What changed in this filing

/stocks — the workspaceLOADING

Item 1. Financial Statements

2021-05-07 compared with 2020-11-06 · 179 added, 423 removed, 574 unchanged (51% of the section changed)

3 unchanged sentences

(Amounts in thousands, except share data)

September 30, 2020 December 31, 2019

March 31, 2021 December 31, 2020

Single-family properties:

23 unchanged sentences

Shareholders’ equity:

Class A common shares ($ 0.01 par value per share, 450,000,000 shares authorized, 315,628,067 and 300,107,599 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively)

Class B common shares ($ 0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at September 30, 2020 and December 31, 2019)

Preferred shares ($ 0.01 par value per share, 100,000,000 shares authorized, 35,350,000 shares issued and outstanding at September 30, 2020 and December 31, 2019)

Class A common shares ($ 0.01 par value per share, 450,000,000 shares authorized, 316,617,810 and 316,021,385 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively)

Class B common shares ($ 0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at March 31, 2021 and December 31, 2020)

Preferred shares ($ 0.01 par value per share, 100,000,000 shares authorized, 35,350,000 shares issued and outstanding at March 31, 2021 and December 31, 2020)

Additional paid-in capital 6,234,456 6,223,256

10 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Rents and other single-family property revenues $ 312,573 $ 287,342

Other 2,877 5,240 7,538 8,696

Total revenues 310,809 298,304 883,501 859,368

Property operating expenses 118,694 107,497

4 unchanged sentences

Depreciation and amortization 90,071 82,821

Other 4,479 2,610 11,992 5,148

Total expenses 280,520 256,722

Gain on sale of single-family properties and other, net 12,422 13,521 33,838 32,895

Loss on early extinguishment of debt — — — ( 659 )

Gain on sale and impairment of single-family properties and other, net 16,069 6,319

Other income and expense, net 799 588

Net income 48,921 37,527

10 unchanged sentences

American Homes 4 Rent

Condensed Consolidated Statements of Comprehensive Income (Loss)

Condensed Consolidated Statements of Comprehensive Income

(Amounts in thousands)

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Net income $ 48,921 $ 37,527

Other comprehensive loss:

Gain on cash flow hedging instrument:

Other comprehensive income (loss):

Gain (loss) on cash flow hedging instruments:

Unrealized gain on cash flow hedging instrument 9,230 —

Reclassification adjustment for amortization of interest expense included in net income

( 241 ) ( 241 )

Other comprehensive loss ( 241 ) ( 241 ) ( 722 ) ( 722 )

Other comprehensive income (loss) 8,989 ( 241 )

Comprehensive income 57,910 37,286

5 unchanged sentences

Condensed Consolidated Statements of Equity

(Amounts in thousands, except share data)

(Amounts in thousands, except share and per share data)

Class A common shares Class B common shares Preferred shares

10 unchanged sentences

208,010 2 — — — — ( 165 ) — — ( 163 ) — ( 163 )

Redemptions of Class A units 500,000 5 — — — — 6,505 — 12 6,522 ( 6,522 ) —

Distributions to equity holders:

4 unchanged sentences

— — — — — — — ( 15,088 ) — ( 15,088 ) — ( 15,088 )

Cumulative effect of adoption of ASU 2016-13 — — — — — — — ( 1,494 ) — ( 1,494 ) — ( 1,494 )

Net income — — — — — — — 34,026 — 34,026 3,501 37,527

1 unchanged sentence

Balances at March 31, 2020 300,315,609 $ 3,003 635,075 $ 6 35,350,000 $ 354 $ 5,792,418 $ ( 461,706 ) $ 6,452 $ 5,340,527 $ 684,228 $ 6,024,755

Share-based compensation — — — — — — 1,269 — — 1,269 — 1,269

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes

645,567 6 — — — — 10,257 — — 10,263 — 10,263

Redemptions of Class A units 2,589,846 26 — — — — 33,710 — 63 33,799 ( 33,799 ) —

Distributions to equity holders:

Preferred shares (Note 10)

— — — — — — — ( 13,782 ) — ( 13,782 ) — ( 13,782 )

Noncontrolling interests — — — — — — — — — — ( 2,611 ) ( 2,611 )

Common shares ($ 0.05 per share)

— — — — — — — ( 15,052 ) — ( 15,052 ) — ( 15,052 )

Net income — — — — — — — 36,300 — 36,300 4,004 40,304

Total other comprehensive loss — — — — — — — — ( 203 ) ( 203 ) ( 37 ) ( 240 )

Balances at June 30, 2019 299,827,789 $ 2,998 635,075 $ 6 35,350,000 $ 354 $ 5,784,398 $ ( 482,354 ) $ 7,062 $ 5,312,464 $ 683,059 $ 5,995,523

American Homes 4 Rent

Condensed Consolidated Statements of Equity (continued)

(Amounts in thousands, except share data)

Class A common shares Class B common shares Preferred shares

of shares Amount Number

of shares Amount Additional

capital Accumulated

deficit Accumulated other comprehensive income Shareholders’

equity Noncontrolling

interest Total

Balances at June 30, 2019 299,827,789 $ 2,998 635,075 $ 6 35,350,000 $ 354 $ 5,784,398 $ ( 482,354 ) $ 7,062 $ 5,312,464 $ 683,059 $ 5,995,523

Share-based compensation — — — — — — 1,288 — — 1,288 — 1,288

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes

48,210 — — — — — 660 — — 660 — 660

Redemptions of Class A units 200,000 2 — — — — 2,604 — 5 2,611 ( 2,611 ) —

Distributions to equity holders:

Preferred shares (Note 10)

— — — — — — — ( 13,782 ) — ( 13,782 ) — ( 13,782 )

Noncontrolling interests — — — — — — — — — — ( 2,601 ) ( 2,601 )

Common shares ($ 0.05 per share)

— — — — — — — ( 15,059 ) — ( 15,059 ) — ( 15,059 )

Net income — — — — — — — 37,302 — 37,302 4,099 41,401

Total other comprehensive loss — — — — — — — — ( 205 ) ( 205 ) ( 36 ) ( 241 )

Balances at September 30, 2019 300,075,999 $ 3,000 635,075 $ 6 35,350,000 $ 354 $ 5,788,950 $ ( 473,893 ) $ 6,862 $ 5,325,279 $ 681,910 $ 6,007,189

American Homes 4 Rent

Condensed Consolidated Statements of Equity (continued)

(Amounts in thousands, except share data)

(Amounts in thousands, except share and per share data)

Class A common shares Class B common shares Preferred shares

10 unchanged sentences

246,425 2 — — — — ( 1,523 ) — — ( 1,521 ) — ( 1,521 )

Redemptions of Class A units 350,000 4 — — — — 4,613 — 7 4,624 ( 4,624 ) —

Distributions to equity holders:

4 unchanged sentences

— — — — — — — ( 31,795 ) — ( 31,795 ) — ( 31,795 )

Cumulative effect of adoption of ASU 2016-13 (Notes 2 and 6)

— — — — — — — ( 1,494 ) — ( 1,494 ) — ( 1,494 )

Net income — — — — — — — 43,996 — 43,996 4,925 48,921

Total other comprehensive loss — — — — — — — — ( 206 ) ( 206 ) ( 35 ) ( 241 )

Total other comprehensive income — — — — — — — — 7,729 7,729 1,260 8,989

Balances at March 31, 2021 316,617,810 $ 3,166 635,075 $ 6 35,350,000 $ 354 $ 6,234,456 $ ( 445,103 ) $ 13,576 $ 5,806,455 $ 679,725 $ 6,486,180

Share-based compensation — — — — — — 2,090 — — 2,090 — 2,090

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes

197,334 2 — — — — 2,876 — — 2,878 — 2,878

Distributions to equity holders:

Preferred shares (Note 10)

— — — — — — — ( 13,782 ) — ( 13,782 ) — ( 13,782 )

Noncontrolling interests — — — — — — — — — — ( 2,601 ) ( 2,601 )

Common shares ($ 0.05 per share)

— — — — — — — ( 15,098 ) — ( 15,098 ) — ( 15,098 )

Net income — — — — — — — 29,151 — 29,151 2,656 31,807

Total other comprehensive loss — — — — — — — — ( 205 ) ( 205 ) ( 35 ) ( 240 )

Balances at June 30, 2020 300,512,943 $ 3,005 635,075 $ 6 35,350,000 $ 354 $ 5,797,384 $ ( 461,435 ) $ 6,247 $ 5,345,561 $ 684,248 $ 6,029,809

American Homes 4 Rent

Condensed Consolidated Statements of Equity (continued)

(Amounts in thousands, except share data)

Class A common shares Class B common shares Preferred shares

of shares Amount Number

of shares Amount Additional

capital Accumulated

deficit Accumulated other comprehensive income Shareholders’

equity Noncontrolling

interest Total

Balances at June 30, 2020 300,512,943 $ 3,005 635,075 $ 6 35,350,000 $ 354 $ 5,797,384 $ ( 461,435 ) $ 6,247 $ 5,345,561 $ 684,248 $ 6,029,809

Share-based compensation — — — — — — 2,170 — — 2,170 — 2,170

Common stock issued under share-based compensation plans, net of shares withheld for employee taxes

78,994 1 — — — — 1,245 — — 1,246 — 1,246

Issuance of Class A common shares, net of offering costs of $ 0.6 million

15,036,130 150 — — — — 413,350 — — 413,500 — 413,500

Distributions to equity holders:

Preferred shares (Note 10)

— — — — — — — ( 13,782 ) — ( 13,782 ) — ( 13,782 )

Noncontrolling interests — — — — — — — — — — ( 2,602 ) ( 2,602 )

Common shares ($ 0.05 per share)

— — — — — — — ( 15,814 ) — ( 15,814 ) — ( 15,814 )

Net income — — — — — — — 36,334 — 36,334 3,819 40,153

Total other comprehensive loss — — — — — — — — ( 206 ) ( 206 ) ( 35 ) ( 241 )

Balances at September 30, 2020 315,628,067 $ 3,156 635,075 $ 6 35,350,000 $ 354 $ 6,214,149 $ ( 454,697 ) $ 6,041 $ 5,769,009 $ 685,430 $ 6,454,439

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Operating activities

4 unchanged sentences

Noncash share-based compensation 8,110 1,808

Loss on early extinguishment of debt — 659

Equity in net losses (income) of unconsolidated joint ventures 963 ( 771 )

Net gain on sale of single-family properties and other ( 33,838 ) ( 32,895 )

Loss on impairment of single-family properties and other 5,316 3,083

Equity in net (income) losses of unconsolidated joint ventures ( 366 ) 1,231

Gain on sale and impairment of single-family properties and other, net ( 16,069 ) ( 6,319 )

Other changes in operating assets and liabilities:

18 unchanged sentences

Financing activities

Proceeds from issuance of Class A common shares 414,100 —

Payments of Class A common share issuance costs ( 600 ) —

Proceeds from exercise of stock options 1,121 1,449

2 unchanged sentences

Proceeds from revolving credit facility 80,000 105,000

Payments on revolving credit facility ( 130,000 ) ( 250,000 )

Payments on term loan facility — ( 100,000 )

Proceeds from unsecured senior notes, net of discount — 397,944

Distributions to noncontrolling interests ( 7,758 ) ( 5,178 )

1 unchanged sentence

Distributions to preferred shareholders ( 13,782 ) ( 13,782 )

Deferred financing costs paid — ( 3,572 )

Net cash provided by (used for) financing activities 287,589 ( 73,523 )

Net increase in cash, cash equivalents and restricted cash 277,908 122,796

Net cash provided by financing activities 3,260 50,328

Net decrease in cash, cash equivalents and restricted cash ( 52,973 ) ( 2,390 )

Cash, cash equivalents and restricted cash, beginning of period (see Note 3) 265,077 164,119

3 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Supplemental cash flow information

4 unchanged sentences

Property and land contributions to unconsolidated joint ventures ( 23,835 ) ( 9,835 )

Note receivable related to a bulk sale of properties, net of discount — 29,474

Unrealized gain on cash flow hedging instrument 9,230 —

Noncash right-of-use assets obtained in exchange for operating lease liabilities 537 1,603

Accrued distributions to non-affiliates 105 41

3 unchanged sentences

(Amounts in thousands, except unit data)

September 30, 2020 December 31, 2019

March 31, 2021 December 31, 2020

Single-family properties:

24 unchanged sentences

General partner:

Common units ( 316,263,142 and 300,742,674 units issued and outstanding at September 30, 2020 and December 31, 2019, respectively)

Common units ( 317,252,885 and 316,656,460 units issued and outstanding at March 31, 2021 and December 31, 2020, respectively)

4,938,444 4,928,819

Preferred units ( 35,350,000 units issued and outstanding at September 30, 2020 and December 31, 2019)

Preferred units ( 35,350,000 units issued and outstanding at March 31, 2021 and December 31, 2020)

854,435 854,435

Limited partner:

Common units ( 52,026,980 units issued and outstanding at September 30, 2020 and December 31, 2019)

Common units ( 51,376,980 and 51,726,980 units issued and outstanding at March 31, 2021 and December 31, 2020, respectively)

677,452 682,316

7 unchanged sentences

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Rents and other single-family property revenues $ 312,573 $ 287,342

Other 2,877 5,240 7,538 8,696

Total revenues 310,809 298,304 883,501 859,368

Property operating expenses 118,694 107,497

4 unchanged sentences

Depreciation and amortization 90,071 82,821

Other 4,479 2,610 11,992 5,148

Total expenses 280,520 256,722

Gain on sale of single-family properties and other, net 12,422 13,521 33,838 32,895

Loss on early extinguishment of debt — — — ( 659 )

Gain on sale and impairment of single-family properties and other, net 16,069 6,319

Other income and expense, net 799 588

Net income 48,921 37,527

9 unchanged sentences

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Comprehensive Income (Loss)

Condensed Consolidated Statements of Comprehensive Income

(Amounts in thousands)

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Net income $ 48,921 $ 37,527

Other comprehensive loss:

Gain on cash flow hedging instrument:

Other comprehensive income (loss):

Gain (loss) on cash flow hedging instruments:

Unrealized gain on cash flow hedging instrument 9,230 —

Reclassification adjustment for amortization of interest expense included in net income

( 241 ) ( 241 )

Other comprehensive loss ( 241 ) ( 241 ) ( 722 ) ( 722 )

Other comprehensive income (loss) 8,989 ( 241 )

Comprehensive income 57,910 37,286

4 unchanged sentences

Condensed Consolidated Statements of Capital

(Amounts in thousands, except unit data)

(Amounts in thousands, except unit and per unit data)

General Partner Limited Partners Accumulated other comprehensive income Total capital

5 unchanged sentences

208,010 ( 163 ) — — — — ( 163 )

Redemptions of Class A units 500,000 6,510 — ( 500,000 ) ( 6,510 ) — —

Distributions to capital holders:

3 unchanged sentences

— ( 15,088 ) — — ( 2,602 ) — ( 17,690 )

Cumulative effect of adoption of ASU 2016-13 — ( 1,494 ) — — — — ( 1,494 )

Net income — 20,244 13,782 — 3,501 — 37,527

1 unchanged sentence

Balances at March 31, 2020 300,950,684 $ 4,479,640 $ 854,435 52,026,980 $ 683,098 $ 7,582 $ 6,024,755

Share-based compensation — 1,269 — — — — 1,269

Common units issued under share-based compensation plans, net of units withheld for employee taxes

645,567 10,263 — — — — 10,263

Redemptions of Class A units 2,589,846 33,736 — ( 2,589,846 ) ( 33,736 ) — —

Distributions to capital holders:

Preferred units (Note 10)

— — ( 13,782 ) — — — ( 13,782 )

Common units ($ 0.05 per unit)

— ( 15,052 ) — — ( 2,611 ) — ( 17,663 )

Net income — 22,518 13,782 — 4,004 — 40,304

Total other comprehensive loss — — — — — ( 240 ) ( 240 )

Balances at June 30, 2019 300,462,864 $ 4,450,967 $ 854,435 52,226,980 $ 681,816 $ 8,305 $ 5,995,523

Share-based compensation — 1,288 — — — — 1,288

Common units issued under share-based compensation plans, net of units withheld for employee taxes

48,210 660 — — — — 660

Redemptions of Class A units 200,000 2,606 — ( 200,000 ) ( 2,606 ) — —

Distributions to capital holders:

Preferred units (Note 10)

— — ( 13,782 ) — — — ( 13,782 )

Common units ($ 0.05 per unit)

— ( 15,059 ) — — ( 2,601 ) — ( 17,660 )

Net income — 23,520 13,782 — 4,099 — 41,401

Total other comprehensive loss — — — — — ( 241 ) ( 241 )

Balances at September 30, 2019 300,711,074 $ 4,463,982 $ 854,435 52,026,980 $ 680,708 $ 8,064 $ 6,007,189

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Capital (continued)

(Amounts in thousands, except unit data)

(Amounts in thousands, except unit and per unit data)

General Partner Limited Partners Accumulated other comprehensive income Total capital

5 unchanged sentences

246,425 ( 1,521 ) — — — — ( 1,521 )

Redemptions of Class A units 350,000 4,617 — ( 350,000 ) ( 4,617 ) — —

Distributions to capital holders:

3 unchanged sentences

— ( 31,795 ) — — ( 5,172 ) — ( 36,967 )

Cumulative effect of adoption of ASU 2016-13 (Notes 2 and 6) — ( 1,494 ) — — — — ( 1,494 )

Net income — 30,214 13,782 — 4,925 — 48,921

Total other comprehensive loss — — — — — ( 241 ) ( 241 )

Total other comprehensive income — — — — — 8,989 8,989

Balances at March 31, 2021 317,252,885 $ 4,938,444 $ 854,435 51,376,980 $ 677,452 $ 15,849 $ 6,486,180

Share-based compensation — 2,090 — — — — 2,090

Common units issued under share-based compensation plans, net of units withheld for employee taxes

197,334 2,878 — — — — 2,878

Distributions to capital holders:

Preferred units (Note 10)

— — ( 13,782 ) — — — ( 13,782 )

Common units ($ 0.05 per unit)

— ( 15,098 ) — — ( 2,601 ) — ( 17,699 )

Net income — 15,369 13,782 — 2,656 — 31,807

Total other comprehensive loss — — — — — ( 240 ) ( 240 )

Balances at June 30, 2020 301,148,018 $ 4,484,879 $ 854,435 52,026,980 $ 683,153 $ 7,342 $ 6,029,809

Share-based compensation — 2,170 — — — — 2,170

Common units issued under share-based compensation plans, net of units withheld for employee taxes

78,994 1,246 — — — — 1,246

Issuance of Class A common units, net of offering costs of $ 0.6 million

15,036,130 413,500 — — — — 413,500

Distributions to capital holders:

Preferred units (Note 10)

— — ( 13,782 ) — — — ( 13,782 )

Common units ($ 0.05 per unit)

— ( 15,814 ) — — ( 2,602 ) — ( 18,416 )

Net income — 22,552 13,782 — 3,819 — 40,153

Total other comprehensive loss — — — — — ( 241 ) ( 241 )

Balances at September 30, 2020 316,263,142 $ 4,908,533 $ 854,435 52,026,980 $ 684,370 $ 7,101 $ 6,454,439

The accompanying notes are an integral part of these condensed consolidated financial statements.

2 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Operating activities

4 unchanged sentences

Noncash share-based compensation 8,110 1,808

Loss on early extinguishment of debt — 659

Equity in net losses (income) of unconsolidated joint ventures 963 ( 771 )

Net gain on sale of single-family properties and other ( 33,838 ) ( 32,895 )

Loss on impairment of single-family properties and other 5,316 3,083

Equity in net (income) losses of unconsolidated joint ventures ( 366 ) 1,231

Gain on sale and impairment of single-family properties and other, net ( 16,069 ) ( 6,319 )

Other changes in operating assets and liabilities:

18 unchanged sentences

Financing activities

Proceeds from issuance of Class A common units 414,100 —

Payments of Class A common unit issuance costs ( 600 ) —

Proceeds from exercise of stock options 1,121 1,449

2 unchanged sentences

Proceeds from revolving credit facility 80,000 105,000

Payments on revolving credit facility ( 130,000 ) ( 250,000 )

Payments on term loan facility — ( 100,000 )

Proceeds from unsecured senior notes, net of discount — 397,944

Distributions to common unitholders ( 55,319 ) ( 35,292 )

Distributions to preferred unitholders ( 13,782 ) ( 13,782 )

Deferred financing costs paid — ( 3,572 )

Net cash provided by (used for) financing activities 287,589 ( 73,523 )

Net increase in cash, cash equivalents and restricted cash 277,908 122,796

Net cash provided by financing activities 3,260 50,328

Net decrease in cash, cash equivalents and restricted cash ( 52,973 ) ( 2,390 )

Cash, cash equivalents and restricted cash, beginning of period (see Note 3) 265,077 164,119

3 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended

September 30,

For the Three Months Ended

Supplemental cash flow information

4 unchanged sentences

Property and land contributions to unconsolidated joint ventures ( 23,835 ) ( 9,835 )

Note receivable related to a bulk sale of properties, net of discount — 29,474

Unrealized gain on cash flow hedging instrument 9,230 —

Noncash right-of-use assets obtained in exchange for operating lease liabilities 537 1,603

Accrued distributions to non-affiliates 105 41

5 unchanged sentences

American Homes 4 Rent (“AH4R” or “General Partner”) is a Maryland real estate investment trust (“REIT”) formed on October 19, 2012 for the purpose of acquiring, developing, renovating, leasing and operating single-family homes as rental properties.

American Homes 4 Rent, L.P., a Delaware limited partnership formed on October 22, 2012, and its consolidated subsidiaries (collectively, the “Operating Partnership” or the “OP”) is the entity through which the Company conducts substantially all of our business and owns, directly or through subsidiaries, substantially all of our assets.

American Homes 4 Rent, L.P., a Delaware limited partnership formed on October 22, 2012, and its consolidated subsidiaries (collectively, the “Operating Partnership” or the “OP”) is the entity through which the Company conducts substantially all of its business and owns, directly or through subsidiaries, substantially all of its assets.

References to the “Company,” “we,” “our” and “us” mean collectively AH4R, the Operating Partnership and those entities/subsidiaries owned or controlled by AH4R and/or the Operating Partnership.

As of September 30, 2020, the Company held 53,229 single-family properties in 22 states, including 813 properties classified as held for sale.

AH4R is the general partner of, and as of September 30, 2020 owned approximately 85.8 % of the common partnership interest in, the Operating Partnership.

As of March 31, 2021, the Company held 53,984 single-family properties in 22 states, including 636 properties classified as held for sale.

AH4R is the general partner of, and as of March 31, 2021 owned approximately 86.0 % of the common partnership interest in, the Operating Partnership.

The remaining 14.0 % of the common partnership interest was owned by limited partners.

17 unchanged sentences

The Company consolidates real estate partnerships and other entities that are not variable interest entities (“VIEs”) when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity.

The Company consolidates VIEs in accordance with Accounting Standards Codification (“ASC”) No.

810, Consolidation, if the Company is the primary beneficiary of the VIE as determined by the Company’s power to direct the VIE’s activities and its obligation to absorb its losses or the right to receive its benefits that are potentially significant to the VIE.

Entities for which the Company owns an interest, but does not consolidate, are accounted for under the equity method of accounting as an investment in an unconsolidated subsidiary and are included in investments in unconsolidated joint ventures within the condensed consolidated balance sheets.

The Company consolidates VIEs in accordance with Accounting Standards Codification No.

Entities for which the Company owns an interest, but does not consolidate, are accounted for under the equity method of accounting as an investment in an unconsolidated entity and are included in investments in unconsolidated joint ventures within the condensed consolidated balance sheets.

The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and in conjunction with the rules and regulations of the Securities and Exchange Commission (“SEC”).

5 unchanged sentences

Actual results could differ from those estimates.

Effective March 31, 2020, as a result of the expected growth in our joint venture activities, the investments in unconsolidated joint ventures balance has been reclassified into a separate balance sheet line item.

This resulted in the reclassification of $ 67.9 million as of December 31, 2019, which was previously included in escrow deposits, prepaid expenses and other assets, into investments in unconsolidated joint ventures in the condensed consolidated balance sheets.

Effective March 31, 2021, the Company reclassified certain impairment charges related to homes classified as held for sale from other expenses to gain on sale and impairment of single-family properties and other, net within the condensed consolidated statements of operations.

The Company also reclassified other revenues and the remaining other expenses to other income and expense, net within the condensed consolidated statements of operations.

Certain other amounts in the condensed consolidated financial statements for the prior periods have also been reclassified to conform to the current year presentation.

Accounting Pronouncements Adopted January 1, 2020

In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No.

2016-13, Financial Instruments—Credit Losses (Topic 326):

Measurement of Credit Losses on Financial Instruments , to amend the accounting for credit losses for certain financial instruments by requiring companies to recognize an estimate of expected credit losses as an allowance in order to recognize such losses more timely than under previous guidance that had allowed companies to wait until it was probable such losses had been incurred.

In November 2018, the FASB issued ASU No.

2018-19, Codification Improvements to Topic 326, Financial Instruments—Credit Losses , which clarifies that receivables arising from operating leases are not within the scope of Topic 326.

Instead, impairment of receivables arising from operating leases should be accounted for in accordance with Topic 842, Leases .

In April 2019, the FASB issued ASU No.

2019-04, Codification Improvements to Topic 326, Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments , which provides further clarification around some of the amendments in ASU 2016-13.

In May 2019, the FASB issued ASU No.

2019-05, Financial Instruments-Credit Losses (Topic 326) Targeted Transition Relief , which provides entities that have certain instruments within the scope of Topic 326 with an option to irrevocably elect the fair value option for certain financial assets previously measured at amortized cost basis upon adoption of Topic 326.

In November 2019, the FASB issued ASU No.

2019-11, Codification Improvements to Topic 326, Financial Instruments—Credit Losses , which provides further clarification around some of the amendments in ASU 2016-13.

The guidance is effective for the Company for annual reporting periods beginning after December 15, 2019, and for interim periods within those annual periods.

Early adoption is permitted for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods.

An entity will apply the amendments in these ASUs through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective (that is, a modified-retrospective approach).

A prospective transition approach is required for debt securities for which an other-than-temporary impairment had been recognized before the effective date.

The effect of a prospective transition approach is to maintain the same amortized cost basis before and after the effective date of the guidance.

The Company adopted this guidance effective January 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements (see Note 6.

Escrow Deposits, Prepaid Expenses and Other Assets).

In August 2018, the FASB issued ASU No.

2018-13, Fair Value Measurement (Topic 820) Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement , which eliminates, adds and modifies certain disclosure requirements for fair value measurements.

Companies will no longer be required to disclose the amount of and reasons for transfers between Level 1 and Level 2 of the fair value hierarchy.

Companies will also be required to disclose the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements.

The guidance is effective for fiscal years beginning after December 15, 2019, and for interim periods within those annual periods with early adoption permitted.

The amendments on the range and weighted average of significant unobservable inputs used to develop Level 3 fair value measurements and the narrative description of measurement uncertainty should be applied prospectively for only the most recent interim or annual period presented in the initial fiscal year of adoption.

All other amendments should be applied retrospectively to all periods presented upon their effective date.

The Company adopted this guidance effective January 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements.

In August 2018, the FASB issued ASU No.

2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40) Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract , which aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal use software license).

Capitalized implementation costs related to a hosting arrangement that is a service contract will be amortized over the term of the hosting arrangement, beginning when the module or component of the hosting arrangement is ready for its intended use.

The guidance is effective for fiscal years beginning after December 15, 2019, and for interim periods within those annual periods with early adoption permitted.

The amendments in this ASU should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption.

The Company adopted this guidance effective January 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements.

In March 2020, the FASB issued ASU No.

2020-04, Reference Rate Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting , which provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting.

The amendments in this ASU apply only to contracts, hedging relationships and other transactions that reference the London Inter-Bank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued because of reference rate reform but do not apply to contract modifications made or hedging relationships entered into or evaluated after December 31, 2022.

The amendments in this ASU allow companies to (i) account for modifications to contracts within the scope of ASC 310, Receivables , and ASC 470, Debt , prospectively by adjusting the effective interest rate and (ii) account for modifications to contracts within the scope of ASC 842, Leases , as a continuation of existing lease agreements.

The guidance also provides optional expedients for modifications to contracts within the scope of ASC 815, Derivatives and Hedging .

The guidance is effective immediately, and entities may elect to apply the guidance as of January 1, 2020 or the beginning of a subsequent interim period, or prospectively from a date beginning January 1, 2020 or in a subsequent interim period up to the date the financial statements are available to be issued.

The Company adopted this guidance effective January 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements.

In April 2020, the FASB issued staff question and answer (“Q&A”) document Topic 842 and Topic 840:

Accounting for Lease Concessions Related to the Effects of the COVID-19 Pandemic .

Under ASC No.

842, Leases, lease concessions granted by lessors beyond the enforceable rights and obligations contained in the existing lease agreement would generally be accounted for as a lease modification.

The staff Q&A document permits lessors to make an election, if certain criteria are met, to account for a lease concession related to the effects of the COVID-19 pandemic as though it were part of the enforceable rights and obligations of the existing lease agreement rather than account for the concession as a lease modification.

The Company elects to not evaluate whether a COVID-19-related concession is a lease modification and elects to not apply the lease modification guidance in those circumstances.

The effect of these elections did not have a material impact on the Company’s condensed consolidated financial statements.

Accounting Pronouncements Adopted July 1, 2020

In January 2020, the FASB issued ASU No.

2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815) , which clarifies the interaction between ASC Topics 321, 323 and 815.

ASC 321, Investments—Equity Securities , provides a company with a measurement alternative to measure certain equity securities without a readily determinable fair value at cost, minus impairment, if any.

If the company then identifies observable price changes in orderly transactions for the identical or a similar investment of the same issuer, it should measure the equity security at fair value as of the date that the observable transaction occurred.

The amendments in this ASU clarify that a company should consider observable transactions that require it to either apply or discontinue the equity method of accounting for the purposes of applying the measurement alternative in accordance with ASC 321 immediately before applying or upon discontinuing the equity method.

The amendments in this ASU also clarify the accounting treatment of forward contracts and purchased options for securities that will be accounted for under the equity method of accounting upon settlement or exercise.

The guidance is effective for fiscal years beginning after December 15, 2020, and for interim periods within those annual periods with early adoption permitted.

The amendments in this ASU should be applied prospectively by applying the amendments at the beginning of the interim period that includes the adoption date.

The Company adopted this guidance effective July 1, 2020.

The adoption of this guidance did not have a material impact on our financial statements.

Cash, Cash Equivalents and Restricted Cash

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The following table provides a reconciliation of cash, cash equivalents and restricted cash per the condensed consolidated statements of cash flows to the corresponding financial statement line items in the condensed consolidated balance sheets (in thousands):

September 30, December 31,

March 31, December 31,

2021 2020 2020 2019

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Real Estate Assets, Net

The net book values of real estate assets consisted of the following as of September 30, 2020 and December 31, 2019 (in thousands):

September 30, 2020 December 31, 2019

The net book values of real estate assets consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):

March 31, 2021 December 31, 2020

Occupied single-family properties $ 8,100,087 $ 7,957,513

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Total real estate assets, net $ 9,000,925 $ 8,884,779

Depreciation expense related to single-family properties was $ 83.7 million and $ 78.3 million for the three months ended September 30, 2020 and 2019, respectively, and $ 245.1 million and $ 233.7 million for the nine months ended September 30, 2020 and 2019, respectively.

The following table summarizes the Company’s dispositions of single-family properties and land for the three and nine months ended September 30, 2020 and 2019 (in thousands, except property data):

Depreciation expense related to single-family properties was $ 86.3 million and $ 79.8 million for the three months ended March 31, 2021 and 2020, respectively.

The following table summarizes the Company’s dispositions of single-family properties and land for the three months ended March 31, 2021 and 2020 (in thousands, except property data):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Single-family properties:

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Net gain on sale $ 15,350 $ 13,758

$ 12,422 $ 13,506 $ 36,831 $ 32,655

Net proceeds $ 264 $ 71

Net gain on sale $ — $ 15 $ 7 $ 240

(1) Total net proceeds for the nine months ended September 30, 2019 included a $ 30.7 million note receivable, before a $ 1.2 million discount, which is presented in escrow deposits, prepaid expenses and other assets (see Note 6.

Escrow Deposits, Prepaid Expenses and Other Assets).

(2) Includes gain or loss on transfers to unconsolidated joint ventures.

Net (loss) gain on sale $ ( 77 ) $ 7

(1) Net proceeds are net of deductions for working capital prorations.

Rent and Other Receivables

Included in rents and other single-family property revenues are variable lease payments for tenant charge-backs, which primarily relate to cost recoveries on utilities, and variable lease payments for fees from single-family properties.

Variable lease payments for tenant charge-backs were $ 49.9 million and $ 48.3 million for the three months ended September 30, 2020 and 2019, respectively, and $ 125.4 million and $ 123.6 million for the nine months ended September 30, 2020 and 2019, respectively.

Variable lease payments for fees from single-family properties were $ 4.3 million and $ 3.7 million for the three months ended September 30, 2020 and 2019, respectively, and $ 11.7 million and $ 10.2 million for the nine months ended September 30, 2020 and 2019, respectively.

Variable lease payments for tenant charge-backs were $ 45.8 million and $ 40.0 million for the three months ended March 31, 2021 and 2020, respectively.

Variable lease payments for fees from single-family properties were $ 5.2 million and $ 4.0 million for the three months ended March 31, 2021 and 2020, respectively.

The Company generally rents its single-family properties under non-cancelable lease agreements with a term of one year .

The following table summarizes future minimum rental revenues under existing leases on our properties as of September 30, 2020 (in thousands):

September 30, 2020

The following table summarizes future minimum rental revenues under existing leases on our properties as of March 31, 2021 (in thousands):

March 31, 2021

Remaining 2021 $ 492,228

Total $ 579,800

As of September 30, 2020 and December 31, 2019, rent and other receivables also included $ 4.8 million and $ 2.7 million of insurance claims receivables.

As of March 31, 2021 and December 31, 2020, rent and other receivables included $ 2.5 million and $ 0.8 million, respectively, of insurance claims receivables related to storm damages and other matters.

Escrow Deposits, Prepaid Expenses and Other Assets

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of September 30, 2020 and December 31, 2019 (in thousands):

September 30, 2020 December 31, 2019

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of March 31, 2021 and December 31, 2020 (in thousands):

March 31, 2021 December 31, 2020

Escrow deposits, prepaid expenses and other $ 62,780 $ 51,886

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Notes receivable, net 34,745 35,519

Operating lease ROU assets 18,553 18,772

Commercial real estate, software, vehicles and FF&E, net 57,541 52,130

Total $ 177,936 $ 163,171

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $ 2.3 million and $ 2.0 million for the three months ended September 30, 2020 and 2019, respectively, and $ 6.4 million and $ 5.7 million for the nine months ended September 30, 2020 and 2019, respectively.

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $ 2.8 million and $ 2.0 million for the three months ended March 31, 2021 and 2020, respectively.

Deferred Costs and Other Intangibles, Net

Deferred costs and other intangibles, net, consisted of the following as of September 30, 2020 and December 31, 2019 (in thousands):

September 30, 2020 December 31, 2019

Deferred costs and other intangibles, net, consisted of the following as of March 31, 2021 and December 31, 2020 (in thousands):

March 31, 2021 December 31, 2020

Deferred leasing costs $ 3,889 $ 3,782

Deferred financing costs 11,244 11,244

Database intangible asset — 2,100

15,133 15,026

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Total $ 4,317 $ 4,864

Amortization expense related to deferred leasing costs, the value of in-place leases, and database intangibles was $ 1.0 million and $ 1.8 million for the three months ended September 30, 2020 and 2019, respectively, and $ 3.1 million and $ 6.7 million for the nine months ended September 30, 2020 and 2019, respectively, and was included in depreciation and amortization within the condensed consolidated statements of operations.

Amortization of deferred financing costs that relate to our revolving credit facility was $ 0.5 million for both the three months ended September 30, 2020 and 2019 and $ 1.5 million for both the nine months ended September 30, 2020 and 2019 and was included in gross interest, prior to interest capitalization (see Note 8.

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of September 30, 2020 for future periods (in thousands):

Amortization expense related to deferred leasing costs was $ 1.0 million for both the three months ended March 31, 2021 and 2020, respectively, and was included in depreciation and amortization within the condensed consolidated statements of operations.

Amortization of deferred financing costs that relate to our revolving credit facility was $ 0.5 million for both the three months ended March 31, 2021 and 2020 and was included in gross interest, prior to interest capitalization (see Note 8.

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of March 31, 2021 for future periods (in thousands):

Leasing Costs Deferred

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2022 73 968 1,041

2022 — 968 968

Total $ 1,870 $ 2,447 $ 4,317

Notes Receivable, Net

The Company obtained promissory notes in connection with two bulk dispositions of our single-family properties.

The promissory note obtained during the second quarter of 2019 matures in the second quarter of 2025 and the promissory note obtained during the first quarter of 2017 matures in the first quarter of 2022.

The promissory notes are secured by first priority mortgages on the disposed homes, contain certain covenants and require monthly or quarterly interest payments with the full principal due at maturity.

Notes receivable are presented net of discounts, and interest income from the notes, including amortization of discounts, is presented in other revenues within the condensed consolidated statements of operations.

Upon adoption of ASU 2016-13 on January 1, 2020 (see Note 2.

Significant Accounting Policies), we are required to estimate and recognize lifetime expected losses, rather than incurred losses, on these notes receivable, which results in the earlier recognition of credit losses even if the expected risk of credit

loss is remote.

An allowance for expected credit losses of $ 1.5 million was established with a cumulative-effect adjustment to accumulated deficit in the condensed consolidated statements of equity.

Notes receivable are presented net of the allowance for expected credit losses, which the Company estimates on a quarterly basis based on (i) credit quality indicators such as the borrower’s historical performance, including the borrower’s financial results and satisfaction of scheduled payments, (ii) current conditions, including macroeconomic conditions and other conditions affecting the borrower, and (iii) other reasonable and supportable forecasts about the future.

As part of the monitoring process, we may meet with a borrower’s management to better understand such borrower’s financial performance and its future plans on an as-needed basis.

A note receivable will be categorized as non-performing if a borrower experiences financial difficulty and has failed to make scheduled payments.

Changes to the allowance for expected credit losses are recognized in other expenses within the condensed consolidated statements of operations.

Investments in Unconsolidated Joint Ventures

As of September 30, 2020, the Company held 20 % ownership interests in three unconsolidated joint ventures.

As of March 31, 2021, the Company held 20 % ownership interests in three unconsolidated joint ventures.

In evaluating the Company’s 20 % ownership interests in these joint ventures, we concluded that the joint ventures are not VIEs after applying the variable interest model and, therefore, we account for our interests in the joint ventures as investments in unconsolidated subsidiaries after applying the voting interest model using the equity method of accounting.

During the second quarter of 2014, the Company entered into a joint venture with the Alaska Permanent Fund Corporation (the “Alaska JV”) to invest in homes acquired through traditional acquisition channels and during the third quarter of 2018, the Company entered into a joint venture with another leading institutional investor (the “Institutional Investor JV”) to invest in newly constructed single-family rental homes.

During the first quarter of 2020, the Company entered into a $ 253.1 million strategic joint venture, which has an evergreen term, with institutional investors advised by J.P.

Equity in net income (losses) of unconsolidated joint ventures was included in other income and expense, net within the condensed consolidated statements of operations.

The Company entered into a joint venture with (i) the Alaska Permanent Fund Corporation (the “Alaska JV”) during the second quarter of 2014 to invest in homes acquired through traditional acquisition channels, (ii) another leading institutional investor (the “Institutional Investor JV”) during the third quarter of 2018 to invest in newly constructed single-family rental homes, and (iii) institutional investors advised by J.P.

Morgan Asset Management (the “J.P.

Morgan JV”) focused on constructing and operating newly built rental homes, which was subsequently upsized to $ 625.0 million during the second quarter of 2020.

Morgan JV”) during the first quarter of 2020 focused on constructing and operating newly built rental homes.

The following table summarizes our investments in unconsolidated joint ventures (in thousands, except percentages and property data):

Joint Venture Description % Ownership at September 30, 2020 Completed Homes at September 30, 2020 Balances at

September 30, 2020 Balances at

Joint Venture Description % Ownership at March 31, 2021 Completed Homes at March 31, 2021 Balances at

March 31, 2021 Balances at

December 31, 2020

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Morgan JV 20 % 217 43,074 32,977

N/A N/A — 4,852

1,383 $ 100,077 $ 93,109

(1) Includes legacy joint ventures, which the Company acquired as part of the American Residential Properties, Inc.

merger in February 2016, that were liquidated during the first quarter of 2020.

The Company provides various services to these joint ventures, which are considered to be related parties, including property management and development services and has opportunities to earn promoted interests.

Management fee and development fee income from unconsolidated joint ventures was $ 1.7 million and $ 1.0 million for the three months ended September 30, 2020 and 2019, respectively, and $ 3.9 million and $ 2.4 million for the nine months ended September 30, 2020 and 2019, respectively, and was included in other revenues within the condensed consolidated statements of operations.

Management fee and development fee income from unconsolidated joint ventures was $ 2.1 million and $ 0.9 million for the three months ended March 31, 2021 and 2020, respectively, and was included in other income and expense, net within the condensed consolidated statements of operations.

As a result of the Company’s management of these joint ventures, certain related party receivables and payables arise in the ordinary course of business and are included in escrow deposits, prepaid expenses and other assets or amounts payable to affiliates in the condensed consolidated balance sheets.

In August 2020, Institutional Investor JV entered into a loan agreement to borrow up to a $ 201.0 million aggregate commitment.

During the third quarter of 2020, Institutional Investor JV entered into a loan agreement to borrow up to a $ 201.0 million aggregate commitment.

During the initial two-year term, the loan bears interest at LIBOR plus a 3.50 % margin and matures on August 11, 2022.

The loan agreement provides for three one-year extension options that include additional fees and interest.

As of September 30, 2020, the joint venture’s loan had an $ 85.2 million outstanding principal balance.

As of March 31, 2021, the joint venture’s loan had a $ 116.7 million outstanding principal balance.

The Company has provided a customary non-recourse guarantee that may become a liability for us upon a voluntary bankruptcy filing by the joint venture or occurrence of other actions such as fraud or a material misrepresentation by us or the joint venture.

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AH4R is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership.

The following table presents the Company’s debt as of September 30, 2020 and December 31, 2019 (in thousands):

The following table presents the Company’s debt as of March 31, 2021 and December 31, 2020 (in thousands):

Outstanding Principal Balance

Interest Rate (1)

Maturity Date September 30, 2020 December 31, 2019

Maturity Date March 31, 2021 December 31, 2020

AH4R 2014-SFR2 securitization 4.42 % October 9, 2024 $ 478,399 $ 479,981

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Total debt per balance sheet $ 2,892,877 $ 2,817,412

(1) Interest rates are as of September 30, 2020.

(1) Interest rates are as of March 31, 2021.

Unless otherwise stated, interest rates are fixed percentages.

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(4) The stated interest rate on the 2028 unsecured senior notes is 4.25 %, which was effectively hedged to yield an interest rate of 4.08 %.

(5) The revolving credit facility provides for a borrowing capacity of up to $ 800.0 million and the Company had approximately $ 1.5 million and $ 6.2 million committed to outstanding letters of credit that reduced our borrowing capacity as of September 30, 2020 and December 31, 2019, respectively.

The revolving credit facility bears interest at LIBOR plus 1.20 % as of September 30, 2020.

LIBOR is expected to be discontinued after 2021 and the Company expects to replace the contractual reference rate with an appropriate alternative.

The Company does not expect this modification to have a material impact on its financial statements.

(5) The revolving credit facility provides for a borrowing capacity of up to $ 800.0 million and the Company had approximately $ 1.5 million committed to outstanding letters of credit that reduced our borrowing capacity as of March 31, 2021 and December 31, 2020.

The revolving credit facility bears interest at LIBOR plus 1.20 % as of March 31, 2021.

The revolving credit facility was amended on April 15, 2021 to expand the borrowing capacity to $ 1.25 billion and extend the maturity date.

Subsequent Events for further details.

(6) Deferred financing costs relate to our asset-backed securitizations and unsecured senior notes.

Amortization of deferred financing costs was $ 1.5 million for both the three months ended September 30, 2020 and 2019 and $ 4.5 million for both the nine months ended September 30, 2020 and 2019, respectively, which was included in gross interest, prior to interest capitalization.

Amortization of deferred financing costs was $ 1.5 million for both the three months ended March 31, 2021 and 2020, which was included in gross interest, prior to interest capitalization.

Debt Maturities

The following table summarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of September 30, 2020 (in thousands):

The following table summarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of March 31, 2021 (in thousands):

Debt Maturities

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Interest Expense

The following table summarizes our (i) gross interest cost, which includes fees on our credit facilities and amortization of deferred financing costs and the discounts on unsecured senior notes, and (ii) capitalized interest for the three and nine months ended September 30, 2020 and 2019 (in thousands):

The following table summarizes our (i) gross interest cost, which includes fees on our credit facilities and amortization of deferred financing costs and the discounts on unsecured senior notes, and (ii) capitalized interest for the three months ended March 31, 2021 and 2020 (in thousands):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Gross interest cost $ 33,883 $ 34,364

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Accounts Payable and Accrued Expenses

The following table summarizes accounts payable and accrued expenses as of September 30, 2020 and December 31, 2019 (in thousands):

September 30, 2020 December 31, 2019

Accrued property taxes $ 132,246 $ 44,280

The following table summarizes accounts payable and accrued expenses as of March 31, 2021 and December 31, 2020 (in thousands):

March 31, 2021 December 31, 2020

Resident security deposits $ 93,713 $ 90,621

Prepaid rent 21,259 19,970

Accrued property taxes 78,343 48,689

Accrued construction and maintenance liabilities 41,159 42,483

Prepaid rent 24,921 24,421

Operating lease liabilities 19,289 19,166

Accrued interest 12,807 23,018

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When the Company issues common or preferred shares, the Operating Partnership issues an equivalent number of units of partnership interest of a corresponding class to AH4R, with the Operating Partnership receiving the net proceeds from the share issuances.

Class A Common Share Offering

During the third quarter of 2020, the Company issued 14,950,000 Class A common shares of beneficial interest, $ 0.01 par value per share, in an underwritten public offering, raising net proceeds of $ 411.7 million after deducting underwriting discounts and before offering costs of approximately $ 0.2 million.

The Company used the net proceeds from this offering to repay indebtedness the Company had incurred under its revolving credit facility and intends to use the remaining net proceeds (i) to develop new single-family properties and communities, (ii) to acquire and renovate single-family properties and for related activities in accordance with its business strategy and (iii) for general corporate purposes.

The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the net proceeds from the issuance.

At-the-Market Common Share Offering Program

During the second quarter of 2020, the Company extended its at-the-market common share offering program under which we can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $ 500.0 million (the “At-the-Market Program”).

During the second quarter of 2020, the Company extended its at-the-market common share offering program under which it can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $ 500.0 million (the “At-the-Market Program”).

The At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers.

The Company intends to use any net proceeds from the At-the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility, (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with the Company’s business strategy and (iv) for working capital and general corporate purposes, including repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company’s portfolio.

and/or improvement of properties in the Company’s portfolio.

The At-the-Market Program may be suspended or terminated by the Company at any time.

During the three and nine months ended September 30, 2020, the Company issued 86,130 Class A common shares under the At-the-Market Program, raising $ 2.4 million in gross proceeds before commissions and other expenses of approximately $ 0.4 million.

As of September 30, 2020, 86,130 shares have been issued under the At-the-Market Program and $ 497.6 million remained available for future share issuances.

During the three months ended March 31, 2021, no shares were issued under the At-the-Market Program.

As of March 31, 2021, 86,130 shares have been issued under the At-the-Market Program and $ 497.6 million remained available for future share issuances.

Share Repurchase Program

The Company’s board of trustees authorized the establishment of our share repurchase program, authorizing the repurchase of up to $ 300.0 million of our outstanding Class A common shares and up to $ 250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions.

The Company’s board of trustees authorized the establishment of our share repurchase program for the repurchase of up to $ 300.0 million of our outstanding Class A common shares and up to $ 250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions.

The program does not have an expiration date, but may be suspended or discontinued at any time without notice.

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The Operating Partnership funds the repurchases and constructively retires an equivalent number of corresponding Class A units.

During the nine months ended September 30, 2020 and 2019, we did not repurchase and retire any of our shares.

As of September 30, 2020, we had a remaining repurchase authorization of up to $ 265.1 million of our outstanding Class A common shares and up to $ 250.0 million of our outstanding preferred shares under the program.

Preferred Shares

As of September 30, 2020 and December 31, 2019, the Company had the following series of preferred shares outstanding (in thousands, except share data):

September 30, 2020 December 31, 2019

During the three months ended March 31, 2021 and 2020, we did not repurchase and retire any of our shares.

As of March 31, 2021, we had a remaining repurchase authorization of up to $ 265.1 million of our outstanding Class A common shares and up to $ 250.0 million of our outstanding preferred shares under the program.

Perpetual Preferred Shares

As of March 31, 2021 and December 31, 2020, the Company had the following series of perpetual preferred shares outstanding (in thousands, except share data):

March 31, 2021 December 31, 2020

Series Issuance Date Earliest Redemption Date Dividend Rate Outstanding Shares Current Liquidation Value Outstanding Shares Current Liquidation Value

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The Company’s board of trustees declared the following distributions during the respective quarters.

The Operating Partnership funds the payment of distributions, and the board of trustees declared an equivalent amount of distributions on the corresponding Operating Partnership units.

The Operating Partnership funds the payment of distributions, and the board of trustees declared an equivalent amount of distributions on the corresponding OP units.

For the Three Months Ended

Security September 30,

2020 June 30,

2020 March 31,

2020 September 30,

2019 June 30,

Security March 31,

2021 March 31,

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6.500 % Series D perpetual preferred shares

0.41 0.41 0.41 0.41 0.41 0.41

6.350 % Series E perpetual preferred shares

0.40 0.40 0.40 0.40 0.40 0.40

5.875 % Series F perpetual preferred shares

0.37 0.37 0.37 0.37 0.37 0.37

5.875 % Series G perpetual preferred shares

0.37 0.37 0.37 0.37 0.37 0.37

6.250 % Series H perpetual preferred shares

0.39 0.39 0.39 0.39 0.39 0.39

Noncontrolling Interest

Noncontrolling interest as reflected in the Company’s condensed consolidated balance sheets primarily consists of the interests held by former American Homes 4 Rent, LLC (“AH LLC”) members in units in the Operating Partnership.

Former AH LLC members owned 51,429,990 , or approximately 14.0 % and 14.6 %, of the total 368,290,122 and 352,769,654 Class A units in the Operating Partnership as of September 30, 2020 and December 31, 2019, respectively.

Former AH LLC members owned 50,779,990 and 51,129,990 , or approximately 13.8 % and 13.9 %, of the total 368,629,865 and 368,383,440 Class A units in the Operating Partnership as of March 31, 2021 and December 31, 2020, respectively.

Noncontrolling interest also includes interests held by non-affiliates in Class A units in the Operating Partnership.

Non-affiliate Class A unitholders owned 596,990 , or approximately 0.2 %, of the total 368,290,122 and 352,769,654 Class A units in the Operating Partnership as of September 30, 2020 and December 31, 2019, respectively.

The Operating Partnership units owned by former AH LLC members and non-affiliates reflected as noncontrolling interest in the Company’s condensed consolidated balance sheets are reflected as limited partner capital in the Operating Partnership’s condensed consolidated balance sheets.

Non-affiliate Class A unitholders owned 596,990 , or approximately 0.2 %, of the total 368,629,865 and 368,383,440 Class A units in the Operating Partnership as of March 31, 2021 and December 31, 2020, respectively.

The Operating Partnership units owned by former AH LLC members and non-affiliates that are reflected as noncontrolling interest in the Company’s condensed consolidated balance sheets are reflected as limited partner capital in the Operating Partnership’s condensed consolidated balance sheets.

Share-Based Compensation

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When the Company issues Class A common shares under the 2012 Equity Incentive Plan (the “Plan”), the Operating Partnership issues an equivalent number of Class A units to AH4R and non-management members of our board of trustees.

Restricted stock units (“RSUs”) granted to employees during the nine months ended September 30, 2020 vest over a three-year service period, and stock options and RSUs granted to employees during the nine months ended September 30, 2019 vest over a four-year service period.

During the three months ended March 31, 2021 and 2020, the Human Capital and Compensation Committee granted restricted share units (“RSUs”) to employees that vest over a three-year service period.

RSUs granted to non-management trustees vest over a one-year service period.

Stock options granted during the nine months ended September 30, 2019 expire 10 years from the date of grant.

The following table summarizes stock option activity under the Plan for the nine months ended September 30, 2020 and 2019:

For the Nine Months Ended

September 30,

During the three months ended March 31, 2021, the Human Capital and Compensation Committee granted performance-based restricted share units (“PSUs”) to certain executives that cliff vest at the end of a three-year service period.

The performance conditions of the PSUs are measured over a three-year performance period beginning January 1, 2021 and ending December 31, 2023.

A portion of the PSUs are based on (i) the achievement of relative total shareholder return compared to a specified peer group (the “TSR Awards”), and a portion are based on (ii) average annual growth in core funds from operations per share (the “Core FFO Awards”).

The number of PSUs that may ultimately vest range from zero to 200 % of the number of PSUs granted based on the level of achievement of these performance conditions.

For the TSR Awards, grant date fair value was determined using a multifactor Monte Carlo model and the resulting compensation cost is amortized over the service period regardless of whether the performance condition is achieved.

For the Core FFO Awards, fair value is based on the market value on the date of grant and compensation cost is recognized based on the probable achievement of the performance condition at each reporting period.

The following table summarizes stock option activity under the Plan for the three months ended March 31, 2021 and 2020:

For the Three Months Ended

Options outstanding at beginning of period 1,090,300 1,529,800

Granted — 20,000

Exercised ( 60,000 ) ( 83,600 )

2 unchanged sentences

Options exercisable at end of period 992,800 1,296,750

The following table summarizes RSU activity under the Plan for the nine months ended September 30, 2020 and 2019:

For the Nine Months Ended

September 30,

The following table summarizes RSU activity under the Plan for the three months ended March 31, 2021 and 2020:

For the Three Months Ended

RSUs outstanding at beginning of period 651,537 599,109

Units awarded 470,147 345,334

Units vested ( 207,947 ) ( 111,000 )

Units forfeited ( 42,565 ) ( 11,900 )

Awarded 453,560 422,285

Vested ( 164,203 ) ( 181,213 )

Forfeited ( 12,399 ) ( 19,010 )

RSUs outstanding at end of period 928,495 821,171

The following table summarizes PSU activity under the Plan for the three months ended March 31, 2021 and 2020:

For the Three Months Ended

PSUs outstanding at beginning of period — —

Awarded 92,319 —

Forfeited — —

PSUs outstanding at end of period 92,319 —

The Company’s noncash share-based compensation expense relating to corporate administrative employees is included in general and administrative expense and the noncash share-based compensation expense relating to centralized and field property management employees is included in property management expenses.

The following table summarizes the activity that relates to the Company’s noncash share-based compensation expense for the three and nine months ended September 30, 2020 and 2019 (in thousands):

Noncash share-based compensation expense relating to employees involved in the purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties is included in acquisition and other transaction costs.

The following table summarizes the activity that relates to the Company’s noncash share-based compensation expense for the three months ended March 31, 2021 and 2020 (in thousands):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

General and administrative expense $ 4,342 $ 1,369

Property management expenses 999 439

Acquisition and other transaction costs 2,769 —

Total noncash share-based compensation expense $ 8,110 $ 1,808

1 unchanged sentence

American Homes 4 Rent

The following table reflects the Company’s computation of net income per common share on a basic and diluted basis for the three and nine months ended September 30, 2020 and 2019 (in thousands, except share and per share data):

The following table reflects the Company’s computation of net income per common share on a basic and diluted basis for the three months ended March 31, 2021 and 2020 (in thousands, except share and per share data):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Net income $ 48,921 $ 37,527

2 unchanged sentences

Allocation to participating securities (1)

56 48 152 122

Numerator for income per common share–basic and diluted $ 30,121 $ 20,190

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Diluted $ 0.09 $ 0.07

(1) Unvested restricted stock units that have nonforfeitable rights to participate in dividends declared on common stock are accounted for as participating securities and reflected in the calculation of basic and diluted earnings per share using the two-class method.

(1) Unvested RSUs that have nonforfeitable rights to participate in dividends declared on common stock are accounted for as participating securities and reflected in the calculation of basic and diluted earnings per share using the two-class method.

(2) Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options.

In accordance with the treasury stock method, for the three months ended March 31, 2021, 10,071 weighted-average PSUs related to the TSR Awards were excluded because their effects were anti-dilutive and PSUs related to the Core FFO Awards were excluded because the performance criteria were not met as of the end of the reporting period.

(3) The effect of the potential conversion of OP units is not reflected in the computation of basic and diluted earnings per share, as they are exchangeable for Class A common shares on a one -for-one basis.

2 unchanged sentences

American Homes 4 Rent, L.P.

The following table reflects the Operating Partnership’s computation of net income per common unit on a basic and diluted basis for the three and nine months ended September 30, 2020 and 2019 (in thousands, except unit and per unit data):

The following table reflects the Operating Partnership’s computation of net income per common unit on a basic and diluted basis for the three months ended March 31, 2021 and 2020 (in thousands, except unit and per unit data):

For the Three Months Ended

September 30, For the Nine Months Ended

September 30,

2020 2019 2020 2019

Net income $ 48,921 $ 37,527

1 unchanged sentence

Allocation to participating securities (1)

56 48 152 122

Numerator for income per common unit–basic and diluted $ 35,046 $ 23,691

7 unchanged sentences

Diluted $ 0.09 $ 0.07

(2) Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options.

The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses approximate fair value because of the short maturity of these amounts.

The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses generally approximate fair value because of the short maturity of these amounts.

Our notes receivable are financial instruments classified as Level 3 in the fair value hierarchy as their fair values were estimated using unobservable inputs.

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Our unsecured senior notes are financial instruments classified as Level 2 in the fair value hierarchy as their fair values were estimated using observable inputs based on the market value of the last trade at the end of the period.

The following table displays the carrying values and fair values of our debt instruments as of September 30, 2020 and December 31, 2019 (in thousands):

September 30, 2020 December 31, 2019

The following table displays the carrying values and fair values of our debt instruments as of March 31, 2021 and December 31, 2020 (in thousands):

March 31, 2021 December 31, 2020

Carrying Value Fair Value Carrying Value Fair Value

9 unchanged sentences

Total debt $ 2,892,877 $ 3,062,113 $ 2,817,412 $ 3,040,579

During the first quarter of 2021, in anticipation of a debt issuance and in order to hedge interest rate risk, the Company entered into a treasury lock agreement with a notional amount of $ 400.0 million based on the 10-year treasury note rate at the time.

The treasury lock was designated as a cash flow hedging instrument and had a fair value of $ 9.2 million as of March 31, 2021, which was included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets, with a corresponding unrealized gain reflected in other comprehensive income.

The treasury lock will be settled upon the issuance of debt and the amounts recorded in other comprehensive income will be reclassified into earnings as a reduction of interest expense over the term of the debt.

The treasury lock is the only financial instrument recorded at fair value on a recurring basis in the condensed consolidated financial statements and is classified as Level 2 within the fair value hierarchy as its fair value is estimated using observable inputs based on the 10-year treasury note rate.

Related Party Transactions

As of September 30, 2020 and December 31, 2019, affiliates owned approximately 14.2 % and 13.6 %, respectively, of the Company’s outstanding Class A common shares.

On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 51,272,165 Class A units as of September 30, 2020 and December 31, 2019) an approximate 26.3 % interest as of September 30, 2020 and December 31, 2019.

As of March 31, 2021 and December 31, 2020, affiliates owned approximately 14.3 % of the Company’s outstanding Class A common shares.

On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 50,622,165 and 50,972,165 Class A units as of March 31, 2021 and December 31, 2020, respectively) an approximate 26.2 % and 26.3 % interest as of March 31, 2021 and December 31, 2020, respectively.

American Homes 4 Rent

1 unchanged sentence

American Homes 4 Rent, L.P.

As of September 30, 2020, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AH4R, which was included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets.

As of March 31, 2021, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AH4R, which was included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets.

As of December 31, 2020, the Operating Partnership had a receivable from affiliates of $ 25.7 million related to the asset-backed securitization certificates held by AH4R, which was included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets, and had a $ 4.8 million payable related to accrued common distributions to affiliates, which was included in amounts payable to affiliates on the Operating Partnership’s condensed consolidated balance sheets.

Commitments and Contingencies

As of September 30, 2020, the Company had commitments to acquire 396 single-family properties for an aggregate purchase price of $ 99.8 million, as well as $ 65.5 million in purchase commitments that relate to both third-party developer agreements and land for our AMH Development Program.

As of December 31, 2019, the Company had commitments to acquire 289 single-family properties for an aggregate purchase price of $ 75.1 million, as well as $ 44.3 million in purchase commitments that relate to both third-party developer agreements and land for our AMH Development Program.

As of September 30, 2020 and December 31, 2019, the Company had sales in escrow for approximately 108 and 305 of our single-family properties, respectively, for aggregate selling prices of $ 26.7 million and $ 57.5 million, respectively.

As of September 30, 2020 and December 31, 2019, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $ 36.0 million and $ 14.5 million, respectively.

As of March 31, 2021, the Company had commitments to acquire 547 single-family properties for an aggregate purchase price of $ 146.9 million, as well as $ 90.1 million in purchase commitments for land relating to our AMH Development Program.

As of December 31, 2020, the Company had commitments to acquire 323 single-family properties for an aggregate purchase price of $ 81.7 million, as well as $ 72.3 million in purchase commitments for land relating to our AMH Development Program.

As of March 31, 2021 and December 31, 2020, the Company had sales in escrow for approximately 64 and 97 , respectively, of our single-family properties for aggregate selling prices of $ 20.0 million and $ 24.0 million, respectively.

As of March 31, 2021 and December 31, 2020, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $ 47.5 million and $ 36.7 million, respectively.

Captive Insurance Company

In January 2021, the Company formed a wholly owned captive insurance company, American Dream Insurance, LLC, which provides general liability insurance coverage for losses below the deductible under the Company’s third-party liability insurance policy.

The Company created American Dream Insurance, LLC as part of its overall risk management program and to stabilize its insurance costs, manage exposure and recoup expenses through the functions of the captive program.

The captive insurance company’s impact on the Company’s condensed consolidated financial statements is immaterial.

Legal Matters

During the third quarter of 2020, we received a notice from the Georgia Attorney General’s Office seeking certain information relevant to an investigation they are conducting about our customary landlord-tenant matters.

We are cooperating with the Georgia Attorney General’s Office on this matter.

The Company is currently involved in a legal matter with a former employee.

The Company records a provision for contingent losses when it is both probable that a liability has been incurred and the amount of the loss can be reasonably estimated.

of September 30, 2020, the Company recorded a provision of $ 2.9 million for its estimated liability, net of insurance recoveries, related to this matter.

We are involved in various other legal and administrative proceedings that are incidental to our business.

2 unchanged sentences

The global economy has continued to be severely impacted by the COVID-19 pandemic.

We are actively monitoring the impact of the COVID-19 pandemic, which we anticipate will negatively impact our business and results of operations for our fourth fiscal quarter and likely beyond.

The extent to which our operations will be impacted will depend largely on future developments, which are highly uncertain and cannot be accurately predicted, including new information which may emerge concerning the severity of the pandemic, the speed and effectiveness of vaccine and treatment developments and actions by government authorities to contain the pandemic or treat its impact, among other things.

We are actively monitoring the impact of the COVID-19 pandemic, which we anticipate will negatively impact our business and results of operations for our second fiscal quarter and likely beyond.

The extent to which our operations will be impacted will depend largely on future developments, which are highly uncertain and cannot be accurately predicted, including new information which may emerge concerning the severity of the pandemic, including with respect to new variants or strains, the speed and effectiveness of vaccine distribution, vaccine adoption rates and actions by government authorities to contain the pandemic or treat its impact, among other things.

Subsequent Events

Subsequent Acquisitions

From October 1, 2020 through October 31, 2020, the Company added 202 properties to its portfolio for a total cost of approximately $ 57.0 million, which included 95 newly constructed properties delivered through our AMH Development Program and 15 newly constructed homes acquired from third-party developers through our National Builder Program.

From April 1, 2021 through April 30, 2021, the Company added 214 properties to its portfolio for a total cost of approximately $ 64.5 million, which included 87 newly constructed properties delivered through our AMH Development Program and 9 newly constructed homes acquired from third-party developers through our National Builder Program.

Subsequent Dispositions

From October 1, 2020 through October 31, 2020, the Company disposed of 79 properties for aggregate net proceeds of approximately $ 18.2 million.

Subsequent Joint Venture Activity

From October 1, 2020 through October 31, 2020, the Company contributed $ 22.9 million of land and in-process development projects to unconsolidated joint ventures and received $ 18.3 million in cash distributions from unconsolidated joint ventures in respect of its contributions.

From April 1, 2021 through April 30, 2021, the Company disposed of 37 properties for aggregate net proceeds of approximately $ 10.7 million.

Revolving Credit Facility

From April 1, 2021 through April 30, 2021, the Company borrowed an additional $ 20.0 million under its revolving credit facility, resulting in $ 100.0 million of outstanding borrowings under its revolving credit facility as of April 30, 2021.

Amendment of Revolving Credit Facility

On April 15, 2021, the Company closed a $ 1.25 billion revolving credit facility, amending its existing $ 800 million revolving credit facility.

The amended revolving credit facility provides for expanded borrowing capacity to continue to support the Company’s growth initiatives, reflects a more favorable pricing grid based on current market conditions, and includes a sustainability component based upon third-party performance measures through which overall pricing can further improve if the Company meets certain targets.

The interest rate on the amended revolving credit facility is at either LIBOR plus a margin ranging from 0.725 % to 1.45 % or a base rate (determined according to the greater of a prime rate, federal funds rate plus 0.5 % or daily LIBOR rate plus 1.0 %) plus a margin ranging from 0.00 % to 0.45 %.

In each case the actual margin is determined based on the Company’s credit ratings in effect from time to time.

The amended revolving credit facility matures on April 15, 2025, with two six-month extension options at the Company’s election if certain conditions are met.

Redemption of Perpetual Preferred Shares

On May 6, 2021, the Company announced its intent to redeem (i) all outstanding shares of its 6.500 % Series D perpetual preferred shares, $ 0.01 par value per share, for cash at a liquidation preference of $ 25.00 per share plus any accrued and unpaid dividends, on June 7, 2021, and (ii) all outstanding shares of its 6.350 % Series E perpetual preferred shares, $ 0.01 par value per share, for cash at a liquidation preference of $ 25.00 per share plus any accrued and unpaid dividends, on June 30, 2021.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements