14 unchanged sentences
High inflation could adversely affect our operating results.
−Removed: Inflation has significantly increased since the start of 2021 and continues to remain at elevated levels compared to years prior to 2021.
−Removed: Inflationary pressures have increased our direct and indirect operating and development costs, including for labor at the corporate, property management and development levels, third-party contractors and vendors, building materials, insurance, transportation and taxes.
−Removed: Although our leases permit some price increases to be charged back to our tenants, such as with increased energy prices, to the extent we are unable to offset these cost increases through higher rents or other measures, our operating results will be adversely affected.
+Added: We have experienced periods of high inflation since the start of 2021 and inflation continues to remain at elevated levels compared to years prior to 2021.
+Added: Inflationary pressures increase our direct and indirect operating and development costs, including for labor at the corporate, property management and development levels, third-party contractors and vendors, building materials, insurance, transportation and taxes.
+Added: Although our leases permit some price increases to be charged back to our tenants, such as with increased energy prices, to the extent we are unable to offset inflationary cost increases through higher rents or other measures, our operating results will be adversely affected.
Our residents may also be adversely impacted by higher cost of living expenses, including food, energy and transportation, which may increase our rate of tenant defaults and harm our operating results.
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In addition, our strategy is to concentrate our properties in select geographic markets that we believe favor future growth in rents and valuations.
−Removed: For example, 58.4% of our properties are located in Atlanta, GA, Dallas-Fort Worth, TX, Charlotte, NC, Phoenix, AZ, Nashville, TN, Jacksonville, FL, Indianapolis, IN, Tampa, FL, Houston, TX and Raleigh, NC.
+Added: For example, 58.0% of our operating properties are located in Atlanta, GA, Charlotte, NC, Dallas-Fort Worth, TX, Nashville, TN, Phoenix, AZ, Jacksonville, FL, Indianapolis, IN, Tampa, FL, Las Vegas, NV and Houston, TX.
A downturn or slowdown in the rental demand for single-family housing generally, or in our target markets specifically, caused by adverse economic, regulatory or environmental conditions, or other events, would have a greater impact on our operating results than if we had more diversified investments.
−Removed: Similarly, given our
−Removed: geographic concentrations, a natural disaster, such as an earthquake, tornado, hurricane, flood or wildfire in one of our key markets could have a significant negative effect on our financial condition and results of operations.
+Added: Similarly, given our geographic concentrations, a natural disaster, such as an earthquake, tornado, hurricane, flood or wildfire in one of our key markets could have a significant negative effect on our financial condition and results of operations.
We may not be able to effectively control the timing and costs relating to the renovation of properties, which may adversely affect our operating results and our ability to make distributions.
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Our properties also have infrastructure and appliances of varying ages and conditions.
−Removed: We routinely retain independent contractors and trade professionals to perform repair work and are exposed to all risks inherent in property renovation and maintenance, including potential cost overruns, increases in labor and materials costs, delays by contractors, delays in receiving work permits, certificates of occupancy and poor workmanship.
−Removed: Supply chain issues and labor force issues have increased these risks.
+Added: We routinely retain independent contractors and trade professionals to perform repair work and are exposed to all risks inherent in property renovation and maintenance, including potential cost overruns, increases in labor and materials costs, delays by contractors, delays in receiving work permits and certificates of occupancy and poor workmanship.
+Added: Supply chain issues and labor force issues increase these risks.
If our assumptions regarding the costs or timing of renovation and maintenance across our properties prove to be materially inaccurate, our operating results may be adversely affected.
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This activity has adversely impacted our level of purchases in certain of our target markets.
−Removed: As more well-capitalized companies pursue our business strategy, we expect competition will continue to intensify.
−Removed: As a result, the purchase price of potential acquisitions may be significantly elevated, or we may be unable to acquire properties on desirable terms or at all.
+Added: If more well-capitalized companies pursue our business strategy, competition may intensify and the purchase price of potential acquisitions may be significantly elevated, or we may be unable to acquire properties on desirable terms or at all.
Our success depends on us attracting and retaining quality tenants.
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To the extent we timely pursue such remedies, we may not be able to successfully prevail against the seller in an action seeking damages for such inaccuracies.
−Removed: If we conclude that certain properties purchased in bulk portfolios do not fit our target investment criteria, we may decide to sell, rather than renovate and rent, these properties, which could take an extended
−Removed: period of time and may not result in a sale at an attractive price.
+Added: If we conclude that certain properties purchased in bulk portfolios do not fit our target investment criteria, we may decide to sell, rather than renovate and rent, these properties, which could take an extended period of time and may not result in a sale at an attractive price.
We may also experience delays in integrating the information systems and property and tenant information of the acquired properties which could adversely affect operating results.
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There is strong competition among homebuilders for land that is suitable for residential development.
−Removed: The future availability of finished and partially finished developed lots and undeveloped land that meet our internal criteria depends on a number of factors outside our control, including land availability in general, competition with other homebuilders and land buyers for desirable property, inflation in land prices, zoning, allowable housing density, and other regulatory requirements.
+Added: The future availability of finished and partially finished developed lots and undeveloped land that meet our internal criteria depends on a number of factors outside our control, including land availability, competition with other homebuilders and land buyers for desirable property, inflation in land prices, zoning, allowable housing density, and other regulatory requirements.
Should suitable lots or land become less available in our target markets, the number of homes we could build and lease could be reduced or we may need to expand to potentially less desirable areas, and the cost of land could increase, perhaps substantially, which could adversely impact our growth and results of operations.
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We are self-insured against many potential losses, and uninsured or underinsured losses relating to properties may adversely affect our financial condition, operating results, cash flows and ability to make distributions.
−Removed: We attempt to ensure that our properties are adequately insured to cover casualty losses.
+Added: We attempt to adequately insure our properties to cover casualty losses.
However, many of the policies covering casualty losses may be subject to substantial deductibles and carveouts, and we will be self-insured up to the amount of the deductibles and carveouts.
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If we experience a loss and our captive insurance company is required to pay under its insurance policies, we would ultimately record the loss to the extent of the required payment.
−Removed: insurance coverage provided by our captive insurance company should not be considered the equivalent of third-party insurance, but rather as a modified form of self-insurance.
−Removed: There are also some losses, including losses from floods, windstorms, fires, earthquakes, hurricanes, acts of war, acts of terrorism or riots, that may not always be insured against or that are not generally fully insured against because it is not practical to do so.
+Added: Therefore, insurance coverage provided by our captive insurance company should not be considered the equivalent of third-party insurance, but rather as a modified form of self-insurance.
+Added: There are also certain losses, including losses from floods, windstorms, fires, earthquakes, hurricanes, acts of war, acts of terrorism or riots, that may not be fully insured or insured at all due to the impracticability or limitations of coverage.
In addition, changes in the cost or availability of insurance could expose us to greater uninsured or self-insured casualty losses.
−Removed: If we incur a casualty loss that is not fully covered by third-party insurance, the value of our assets will be reduced by the amount of any such uninsured or self-insured loss, and we could experience a significant loss of capital invested and potential revenues in these properties and could potentially remain obligated under any recourse debt associated with the property.
+Added: incur a casualty loss that is not fully covered by third-party insurance, the value of our assets will be reduced by the amount of any such uninsured or self-insured loss, and we could experience a significant loss of capital invested and potential revenues in these properties and could potentially remain obligated under any recourse debt associated with the property.
Inflation, changes in building codes and ordinances, environmental considerations and other factors might also keep us from using insurance proceeds to replace or renovate a property after it has been damaged or destroyed.
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In addition, we may have no source of funding to repair or reconstruct the damaged property, and we cannot assure you that any such sources of funding will be available to us for such purposes in the future.
−Removed: Contingent or unknown liabilities could adversely affect our financial condition, cash flows and operating results.
+Added: Contingent or unknown liabilities associated with our property acquisitions could adversely affect our financial condition, cash flows and operating results.
We may acquire properties that are subject to contingent or unknown liabilities for which we may have limited or no recourse against the sellers.
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If our confidential information is compromised or corrupted, including as a result of a cybersecurity incident, our business operations and reputation could be damaged, which could adversely affect our financial condition and operating results.
−Removed: We have been and we expect we will in the future be subject to third party attempts to gain unauthorized access to our systems in order to disrupt operations, corrupt data or steal confidential information, including information regarding our residents, prospective tenants, and employees.
−Removed: Information security risks have generally increased in recent years due to the rise in new technologies and the increased sophistication and activities of perpetrators of cyber-attacks.
−Removed: In the ordinary course of our business we acquire and store sensitive data, including intellectual property, our proprietary business information and personally identifiable information of our prospective and current tenants, our employees and third-party service providers in our branch offices and on our networks and website.
+Added: We have been and we expect we will in the future be subject to third party attempts to gain unauthorized access to our systems and systems maintained by third-party vendors with which we do business in order to disrupt operations, corrupt data or steal confidential information, including information regarding our residents, prospective tenants, and employees.
+Added: Information security risks have generally increased in recent years due to the rise in new technologies, such as artificial intelligence (AI), and the increased sophistication and activities of perpetrators of cyber-attacks.
+Added: In the ordinary course of our business we acquire and store sensitive data, including intellectual property, our proprietary business information and personally identifiable information of our prospective and current tenants, our employees and third-party service providers in our branch offices and on our networks and website, or the networks of our third-party vendors.
The secure processing and maintenance of this information is critical to our operations and business strategy.
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These attacks may also originate from persons inside our organization and persons/vendors with access to our systems.
−Removed: Our information technology networks and related systems are essential to the operation of our business and our ability to perform day-to-day operations.
+Added: information technology networks and related systems are essential to the operation of our business and our ability to perform day-to-day operations.
Even the most well-protected information systems remain potentially vulnerable because the techniques used in such attempted security breaches evolve and generally are not recognized until launched against a target, and in some cases are designed not to be detected, and, in fact, may not be detected.
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Any such cybersecurity incident could compromise our networks and the information stored there could be accessed, publicly disclosed, lost or stolen.
−Removed: Any such access, disclosure or other loss of information could result in legal claims or proceedings, liability under laws that protect the privacy of personal information, regulatory penalties, the loss of our residents, disruption to our operations and the services we provide to residents or damage our reputation, any of which could adversely affect our financial condition and operating results.
+Added: Any such access, disclosure or other loss of information could result in legal claims or proceedings, liability under laws that protect the privacy of personal information, regulatory penalties, the loss of our residents, disruption to our operations and the services we provide to residents, public disclosure of competitively sensitive information or damage our reputation, any of which could adversely affect our financial condition and operating results.
Furthermore, increased regulation of data collection, use and retention practices, including self-regulation and industry standards, changes in existing laws and regulations, enactment of new laws and regulations, increased enforcement activity, and changes in interpretation of laws, could increase our cost of compliance and operation, limit our ability to grow our business or otherwise harm us.
−Removed: Although none of the cyber-attacks and incidents we have identified to date has had a material impact on our business or operations, we expect to continue to identify cyber-attacks and cybersecurity incidents on our systems and those of third parties, and we cannot predict the potential impact of future cyber-attacks and cybersecurity incidents on our business.
+Added: Although none of the cyber-attacks and incidents we have identified to date has had a material impact on our business or operations, we expect to continue to identify cyber-attacks and cybersecurity incidents on our systems and the systems of our third-party vendors, and we cannot predict the potential impact of future cyber-attacks and cybersecurity incidents on our business.
The occurrence of any substantial future cyber-attacks and cybersecurity incidents could materially impact our business, which could adversely affect our financial condition and operating results.
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Investments in partnerships, joint ventures or other entities may, under certain circumstances, involve risks not present were a third-party not involved, including the possibility that joint venture partners might become bankrupt or fail to fund their share of required capital contributions.
−Removed: Joint venture partners may have economic or other business interests or goals that are inconsistent with our
−Removed: business interests or goals and may be in a position to take actions contrary to our policies or objectives.
+Added: Joint venture partners may have economic or other business interests or goals that are inconsistent with our business interests or goals and may be in a position to take actions contrary to our policies or objectives.
Such investments also may have the potential risk of impasses on decisions, such as a sale, because neither we nor our partners would have full control over the partnership or joint venture.
1 unchanged sentence
Consequently, actions by, or disputes with, our partners might result in subjecting properties owned by the partnership or joint venture to additional risk.
−Removed: In addition, we may in certain circumstances be liable for the actions of our third-party partners or co-venturers.
+Added: addition, we may in certain circumstances be liable for the actions of our third-party partners or co-venturers.
In addition, we may not be able to close joint ventures on the anticipated schedule or at all.
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While we intend to vigorously defend any non-meritorious action or challenge, we cannot assure you that we will not be subject to expenses and losses that may adversely affect our operating results.
+Added: New laws and regulations could impede our ability to operate or grow our business.
+Added: We may be subject to or impacted by new laws and regulations, including zoning requirements, affordability mandates, tariffs and immigration restrictions, that could impede our ability to operate or grow our business, including by restricting institutional ownership of single-family homes.
+Added: Any such laws or regulations could impose significant costs, could require that we modify or cease existing business practices or divest properties, and could restrict the locations where we can operate our business.
Government investigations or legal proceedings brought by governmental authorities may result in significant costs and expenses and reputational harm and may divert resources from our operations.
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Any governmental legal proceeding, whether or not resolved adversely, could also negatively impact our reputation.
−Removed: Recent significant increases in interest rates could adversely impact us and our tenants.
+Added: Elevated interest rates could adversely impact us and our tenants.
Since 2022, interest rates have been at relatively high levels compared to recent years.
1 unchanged sentence
Increases in our cost of capital impact our assessment of the yields we consider appropriate to support pursuing property acquisition and development opportunities and thus can impact our external growth prospects.
−Removed: The degree and pace of these changes have had and may continue to have adverse macroeconomic effects that have and may continue to have adverse impacts on our tenants, including as a result of economic recession, increased unemployment, and increased financing costs.
+Added: The degree and pace of these changes have had and may continue to have adverse macroeconomic effects that have and may continue to have adverse impacts on our tenants, including as a result of economic recession, increased unemployment or underemployment, slowing wage growth, decreasing purchasing power due to inflation, and increased financing costs.
For more information on interest rate risk, see Part II, “Item 7A.
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Further, such restrictions could adversely impact our ability to maintain our qualification as a REIT for tax purposes.
−Removed: Failure to meet our financial covenants could result from, among other things, changes in our results of operations, the incurrence of additional debt, substantial impairments in the value of our properties or changes in general economic conditions.
−Removed: If we violate covenants in our financing arrangements, we could be
−Removed: required to repay all or a portion of our indebtedness before maturity at a time when we might be unable to arrange financing for such repayment on attractive terms or at all.
+Added: Failure to meet our financial covenants could result from, among other things, changes in our results of operations, the incurrence of additional debt, substantial impairments in the
+Added: value of our properties or changes in general economic conditions.
+Added: If we violate covenants in our financing arrangements, we could be required to repay all or a portion of our indebtedness before maturity at a time when we might be unable to arrange financing for such repayment on attractive terms or at all.
Pandemics and other public health emergencies could have a material adverse effect on our business, results of operations, cash flows, and financial condition.
1 unchanged sentence
These types of events could lead governments and other authorities around the world, including federal, state and local authorities in the United States, to impose measures intended to mitigate the issue, including restrictions on freedom of movement and business operations such as issuing guidelines, travel bans, border closings, business closures, quarantine orders, and orders not allowing the collection of rents, rent increases, or eviction of non-paying tenants.
+Added: Our use of artificial intelligence could expose us to various risks.
+Added: We have begun to utilize AI technologies in various aspects of our business.
+Added: AI technologies are susceptible to errors and other malfunctions which could lead to operational challenges and reputational risks.
+Added: In addition, we may be subject to increasing regulations related to our use of AI, including regulations related to privacy, data security, and intellectual property rights, which could expose us to legal risks.
Risks Related to the Real Estate Industry
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Tenant relief laws, including laws restricting evictions, rent control laws and other regulations that limit our ability to increase rental rates may negatively impact our rental income and profitability.
−Removed: As landlord of numerous properties, we are involved regularly in evicting tenants who are not paying their rent or are otherwise in material violation of their lease.
+Added: As the landlord of numerous properties, we may evict tenants who are not paying their rent or are otherwise in material violation of their lease.
Eviction activities impose legal and managerial expenses that raise our costs.
1 unchanged sentence
Additionally, landlord-tenant laws may impose legal duties to assist tenants in relocating to new housing, or restrict the landlord’s ability to recover certain costs or charge tenants for damage caused by them.
−Removed: Because such laws vary by state and locality, we and any regional and local property managers we hire will need to take all appropriate steps to comply with all applicable landlord tenant laws, and we will need to incur supervisory and legal expenses to ensure such compliance.
+Added: Because such laws vary by state and locality, we and any regional and local property managers we hire will need to take all appropriate steps to comply with
+Added: all applicable landlord tenant laws, and we will need to incur supervisory and legal expenses to ensure such compliance.
To the extent that we do not comply with state or local laws, we may be subjected to civil litigation filed by individuals, in class actions or by state or local law enforcement.
1 unchanged sentence
Furthermore, rent control laws or other regulations that may limit our ability to increase rental rates may affect our rental income.
−Removed: If rent controls unexpectedly became
−Removed: applicable to certain of our properties, our revenue from and the value of such properties could be adversely affected.
+Added: If rent controls unexpectedly became applicable to certain of our properties, our revenue from and the value of such properties could be adversely affected.
We believe these types of measures will continue given increasing political support.
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Risks Related to Our Ownership, Organization and Structure
−Removed: AMH’s fiduciary duties as the general partner of the Operating Partnership could create conflicts of interest, which may impede business decisions that could benefit our shareholders.
−Removed: As the sole general partner of the Operating Partnership, AMH has a fiduciary duty to the other limited partners in the Operating Partnership, which may conflict with the interests of the Company’s shareholders.
−Removed: The limited partners of the Operating Partnership have agreed that, in the event of a conflict in the fiduciary duties owed by AMH to the Company’s shareholders and in AMH’s capacity as the general partner of the Operating Partnership to such limited partner, AMH is under no obligation to give priority to the interests of such limited partner.
−Removed: In addition, the limited partners have the right to vote on certain amendments to the Agreement of Limited Partnership of the Operating Partnership and to approve certain amendments that would adversely affect their rights.
−Removed: These voting rights may be exercised in a manner that conflicts with the interests of the Company’s shareholders.
Our senior management, trustees and their affiliates may have significant voting influence due to their stock ownership.
−Removed: Members of the Company’s senior management, trustees and their affiliates collectively hold significant amounts of the Company’s Class A common shares, entitled to one vote each, and Class B common shares, entitled to 50 votes each and which convert into Class
−Removed: A common shares on a one for one basis for every 49 partnership units converted, and Class A units in the Operating Partnership, which are nonvoting.
+Added: Members of the Company’s senior management, trustees and their affiliates collectively hold significant amounts of the Company’s Class A common shares, entitled to one vote each, and Class B common shares, entitled to 50 votes each and which convert into Class A common shares on a one for one basis for every 49 partnership units converted, and Class A units in the Operating Partnership, which are nonvoting.
This structure was put in place when the Company was organized to provide voting rights to holders of units in the Operating Partnership corresponding with their equity ownership.
1 unchanged sentence
Assuming the conversion of all of the Class A units held by these individuals into Class A common shares, they would own approximately 28.3% of the voting power of the Company based on the Company’s outstanding common shares as of December 31, 2024.
−Removed: The Hughes Family and affiliates own all of the Class B common shares and, together with the Class A common shares they own, hold 19.3% of the voting power of the Company.
+Added: The Hughes Family and affiliates own all of the Class B common shares and,
+Added: together with the Class A common shares they own, hold 19.1% of the voting power of the Company.
Our senior management, trustees and affiliates have and are expected to continue to have the ability to significantly influence all matters submitted to a vote of the Company’s shareholders, including electing trustees, changing the Company’s charter documents and approving extraordinary transactions, such as mergers.
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We believe that we have been organized and have operated in conformity with the requirements for qualification and taxation as a REIT and that our current organization and proposed method of operation will enable us to continue to qualify as a REIT.
−Removed: However, we have not requested and do not intend to request a ruling from the Internal Revenue Service (the “IRS”) that we qualify as a REIT.
+Added: we have not requested and do not intend to request a ruling from the Internal Revenue Service (the “IRS”) that we qualify as a REIT.
As a result, we cannot assure you that we qualify or that we will remain qualified as a REIT.
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We may be subject to the prohibited transactions tax equal to 100% of net gain upon a disposition of real property that we hold.
−Removed: Although a safe harbor is available, for which certain sales of property by a REIT are not subject to the 100% prohibited transaction tax, we
−Removed: cannot assure you that we can comply with the safe harbor or that we will avoid owning property that may be characterized as held primarily for sale to customers in the ordinary course of business.
+Added: Although a safe harbor is available, for which certain sales of property by a REIT are not subject to the 100% prohibited transaction tax, we cannot assure you that we can comply with the safe harbor or that we will avoid owning property that may be characterized as held primarily for sale to customers in the ordinary course of business.
Consequently, we may choose not to engage in certain sales of our properties or we may conduct such sales through our TRS, which would be subject to U.S.
1 unchanged sentence
In addition, we may have to sell numerous properties to a single or a few purchasers, which could cause us to be less profitable than would be the case if we sold properties on a property-by-property basis.
−Removed: For example, if we decide to acquire properties opportunistically to renovate in anticipation of immediate resale, we will need to conduct that activity through our TRS to avoid the 100% prohibited transactions tax.
+Added: For example, if we decide to acquire properties
+Added: opportunistically to renovate in anticipation of immediate resale, we will need to conduct that activity through our TRS to avoid the 100% prohibited transactions tax.
The 100% tax described above may limit our ability to enter into transactions that would otherwise be beneficial to us.
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The Company’s board of trustees may not grant an exemption from these restrictions to any proposed transferee whose ownership in excess of the applicable ownership limit would result in our failing to qualify as a REIT.
−Removed: These restrictions on ownership and transfer will not apply, however, if the Company’s board of trustees determines that it is no longer in our best interest to continue to qualify as
+Added: These restrictions on ownership and transfer will not apply, however, if the Company’s board of trustees determines that it is no longer in our best interest to continue to qualify as a REIT.
The share ownership restrictions of the Code for REITs and the ownership and transfer restrictions in our declaration of trust may inhibit market activity in our equity shares and restrict our business combination opportunities.
11 unchanged sentences
If a transaction intended to qualify as a Section 1031 tax-deferred exchange is later determined to be taxable or if we are unable to identify and complete the acquisition of a suitable replacement property to effect such a Section 1031 exchange, we may face adverse consequences, and if the laws applicable to such transactions are amended or repealed, we may not be able to dispose of real properties on a tax-deferred basis.
−Removed: From time to time we may dispose of real properties in transactions that are intended to qualify as tax-deferred exchanges under Section 1031 of the Code (“Section 1031 Exchanges”).
+Added: We have in the past and may from time to time in the future dispose of real properties in transactions that are intended to qualify as tax-deferred exchanges under Section 1031 of the Code (“Section 1031 Exchanges”).
It is possible that the qualification of a transaction as a Section 1031 Exchange could be successfully challenged and determined to be currently taxable.
18 unchanged sentences
We may issue additional series of preferred shares in the future with the reopening feature.
−Removed: If we issue preferred shares in a reopening at a price that exceeds the redemption price of such preferred shares by more than a de minimis amount, those shares could be considered to be “fast-
−Removed: pay stock” under Treasury Regulations promulgated under Section 7701(l) of the Code (the “Fast-Pay Stock Regulations”).
−Removed: Under the Fast-Pay Stock Regulations, if stock of a REIT is structured so that dividends paid with respect to the stock are economically (in whole or in part) a return of the stockholder’s investment (rather than a return on the stockholder’s investment), the stock is characterized as “fast-pay stock,” resulting in the adverse tax consequences described below.
+Added: If we issue preferred shares in a reopening at a price that exceeds the redemption price of such preferred shares by more than a de minimis amount, those shares could be considered to be “fast-pay stock” under Treasury Regulations promulgated under Section 7701(l) of the Code (the “Fast-Pay Stock Regulations”).
+Added: Under the Fast-Pay Stock Regulations, if stock of a REIT is structured so that dividends paid with respect to the stock are economically (in
+Added: whole or in part) a return of the stockholder’s investment (rather than a return on the stockholder’s investment), the stock is characterized as “fast-pay stock,” resulting in the adverse tax consequences described below.
Under the Fast-Pay Stock Regulations, unless clearly demonstrated otherwise, our preferred shares are presumed to be fast-pay stock if they are issued for an amount that exceeds (by more than a de minimis amount, as determined under certain other Treasury Regulations) the amount at which the shareholder can be compelled to dispose of the shares (“Fast-Pay Stock”).
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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.