooner Than
Anticipated Early Repayment of $534MM $534MM Purchase Money Note $-
December 2020 Today 99% Reduction in $475MM Leasehold Liabilities
$6MM December 2020 Today • Eliminated the purchase option
previously granted to AIR with respect to certain New Aimco assets
post-stabilization Amendment of • Removed AIR’s right of first
offer on certain New Aimco 1031 designated assets and other
exchange Key Provisions of transactions (1) Master Lease Agreement
• Replaced purchase option with a right of first offer to AIR for
certain assets that New Aimco desires to sell within 12 months
post-stabilization Elimination of Consulting and • Elimination of
consulting agreement and expense reimbursement at the end of 2022
will result in Expense Reimbursement savings of $6MM annually
Agreement “Aimco’s early payoff of the AIR note reduces the vast
majority of our near-term refunding risk and eliminates the single
largest entanglement stemming from Aimco and AIR’s separation,
furthering each company’s independence from the other.” (CEO Wes
Powell, 6/21/22) 1001 Brickell (1) On June 14, 2022, New Aimco
entered into an amendment to the Master Leasing Agreement, dated as
of December 15, 2020, to amend certain terms of the Master Leasing
Agreement. 17
New Board
and New Leadership Team’s Accomplishments Since Spin-Off 7 Strong
Capital Sourcing Momentum Premier Strategic Capital Partnership And
Favorable Debt Sourcing Support New Aimco $1Bn Programmatic JV With
APFC Debt Financing • New Aimco has shown its ability to finance
projects at attractive cost of capital, further demonstrating New
Aimco’s strong performance and proactive balance sheet management •
Proactively sourced $781MM of fixed rate non-recourse property debt
at a blended rate of 4.25%, well-below today’s potential
refinancing rate of (3) > 6.00% Programmatic Joint Venture
Targeting up to $1Bn of Multifamily Development • New Aimco has
hedged 100% of its floating rate exposure Background and Structure
• Liquidity includes $211MM left undrawn on New Aimco’s
construction debt, with approximately $152MM expected in
commitments for development and • In August 2022, New Aimco and
Alaska Permanent Fund Corporation (“APFC”), (1) redevelopment
projects the largest state-level fund of its kind in the U.S. with
a total fund value of (1) $70.6Bn , entered into a JV agreement to
fund up to $1Bn of future New (2) Aimco-led multifamily
developments • Target leverage of up to 60% LTC on the Alaska JV •
APFC will provide up to $360MM of limited partner equity into
projects meeting • New Aimco plans to diversify its capital
invested and limit the incremental specific criteria including
return thresholds and minimum project size amount of New Aimco
capital needed, by using third-party equity sourced from • New
Aimco will act as the general partner and developer, committed to a
JV partners and construction debt to fund the build out of its
investment minimum of $40MM through funding or asset contribution,
while earning pipeline when conditions are right customary fees and
the potential for incentive economics Key Takeaways Other Strategic
and Capital Relationships • Strong partnership potential given
shared commitment to investing in • In addition to the Alaska
Permanent joint venture, New Aimco also has strategic development
of dynamic multifamily properties in high-growth U.S. markets
partnerships with the following groups: • Underscores New Aimco’s
ability to source high-quality strategic capital • Beitel
partnerships – with an attractive core capital partner at a time
when public • Donohoe equity capital is unattractive • Fivesquares
Development • Provides opportunity to unlock value embedded within
New Aimco’s • Kushner development pipeline 1001 Brickell (1) As of
September 30, 2022. (2) The agreement will remain in effect until
the date on which APFC has given approval for projects that are
allocated 95% or more of APFC’s committed capital allocation, the
tenth anniversary of the date of the agreement, or its earlier
termination. 18 (3) Based on illustrative 200 bps spread over
10-year Treasury Rate for potential proactive agency
financing.
3. The
Objective Results
The
Objective Results New Aimco Has Delivered vs. Its Peers New Aimco’s
Total Shareholder Return (TSR) vs. Development-Focused REITs
Showcases Best-in-Class Results Outperformed by Total Shareholder
Return (“TSR”) Peer Set Rationale The “Right” Peers For New Aimco
Aimco Since Spin? • Pre-separation, Old Aimco was a large-cap
multifamily REIT • New Aimco developed a post-spin peer set based
and thus, its peer set, which was last disclosed on 10/28/2021 on
industry grouping, business strategy, and size of to set executive
compensation for the pre-spin management total asset base team, was
largely comprised of other sizable companies across (1) Peer Group
(1) the REIT sector ✓ • Like New Aimco, the companies included in
this group maintain significant focus on development / • At the
time of separation, 88% of the company was spun-off redevelopment
activities into AIR, vastly changing the size and composition of
New Aimco • With this in mind, the current board and management
team at • Designed to track the aggregate performance of FTSE
Apartment REIT publicly-listed multi-family real estate, this index
is New Aimco worked with an independent consultant to develop
comprised of the 16 predominant and U.S. based Index an accurate
post-separation peer set that more closely ✓ Apartment REITs
represents New Aimco. See “Peer Group” to the right (3) Land &
Buildings’ Peer Set Is Stale • MSCI’s U.S. REIT Index is a market
cap weighted MSCI U.S. REIT listing of 132 constituents, which
collectively (2) Index represent ~99% of the U.S. REIT universe✓
L&B references this irrelevant and stale peer set for both the
wrong purpose and in the wrong context û The purpose of this prior
peer set was to set compensation at pre-spin Aimco, not to track
shareholder return • Includes 2,000 of the smallest U.S. public
equities based on market capitalization, providing a û Companies
had a median market capitalization of over $6.5Bn as of
comprehensive barometer for small-cap 12/31/2020, more than 8x the
market capitalization of New Aimco at that performance Russell 2000
Index time • With the Russell 2000’s average market cap of ✓
~$1.4Bn dwarfed by that of the S&P 500 (~$87Bn) û Only one
pure-play multifamily REIT – a notable oversight considering and
Dow Jones Industrial Average ($331Bn), the New Aimco’s primary
focus is the multifamily sector Russell 2000 is a “better fit” for
Aimco û Just three companies with 10% or more of their asset base
involved in development / re-development – an important
consideration for a development-focused company like New Aimco •
Arguably the most-often cited barometer for U.S. û Two companies
which were acquired after 12/31/2020 – both of which at S&P 500
Index equity market performance 30%+ premiums – skewing the total
shareholder return of Land & ✓ Buildings’ peer set to the
upside (1) Peer Group includes AHH, CLPR, CSR, ELME, FOR, FPH, HHC,
IRT, JBGS, JOE, STRS, TRC, and VRE (per AIV 2021 10-K). (2) Source:
MSCI. (3) Land & Buildings’ peer set includes ACC (de-listed),
AMH, BRX, CPT, DEI, DRE (de- 20 listed), ELS, EXR, FRT, HPP, JBGS,
KRC, KIM, LPT (de-listed), MAC, OHI, PK, REG, SUI, and TCO
(de-listed).
The
Objective Results New Aimco Has Delivered for Shareholders New
Aimco Has Shown Superior Total Returns Since Current Board and
Management Have Been in Place (1) (1) Since Spin 2021 New Aimco’s
Relative Outperformance New Aimco’s Relative Outperformance 45%
(18%) 64% 3% 46% 10% 17% 43% 19% 36% 9% 31% 29% 11% 15% (1%) (1%)
AIV Peer Group FTSE Apartment MSCI U.S. REIT Russell 2000 S&P
500 AIV Peer Group FTSE Apartment MSCI U.S. REIT Russell 2000
S&P 500 Equity Index Index Equity Index Index (1) (1) 2022 YTD
Last Three Months New Aimco’s Relative Outperformance New Aimco’s
Relative Outperformance 33% 32% 28% 20% 21% 10% 13% 9% (2%) 2% 3%
(2%) (4%) (6%) (17%) (18%) (25%) (13%) (14%) (29%) (30%) (17%) AIV
Peer Group FTSE Apartment MSCI U.S. REIT Russell 2000 S&P 500
AIV Peer Group FTSE Apartment MSCI U.S. REIT Russell 2000 S&P
500 Equity Index Index Equity Index Index (1) Returns measured from
12/14/2020, the date of when-issued trading for AIV post-
separation from AIRC until 10/31/2022. Peer Group includes AHH,
CLPR, CSR, ELME, 21 FOR, FPH, HHC, IRT, JBGS, JOE, STRS, TRC, and
VRE (per AIV 2021 10-K); represents simple average. 46% 26% 34% 46%
36%
The
Objective Results New Aimco’s Strong Execution Has Been The Primary
Catalyst for the Stock in 2022 Aimco Outperformance Accelerated
Following 6/21 Corporate Announcements and Has Sustained (1) 2022
YTD Total Shareholder Returns Avg. Daily Indexed to 100 Trading
Volume st th th th th June 21 , 2022: New Aimco Announces July 28 ,
2022: August 9 , 2022: August 11 , 2022: September 7 , 2022: (MM)
Significant Progress on Executing its New Aimco’s Westdale’s 13D
AIV Announces AIV confirms (3) Business Plan existing share Filing
Programmatic JV with completion of lease repurchase Alaska
Permanent Fund termination ✓ Realization of $100MM of Value 140
authorization is Targeting up to $1Bn of transaction, realizing 900
Creation From Development of Four Leased Properties from AIR
increased from Developments $100MM of value 10MM to 15MM creation ✓
Cancellation of $469MM Lease shares. A $0.02 Obligation 800 special
dividend is ✓ Repayment of $534MM of AIR Notes also announced ✓
Amended Key Provisions of Master th 120 Lease Agreement with AIR
October 28 , 2022: 700 Land & Buildings Nearly 65% of L&B
and Westdale long purchases occurred (3) Files Schedule 13D BEFORE
the 6/21 Aimco Business Update Press Release - Aimco’s dramatic
outperformance vs. peers accelerated AFTER AIV: 600 6/21, a period
of time after this L&B and Westdale purchasing +3% 2Q2022
Earnings Release (4) activity occurred 100 500 4Q2021 Earnings
Release 400 RMZ: 80 1Q2022 Earnings (25%) Release th (2) April 30 ,
2022: Intentionally P30 eer0 Group : misleading date selected for
th (30%) October 20 , 2022: Key Catalyst of AIV’s relative
performance Land & Buildings Files (3) Stock Outperformance
measurement by L&B (3) Definitive Proxy 200 60 100 New Aimco
has sustained Nearly 65% of L&B and Westdale Purchases Occurred
Prior to 6/21 Announcement the relative outperformance that
accelerated after 6/21 40 0 Jan-22 Feb-22 Mar-22 Apr-22 May-22
Jun-22 Jul-22 Aug-22 Sep-22 Oct-22 (2) AIV 30-Day Avg. Daily
Trading Volume Aimco (NYSE: AIV) Peer Group MSCI US REIT Index
(RMZ) AIV Strategic Accomplishments L&B and Westdale
Proxy-Related Events Source: SNL Financial, Company Filings (1)
Return figures shown are calculated as of 12/31/2021 through
10/31/2022. (2) Peer Group includes AHH, CLPR, CSR, ELME, FOR, FPH,
HHC, IRT, JBGS, JOE, STRS, 22 TRC, and VRE (per AIV 2021 10-K). (3)
Publicly-filed proxy materials. (4) Includes long purchases only.
L&B actively engaged in short sales and swaps. throughout its
disclosed transaction activity period.
The
Objective Results New Aimco Relative Valuation vs. Peers While We
Are Not Satisfied With Our Valuation, New Aimco Trades
Approximately In-Line With Or Better Than Its Peers on a Premium /
(Discount) to NAV Basis (1) Premium / (Discount) to Consensus NAV •
While AIV’s Peer Group 0% comprises a broad range of companies, AIV
is currently trading approximately in-line with (10%) its peers
based on a Premium / (Discount) to NAV basis (20%) • Further,
certain peers (particularly the FTSE NAREIT Equity Apartment Index)
have a materially (30%) (29%) larger share of their assets in
stabilized real estate (34%) (36%) (38%) – NAV estimates tend to
(40%) (3) FTSE NAREIT Equity (2) AIV Developer Peer Group Peer
Group Members Most have less variability Apartment Index Similar to
Aimco in (4) around stabilized assets Development Exposure than
development / non- Consists of multifamily REITs Consists of
companies income producing assets with portfolios primarily with
varying levels of Consists of real estate focused on stabilized
development exposure companies with more properties across the
portfolios but significant exposure to Source: SNL Financial as of
10/31/2022 and company (where NAV estimates tend generally
materially more developments which is information (1) AIV NAV based
on previous forecast of 2022 year-end to have less variability
non-stabilized assets / highly similar to NAV per share published
during 1Q2022 including compared to development / development
(where there New Aimco’s asset development at cost. non-income
producing are inconsistent views of allocation today (2) FTSE
NAREIT Equity Apartment Index includes AIRC, AIV, AVB, BRG, BRT,
CPT, CSR, ELME, EQR, ESS, IRT, assets) private market value) MAA,
NXRT, UDR, and VRE; reflects simple average of constituents (AIV
excluded from average, BRG excluded from average due to lack of
consensus NAV estimates). (3) Developer Peer Group includes AHH,
CLPR, CSR, ELME, FOR, FPH, HHC, IRT, JBGS, JOE, STRS, TRC, and VRE
(per AIV 2021 10-K); represents simple average 23 (FOR, FPH, JOE,
STRS, and TRC excluded from average due to lack of consensus NAV
estimates). (4) Includes AHH, HHC, KW, and VRE.
The
Objective Results Commitment to Further Enhancing Stockholder Value
Evaluation of a Broad Range of Options to Enhance Stockholder Value
• While Aimco’s reconstituted Board and new management team have
outlined and implemented a clear strategy for the Company that has
delivered strong results, the Board is mindful that Aimco shares
have continued to trade at a meaningful discount to the inherent
value of the Company’s assets and growing platform • Therefore, the
Aimco Board is overseeing the evaluation of a broad range of
options to enhance stockholder value, including, but not limited
to, structural alternatives for the Company’s assets, new
capitalization and financing strategies for Aimco’s development
platform and pipeline, monetization of certain of the Company’s
assets and accelerated share repurchases • The evaluation and
execution of a value enhancing plan will carefully consider the
current market conditions and is being led by the Board’s
Investment Committee, chaired by Michael Stein, who has
considerable experience with similar efforts to unlock stockholder
value 24
4.
Corporate Governance Highlights
Corporate
Governance Highlights Recent Governance Enhancements New Aimco
Board Continues to Focus on Evolving Into Best-in-Class Governance
1 Declassify the Board in 2023 • Given the success of Aimco’s
strategic plan, the Aimco Board will accelerate the Company’s
previously planned transition to annual elections for all directors
for one-year terms beginning at the 2023 annual meeting 2 Opt Out
of MUTA • The Aimco Board will opt out of the provisions of the
Maryland Unsolicited Takeover Act, or MUTA, that allow it to
re-classify the Board without the approval of stockholders 3
Transition Timing of the Annual Meeting Date • The Board intends to
move the date of the Company’s annual meeting so the 2024 annual
meeting will be held by the end of the second quarter of 2024
26
Corporate
Governance Highlights New Aimco Governance Highlights Consistent
Focus on Corporate Governance and Shareholder Engagement under the
Reconstituted New Board of Directors Six of eight independent
directors With mitigating circumstances having Pay is aligned with
having been added in the last 23 kept New Aimco’s Board staggered
performance, 99% of months brings fresh perspectives since the 2020
spin, a plan is now in- shareholders supported to New Aimco’s Board
of Directors place to declassify the Board in 2023 New Aimco's 2021
Say on Pay ` Board reflects key expertise, In addition to moving
the annual 40% Board diversity including significant industry
meeting to before the end of the by gender and race / ethnicity
experience and track records second quarter of 2024, New Aimco’s of
creating shareholder value Board and leadership team actively
engage with shareholders and review opportunities to enhance value
Demonstrated leadership in 6.6 year average Separate Chairman
environmental conservation director tenure compared and CEO Roles
through building to LEED and to S&P 500 average director (1)
Fitwel standards tenure of 7.8 years (1) According to SpencerStuart
2022 S&P 500 New Director Snapshot. 27
Corporate
Governance Highlights New Aimco Has a Demonstrated Commitment to
ESG Environmental Stewardship: Commitment to Conservation &
Sustainability Every development and redevelopment project is built
with conservation, sustainability, resilience, and climate-related
risks and opportunities in mind, Inaugural Reporting In 2022, Aimco
including respected environmental certifications. to Task Force on
conducted climate-risk Further, we have implemented a number of
measures Climate-Related assessments for each of Financial
throughout our portfolio to reduce our environmental its assets and
land and Disclosures (TCFD) footprint, including innovative
technologies. building acquisitions in 2022 Corporate
Responsibility Report KEYLESS LED ENTRY LIGHTING RESIDENT SMART
WATER & OFFICE THERMOSTATS SENSORS RECYCLING 28
Corporate
Governance Highlights New Aimco Has a Demonstrated Commitment to
ESG (Cont’d) Social Responsibility: Commitment to Our Teammates,
Customers, and Communities A Workforce Rich With Diverse
Backgrounds and Investments In Teammates …Showing Tangible Results
Perspectives Leads To Improved Outcomes & Company Culture…
Highly Engaged Team Record 4.52 (out of 5 Aimco’s Human Capital
Composition At A Glance • Workplace Flexibility stars) team
engagement for 2022: • Parental Leave – 16 Weeks 92% employee
response rate Paid Leave • Healthy Work Environments Supporting Our
Communities With 67% 43% 53% Partnerships and Opportunities For
Women in Women and Women and Teammates To Volunteer executive
racial / ethnic racial / ethnic management minorities in minorities
• Providing teammates with 15 hours of senior company-wide paid
volunteer hours through leadership Aimco Cares positions (all
officers) • Partnership with Camillus House in 2022, pledging $1MM
over four years for expansion of Camillus House’s workforce
development programs 29
Corporate
Governance Highlights Significant Investor Outreach Post Spin-Off
New Aimco Actively Engages with Its Shareholders and Prospective
Shareholders, Reviewing Potential Opportunities To Enhance Value
Active Shareholder Engagement Post-Spin New Aimco Shareholder
Engagement Reported to Task Force on >66% Climate-Related
Financial New Aimco engaged with shareholders holding more than 2/3
of outstanding shares in 2021, Disclosures (TCFD) despite the
significant shareholder turnover (2022) following the spin Enhanced
Financial Disclosure Board Refreshment 80% (2022) (2021) New Aimco
has held more than 80 individual meetings with more than 35 current
and prospective shareholders in the past 13 months, including
shareholders that own in aggregate more than 80% of New Aimco’s
outstanding shares Disclosure of Enhanced Human Capital Diversity
Environmental Disclosure (2021) (2021) 30
Corporate
Governance Highlights Executive Compensation Compensation that
Incentivizes Relative Outperformance over the Long Term 99% “Say on
Pay” Approved Voted for “Say On Pay” Every Year in 2021 Since First
Introduced CEO Pay Components CEO 2021 Target Pay Mix Target Total
Compensation at 80% of peer group median 42% 29% Annual Cash Bonus
LTI Equity Awards Salary 100% based on corporate goals Annual
Long-term Incentive (LTI) Equity Awards 29% 100% at risk, based
entirely on relative TSR over 71% Cash Bonus forward looking 3-Year
period Variable Incentive Pay Annual Cash Bonus Program Outcome
Rigorous performance Maximum targets 2021 CEO Short-Term Bonus
Incentive (STI) 63% Potential Annual Cash Bonus Program earned at
63% of maximum for 2021 31
5. Nominee
Comparisons
Nominee
Comparisons Our Class II Directors Are Key Contributors to New
Aimco’s Momentum Impressive Track Records and Public Company Board
Experience Land & Buildings’ Nominees Michelle Applebaum
ûBackground primarily focused on the steel industry Jay Paul Leupp
ûNo real estate experience Audit Committee Chairman ûNo U.S. REIT
management experience ûPreviously nominated by Land & Buildings
three times without success; highlights role operating ✓ Mr. Leupp
is adding particular value to Aimco in the area of investor
relations essentially as an affiliate of Land & Buildings as a
result of his deep experience managing investments in publicly
traded ûGiven this track record, in the event that Ms. REITs
Applebaum is elected to the Board, the Aimco Board and management
team believe that she ✓ Mr. Leupp, an independent director, has
served on Aimco’s Board since would be incentivized to act as a
Land & Buildings December 2020 and brings over 28 years of
capital markets, investment Proxy on the Board rather than a purely
and finance, real estate, and development experience independent
actor ✓ Currently a member of Aimco’s Compensation and Human
Resources, James P. Sullivan Nominating, Environmental, Social, and
Governance, Investment, and ûNo prior public company board
experience Aimco-AIR Transactions Committees in addition to serving
as Chairman of ûNo track record of value creation at public the
Audit Committee companies ✓ Currently Managing Partner / Senior
Portfolio Manager, Real Estate ûNo development experience
Securities, Terra Firma Asset Management ûNo real estate company
management experience ✓ Previously Managing Director &
Portfolio Manager, Global Real Estate Securities, at Lazard Asset
Management, Founder, President and CEO for Real Estate Mutual Funds
at Grubb & Ellis Alesco Global Advisors ✓ Currently serves on
the board of directors of Healthcare Realty Trust and We believe
that Mr. Leupp is superior to Land & Buildings’ nominees and
their appointment would Marathon Digital Holdings remove
significant value from the Board that is critical to our success
33
Nominee
Comparisons Our Class II Directors Are Key Contributors to New
Aimco’s Momentum (Cont’d) Impressive Track Records and Public
Company Board Experience Land & Buildings’ Nominees Michelle
Applebaum ûBackground primarily focused on the steel industry
Michael A. Stein ûNo real estate experience Investment Committee
Chairman ûNo U.S. REIT management experience ûPreviously nominated
by Land & Buildings three times without success; highlights
role operating essentially as an affiliate of Land & Buildings
✓ Mr. Stein is a vital member of the Aimco board given his
experience overseeing strategic corporate transactions which unlock
shareholder value ûGiven this track record, in the event that Ms.
as evidenced by his efforts as Marriott CFO during the separation
of Marriott Applebaum is elected to the Board, the Aimco
International & Host Hotels and as ICOS CFO during the sale of
ICOS to Eli Board and management team believe that she would be
incentivized to act as a Land & Buildings Lilly Proxy on the
Board rather than a purely ✓ Mr. Stein, an independent director,
brings real estate investment and independent actor finance,
financial reporting, accounting and auditing, capital markets, and
James P. Sullivan business operations expertise, gained through
service as a director of five ûNo prior public company board
experience publicly traded companies and CFO of three publicly
traded companies ûNo track record of value creation at public ✓
Currently a member of Aimco’s Audit, Compensation and Human
companies Resources, and Nominating, Environmental, Social, and
Governance ûNo development experience Committees, in addition to
serving as Chairman of the Investment ûNo real estate company
management experience Committee ✓ Served as CFO of ICOS Corporation
from January 2001 until its acquisition by Eli Lilly in January
2007; previously served as Executive VP and CFO of Nordstrom, Inc.
and served in various capacities with Marriott including We believe
that Mr. Stein is superior to Land & Executive VP and CFO.
Additionally, Mr. Stein was a Partner at Arthur Buildings’ nominees
and their appointment would Andersen before joining Marriott in
1989 remove significant value from the Board that is critical to
our success 34
Nominee
Comparisons Our Class II Directors Are Key Contributors to New
Aimco’s Momentum (Cont’d) Impressive Track Records and Public
Company Board Experience Land & Buildings’ Nominees Michelle
Applebaum ûBackground primarily focused on R. Dary Stone the steel
industry Nominating, Environmental, Social, and ûNo real estate
experience Governance Committee Chairman ûNo U.S. REIT management
experience ûPreviously nominated by Land & Buildings three ✓
Mr. Stone provides the Board leadership on governance practices and
real times without success; highlights role operating estate
development given his experience and track record at Cousin’s
essentially as an affiliate of Land & Buildings Properties,
Baylor University and the Texas Banking Commission ûGiven this
track record, in the event that Ms. ✓ Mr. Stone, an independent
director, has served on Aimco’s Board since Applebaum is elected to
the Board, the Aimco December 2020 and brings investment and
finance, real estate, Board and management team believe that she
development, property / asset management and operations, and
capital would be incentivized to act as a Land & Buildings
markets experience from investing and developing a variety of
projects and Proxy on the Board rather than a purely independent
actor joint ventures, including the management of one of the
country’s largest master planned developments James P. Sullivan ✓
Currently a member of Aimco’s Audit, Compensation and Human ûNo
prior public company board experience Resources, and Investment
Committees, in addition to serving as Chairman of the Nominating,
Environmental, Social, and Governance Committee ûNo track record of
value creation at public companies ✓ Currently a member of the
board of directors of Cousins Properties (received 98% of votes in
most recent director election; chair of Cousins’ ûNo development
experience Governance Committee) ûNo real estate company management
experience ✓ Twenty years of experience serving on the board and as
Audit Committee Chair of Tolleson Wealth Management and Tolleson
Private Bank, the largest Private Wealth Management Firm and
Private Bank in Texas ✓ Former member of the Real Estate
Roundtable, a highly regarded real We believe that Mr. Stone is
superior to Land & estate public advocacy committee comprising
industry leaders, for five Buildings’ nominees and their
appointment would years and former President and COO at Cousins
Properties remove significant value from the Board that is critical
to our success ✓ Former Chairman of Baylor University Board of
Regents 35
Nominee
Comparisons Our Class II Directors Are Key Contributors to New
Aimco’s Momentum (Cont’d) Impressive Track Records and Public
Company Board Experience New Aimco’s Nominees L&B’s Nominees
Michelle Qualifications and Expertise Jay Paul Leupp Michael A.
Stein R. Dary Stone James P. Sullivan Applebaum Accounting &
Auditing for Large PPP Businesses Business Operations PPPPP Capital
Markets PPPPP Corporate Governance PPPPP ExecutiveP PPP Investment
& FinancePP PPP Property / Asset Management & P PPP
Operations Public Company Board ExperienceP PPP Public Company
C-Suite Executive PP Real Estate Development PP Real Estate
Industry P PPP Jay Paul Leupp, Michael A. Stein and R. Dary Stone
collectively bring extensive real estate and development
experience, either as operators, investors, and / or board members
of private and public entities 36
Nominee
Comparisons L&B’s Unusual Stake-Building Appears Designed to
Take Away Votes from Largest Institutional Shareholders Borrow In
The Days Before The Record Date Removed ~2.8% of the Vote from
Other Shareholders Beneficial Ownership (MM) • L&B’s trading
shows a material DEF Proxy Filed At Record Date 13D Filing increase
in beneficial ownership in (1) (10/20/22) (10/26/22) (10/28/22) the
days before the record date L&B Votes followed by a significant
decrease 12.5 immediately following the record date: – Increased
beneficial ownership by 5.2MM shares between 10/20/22 L&B Owns
3 Days Later… and 10/26/22 8.8 – Facilitated primarily by borrowing
7.3 4.2MM shares and selling short while also purchasing – Decrease
of approximately 3.7MM shares in the days immediately following the
record date (with shares used to close out of short positions) • It
appears that the 4.2MM shares borrowed took a significant amount of
votes away from long-term institutional investors (~2.8% of the
register) DEF Proxy Filed Record Date 13D Filing 10/20/22 10/26/22
10/28/22 (1) Per nomination supplement provided to the company on
11/1/22. 37
6.
Concluding Remarks
Concluding
Remarks New Aimco has demonstrated a successful track record of
executing our strategic priorities since 1 the December 2020
spin-off Under the leadership of our reconstituted,
majority-independent Board of Directors and all-new 2 executive
leadership team, New Aimco has delivered superior shareholder
returns, materially (1) outperforming its developer peer group ,
real estate indices, and broader market indices Our nominees are
highly qualified and key contributors to New Aimco’s
accomplishments with 3 substantial institutional knowledge of the
Company. Election of any alternate candidate(s) would remove
expertise from the Board that is critical to our success Land &
Buildings is primarily focused on historical issues and decisions
made prior to reconstitution 4 of the New Aimco Board and
appointment of the New Aimco leadership team – Not only are their
governance and spin-related concerns largely baseless, they also
are about a different company with an entirely different leadership
team, and substantially different board New Aimco’s qualified and
experienced Director nominees are the best choice to continue
overseeing New Aimco’s strategy, which is delivering clear results
Vote “FOR” All of New Aimco’s Highly Qualified Director Nominees on
the “UNIVERSAL” WHITE Proxy Card Today (1) Developer Peer Group
includes AHH, CLPR, CSR, ELME, FOR, FPH, HHC, IRT, JBGS, JOE, STRS,
TRC, and VRE (per AIV 2021 10-K). 39
Vote “FOR”
All of New Aimco’s Highly Qualified Director Nominees on the
“UNIVERSAL” WHITE Proxy Card Today 40
Appendix
Glossary
and Reconciliations of Non-GAAP Financial and Operating Measures
This document includes certain financial and operating measures
used by Aimco management that are not calculated in accordance with
accounting principles generally accepted in the United States, or
GAAP. Aimco’s definitions and calculations of these Non-GAAP
financial and operating measures and other terms may differ from
the definitions and methodologies used by other REITs and,
accordingly, may not be comparable. These Non-GAAP financial and
operating measures should not be considered an alternative to GAAP
net income or any other GAAP measurement of performance and should
not be considered an alternative measure of liquidity. NET
OPERATING INCOME (NOI) MARGIN: Represents an apartment community’s
net operating income as a percentage of the apartment community’s
rental and other property revenues. PROPERTY NET OPERATING INCOME
(NOI): NOI is defined by Aimco as total property rental and other
property revenues less direct property operating expenses,
including real estate taxes. NOI does not include: property
management revenues, primarily from affiliates; casualties;
property management expenses; depreciation; or interest expense.
NOI is helpful because it helps both investors and management to
understand the operating performance of real estate excluding costs
associated with decisions about acquisition pricing, overhead
allocations, and financing arrangements. NOI is also considered by
many in the real estate industry to be a useful measure for
determining the value of real estate. Reconciliations of NOI as
presented in this report to Aimco’s consolidated GAAP amounts are
provided below. STABILIZED OPERATING PROPERTIES: Apartment
communities that (a) are owned and asset managed by Aimco, (b) had
reached a stabilized level of operations as of January 1, 2021 and
maintained it throughout the current and the comparable prior
periods, and (c) are not expected to be sold within 12 months.
VALUE CREATION, NET OF COSTS: Value Creation, net of costs is
defined by Aimco, in particular, as it relates to the termination
of leases with AIR, as the lease termination payment less
development and financing costs, net of operating revenues and
expenses during the leasehold period. Due to the diversity of its
economic ownership interests in its apartment communities in the
periods presented, Aimco evaluates the performance of the apartment
communities in its segments using Property NOI, which represents
the NOI for the apartment communities that Aimco consolidates and
excludes apartment communities that it does not consolidate.
Property NOI is defined as rental and other property revenue less
property operating expenses. In its evaluation of community
results, Aimco excludes utility cost reimbursement from rental and
other property revenues and reflects such amount as a reduction of
the related utility expense within property operating expenses. The
following table presents the reconciliation of GAAP rental and
other property revenue to the revenues before utility
reimbursements and GAAP property operating expenses to expenses,
net of utility reimbursements as presented on Supplemental Schedule
6 of Aimco’s Third Quarter 2022 Earnings Release and Supplemental
Schedules Segment NOI Reconciliation Three Months Ended (in
thousands) September 30, 2022 September 30, 2021 Revenues,
Expenses, Revenues, Expenses, Before Utility Net of Utility Before
Utility Net of Utility Total Real Estate Operations Reimbursements
[1] Reimbursements Reimbursements [1] Reimbursements Total (per
consolidated statements of operations) $ 47,683 $ 17,455 $ 42,893 $
18,155 Adjustment: Utilities reimbursement (1,318) (1,318) (1,246)
(1,246) Adjustment: Other Real Estate ( 4,263) $ 1 ,286 (3,472) 1
,136 Adjustment: Non-stabilized and other amounts not allocated [2]
(7,428) (7,213) (7,066) (7,759) Total Stabilized Operating (per
Schedule 6) $ 3 4,674 $ 10,210 $ 3 1,110 $ 10,287 Segment NOI
Reconciliation Nine Months Ended (in thousands) September 30, 2022
September 30, 2021 Revenues, Expenses, Revenues, Expenses, Before
Utility Net of Utility Before Utility Net of Utility Total Real
Estate Operations Reimbursements [1] Reimbursements Reimbursements
[1] Reimbursements Total (per consolidated statements of
operations) $ 148,375 $ 56,384 $ 1 23,115 $ 51,500 Adjustment:
Utilities reimbursement (4,221) (4,221) (3,719) (3,719) Adjustment:
Other Real Estate (13,619) (4,085) (9,783) (3,251) Adjustment:
Non-stabilized and other amounts not allocated [2] (30,533)
(17,204) (19,486) (14,104) Total Stabilized Operating (per Schedule
6) $ 1 00,002 $ 30,874 $ 90,127 $ 3 0,426 (1) Approximately
two-thirds of Aimco’s utility costs are reimbursed by residents.
These reimbursements are included in rental and other property
revenues on Aimco’s consolidated statements of operations prepared
in accordance with GAAP. This adjustment represents the
reclassification of utility reimbursements from revenues to
property operating expenses for the purpose of evaluating segment
results and as presented on 42 Supplemental Schedule 6. Aimco also
excludes the reimbursement amounts from the calculation of Average
Revenue per Apartment Home throughout this presentation and
Supplemental Schedules. (2) Properties not included in the
Stabilized Operating Portfolio and other amounts not allocated
includes operating results of properties not presented in the
Stabilized Operation Portfolio as presented on Supplemental
Schedule 6 during the periods shown, as well as property management
and casualty expense, which are not included in property operating
expenses, net of utility reimbursements in the Supplemental
Schedule 6 presentation.
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