UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
☒
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended December 31, 2024
OR
☐
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from __________ to ___________
Commission File Number 001-12762 (Mid-America Apartment Communities, Inc.)
Commission File Number 333-190028-01 (Mid-America Apartments, L.P.)
MID-AMERICA APARTMENT COMMUNITIES, INC.
MID-AMERICA APARTMENTS, L.P.
(Exact name of registrant as specified in its charter)
Tennessee (Mid-America Apartment Communities, Inc.)
62-1543819
Tennessee (Mid-America Apartments, L.P.)
62-1543816
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
6815 Poplar Avenue, Suite 500, Germantown, Tennessee, 38138
(Address of principal executive offices) (Zip Code)
Registrant’s telephone number, including area code: (901) 682-6600
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading
Symbol(s)
Name of each exchange on which registered
Common Stock, par value $.01 per share (Mid-America Apartment Communities, Inc.)
MAA
New York Stock Exchange
8.50% Series I Cumulative Redeemable Preferred Stock, $.01 par value per share (Mid-America Apartment Communities, Inc.)
MAA*I
Securities registered pursuant to Section 12(g) of the Act: None.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Mid-America Apartment Communities, Inc.
Yes ☒
No ☐
Mid-America Apartments, L.P.
Yes ☐
No ☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer ☒
Accelerated filer ☐
Non-accelerated filer ☐
Smaller reporting company ☐
Emerging growth company ☐
Large accelerated filer ☐
Non-accelerated filer ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report.
Mid-America Apartment Communities, Inc. ☒
Mid-America Apartments, L.P. ☐
If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements.
Mid-America Apartment Communities, Inc. ☐
Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).
The aggregate market value of the 77,079,482 shares of common stock of Mid-America Apartment Communities, Inc. held by non-affiliates was approximately $11.0 billion based on the closing price of $142.61 as reported on the New York Stock Exchange on June 28, 2024. This calculation excludes shares of common stock held by the registrant’s officers and directors and each person known by the registrant to beneficially own more than 5% of the registrant’s outstanding shares, as such persons may be deemed to be affiliates. This determination of affiliate status should not be deemed conclusive for any other purpose. As of February 4, 2025, there were 116,901,778 shares of Mid-America Apartment Communities, Inc. common stock outstanding.
There is no public trading market for the partnership units of Mid-America Apartments, L.P. As a result, an aggregate market value of the partnership units of Mid-America Apartments, L.P. cannot be determined.
Documents Incorporated by Reference
Portions of the proxy statement for the annual shareholders meeting of Mid-America Apartment Communities, Inc. to be held on May 20, 2025 are incorporated by reference into Part III of this report. We expect to file our proxy statement within 120 days after December 31, 2024.
TABLE OF CONTENTS
Item
Page
PART I
1.
Business.
3
1A.
Risk Factors.
10
1B.
Unresolved Staff Comments.
24
1C.
Cybersecurity.
2.
Properties.
26
3.
Legal Proceedings.
27
4.
Mine Safety Disclosures.
PART II
5.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
6.
[Reserved].
29
7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.
30
7A.
Quantitative and Qualitative Disclosures About Market Risk.
42
8.
Financial Statements and Supplementary Data.
9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure.
9A.
Controls and Procedures.
9B.
Other Information.
43
9C.
Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
PART III
10.
Directors, Executive Officers and Corporate Governance.
44
11.
Executive Compensation.
12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
13.
Certain Relationships and Related Transactions, and Director Independence.
14.
Principal Accountant Fees and Services.
PART IV
15.
Exhibits and Financial Statement Schedules.
45
16.
Form 10-K Summary.
49
Explanatory Note
This report combines the Annual Reports on Form 10-K for the year ended December 31, 2024 of Mid-America Apartment Communities, Inc., a Tennessee corporation, and Mid-America Apartments, L.P., a Tennessee limited partnership, of which Mid-America Apartment Communities, Inc. is the sole general partner. Mid-America Apartment Communities, Inc. and its 97.4% owned subsidiary, Mid-America Apartments, L.P., are both required to file annual reports under the Securities Exchange Act of 1934, as amended.
Unless the context otherwise requires, all references in this Annual Report on Form 10-K to “MAA” refer only to Mid-America Apartment Communities, Inc., and not any of its consolidated subsidiaries. Unless the context otherwise requires, all references in this report to “we,” “us,” “our,” or the “Company” refer collectively to Mid-America Apartment Communities, Inc., together with its consolidated subsidiaries, including Mid-America Apartments, L.P. Unless the context otherwise requires, all references in this report to the “Operating Partnership” or “MAALP” refer to Mid-America Apartments, L.P. together with its consolidated subsidiaries. “Common stock” refers to the common stock of MAA, “preferred stock” refers to the preferred stock of MAA, and “shareholders” refers to the holders of shares of MAA’s common stock or preferred stock, as applicable. The common units of limited partnership interest in the Operating Partnership are referred to as “OP Units” and the holders of the OP Units are referred to as “common unitholders.”
As of December 31, 2024, MAA owned 116,883,421 OP Units (97.4% of the total number of OP Units). MAA conducts substantially all of its business and holds substantially all of its assets, directly or indirectly, through the Operating Partnership, and by virtue of its ownership of the OP Units and being the Operating Partnership’s sole general partner, MAA has the ability to control all of the day-to-day operations of the Operating Partnership.
We believe combining the Annual Reports on Form 10-K of MAA and the Operating Partnership, including the notes to the consolidated financial statements, into this report results in the following benefits:
MAA, an S&P 500 company, is a multifamily-focused, self-administered and self-managed real estate investment trust, or REIT. Management operates MAA and the Operating Partnership as one business. The management of the Company is comprised of individuals who are officers of MAA and employees of the Operating Partnership. We believe it is important to understand the few differences between MAA and the Operating Partnership in the context of how MAA and the Operating Partnership operate as a consolidated company. MAA and the Operating Partnership are structured as an umbrella partnership REIT, or UPREIT. MAA’s interest in the Operating Partnership entitles MAA to share in cash distributions from, and in the profits and losses of, the Operating Partnership in proportion to MAA’s percentage interest therein and entitles MAA to vote on substantially all matters requiring a vote of the partners. MAA’s only material asset is its ownership of limited partnership interests in the Operating Partnership (other than cash held by MAA from time to time); therefore, MAA’s primary function is acting as the sole general partner of the Operating Partnership, issuing public equity from time to time and guaranteeing certain debt of the Operating Partnership from time to time. The Operating Partnership holds, directly or indirectly, all of the real estate assets. Except for net proceeds from public equity issuances by MAA, which are contributed to the Operating Partnership in exchange for limited partnership interests, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, direct or indirect incurrence of indebtedness and issuance of OP Units.
The presentation of MAA’s shareholders’ equity and the Operating Partnership’s capital are the principal areas of difference between the consolidated financial statements of MAA and those of the Operating Partnership. MAA’s shareholders’ equity may include shares of preferred stock, shares of common stock, additional paid-in capital, cumulative earnings, cumulative distributions, noncontrolling interests, treasury shares, accumulated other comprehensive income or loss and redeemable common stock. The Operating Partnership’s capital may include common capital and preferred capital of the general partner (MAA), limited partners’ common capital and preferred capital, noncontrolling interests, accumulated other comprehensive income or loss and redeemable common units. Holders of OP Units (other than MAA) may require the Operating Partnership to redeem their OP Units from time to time, in which case the Operating Partnership may, at its option, pay the redemption price either in cash (in an amount per OP Unit equal, in general, to the average closing price of MAA’s common stock on the New York Stock Exchange, or NYSE, over a specified period prior to the redemption date) or by delivering one share of MAA’s common stock (subject to adjustment under specified circumstances) for each OP Unit so redeemed.
1
In order to highlight the material differences between MAA and the Operating Partnership, this Annual Report on Form 10-K includes sections that separately present and discuss areas that are materially different between MAA and the Operating Partnership, including:
In the sections that combine disclosures for MAA and the Operating Partnership, this Annual Report on Form 10-K refers to actions or holdings as being actions or holdings of the Company. Although the Operating Partnership (directly or indirectly through one of its subsidiaries) is generally the entity that enters into contracts, holds assets and issues debt, management believes this presentation is appropriate for the reasons set forth above and because we operate the business through the Operating Partnership. MAA, the Operating Partnership and its subsidiaries operate as one consolidated business, but MAA, the Operating Partnership and each of its subsidiaries are separate, distinct legal entities.
Forward-Looking Statements
This Annual Report on Form 10-K contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, or the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended, or the Exchange Act, with respect to our expectations for future periods. Forward-looking statements do not discuss historical fact, but instead include statements related to expectations, projections, intentions or other items related to the future. Such forward-looking statements include, without limitation, statements regarding expected operating performance and results, property stabilizations, property acquisition and disposition activity, joint venture activity, development and renovation activity and other capital expenditures, and capital raising and financing activity, as well as lease pricing, revenue and expense growth, occupancy, interest rate and other economic expectations. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “forecasts,” “projects,” “assumes,” “will,” “may,” “could,” “should,” “budget,” “target,” “outlook,” “proforma,” “opportunity,” “guidance” and variations of such words and similar expressions are intended to identify such forward-looking statements. Such forward-looking statements involve known and unknown risks, uncertainties and other factors, as described below, which may cause our actual results, performance or achievements to be materially different from the results of operations, financial conditions or plans expressed or implied by such forward-looking statements. Although we believe that the assumptions underlying the forward-looking statements contained herein are reasonable, any of the assumptions could be inaccurate, and therefore such forward-looking statements included in this Annual Report on Form 10-K may not prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements included herein, the inclusion of such information should not be regarded as a representation by us or any other person that the results or conditions described in such statements or our objectives and plans will be achieved.
The following factors, among others, could cause our actual results, performance or achievements to differ materially from those expressed or implied in the forward-looking statements:
2
New factors may also emerge from time to time that could have a material adverse effect on our business. Except as required by law, we undertake no obligation to publicly update or revise forward-looking statements contained in this Annual Report on Form 10-K to reflect events, circumstances or changes in expectations after the date on which this Annual Report on Form 10-K is filed.
Item 1. Business.
Overview
MAA, an S&P 500 company, is a multifamily-focused, self-administered and self-managed real estate investment trust, or REIT. We own, operate, acquire and selectively develop apartment communities primarily located in the Southeast, Southwest and Mid-Atlantic regions of the U.S. As of December 31, 2024, we maintained full or partial ownership of apartment communities, including communities currently in development, across 16 states and the District of Columbia, summarized as follows:
Multifamily
Communities (1)
Units
Consolidated
300
(2)
102,079
(3)
Unconsolidated
269
Total
301
102,348
Our business is conducted principally through the Operating Partnership. MAA is the sole general partner of the Operating Partnership, holding 116,883,421 OP Units, comprising a 97.4% partnership interest in the Operating Partnership as of December 31, 2024. MAA and MAALP were formed in Tennessee in 1993.
Business Objectives
Our primary business objectives are to generate a sustainable, stable and increasing cash flow that will fund our dividends and distributions through all parts of the real estate investment cycle. To achieve these objectives, we intend to continue to pursue the following goals and strategies:
Operations
Our goal is to generate return on investment collectively and in each apartment community by increasing revenues, controlling operating expenses, maintaining high occupancy levels and reinvesting in the income producing capacity of each apartment community as appropriate. The steps taken to meet these objectives include:
We believe in leveraging the strength of our enterprise as a foundation for our operating structure, which capitalizes on local management with specific market knowledge and accountability. Senior management, along with certain centralized asset management functions, are proactively involved in supporting and optimizing property operations and reviewing property management performance through extensive reporting processes and on-site visits. Our significant platform allows us to take advantage of technology that makes information sharing easier on a real-time basis, allows for operating efficiencies and continued expense control, and provides for various expanded revenue management practices to improve the support provided to on-site property operations.
Investment in technology continues to drive operating efficiencies in our business and helps us to better meet the changing needs of our residents. Our residents have the ability to conduct business with us 24 hours a day, 7 days a week and complete online leasing applications, leases and renewals through our web-based resident portal. Interacting with our residents through such technology has allowed us to improve resident satisfaction ratings and increase the efficiency of our operating teams. We continue to invest in technology to enable potential residents to examine their future homes both online (virtual touring) or by self-guided tour (self-touring) in addition to the more traditional guided tour.
Acquisitions and Development
Our external growth strategy is to acquire existing apartment communities, utilize our internal development team to develop our own apartment communities and partner with select developers to develop apartment communities that we will own completely after stabilization, which we refer to as a pre-purchase transaction. Acquisitions and development, along with dispositions, help us achieve and maintain our desired product mix, geographic diversification and asset allocation. Portfolio growth allows for maximizing the efficiency of the existing management and overhead structure. We have extensive experience in the acquisition and development of apartment communities. We will continue to evaluate opportunities that arise, and we will utilize this strategy to increase our number of apartment communities in strong and growing markets.
4
We acquired the following properties during the year ended December 31, 2024:
Multifamily Acquisitions
Market
Date Acquired
MAA Vale
Raleigh, NC
306
May 2024
MAA Boggy Creek
Orlando, FL
310
September 2024
MAA Cathedral Arts
Dallas, TX
386
October 2024
Modera Chandler (1)
Phoenix, AZ
345
April 2024
Land Acquisitions
Acres
MAA Porter
Richmond, VA
3.3
August 2024
MAA Nixie II
Raleigh/Durham, NC
December 2024
Development activities may be conducted through wholly-owned entities or through joint ventures with our pre-purchase transaction partners. Typically, fixed price construction contracts are signed with unrelated parties to minimize the risk of increases in construction costs. We may also engage in limited expansion development opportunities on existing communities in which we typically serve as the developer. During the year ended December 31, 2024, we incurred $313.9 million in development costs and completed three development projects. For information regarding our development costs, see Note 1 (Organization and Summary of Significant Accounting Policies – Development Costs) to the consolidated financial statements included in this Annual Report on Form 10-K.
The following multifamily projects were under development as of December 31, 2024 (dollars in thousands):
Project
TotalUnits
UnitsCompleted
Coststo Date
BudgetedCosts
EstimatedCostsPer Unit
ExpectedCompletion
MAA Nixie
406
73
$
127,944
145,500
358
3rd Quarter 2025
MAA Breakwater
Tampa, FL
495
—
154,540
197,500
399
4th Quarter 2025
Modera Liberty Row (1)
Charlotte, NC
239
100,492
112,000
469
1st Quarter 2026
MAA Plaza Midwood (2)
302
29,105
101,500
336
4th Quarter 2026
Modera Chandler (2)
34,068
117,500
341
15,994
99,500
325
3rd Quarter 2027
MAA Milepost 35 II
Denver, CO
219
15,038
78,000
356
2,312
477,181
851,500
The following multifamily development projects were completed during the year ended December 31, 2024 (dollars in thousands):
As of December 31, 2024
Location
Total Units
Development Costs
Development Costs per Unit
Construction Completed
Novel Daybreak (1)
Salt Lake City, UT
400
95,091
238
3rd Quarter 2024
Novel Val Vista (1)
317
78,707
248
4th Quarter 2024
MAA Milepost 35
352
123,634
351
1,069
297,432
5
Dispositions
We sell apartment communities and other assets that no longer meet our long-term strategy or when market conditions are favorable, and we redeploy the proceeds from those sales to acquire, develop and redevelop additional apartment communities and rebalance our portfolio across or within geographic regions. Dispositions also allow us to realize a portion of the value created through our investments and provide additional liquidity. We are then able to redeploy the net proceeds from our dispositions in lieu of raising additional equity or debt capital. In deciding to sell an apartment community, we consider current market conditions and generally solicit competing bids from unrelated parties for these individual properties, considering the sales price and other key terms of each proposal. We also consider portfolio dispositions when such a structure is useful to maximize proceeds and efficiency of execution. During the year ended December 31, 2024, we disposed of two multifamily communities totaling 488 units.
Property Redevelopment and Repositioning Activity
We focus on both interior unit upgrades and property amenity and common area upgrades above and beyond routine capital upkeep on our apartment communities that we believe have the ability to support additional rent growth. During the year ended December 31, 2024, we renovated the kitchens and bathrooms of 5,665 apartment units at an average cost of $6,219 per apartment unit, achieving average rental rate increases of 7.3% above the normal market rate for similar but non-renovated apartment units.
We have installed smart home technology (unit entry locks, mobile control of lights and thermostat and leak monitoring) at many of our apartment communities in order to provide additional resident value and increase rent growth. As of December 31, 2024, we had completed installation of Smart Home technology in over 96,000 units across our apartment community portfolio providing an increase in average effective rent per unit of approximately $25 per month since the initiative began during the first quarter of 2019. For a definition of average effective rent per unit, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Trends” in this Annual Report on Form 10-K.
Separately, we continued our property repositioning program to upgrade and reposition the amenity and common areas at certain of our apartment communities. The program includes targeted plans to move all apartment units at such apartment communities to higher rents. For the year ended December 31, 2024, we spent $4.8 million on this program.
Portfolio Strategy
Our goal is to maintain a diversified, balanced portfolio that we believe provides the optimal path to maximizing operating performance over the full economic cycle. Maintaining a diverse portfolio includes:
We believe a diverse portfolio performs well during economic up cycles and weathers economic down cycles better than a more homogenous portfolio.
Human Capital
As of December 31, 2024, we employed 2,532 associates. Our associates’ time, energy, creativity and passion are essential to our continued success as a company. With respect to our workforce, we focus on inclusion, providing market-competitive pay and benefits to support our associates’ well-being, encouraging our associates’ growth and development, fostering associate engagement and protecting our associates’ health and safety.
We respect the privilege of providing value to those whose lives we touch. We call this outlook our “Brighter View.” To achieve these objectives, we use our Core Values to guide the way we interact with each other and conduct business by:
6
We strive to recruit, develop and retain a talented and diverse workforce that mirrors the diversity of our residents and the communities where we do business. We are committed to an inclusive working environment that not only values diversity in ideas and opinions, but also fosters a sense of belonging and connection where associates feel recognized and appreciated regardless of individual differences. Our goal through these efforts is to support and promote inclusive diversity, equal opportunity and fair treatment for all those working at the company and as a result create more value for all the constituents we serve. Our Inclusive Diversity Council is comprised of individuals across all areas of our company whose aim is to cultivate conversations, expand education and examine our practices surrounding diversity and inclusion. This group works collaboratively with our Chief Executive Officer and other members of our executive team to ensure our policies and actions are guided by our culture of inclusivity and are free from discriminatory practices and bias.
We recruit from a diverse range of sources including historically Black colleges and universities as well as technical/trade schools. As of December 31, 2024, ethnic/cultural minorities represented approximately 54% of our workforce, 43% of our collective corporate, regional and property leadership positions and 55% of our associates promoted during the year ended December 31, 2024. Also, as of December 31, 2024, females represented approximately 46% of our workforce, 57% of our collective corporate, regional and property leadership positions and 54% of our associates promoted during the year ended December 31, 2024.
We take a comprehensive approach to supporting our associates’ physical and emotional health as well as their financial and professional well-being. Our associates are eligible for many benefit plans and programs for which we pay part or all of the cost, such as medical, dental and vision insurance, life and disability insurance, various wellness programs and an employee assistance program. In addition, we offer several supplemental and voluntary benefit plans, paid sick leave, paid vacation and other paid time off benefits to support our associates’ overall well-being. We strive to maintain an equitable compensation program for performance, designed to reward competitive levels of compensation based on employee contributions, performance and qualifications. We offer a 401(k) savings plan with an employer match as well as educational support for savings strategies. We also offer discounted rent to associates, parental leave and financial assistance with adoption expenses as well as grant up to three scholarships for associates’ dependents each year. Our training and development programs are designed to provide continuous learning for associates in the flow of their workday. Additionally, we encourage and provide financial assistance to our eligible associates to seek education and certification outside of the company through both apartment associations and accredited educational institutions. We encourage our associates to “embrace opportunities” including developing skills and knowledge needed for increased responsibilities as they promote within the company.
We place an emphasis on communication in an effort to ensure associates feel informed and connected as an organization. We utilize a variety of communication channels to provide associates with timely information that is relevant to their role in the company, to company-wide initiatives and their professional interests. We also believe the best way to gain in-depth insight into how associates feel about working at MAA is to provide regular, frequent, and trusted opportunities to safely share feedback. From there, we are able to develop and continuously improve our work environment to enhance job satisfaction. We regularly conduct surveys with all associates to measure associate engagement and capture topical feedback to guide current programs, projects and progress. We are also driven to prove that we are listening, and that real action and improvements are executed as a result. Lastly, we conduct an annual review process to provide an opportunity for each associate to build mutual understanding with leadership, gain self-discovery and learn about possible avenues for growth. We encourage a work environment where ideas, problems and solutions can be discussed with immediate managers and other management personnel.
Capital Structure
We use a combination of debt and equity sources to fund our business objectives. We focus on maintaining access, flexibility and low costs, which we believe allows us to proactively support normal business operations and source potential investment opportunities in the marketplace. We structure our debt maturities to avoid disproportionate exposure in any given year. Our primary debt financing strategy is to access the unsecured debt markets to provide our debt capital needs, but we also maintain a limited amount of secured debt and maintain our access to both the secured and unsecured debt markets for maximum flexibility. We also believe that we have significant access to the equity capital markets.
We intend to target our total debt, net of cash held, to a range of approximately 30% to 36% of our adjusted total assets (as defined in the covenants for the unsecured senior notes issued by MAALP). Our charter and bylaws do not limit our debt levels and our Board of Directors can modify this policy at any time. We may issue new equity to maintain our debt within the target range. Covenants for our unsecured senior notes limit our total debt to 60% or less of our adjusted total assets. As of December 31, 2024, our total debt was 29.0% of our adjusted total assets.
7
We intend to target the ratio of our net debt to Adjusted EBITDAre to a range of 4.5x to 5.5x. We monitor our debt levels to a ratio of net debt to Adjusted EBITDAre in order to maintain our investment grade credit ratings. We believe this is an important factor in the management of our debt levels to maintain an optimal capital structure, and it is also considered in the assignment of our credit ratings. Adjusted EBITDAre is measured on a trailing twelve-month basis. As of December 31, 2024, our net debt to Adjusted EBITDAre ratio was 4.0x. For additional information on net debt and Adjusted EBITDAre, including reconciliations of the most directly comparable U.S. generally accepted accounting principles, or GAAP, measures to both net debt and Adjusted EBITDAre, see “Management’s Discussion and Analysis of Financial Condition and Results of Operation - Non-GAAP Financial Measures - Net Debt, EBITDA, EBITDAre, and Adjusted EBITDAre” in this Annual Report on Form 10-K.
We continuously review opportunities for lowering our cost of capital. We plan to continue using unsecured debt to take advantage of the lower cost of capital and flexibility provided by these markets. We will evaluate opportunities to repurchase shares when we believe that our share price is significantly below our net present value. We also look for opportunities where we can acquire or develop apartment communities, selectively funded or partially funded by sales of equity securities, when appropriate opportunities arise. We focus on improving the net present value of our investments by generating cash flow from our portfolio of assets above the estimated total cost of debt and equity capital. We routinely make new investments when we believe it will be accretive to shareholder value over the life of the investments.
Competition and Market Demand
Our apartment communities are located in areas that include other apartment communities. Occupancy and rental rates are affected by the number of competitive apartment communities as well as demand for housing in a particular area. The owners of competing apartment communities may have greater resources than us, and the managers of these apartment communities may have more experience than our management. Moreover, single-family rental housing, manufactured housing, condominiums and the new and existing home markets provide housing alternatives to potential residents of apartment communities. Competition for new residents is generally intense across all of our markets. Some competing apartment communities offer features that our apartment communities do not have or may be deemed to be in a more desirable location within the market. Competing apartment communities can use concessions or lower rents to obtain temporary competitive advantages. Also, some competing apartment communities are newer than our apartment communities, may have different amenities or otherwise be more attractive to a prospective resident. The competitive position of each apartment community is different depending upon many factors including submarket supply and demand. In addition, other real estate investors compete with us to acquire existing properties and to develop new properties. These competitors include insurance companies, pension and investment funds, public and private real estate companies, investment companies and other public and private apartment REITs, some of which may have greater resources, greater ability to utilize leverage or lower capital costs than we do.
We believe, however, that we are generally well-positioned to compete effectively for residents and acquisition and development opportunities. We believe our competitive advantages include:
Moving forward, we plan to continue our focus on optimizing lease expiration management, current and prospective resident engagement, expense control and resident retention efforts and also to align employee incentive plans with our performance. We also plan to continue to make capital improvements to both our apartment communities and individual units on a regular basis to maintain a competitive position. We believe this plan of operation, coupled with the portfolio’s strengths in targeting residents across a geographically diverse platform, should position us for continued operational growth.
For information regarding trends in market demand, see “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Trends” in this Annual Report on Form 10-K.
8
Environmental Matters
As a part of our standard apartment community acquisition and development processes, we generally obtain environmental studies of the sites from outside environmental engineering firms. The purpose of these studies is to identify potential sources of contamination at the site and to assess the status of environmental regulatory compliance. These studies generally include historical reviews of the site, reviews of certain public records, preliminary investigations of the site and surrounding properties, inspection for the presence of asbestos, poly-chlorinated biphenyls and underground storage tanks and the preparation and issuance of written reports. Depending on the results of these studies, more invasive procedures, such as soil sampling or ground water analysis, may be performed to investigate potential sources of contamination. These studies must be satisfactorily completed before we take ownership of an acquisition or development property; however, no assurance can be given that the studies or additional documents reviewed identify all significant environmental risks. See “Risk Factors – Environmental problems are possible and can be costly” and “Risk Factors – Compliance or failure to comply with laws and regulations could have an adverse effect on our operations and the values of our properties” in this Annual Report on Form 10-K.
The environmental studies we received on properties that we have acquired have not revealed any material environmental liabilities. Should any potential environmental risks or conditions be discovered during our due diligence process, the potential costs of remediation will be assessed carefully and factored into the cost of acquisition, assuming the identified risks and factors are deemed to be manageable and within reason. We are not aware of any existing conditions that we believe would be considered a material environmental liability. Nevertheless, it is possible that the studies do not reveal all environmental risks or that there are material environmental liabilities of which we are not aware. Moreover, no assurance can be given concerning future laws, ordinances or regulations, or the potential introduction of hazardous or toxic substances by neighboring properties or residents.
Government Regulations
We must own, operate, manage, acquire, develop and redevelop our properties in compliance with numerous federal, state and local laws and regulations, some of which may conflict with one another or are subject to limited judicial or regulatory interpretations. These laws and regulations include landlord-tenant laws, employment laws, antitrust and other competition laws, laws benefiting disabled persons, privacy laws, tax laws, environmental laws, zoning laws, building codes and other laws regulating housing or that are generally applicable to our business and operations. Noncompliance with laws and regulations could expose us to liability, such as the imposition of fines by the government or the award of damages to private litigants, and could require us to make significant unanticipated expenditures, such as making modifications to our existing apartment communities or increasing construction costs for development communities. Compliance with the various laws and regulations we are subject to did not have a material effect on our capital expenditures, results of operations and competitive position for the year ended December 31, 2024 as compared to prior periods.
For additional information, see “Risk Factors – Environmental problems are possible and can be costly” and “Risk Factors – Compliance or failure to comply with laws and regulations could have an adverse effect on our operations and the values of our properties” in this Annual Report on Form 10-K.
Qualification as a Real Estate Investment Trust
MAA has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, or the Code. To continue to qualify as a REIT, MAA must continue to meet certain tests which, among other things, generally require that our assets consist primarily of real estate assets, our income be derived primarily from real estate assets and that we distribute at least 90% of our REIT taxable income (other than our net capital gains) to our shareholders annually. If MAA maintains its qualification as a REIT, MAA generally will not be subject to U.S. federal income taxes at the corporate level on its net income to the extent it distributes such net income to its shareholders annually. Even if MAA continues to qualify as a REIT, it will continue to be subject to certain federal, state and local taxes on its income and its property. For the year ended December 31, 2024, MAA paid total distributions of $5.88 per share of common stock to its shareholders, which was above the 90% REIT distribution requirement.
Website Access to Our Reports
MAA and the Operating Partnership file combined periodic reports with the SEC. Our Annual Reports on Form 10-K, along with our Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and any amendments to those reports, are available on our website at https://www.maac.com as soon as reasonably practicable after such material is electronically filed with, or furnished to, the SEC. Reference to our website does not constitute incorporation by reference of the information contained on the site and should not be considered part of this Annual Report on Form 10-K. All of the aforementioned materials may also be obtained free of charge by contacting our Investor Relations Department, 6815 Poplar Avenue, Suite 500, Germantown, Tennessee 38138.
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Item 1A. Risk Factors.
In addition to the other information contained in this Annual Report on Form 10-K, we have identified the following risks and uncertainties that may have a material adverse effect on our business prospects, financial condition or results of operations. Investors should carefully consider the risks described below before making an investment decision. Our business faces significant risks and the risks described below may not be the only risks we face. Additional risks that are not presently known to us, that we currently believe are immaterial or that could apply generically to any company may also significantly impact our business operations. If any of these risks occur, our business prospects, financial condition or results of operations could suffer, the market price of our stock and the trading price of our debt securities could decline and you could lose all or part of your investment in our stock or debt securities.
Risks Related to Our Real Estate Investments and Our Operations
Unfavorable market and economic conditions could adversely affect occupancy levels, rental revenues and the value of our properties.
General economic conditions in the U.S. have fluctuated in recent quarters, and concerns persist regarding negative macroeconomic conditions, such as inflation and the labor market. Unfavorable market and economic conditions may significantly affect our occupancy levels, our rental rates and collections, the value of our properties and our ability to acquire or dispose of properties on economically favorable terms. Our ability to lease our properties at favorable rates is adversely affected by the increase in supply in the multifamily and other rental markets and is dependent upon the overall level in the economy, which is adversely affected by, among other things, job losses and unemployment levels, personal debt levels, a downturn in the housing market, stock market volatility, inflationary conditions and uncertainty about the future. Some of our major expenses generally do not decline when rents decline. We would expect that declines in our occupancy levels, rental revenues and/or the values of our properties would cause us to have less cash available to make payments on our debt and to make distributions, which could adversely affect our financial condition or the market value of our securities. Factors that may affect our occupancy levels, our rental revenues and/or the value of our properties include the following, among others:
Failure to generate sufficient cash flow could limit our ability to make payments on our debt and to make distributions.
Our ability to make payments on our debt and to make distributions depends on our ability to generate cash flow in excess of operating costs and capital expenditure requirements and/or to have access to the markets for debt and equity financing. Our funds from operations may be insufficient because of factors that are beyond our control. Such factors could include:
At times, we have relied on external funding sources to fully fund the payment of distributions to shareholders and our capital investment program, including our property developments. While we have sufficient liquidity to permit distributions at current rates through additional borrowings, if necessary, any significant and sustained deterioration in operations could result in our financial resources being insufficient to make payments on our debt and to make distributions at the current rate, in which event we would be required to reduce the distribution rate. Any decline in our funds from operations could adversely affect our ability to make distributions or to meet our loan covenants and could have a material adverse effect on our stock price or the trading price of our debt securities.
We are dependent on a concentration of our investments in a single asset class, making our results of operations more vulnerable to a downturn or slowdown in the multifamily sector or other economic factors.
As of December 31, 2024, substantially all of our investments are concentrated in the multifamily sector. As a result, we will be subject to risks inherent in investments in a single type of property. A downturn or slowdown in the demand for multifamily housing will have more pronounced effects on our results of operations and on the value of our assets than if we had diversified our investments into more than one asset class.
Our operations are concentrated in the Southeast, Southwest and Mid-Atlantic regions of the U.S.; we are subject to general economic conditions in the regions in which we operate.
As of December 31, 2024, approximately 41.2% of our portfolio (based on the number of completed apartment units) was located in our top five markets: Atlanta, Georgia; Dallas, Texas; Austin, Texas; Charlotte, North Carolina; and Orlando, Florida. In addition, our overall operations are concentrated in the Southeast, Southwest and Mid-Atlantic regions of the U.S. Our performance could be adversely affected by economic conditions in, and other factors relating to, these geographic areas, including supply and demand for apartments in these areas, zoning and other regulatory conditions and competition from other communities and alternative housing options. In particular, our performance is disproportionately influenced by job growth and unemployment. To the extent the economic conditions, job growth and unemployment in any of these markets deteriorate or any of these areas experiences natural disasters, the value of our portfolio, our results of operations and our ability to make payments on our debt and to make distributions could be adversely affected.
Substantial competition may adversely affect our revenues and limit our acquisition and development opportunities.
There are numerous alternative housing options within the market area of each of our communities that compete with us for residents, including other apartment communities, condominiums and single-family homes. Competitive housing in a particular area, particularly new supply (and especially during lease up efforts), could adversely affect our ability to retain residents, rent our apartments and increase or maintain rents, which could materially adversely affect our results of operations and financial condition. Similarly, some of our competitors may have loan covenants or fund requirements that encourage decisions on occupancy targets or rental rates that vary from decisions based on market conditions, which could require us to react in ways that may negatively affect our performance.
We also face competition from other businesses for acquisition and development opportunities. The activities of these competitors could cause us to pay higher prices for new properties than we otherwise would have paid or may prevent us from purchasing desired properties at all, which could have a material adverse effect on us and our ability to make payments on our debt and to make distributions.
Failure to succeed in new markets may have adverse consequences on our performance.
We may make acquisitions or pursue developments outside of our existing market areas if appropriate opportunities arise. Our historical experience in our existing markets does not ensure that we will be able to operate successfully in new markets, should we choose to enter them. We may be exposed to a variety of risks if we choose to enter new markets, including an inability to accurately evaluate local market conditions and local economies, an inability to identify appropriate acquisition or development opportunities, an inability to hire and retain key personnel and a lack of familiarity with local governmental and permitting procedures. In addition, we may abandon opportunities to enter new markets that we have begun to explore for any reason and may, as a result, fail to recover expenses already incurred.
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Environmental problems are possible and can be costly.
Under various federal, state and local laws, ordinances and regulations, a current or previous owner or operator of real estate may be liable for the costs of removal or remediation of certain hazardous or toxic substances in, on, around or under such property. Such laws often impose such liability without regard to whether the owner or operator knew of, or was responsible for, the presence of such hazardous or toxic substances. The presence of, or failure to properly remediate, hazardous or toxic substances or petroleum product releases may adversely affect the owner’s or operator’s ability to sell or rent the affected property or to borrow using the property as collateral. Persons who arrange for the disposal or treatment of hazardous or toxic substances may also be liable for the costs of removal or remediation of hazardous or toxic substances at a disposal or treatment facility, whether or not the facility is owned or operated by the person. Certain environmental laws impose liability for the release of asbestos-containing materials into the air, and third parties may also seek recovery from owners or operators of real property for personal injury associated with asbestos-containing materials and other hazardous or toxic substances. Federal and state laws also regulate the operation and subsequent removal of certain underground storage tanks. In connection with the current or former ownership (direct or indirect), operation, management, development or control of real property, we may be considered an owner or operator of such apartment communities or as having arranged for the disposal or treatment of hazardous or toxic substances and, therefore, may be potentially liable for removal or remediation costs, as well as certain other costs, including governmental fines, and claims for injuries to persons and property.
Our current policy is to obtain a Phase I environmental study on each apartment community that we seek to acquire or develop, which generally does not involve invasive techniques such as soil or ground water sampling, and to proceed accordingly. However, there can be no assurance that the Phase I environmental studies or other environmental studies undertaken with respect to any of our current or future apartment communities will reveal:
Certain environmental laws impose liability on a previous owner of property to the extent that hazardous or toxic substances were present during the prior ownership period. A transfer of the property does not relieve an owner of such liability. Thus, we may have liability with respect to apartment communities previously sold by our predecessors or by us. There have been a number of lawsuits against owners and operators of multifamily apartment communities alleging personal injury and property damage caused by the presence of mold in residential real estate. Some of these lawsuits have resulted in substantial monetary judgments or settlements. Insurance carriers have reacted to these liability awards by excluding mold-related claims from standard policies and pricing mold endorsements separately. We have obtained a separate pollution insurance policy that covers mold-related claims and have adopted programs designed to minimize the existence of mold in any of our apartment communities as well as guidelines for promptly addressing and resolving reports of mold. To the extent not covered by our pollution policy, the presence of mold could expose us to liability from residents and others if property damage or health concerns, or allegations thereof, arise.
Our business and operations are subject to physical and transition risks related to climate change.
Many of our apartment communities are located in areas, such as coastal regions, that have historically been vulnerable to extreme weather events. To the extent climate change causes changes in weather patterns, areas where many of our communities are located could experience more frequent and intense extreme weather events and rising sea levels, which may cause significant damage to our properties, disrupt our operations and adversely impact our residents and rental revenue. Over time, such conditions could result in reduced demand for housing in areas where our communities are located, as well as higher costs for mitigating or repairing damage related to the effects of climate change, some which may not be fully covered by insurance. Similarly, these conditions may also negatively impact the types, pricing and terms of insurance we are able to procure.
Changes in federal, state and local laws and regulations on sustainable buildings could result in increased operating costs and capital expenditures for us to meet mandated levels of energy efficiency and/or greenhouse gas emissions performance with respect to our existing communities and could also require us to spend more on our new development communities without a corresponding increase in rental revenues. For example, various laws and regulations have been implemented or are under consideration to mitigate the effects of climate change caused by greenhouse gas emissions. Among other things, “green” building codes may seek to reduce emissions through the imposition of standards for design, construction materials, water and energy efficiency and waste management. The imposition of such requirements could increase the costs of maintaining or improving our existing communities (for example by requiring retrofits of existing communities to improve their energy efficiency and/or resistance to inclement weather) and developing new communities without creating corresponding increases in rental revenues, which would have an adverse impact on our operating results and could adversely impact the value of our properties. Additionally, if non-compliant with building efficiency standards, our existing communities may decrease in value.
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Operations from new acquisitions, development projects and redevelopment activities may fail to perform as expected.
We intend to acquire, develop and redevelop apartment communities as part of our business strategy. Newly acquired, developed or renovated properties may not perform as we expect. We may also overestimate the revenue (or underestimate the expenses) that a new or repositioned property may generate. The occupancy rates and rents at these properties may fail to meet our expectations underlying our investment.
In addition, with respect to acquisitions, we may be unable to quickly and efficiently integrate acquired apartment communities and new personnel into our existing operations, and the failure to successfully integrate those apartment communities or personnel would result in inefficiencies that could adversely affect our expected return on our investments. Likewise, we may acquire properties that are subject to liabilities or that have problems relating to environmental condition, state of title, physical condition or compliance with zoning laws, building codes or other legal requirements. In each case, our acquisition may be without any, or with only limited, recourse with respect to unknown liabilities or conditions, and we may be obligated to pay substantial sums to settle or cure it, which could adversely affect our cash flow and operating results.
Our implementation of long-standing succession planning could have adverse effects.
To reduce the risk of disruption from the planned retirement and unexpected departure of long-term employees and board members, we engage in succession planning to identify and develop in-house candidates for leadership and key executive positions within the company, recruit talented associates to fill areas of expertise needed within the company, and continually assess the needs of MAA’s Board of Directors to ensure stable governance of the company. In the last three years, we have transformed our executive team by elevating internal candidates to the offices of Chief Executive Officer (effective April 1, 2025), President, Chief Financial Officer, Chief Administrative Officer, Chief Strategy and Analysis Officer and Chief Technology and Innovation Officer. Such significant changes over a relatively short period of time could result in unintended negative effects, such as creating employee dissatisfaction that could affect retention of key employees or impacting short-term strategic initiatives, which could adversely affect our business.
We are subject to certain risks associated with selling apartment communities, which could limit our operational and financial flexibility.
We plan to sell apartment communities that no longer meet our long-term strategy. However, adverse market conditions could limit our ability to sell properties when we want and to change our portfolio promptly to meet our strategic objectives. Likewise, federal tax laws applicable to REITs limit our ability to profit on the sale of properties, and this limitation could prevent us from selling properties when market conditions are favorable. From time to time, we may dispose of properties in transactions intended to qualify as “like-kind exchanges” under Section 1031 of the Code. If a transaction intended to qualify as a Section 1031 exchange is later determined to be taxable, 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 properties on a tax deferred basis.
Development and construction risks could impact our profitability.
As of December 31, 2024, we had seven development communities under construction representing 2,312 units once complete. We may make further investments in these and other development communities as opportunities arise and may do so through joint ventures with unaffiliated parties. Our development and construction activities are subject to the following risks:
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Increasing real estate taxes, utilities and insurance premiums, as well as changes in the terms and conditions of our insurance policies, may negatively impact operating results.
As a result of our substantial real estate holdings, the cost of real estate taxes, utilities and insurance for our apartment communities represents a significant component of expense. These costs are subject to substantial increases and fluctuations, which can be widely outside of our control. For example, the current and potential impacts of climate change, along with the increased risk of extreme weather events and natural disasters have caused significant increases in our property insurance premiums and may adversely affect the availability and terms of coverage in the future. Additionally, “social inflation” has caused the cost of general liability claims to rise at a rate well above general economic inflation, primarily due to a trend in increasing litigation costs related to unpredictable jury verdicts for plaintiffs seeking large monetary relief for their injuries. Premises liability is of particular concern for multifamily apartment owners. In general, these factors have pressured insurance premiums and made it more challenging to obtain appropriate coverage at reasonable rates without assuming higher levels of self-retained risk. If the costs associated with real estate taxes, utilities and insurance premiums continue to rise without being offset by corresponding increases in rental revenues or, in the case of insurance, strategic self-retention of risk, our operating results could be negatively impacted, potentially affecting our ability to meet debt obligations and make distributions.
Short-term leases expose us to the effects of declining market rents, and we may be unable to renew leases or relet units as leases expire.
Our apartment leases are generally for a term of approximately one year. The short-term nature of these leases generally serves to reduce our risk to adverse effects of inflation as our leases allow for adjustments in the rental rate at the time of renewal, which may enable us to seek rent increases. However, since our leases typically permit the residents to leave at the end of the lease term without penalty, our revenues are impacted by declines in market rents more quickly than if our leases were for longer terms. If we are unable to promptly renew the leases or relet the units, or if the rental rates upon renewal or reletting are significantly lower than expected rates, then our financial condition and results of operations may be adversely affected.
We rely on information technology systems in our operations, and any breach or security failure of those systems could materially adversely affect our business, financial condition, results of operations and reputation.
We rely on proprietary and third-party information technology systems to process, transmit and store information and to manage or support our business processes. We store and maintain confidential financial and business information regarding us and persons with whom we do business on our information technology systems. We also collect and hold personally identifiable information of our residents and prospective residents in connection with our leasing and property management activities, and we collect and hold personally identifiable information of our employees in connection with their employment. In addition, we engage third-party service providers that may collect and hold personally identifiable information of our residents, prospective residents and employees in connection with providing business services to us, including web hosting, property management, leasing, accounting, payroll and benefit services. The protection of the information technology systems on which we rely is critically important to us. As described in more detail under the heading "Cybersecurity" in this Annual Report on Form 10-K, we take steps, and generally require third-party service providers to take steps, to protect the security of the information maintained in our and our service providers’ information technology systems, including the use of systems, software, tools and monitoring to provide security for processing, transmitting and storing of the information. However, we face risks associated with breaches or security failures of the information technology systems on which we rely, which could result from, among other incidents, cyber-attacks or cyber-intrusions over the internet, malware, computer viruses or employee error or misconduct. This risk of a data breach or security failure, particularly through cyber-attacks or cyber-intrusion, has generally increased due to the rise in new technologies, such as ransomware and generative artificial intelligence, and the increased sophistication and activities of the perpetrators of attempted attacks and intrusions, including as a result of the intensification of state-sponsored cybersecurity attacks during periods of geopolitical conflict, such as the ongoing conflicts involving Ukraine and in the Middle East.
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The security measures put in place by us and our service providers cannot provide absolute security and there can be no assurance that we or our service providers will not suffer a data security incident in the future, that unauthorized parties will not gain access to sensitive information stored on our or our service providers’ systems, that such access will not, whether temporarily or permanently, impact, interfere with or interrupt our operations, or that any such incident will be discovered in a timely manner. Even the most well-protected information, networks, systems and facilities remain potentially vulnerable as 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 to not be detected and, in fact, may not be detected. The rapid evolution and increased adoption of artificial intelligence technologies, by us and our third-party service providers, may also heighten our cybersecurity risks by making cyber attacks more difficult to detect, contain and mitigate. In addition, third-party information technology providers may not provide us with fixes or updates to hardware or software in a manner as to avoid an unauthorized loss or disclosure or to address a known vulnerability, which may subject us to known threats or downtime as a result of those delays. Accordingly, we and our service providers may be unable to anticipate these techniques or to implement adequate security barriers or other preventative measures. Further, we may be required to expend significant additional resources to continue to enhance information security measures and internal processes and procedures or to investigate and remediate any information security vulnerabilities.
A data security incident could compromise our or our service providers’ information technology systems, and the information stored by us or our service providers, including personally identifiable information of residents, prospective residents and employees, could be accessed, misused, publicly disclosed, corrupted, lost or stolen. Any failure to prevent a data breach or a security failure of our or our service providers’ information technology systems could interrupt our operations, result in downtime, divert our planned efforts and resources from other projects, damage our reputation and brand, damage our competitive position, make it difficult for us to attract and retain residents, subject us to liability claims or regulatory penalties and could materially and adversely affect our business, financial condition or results of operations. Similarly, if our service providers fail to use adequate security or data protection processes, or use personal data in an unpermitted or improper manner, we may be liable for certain losses and it may damage our reputation.
Compliance or failure to comply with laws and regulations could have an adverse effect on our operations and the values of our properties.
We must own, operate, manage, acquire, develop and redevelop our properties in compliance with numerous federal, state and local laws and regulations, some of which may conflict with one another or are subject to limited judicial or regulatory interpretations. These laws and regulations include landlord-tenant laws, employment laws, laws benefitting disabled persons, antitrust and other competition laws, privacy laws, tax laws, environmental laws, zoning laws, building codes and other laws regulating housing or that are generally applicable to our business and operations. Noncompliance with laws and regulations could expose us to liability, such as the imposition of fines by the government or the award of damages to private litigants, and could require us to make significant unanticipated expenditures, such as making modifications to our existing apartment communities or increasing construction costs for development communities.
As our industry becomes increasingly regulated, we do not know whether the legal requirements we are subject to will change or whether new requirements will be imposed. For example, privacy laws continue to evolve, with several states passing new data privacy laws that govern the collection, processing, use, security and disclosure of information about state residents, such as the Texas Data Privacy and Security Act. In addition, there are legislative efforts underway at the local, state and federal levels related to tenant screening limitations, affordable housing mandates, increased eviction notice periods, mandatory alternative dispute resolution and access to legal counsel for unrepresented tenants. Likewise, we have seen an increase in governments implementing, considering or being urged by tenant advocacy groups to consider rent control or rent stabilization laws and regulations and other tenants’ rights laws and regulations. New or changed legal requirements implemented in the markets in which we operate could require us to make significant unanticipated expenditures and could also limit our ability to recover increases in operating expenses, impose limitations on our ability to charge market rents or increase rents or charge certain fees, impose limitations on our ability to enforce remedies for the failure to pay rent or otherwise adversely impact our operations. Therefore, any such new or changed legal requirements could have a significant adverse impact on our results of operations and the value of our properties.
Legal proceedings that we become involved in from time to time could adversely affect our business.
As an owner, operator and developer of multifamily apartment communities, we may become involved in various legal proceedings, including, proceedings related to commercial, development, employment, competition, environmental, securities, shareholder, tenant or tort legal issues, some of which could result in a class action lawsuit. For example, we are currently a defendant, among other companies, in lawsuits filed by plaintiffs individually and on behalf of a purported class of plaintiffs alleging that RealPage, Inc. and many of the largest owners and operators of apartment communities in the country, including us, conspired to artificially inflate the prices of multifamily rents above competitive levels using RealPage’s revenue management software in violation of state and federal antitrust laws. Similarly, another lawsuit alleging violations of the District of Columbia’s antitrust laws has been filed by the District of Columbia against RealPage and a number of large apartment community owners and operators, including us. For more detail on these lawsuits, see Note 11 to the consolidated financial statements included in this Annual Report on Form 10-K.
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Legal proceedings, if decided adversely to or settled by us, and not covered by insurance, could result in liability material to our financial condition, results of operations or cash flows. Likewise, regardless of outcome, legal proceedings could result in substantial costs and expenses, result in operational changes in our business, affect the availability or cost of some of our insurance coverage and significantly divert the attention of our management. There can be no assurance that we will be able to prevail in, or achieve a favorable settlement of, any pending or future legal proceedings to which we become subject. In addition, other multifamily apartment owners could become involved in legal proceedings, the outcome of which could affect the way we conduct our business.
Extreme weather or natural disasters may cause significant damage to our properties.
Many of our apartment communities are located in areas that may be subject to extreme weather and natural disasters, such as floods, tornados, hurricanes, earthquakes, wildfires and major winter storms, the likelihood or frequency of which events could increase in part based on the impact of climate change. Such events may cause significant damage to our properties, disrupt our operations, and adversely impact our residents and rental revenue. There can be no assurances that such conditions will not have a material adverse effect on our properties, operations or business.
We may incur losses that are not covered by our insurance.
We have a comprehensive insurance program covering our properties and operations with limits of liability, deductibles and self-insured retentions that we negotiated with our insurance carriers. While we believe the terms and insured limits of these policies are appropriate for our business, there are certain types of losses, generally of a catastrophic nature, such as losses due to environmental matters, extreme weather or natural disasters, that are uninsurable or not economically insurable, or that may be insured subject to limitations, and therefore may be uninsured. We exercise our discretion in determining amounts, coverage limits, deductibles and self-insured retention provisions of our insurance, with a view to maintaining what we believe is appropriate insurance at a reasonable cost and on suitable terms.
Despite our insurance coverage, we may incur material losses due to uninsured risks, deductibles, self-insured retentions and/or losses in excess of coverage limits. In the event of a substantial loss, our insurance coverage may not be sufficient to cover the full current market value or current replacement cost of our lost investment or any settlement, fine or judgment against us resulting from legal proceedings. Inflation, changes in building codes and ordinances, environmental considerations and other factors also might make it infeasible to use insurance proceeds to replace a property after it has been damaged or destroyed. In addition, certain casualties or losses incurred may expose us in the future to higher insurance premiums.
We insure our properties and operations with insurance carriers that we believe have a good rating at the time our policies are put into effect. However, the financial condition of one or more of our insurance carriers may be negatively impacted, which would result in their inability to cover the full amount of any insured losses for which we submit a claim. Any such inability to pay future claims could have an adverse impact on our operating results. In addition, the failure, or exit or partial exit from an insurance market, of one or more insurance carriers may adversely affect our ability to obtain insurance in the amounts that we seek, increase our costs to renew or replace our insurance policies, or cause us to self-insure a greater portion of the risk.
Our financial condition, results of operations and cash flows could be materially adversely affected by factors relating to disease outbreaks and other public health events.
The U.S. has experienced, and may experience in the future, outbreaks of contagious diseases that affect public health and public perception of health risk. Our rental revenues and operating results depend significantly on the occupancy levels at our properties and the ability of our residents and commercial tenants to meet their rent obligations to us, which could be adversely affected by such disease outbreak or other public health events. For example, in response to the COVID-19 pandemic, extraordinary actions were taken by federal, state and local governmental authorities to combat the spread of COVID-19, including issuance of “stay-at-home” directives and similar mandates for many individuals to substantially restrict daily activities and for many businesses to curtail or cease normal operations. These measures, while intended to protect human life, led to significantly reduced economic activity and a surge in unemployment throughout the U.S., including the markets where our properties are located, and they materially affected our ability to lease our properties and collect rental revenues.
The impact of a disease outbreak or other public health event on our business, financial condition, results of operations and cash flows is difficult to predict and, as was demonstrated by the COVID-19 pandemic, will depend on a number of factors, including:
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To the extent a disease outbreak or other public health event adversely affects our business, financial condition, results of operations and cash flows, it may also have the effect of heightening many of the other risk described in this Annual Report on Form 10-K.
Acts of violence could decrease the value of our assets and could have an adverse effect on our business and results of operations.
Our apartment communities could directly or indirectly be the location or target of actual or threatened terrorist attacks, crimes, shootings or other acts of violence, the occurrence of which could impact the value of our communities through damage, destruction, loss or increased security costs, as well as result in operational losses due to reduced rental demand, and the availability of insurance may be limited or may be subject to substantial costs. If such an incident were to occur at one of our apartment communities, we may also become subject to significant liability claims. In addition, the adverse effects that actual or threatened terrorist attacks could have on national economic conditions, as well as economic conditions in the markets in which we operate, could similarly have a material adverse effect on our business and results of operations.
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Risks Related to Our Indebtedness and Financing Activities
Our substantial indebtedness could adversely affect our financial condition and results of operations.
As of December 31, 2024, the amount of our total debt was $5.0 billion. We may incur additional indebtedness in the future in connection with, among other things, our acquisition, development and operating activities.
The degree of our leverage creates significant risks, including that:
If any one of these events was to occur, our financial condition and results of operations could be materially and adversely affected.
We may be unable to renew, repay or refinance our outstanding debt, which could negatively impact our financial condition and results of operations.
We are subject to the normal risks associated with debt financing, including the risk that our cash flow will be insufficient to meet required payments of principal and interest, the risk that either secured or unsecured indebtedness will not be able to be renewed, repaid or refinanced when due or that the terms of any renewal or refinancing will not be as favorable as the existing terms of such indebtedness. If we are unable to refinance our indebtedness on acceptable terms, if at all, we might be forced to dispose of one or more of our apartment communities on disadvantageous terms, which might result in losses to us. Such losses could have a material adverse effect on us and our ability to make payments on our debt and to make distributions. Furthermore, if a property is mortgaged to secure payment of indebtedness and we are unable to meet mortgage payments, the mortgagee could foreclose upon the property, appoint a receiver and receive an assignment of rents and leases or pursue other remedies, all with a consequent loss of our revenues and asset value. Foreclosures could also create taxable income without accompanying cash proceeds, thereby hindering our ability to meet the REIT distribution requirements of the Code.
Rising interest rates could adversely affect our results of operations and cash flows.
We have incurred and expect in the future to incur indebtedness that bears interest at variable rates. Interest rates increased significantly in 2022 and 2023, and while the Federal Reserve began cutting its benchmark interest rate in 2024, interest rates remain elevated. To the extent the current interest rate environment continues or interest rates increase further, we could experience higher interest expense on our variable-rate debt or increase interest rates when refinancing maturing fixed-rate debt, which could have a material adverse effect on us and our ability to make payments on our debt and to make distributions or cause us to be in default under certain debt instruments. In addition, the current interest rate environment, or any further increase in interest rates, may lead holders of shares of our common stock to demand a higher yield on their shares from distributions by us, which could adversely affect the market price for our common stock. Any increase in the federal funds rate due to key economic indicators, such as the unemployment rate or inflation, may cause interest rates and borrowing costs to rise, which may negatively impact our ability to access the debt markets on favorable terms. Any continued adverse economic conditions could have a material adverse effect on our business, financial condition and results of operations.
We may incur additional debt in the future, which may adversely impact our financial condition.
We currently fund the acquisition and development of apartment communities partially through borrowings (including our commercial paper program and revolving credit facility) as well as from other sources such as sales of apartment communities which no longer meet our investment criteria. In addition, we may fund other of our capital requirements through debt. Our organizational documents do not contain any limitation on the amount of indebtedness that we may incur, and we may incur more debt in the future. Accordingly, subject to limitations on indebtedness set forth in various loan agreements and the indentures governing our unsecured senior notes, we could become more highly leveraged, resulting in an increase in debt service and an increased risk of default on our obligations, which could have a material adverse effect on our financial condition, our ability to access debt and equity capital markets in the future and our ability to make payments on our debt and to make distributions.
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The restrictive terms of certain of our indebtedness may cause acceleration of debt payments.
As of December 31, 2024, we had outstanding borrowings of $5.0 billion. Our indebtedness contains financial covenants as to interest coverage ratios, maximum secured debt, maintenance of unencumbered asset value, and total debt to gross assets, among others, and cross default provisions with other material debt. Our ability to comply with these financial covenants may be affected by changes in our operating and financial performance, changes in general business and economic conditions, adverse regulatory developments or other events adversely impacting us. In the event that an event of default occurs, our lenders may declare borrowings under the respective loan agreements to be due and payable immediately, which could have a material adverse effect on our financial condition and our ability to make payments on our debt and to make distributions.
A downgrade in our credit ratings could have a material adverse effect on our business, financial condition and results of operations.
We have a significant amount of unsecured debt outstanding. We are currently assigned corporate credit ratings from each of the three ratings agencies based on their evaluation of our creditworthiness. These ratings are based on a number of factors, which include their assessment of our financial strength, liquidity, capital structure, asset quality and sustainability of cash flows and earnings. If our credit ratings are downgraded or other negative action is taken, we could be required to pay additional interest and fees on our outstanding borrowings. In addition, a downgrade may adversely impact our ability to borrow secured and unsecured debt, increase our borrowing costs and otherwise limit our access to capital, which could adversely affect our business, financial condition and results of operations.
Financing may not be available and could be dilutive.
Our capital requirements depend on numerous factors, including the occupancy and turnover rates of our apartment communities, development and capital expenditures, costs of operations and potential acquisitions. We cannot accurately predict the timing and amount of our capital requirements. If our capital requirements vary materially from our plans, we may require additional financing sooner than anticipated.
We and other companies in the real estate industry have experienced limited availability of financing from time to time. Dislocations and liquidity disruptions in capital and credit markets could impact liquidity in the debt markets, which could result in financing terms that are less attractive to us and/or the unavailability of certain types of debt financing. Likewise, disruptions could impede the ability of our counterparties to perform on their contractual obligations. Should the capital and credit markets experience volatility and the availability of funds again becomes limited, or be available only on unattractive terms, we will incur increased costs associated with issuing debt instruments. In addition, it is possible that our ability to access the capital and credit markets may be limited or precluded by these or other factors at a time when we would like, or need, to do so, which would adversely impact our ability to refinance maturing debt and/or react to changing economic and business conditions. Uncertainty in the credit markets could negatively impact our ability to make acquisitions and make it more difficult or not possible for us to sell properties or may adversely affect the price we receive for properties that we do sell, as prospective buyers may experience increased costs of debt financing or difficulties in obtaining debt financing. Potential continued disruptions in the financial markets could also have other unknown adverse effects on us or the economy generally and may cause the price of our securities to fluctuate significantly and/or to decline. If we issue additional equity securities to obtain additional capital, the interest of our existing shareholders could be diluted.
Risks Related to MAA’s Organization and Ownership of Its Stock
MAA’s ownership limit restricts the transferability of its capital stock.
MAA’s charter limits ownership of its capital stock by any single shareholder to 9.9% of the value of all outstanding shares of its capital stock, both common and preferred, unless approved by its Board of Directors. The charter also prohibits anyone from buying shares if the purchase would result in it losing REIT status. This could happen if a share transaction results in fewer than 100 persons owning all of its shares or in five or fewer persons, applying certain broad attribution rules of the Code, owning 50% or more of its shares. If an investor acquires shares in excess of the ownership limit or in violation of the ownership requirements of the Code for REITs, MAA:
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The redemption price may be paid, at MAA’s option, by delivering one OP Unit (subject to adjustment from time to time in the event of, among other things, stock splits, stock dividends or recapitalizations affecting its common stock or certain mergers, consolidations or asset transfers by MAA) issued by the Operating Partnership for each excess share being redeemed.
If an investor acquires shares in violation of the limits on ownership described above, the holder may:
Future offerings of debt or equity securities, which may rank senior to MAA’s stock, may adversely affect the market price of MAA’s stock.
If we decide to issue additional debt securities in the future, which would rank senior to MAA’s common stock, it is likely that they will be governed by an indenture or other instrument containing covenants restricting our operating flexibility. Additionally, any equity securities or convertible or exchangeable securities that we issue in the future may have rights, preferences and privileges more favorable than those of MAA’s common stock and may result in dilution to owners of MAA’s common stock. We and, indirectly, MAA’s shareholders, will bear the cost of issuing and servicing such securities. Because our decision to issue debt or equity securities in any future offering will depend on market conditions and other factors beyond our control, we cannot predict or estimate the amount, timing or nature of any future offerings. Thus, holders of MAA’s common stock will bear the risk of our future offerings reducing the market price of MAA’s common stock and diluting the value of their stock holdings.
The form, timing and amount of dividend distributions in future periods may vary and be impacted by economic and other considerations.
Though MAA’s Board of Directors has a history of declaring dividends in advance of the quarter they are paid, the form, timing and amount of dividend distributions will be declared, and standing practice changed, at the discretion of the Board of Directors. The form, timing and amount of dividend distributions will depend on actual cash from operations, our financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Code and other factors as MAA’s Board of Directors may consider relevant. MAA’s Board of Directors may modify our dividend policy from time to time.
Provisions of MAA’s charter and Tennessee law may limit the ability of a third party to acquire control of MAA.
Ownership Limit
The 9.9% ownership limit discussed above may have the effect of precluding acquisition of control of MAA by a third party without the consent of MAA’s Board of Directors.
Preferred Stock
MAA’s charter authorizes its Board of Directors to issue up to 20,000,000 shares of preferred stock, 868,000 of which have been designated as 8.50% Series I Cumulative Redeemable Preferred Stock, which we refer to as MAA Series I preferred stock. In addition to the MAA Series I preferred stock, the Board of Directors may establish the preferences and rights of any other series of preferred shares issued. The issuance of preferred stock could have the effect of delaying or preventing someone from taking control of MAA, even if a change in control were in MAA shareholders’ best interests. As of December 31, 2024, 867,846 shares of preferred stock were issued and outstanding, all of which shares were MAA Series I preferred stock.
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Tennessee Anti-Takeover Statutes
As a Tennessee corporation, MAA is subject to various legislative acts, which impose restrictions on and require compliance with procedures designed to protect shareholders against unfair or coercive mergers and acquisitions. These statutes may delay or prevent offers to acquire MAA and increase the difficulty of consummating any such offers, even if MAA’s acquisition would be in MAA shareholders’ best interests.
Third-party expectations relating to environmental, social and governance factors may impose additional costs and expose us to new risks.
We have a significant institutional investor base, and there is a heightened focus from institutional investors and other stakeholders on corporate responsibility, specifically related to environmental, social and governance, or ESG, factors. Some institutional investors may use these factors to guide their investment strategies, and many institutional investors focus on positive ESG business practices and may consider a company’s ESG score when making an investment decision. In addition, many institutional investors may use ESG scores to benchmark companies against their peers. Third-party providers of corporate responsibility ratings and reports on companies have increased in number, resulting in varied and in some cases inconsistent standards. In addition, the criteria by which companies’ ESG practices are assessed are evolving and inconsistent, which could result in greater expectations of us and cause us to undertake costly initiatives to satisfy any new or contradictory criteria. Alternatively, if we elect not to or are unable to satisfy new criteria or do not meet the criteria of a specific third-party provider, some investors may conclude that our ESG business practices are inadequate. We may face reputational damage in the event that our corporate responsibility standards do not meet the standards set by various stakeholders. In addition, in the event that we communicate certain ESG initiatives and goals, we could fail, or be perceived to have failed, in our achievement of our initiatives or goals, or we could be criticized for the scope of our initiatives or goals or the achievement of our initiatives or goals may be costly. If we fail to satisfy the ESG expectations of investors and other stakeholders or our initiatives are not executed as planned, our reputation and financial results and the market price of MAA’s common stock could be adversely affected.
Market interest rates may have an adverse effect on the market value of MAA’s common stock.
The market price of shares of common stock of a REIT may be affected by the distribution rate on those shares, as a percentage of the price of the shares, relative to market interest rates. If market interest rates increase, prospective purchasers of MAA’s common stock may expect a higher annual distribution rate. Higher interest rates would not, however, result in more funds for MAA to distribute and, in fact, would likely increase MAA’s future borrowing costs and potentially decrease funds available for distribution. This could cause the market price of MAA’s common stock to go down.
Changes in market conditions or a failure to meet the market’s expectations with regard to our results of operations and cash distributions could adversely affect the market price of MAA’s common stock.
We believe that the market value of a REIT’s equity securities is based primarily upon the market’s perception of the REIT’s growth potential and its current and potential future cash distributions, and is secondarily based upon the real estate market value of the underlying assets. For that reason, MAA’s common stock may trade at prices that are higher or lower than the net asset value per share. To the extent we retain operating cash flow for investment purposes, working capital reserves or other purposes, these retained funds, while increasing the value of our underlying assets, may not correspondingly increase the market price of MAA’s common stock. In addition, we are subject to the risk that our cash flow will be insufficient to pay distributions to MAA’s shareholders. Our failure to meet the market’s expectations with regard to future earnings and cash distributions would likely adversely affect the market price of MAA’s common stock.
The stock markets, including the NYSE, on which MAA lists its common stock, have, at times, experienced significant price and volume fluctuations. As a result, the market price of MAA’s common stock could be similarly volatile, and investors in MAA’s common stock may experience a decrease in the value of their shares, including decreases unrelated to our operating performance or prospects. The market price of MAA’s publicly traded securities may be affected by many factors, including:
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In the past, securities class action litigation has often been instituted against companies following periods of volatility in their stock price. This type of litigation could result in substantial costs and divert our management’s attention and resources.
Risks Related to the Operating Partnership’s Organization and Ownership of OP Units
The Operating Partnership’s existing unitholders have limited approval rights, which may prevent the Operating Partnership’s sole general partner, MAA, from completing a change of control transaction that may be in the best interests of all unitholders of the Operating Partnership and all shareholders of MAA.
MAA may not engage in a sale or other disposition of all or substantially all of the assets of the Operating Partnership, dissolve the Operating Partnership or, upon the occurrence of certain triggering events, take any action that would result in any unitholder realizing taxable gain, without the approval of the holders of a majority of the outstanding OP Units held by holders other than MAA or its affiliates, or Class A OP Units. The right of the holders of our Class A OP Units to vote on these transactions could limit MAA’s ability to complete a change of control transaction that might otherwise be in the best interest of all unitholders of the Operating Partnership and all shareholders of MAA.
In certain circumstances, certain of the Operating Partnership’s unitholders must approve the Operating Partnership’s sale of certain properties contributed by the unitholders.
In certain circumstances, as detailed in the limited partnership agreement of the Operating Partnership, the Operating Partnership may not sell or otherwise transfer certain properties unless a specified percentage of the limited partners who were partners in the limited partnership holding such properties at the time of its acquisition by us approves such sale or transfer. The exercise of these approval rights by the Operating Partnership’s unitholders could delay or prevent the Operating Partnership from completing a transaction that may be in the best interest of all unitholders of the Operating Partnership and all shareholders of MAA.
MAA, its officers and directors have substantial influence over the Operating Partnership’s affairs.
MAA, as the Operating Partnership’s sole general partner and acting through its officers and directors, has a substantial influence on the Operating Partnership’s affairs. MAA, its officers and directors could exercise their influence in a manner that is not in the best interest of the unitholders of the Operating Partnership. Also, as of December 31, 2024, MAA owned approximately 97.4% of the OP Units. As such, MAA has substantial influence on the outcome of substantially all matters submitted to the Operating Partnership’s unitholders for approval.
Insufficient cash flow from operations or a decline in the market price of MAA’s common stock may reduce the amount of cash available to the Operating Partnership to meet its obligations.
The Operating Partnership is subject to the risk that its cash flow will be insufficient to make payments on its debt and to make distributions to its unitholders, which may cause MAA to not have the funds to make distributions to its shareholders. MAA’s failure to meet the market’s expectations with regard to future results of operations and cash distributions would likely adversely affect the market price of its shares and thus potentially reduce MAA’s ability to contribute funds from issuances down to the Operating Partnership, resulting in a lower level of cash available for investment, to make payments on its debt or to make distributions to its unitholders.
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Risks Related to Tax Laws
Failure to qualify as a REIT would cause us to be taxed as a corporation, which would significantly reduce funds available for distribution to shareholders.
If MAA fails to qualify as a REIT for federal income tax purposes, MAA will be subject to federal income tax on its taxable income at regular corporate rates without the benefit of the dividends paid deduction applicable to REITs. In addition, unless MAA is entitled to relief under applicable statutory provisions, MAA would be ineligible to make an election for treatment as a REIT for the four taxable years following the year in which it loses its qualification. The additional tax liability resulting from the failure to qualify as a REIT would significantly reduce or eliminate the amount of funds available for distribution to MAA’s shareholders. MAA’s failure to qualify as a REIT also could impair its ability to expand its business and raise capital, and would adversely affect the value of MAA’s common stock.
MAA believes that it is organized and qualified as a REIT, and MAA intends to operate in a manner that will allow it to continue to qualify as a REIT. MAA cannot assure, however, that it is qualified or will remain qualified as a REIT. This is because qualification as a REIT involves the application of highly technical and complex provisions of the Code for which there are only limited judicial and administrative interpretations and involves the determination of a variety of factual matters and circumstances not entirely within MAA’s control. In addition, future legislation, new regulations, administrative interpretations or court decisions may significantly change the tax laws or the application of the tax laws with respect to qualification as a REIT for federal income tax purposes or the federal income tax consequences of qualification as a REIT. Even if MAA qualifies as a REIT, MAA will be subject to various federal, state and local taxes, including property taxes and income taxes on taxable income that MAA does not timely distribute to its shareholders. In addition, MAA may hold certain assets and engage in certain activities that a REIT could not engage in directly through its taxable REIT subsidiaries, or TRS, and those TRS will be subject to federal income tax at regular corporate rates on their taxable income without the benefit of the dividends paid deduction applicable to REITs.
Furthermore, we have a subsidiary that has elected to be treated as a REIT, and if our subsidiary REIT were to fail to qualify as a REIT, it is possible that we also would fail to qualify as a REIT unless we (or the subsidiary REIT) could qualify for certain relief provisions. The qualification of our subsidiary REIT as a REIT will depend on satisfaction, on an annual or quarterly basis, of numerous requirements set forth in highly technical and complex provisions of the Code for which there are only limited judicial or administrative interpretations. A determination as to whether such requirements are satisfied involves various factual matters and circumstances not entirely within our control. The fact that we hold substantially all of our assets through the Operating Partnership and its subsidiaries further complicates the application of the REIT requirements for us. No assurance can be given that our subsidiary REIT will qualify as a REIT for any particular year.
The Operating Partnership may fail to be treated as a partnership for federal income tax purposes.
We believe that the Operating Partnership qualifies, and has so qualified since its formation, as a partnership for federal income tax purposes and not as a publicly traded partnership taxable as a corporation. No assurance can be provided, however, that the Internal Revenue Service, or IRS, will not challenge the treatment of the Operating Partnership as a partnership for federal income tax purposes or that a court would not sustain such a challenge. If the IRS were successful in treating the Operating Partnership as a corporation for federal income tax purposes, then the taxable income of the Operating Partnership would be taxable at regular corporate income tax rates. In addition, the treatment of the Operating Partnership as a corporation would cause MAA to fail to qualify as a REIT. See “Failure to qualify as a REIT would cause us to be taxed as a corporation, which would significantly reduce funds available for distribution to shareholders” above.
Certain dispositions of property by us may generate prohibited transaction income, resulting in a 100% penalty tax on any gain attributable to the disposition.
Any gain resulting from a transfer of property that we hold as inventory or primarily for sale to customers in the ordinary course of business would be treated for federal income tax purposes as income from a prohibited transaction that is subject to a 100% penalty tax. Since we acquire properties for investment purposes, we do not believe that our occasional transfers or disposals of property would be considered prohibited transactions. Whether property is held for investment purposes is a question of fact that depends on all the facts and circumstances surrounding the particular transaction. As such, the IRS may contend that certain transfers or disposals of properties by us are prohibited transactions. If the IRS were to argue successfully that a transfer or disposition of property constituted a prohibited transaction, then we would be required to pay a 100% penalty tax on any gain allocable to us from the prohibited transaction. In addition, income from a prohibited transaction might adversely affect our ability to satisfy the income tests for qualification as a REIT for federal income tax purposes. A safe harbor to the characterization of the disposition of property as a prohibited transaction and the resulting imposition of the 100% tax is available; however, we cannot assure that we will be able to comply with such safe harbor in connection with any property dispositions.
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Legislative or regulatory income tax changes related to REITs could materially and adversely affect us.
The U.S. federal income tax laws and regulations governing REITs and their shareholders, as well as the administrative interpretations of those laws and regulations, are constantly under review and may be changed at any time, possibly with retroactive effect. No assurance can be given as to whether, when, or in what form changes to the U.S. federal income tax laws applicable to us and MAA’s shareholders may be enacted. Changes to the U.S. federal income tax laws and interpretations of U.S. federal tax laws could adversely affect an investment in MAA’s stock.
Item 1B. Unresolved Staff Comments.
None.
Item 1C. Cybersecurity.
Cybersecurity Risk Management Program
We recognize the importance of maintaining the integrity of our information systems and safeguarding the confidential business and personal information we receive and store about our residents, prospective residents, employees and suppliers. As such, we have implemented a cybersecurity risk management program designed to assess, identify and manage material risks from cybersecurity threats. Our cybersecurity risk management program is designed to employ what we believe are industry best practices, including monitoring and analysis of the threat environment, vulnerability assessments and third-party cybersecurity risks; detecting and responding to cyber attacks, cybersecurity incidents and data breaches; cybersecurity crisis preparedness, incident response plans, and business continuity and disaster recovery capabilities; and investments in cybersecurity infrastructure and program needs. Key processes in our program include:
In addition, as part of our cybersecurity risk management program, we have processes designed to oversee and identify material risks from cybersecurity threats associated with our use of third-party service providers, and our cybersecurity risk management program takes into account third-party systems through which we could be impacted by the compromise of the security of a third-party service provider. In this regard, we conduct due diligence on third-party service providers with respect to cybersecurity risks prior to entering into relationships with them, and we regularly assess security risks associated with our use of third-party service providers, including onboarding contract employees through the same process we onboard our own employees. In addition, we contractually require third-party service providers to promptly notify us of any actual or suspected breach impacting our data or operations, and we continuously track mission critical vendors using a third-party monitoring service.
We maintain a cyber insurance policy, we periodically meet with our insurance broker and insurer to discuss emerging trends in cybersecurity and we utilize self-assessment tools and other services provided by our insurance broker and insurer, including annual tabletop exercises conducted by cybersecurity experts.
Our cybersecurity risk management program is integrated into our overall risk management system. To help identify, assess and manage material risks from cybersecurity threats, we include cyber risk in our enterprise risk management, or ERM, evaluation and strategy process. Our ERM process takes a top-down, enterprise view of risks; it is an ongoing process consisting of risk identification, risk rating, analysis and action plans, and reporting and monitoring. Our Vice President Cyber Security has a dotted line reporting relationship to our Chief Administrative Officer and General Counsel to help ensure that risks from cybersecurity threats are considered as part of the broader ERM process. At a management level, our Chief Administrative Officer and General Counsel leads our ERM process.
We do not believe that any risks from cybersecurity threats of which we are aware, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect us, including our business strategy, results of operations or financial condition. For information regarding the risks we face associated with cybersecurity incidents, see “Risk Factors – We rely on information technology systems in our operations, and any breach or security failure of those systems could materially adversely affect our business, financial condition, results of operations and reputation” included in this Annual Report on Form 10-K.
Governance
The Audit Committee of our Board of Directors is responsible for oversight of risks from cybersecurity threats. At a management level, our cybersecurity risk management program is led by our Chief Technology and Innovation Officer who has over 20 years of experience providing business and information technology, or IT, process consulting and regulatory compliance services, including founding a cyber-security consulting and regulatory compliance firm and serving as Sarbanes-Oxley subject matter specialist for an international public accounting firm, and whose certifications include Certified Public Accountant and Certified Information Systems Auditor. Partnering with our Chief Technology and Innovation Officer is our Vice President Cyber Security, who has over 30 years of IT technical and IT business process experience and has been an IT and cyber security leader for multiple financial services companies. Collectively, our cybersecurity team consists of 5 professionals with an average cybersecurity tenure of 15 years and various relevant certifications. Members of our cybersecurity team deliver regular updates to our Chief Technology and Innovation Officer and Chief Administrative Officer and General Counsel.
The Audit Committee of our Board of Directors receives regular reports, including an annual cybersecurity maturity assessment and quarterly scorecards, from our Chief Technology and Innovation Officer. Those reports cover topics related to information security, privacy, and cyber risks and our risk management processes, including the status of any recent cybersecurity events, the emerging threat landscape, and the status of capital investments in our information security infrastructure. The Audit Committee provides regular reports to the full Board of Directors. In addition, the Audit Committee and the full Board of Directors have authority to engage external consultants, including legal, accounting or other advisors, such as cybersecurity firms, in carrying out its oversight of our cybersecurity risk management program. Likewise, the Audit Committee or the Board of Directors may request members of management or others to attend meetings at which cybersecurity risk management is addressed.
As part of our cybersecurity risk management program, we have adopted an incident response plan which provides for controls and procedures upon the occurrence of a cybersecurity event. In connection with that plan, we have established a cross-functional critical response team, comprised of members of management under the direction of our Chief Technology and Innovation Officer and Chief Administrative Officer and General Counsel, which is responsible for monitoring our cybersecurity incident response. In addition, this critical response team performs an impact assessment in the event of the occurrence of a cybersecurity event meeting certain criteria, which is elevated for the team’s review and, if any such cybersecurity event is determined by the critical response team to have the potential to have a material impact on the Company, the cybersecurity event is elevated for further review and assessment by a senior management team, which includes all of the members of our standing crises control committee, and, under certain circumstances, the Audit Committee and/or the full Board of Directors.
Cybersecurity risks are part of the broader ERM process overseen by our Board of Directors. ERM risk assessment results are presented annually to the Board of Directors, and status updates are delivered quarterly to the Audit Committee.
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Item 2. Properties.
We own, operate, acquire and selectively develop apartment communities primarily located in the Southeast, Southwest and Mid-Atlantic regions of the U.S. with the potential for above average growth and return on investment. Approximately 70% of our apartment units are located in the Florida, Georgia, North Carolina, and Texas markets. Our strategic focus is to provide our residents high quality apartment units in attractive community settings, characterized by upscale amenities, extensive landscaping and attention to aesthetic detail.
The following schedule summarizes our apartment community portfolio by location as of December 31, 2024, as well as occupancy levels and average effective rent per unit by location for the year ended December 31, 2024:
Number of Communities (1)
Number of Units (2)
Average Physical Occupancy (3)
Average Effective Rent per Unit (4)
Atlanta, GA
11,434
94.6
%
1,819
10,117
95.3
1,662
Austin, TX
6,829
95.0
1,585
5,651
95.6
1,638
5,643
95.9
1,979
5,416
96.0
2,093
5,350
95.8
1,540
Houston, TX
5,175
95.4
1,432
Nashville, TN
4,375
1,691
Fort Worth, TX
3,687
1,579
Jacksonville, FL
3,496
95.7
1,514
Charleston, SC
3,168
96.1
1,801
2,968
1,734
Greenville, SC
2,354
1,331
Northern Virginia
1,888
96.6
2,445
Savannah, GA
1,837
1,706
Memphis, TN
1,811
95.2
1,371
1,732
96.4
1,659
San Antonio, TX
1,504
1,373
Birmingham, AL
1,462
1,403
Fredericksburg, VA
1,435
1,850
Huntsville, AL
1,228
1,307
1,118
1,974
Kansas City, MO-KS
1,110
1,614
Chattanooga, TN
943
1,291
Lexington, KY
924
1,273
Norfolk / Hampton / Virginia Beach, VA
788
94.8
1,671
Las Vegas, NV
721
96.5
1,582
Tallahassee, FL
604
1,538
South Florida, FL
480
95.5
2,421
Gainesville, FL
468
1,692
Louisville, KY
384
1,201
Maryland, MD
361
2,265
Gulf Shores, AL
324
1,429
Panama City, FL
254
1,687
Charlottesville, VA
251
96.3
2,081
Same Store
279
97,290
1,688
(5)
696
89.5
1,908
640
88.3
1,887
Columbia, SC
576
92.9
1,247
574
87.9
2,098
69.5
1,766
379
70.8
1,876
66.9
2,268
350
1,626
340
82.1
2,115
44.0
1,978
96
2,325
Total (6)
1,697
Thirty-five of our apartment communities reflected in the above schedule also include retail components. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Annual Report on Form 10-K for a discussion of our Same Store and Non-Same Store and Other segments.
Mortgage Financing
As of December 31, 2024, we had $363.3 million of indebtedness collateralized, secured and outstanding as set forth in Schedule III – Real Estate and Accumulated Depreciation included in this Annual Report on Form 10-K.
Item 3. Legal Proceedings.
As disclosed in Note 11 to the consolidated financial statements included in this Annual Report on Form 10-K, we are engaged in certain legal proceedings, and the disclosure set forth in Note 11 relating to legal proceedings is incorporated herein by reference.
Item 4. Mine Safety Disclosures.
Not applicable.
Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.
Market Information
MAA’s common stock has been listed and traded on the NYSE under the symbol “MAA” since its initial public offering in February 1994. As of February 4, 2025, there were approximately 2,000 holders of record of the common stock. MAA believes it has a significantly larger number of beneficial owners of its common stock.
MAA has a history of declaring dividends to holders of MAA common stock. The timing and amount of future dividends will depend on actual cash flows from operations, our financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Code and other factors as MAA’s Board of Directors deems relevant. MAA’s Board of Directors may modify our dividend policy from time to time.
Direct Stock Purchase and Distribution Reinvestment Plan
MAA has established the dividend and distribution reinvestment stock purchase plan, or DRSPP, under which holders of common stock, preferred stock and OP Units can elect to automatically reinvest their distributions in shares of MAA’s common stock. The DRSPP also allows for the optional purchase of MAA’s common stock of at least $250, but not more than $5,000 in any given month. In its absolute discretion, MAA may grant waivers to allow for optional cash payments in excess of $5,000. To fulfill its obligations under the DRSPP, MAA may either issue additional shares of common stock or repurchase common stock in the open market. MAA may elect to sell shares under the DRSPP at up to a 5% discount. During the year ended December 31, 2024, MAA issued 10,610 shares through the DRSPP and no shares were issued at a discount.
Operating Partnership Units
There is no established public trading market for the Operating Partnership’s OP Units. From time to time, we issue shares of MAA’s common stock in exchange for OP Units tendered to the Operating Partnership for redemption in accordance with the provisions of the Operating Partnership’s limited partnership agreement. As of December 31, 2024, there were 119,958,973 OP Units outstanding in the Operating Partnership, of which 116,883,421 OP Units, or 97.4%, were owned by MAA and 3,075,552 OP Units, or 2.6%, were owned by limited partners. Under the terms of the Operating Partnership’s limited partnership agreement, the limited partner holders of OP Units have the right to require the Operating Partnership to redeem all or a portion of the OP Units held by the holder in exchange for one share of MAA common stock per one OP Unit or a cash payment based on the market value of MAA’s common stock at the time of redemption, at the option of MAA. During the year ended December 31, 2024, MAA issued a total of 68,419 shares of common stock upon redemption of OP Units.
At-the-Market Equity Offering Program
MAA has entered into an at-the-money equity offering program, or ATM program, enabling MAA to sell shares of its common stock into the existing market at current market prices from time to time to or through the sales agents under the ATM program. Pursuant to the ATM program, MAA from time to time may also enter into forward sale agreements and sell shares of common stock pursuant to these agreements. Through the ATM program, MAA may issue up to an aggregate of 4.0 million shares of its common stock at such times as determined by MAA. MAA has no obligation to issue shares through the ATM program. During the year ended December 31, 2024, MAA did not sell any shares of common stock under the ATM program. As of December 31, 2024, 4.0 million shares of MAA’s common stock remained issuable under the ATM program.
Stock Repurchase Plan
In December 2015, MAA’s Board of Directors authorized the repurchase of up to 4.0 million shares of MAA common stock, which represented approximately 5.3% of MAA’s common stock outstanding at the time of such authorization. From time to time, we may repurchase shares under this authorization when we believe that shareholder value would be enhanced. Factors affecting this determination include, among others, the share price and expected rates of return. As of December 31, 2024, no shares have been repurchased under the authorization.
Purchases of Equity Securities
The following table reflects repurchases of shares of MAA’s common stock during the three months ended December 31, 2024:
Period
Total Number of Shares Purchased
Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
Maximum Number of Shares That May Yet be Purchased Under the Plans or Programs (1)
October 1, 2024 - October 31, 2024
4,000,000
November 1, 2024 - November 30, 2024
December 1, 2024 - December 31, 2024
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Comparison of Five-year Cumulative Total Returns
The following graph compares the cumulative total returns of the shareholders of MAA since December 31, 2019 with the S&P 500 Index and the Dow Jones (DJ) U.S. Real Estate Apartments Index. The graph assumes that the base share price for our common stock and each index is $100 and that all dividends are reinvested. The performance graph is not necessarily indicative of future investment performance.
Year Ended December 31,
2019
2020
2021
2022
2023
2024
100.00
99.36
184.68
129.74
115.38
138.39
S&P 500 Index
118.40
152.39
124.79
157.59
197.02
DJ U.S. Real Estate Apartments Index
88.07
142.47
96.76
103.64
124.86
Item 6. [Reserved].
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion analyzes the financial condition and results of operations of both MAA and the Operating Partnership, of which MAA is the sole general partner and in which MAA owned a 97.4% interest as of December 31, 2024. MAA conducts all of its business through the Operating Partnership and its various subsidiaries. This discussion should be read in conjunction with the consolidated financial statements and notes thereto included in this Annual Report on Form 10-K. This discussion contains forward-looking statements that involve risks, uncertainties and assumptions. Our actual results, performance and achievements may differ materially from those expressed or implied by such forward-looking statements as a result of many factors, including, but not limited to, those under the heading “Risk Factors” in this Annual Report on Form 10-K.
MAA, an S&P 500 company, is a multifamily-focused, self-administered and self-managed real estate investment trust, or REIT. We own, operate, acquire and selectively develop apartment communities primarily located in the Southeast, Southwest and Mid-Atlantic regions of the U.S. As of December 31, 2024, we owned and operated 293 apartment communities (which does not include development communities under construction) through the Operating Partnership and its subsidiaries, and had an ownership interest in one apartment community through an unconsolidated real estate joint venture. In addition, as of December 31, 2024, we had seven development communities under construction, and 35 of our apartment communities included retail components. Our apartment communities, including development communities under construction, were located across 16 states and the District of Columbia as of December 31, 2024.
We report in two segments, Same Store and Non-Same Store and Other. Our Same Store segment represents those apartment communities that have been owned and stabilized for at least 12 months as of the first day of the calendar year. Communities are considered stabilized when achieving 90% average physical occupancy for 90 days. Our Non-Same Store and Other segment includes recently acquired communities, communities being developed or in lease-up, communities that have been disposed of or identified for disposition, communities that have incurred a significant casualty loss and stabilized communities that do not meet the requirements to be Same Store communities. Also included in our Non-Same Store and Other segment are non-multifamily activities and expenses related to severe weather events, including hurricanes and winter storms. Additional information regarding the composition of our segments is included in Note 13 to the consolidated financial statements included in this Annual Report on Form 10-K.
For the year ended December 31, 2024, net income available for MAA common shareholders was $523.9 million as compared to $549.1 million for the year ended December 31, 2023. Results for the year ended December 31, 2024 included $55.0 million of gain related to the sale of depreciable real estate assets, $11.2 million of gain on the consolidation of a third-party development, $9.3 million in net casualty gain and $6.1 million of non-cash gain, net of tax, from investments, partially offset by $18.8 million of non-cash loss related to the fair value adjustment of the embedded derivative in the MAA Series I preferred shares and $9.4 million of legal costs and settlements. Results for the year ended December 31, 2023 included $18.5 million of non-cash gain related to the fair value adjustment of the embedded derivative in the MAA Series I preferred shares and $3.5 million of non-cash gain, net of tax, from investments. Revenues for the year ended December 31, 2024 increased 2.0% as compared to the year ended December 31, 2023, driven by a 44.7% increase in our Non-Same Store and Other segment. Property operating expenses, excluding depreciation and amortization, for the year ended December 31, 2024 increased by 6.8% as compared to the year ended December 31, 2023, driven by a 3.9% increase in our Same Store segment and 71.8% increase in our Non-Same Store and Other segment. The primary drivers of these changes are discussed in the “Results of Operations” section.
Trends
During the year ended December 31, 2024, revenue growth for our Same Store segment continued to be primarily driven by growth in average effective rent per unit. The average effective rent per unit for our Same Store segment increased to an average effective rent per unit of $1,688 for the year ended December 31, 2024 compared to $1,684 for the year ended December 31, 2023. This represents an increase of 0.3% for the year ended December 31, 2024 as compared to the year ended December 31, 2023. Average effective rent per unit represents the average of gross rent amounts, after the effect of leasing concessions, for occupied apartment units plus prevalent market rates asked for unoccupied apartment units, divided by the total number of units. Leasing concessions represent discounts to the current market rate. We believe average effective rent per unit is a helpful measurement in evaluating average pricing; however, it does not represent actual rental revenue collected per unit.
For the year ended December 31, 2024, average physical occupancy for our Same Store segment was 95.5%, as compared to 95.6% for the year ended December 31, 2023. Average physical occupancy is a measurement of the total number of our apartment units that are occupied by residents, and it represents the average of the daily physical occupancy for the period.
As of December 31, 2024, resident turnover for our Same Store segment was 42.0% as compared to 44.9% as of December 31, 2023. Resident turnover represents resident move outs, excluding transfers within the Same Store segment, as a percentage of expiring leases on a trailing twelve-month basis as of the end of the reported period.
An important part of our portfolio strategy is to maintain diversity of markets, submarkets, product types and price points in the Southeast, Southwest and Mid-Atlantic regions of the U.S. We have multifamily assets in 39 defined markets, with a presence in approximately 150 submarkets and a mixture of garden-style, mid-rise and high-rise communities. This diversity helps to mitigate exposure to economic issues, including supply and demand factors, in any one geographic market or area. We believe that a well-balanced portfolio, including both urban and suburban locations, with a broad range of monthly rent price points, will provide higher performance and lower volatility throughout the full economic cycle.
Demand for apartments in our markets was strong during 2024, which contributed to the steady absorption of the record-level volume of new supply delivered during the year, which we believe has now peaked. The strong demand resulted in record low resident turnover, steady occupancy and strong renewal pricing and collections. We believe demand for apartments is primarily driven by general economic conditions in our markets and is particularly correlated to job growth, population growth, household formation and in-migration over the long term. We continue to monitor pressures surrounding housing supply, inflation trends and general economic conditions. A worsening of the current environment could contribute to uncertain rent collections going forward, suppress demand for apartments and could drive lower rent pricing on new leases and renewals than what we achieved in the year ended December 31, 2024. We believe that in calendar year 2025 we will see continued decline in the amount of new apartment deliveries impacting our portfolio and we will enter a new multi-year cycle with demand outpacing supply.
Access to the financial markets remains available for high-credit rated borrowers, such as ourselves. Overall borrowing costs remain at elevated levels and we expect this trend to continue. As of December 31, 2024, we had $250.0 million of variable rate debt outstanding under our commercial paper program. Our continued exposure to elevated interest rates will be a result of additional variable rate borrowings or future financing and refinancing activities.
Results of Operations
For the year ended December 31, 2024, we achieved net income available for MAA common shareholders of $523.9 million, a 4.6% decrease as compared to the year ended December 31, 2023, and total revenue growth of $42.5 million, representing a 2.0% increase in property revenues as compared to the year ended December 31, 2023. The following discussion describes the primary drivers of the decrease in net income available for MAA common shareholders for the year ended December 31, 2024 as compared to the year ended December 31, 2023. A discussion of the results of operations for the year ended December 31, 2023 as compared to the year ended December 31, 2022 is found in Item 7 of Part II of our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 9, 2024, which is available free of charge on the SEC’s website at https://www.sec.gov and on our website at https://www.maac.com, on the “For Investors” page under “Filings and Financials—Annual Reports.”
Property Revenues
The following table reflects our property revenues by segment for the years ended December 31, 2024 and 2023 (dollars in thousands):
December 31, 2024
December 31, 2023
Increase
% Increase
2,084,836
2,075,096
9,740
0.5
Non-Same Store and Other
106,179
73,372
32,807
44.7
2,191,015
2,148,468
42,547
2.0
The increase in property revenues for our Non-Same Store and Other segment for the year ended December 31, 2024 as compared to the year ended December 31, 2023 was the primary driver of total property revenue growth. The Same Store segment generated a 0.5% increase in revenues for the year ended December 31, 2024, primarily the result of average effective rent per unit growth of 0.3% as compared to the year ended December 31, 2023. The increase in property revenues from the Non-Same Store and Other segment for the year ended December 31, 2024 as compared to the year ended December 31, 2023 was primarily the result of increased revenues from completed development communities and recently acquired communities.
31
Property Operating Expenses
Property operating expenses include costs for property personnel, building repairs and maintenance, real estate taxes, insurance, utilities, landscaping and other operating expenses. The following table reflects our property operating expenses by segment for the years ended December 31, 2024 and 2023 (dollars in thousands):
763,659
735,286
28,373
3.9
56,433
32,855
23,578
71.8
820,092
768,141
51,951
6.8
The increase in property operating expenses for our Same Store segment for the year ended December 31, 2024 as compared to the year ended December 31, 2023 was primarily driven by increases in personnel expense of $7.6 million, real estate tax expense of $5.3 million, utilities expense of $4.6 million, office operations expense of $4.6 million, insurance expense of $2.4 million, and marketing expense of $2.3 million. The increase in property operating expenses from the Non-Same Store and Other segment for the year ended December 31, 2024 as compared to the year ended December 31, 2023 was primarily the result of increased expenses from completed development communities and recently acquired communities.
Depreciation and Amortization
Depreciation and amortization expense for the year ended December 31, 2024 was $585.6 million, an increase of $20.6 million as compared to the year ended December 31, 2023. The increase was primarily driven by the recognition of depreciation expense associated with our completed development communities and capital spend activities made in the normal course of business during the year ended December 31, 2024, partially offset from decreased depreciation expense from disposed communities during the year ended December 31, 2023.
Other Income and Expenses
Property management expenses for the year ended December 31, 2024 were $72.0 million, an increase of $4.3 million as compared to the year ended December 31, 2023. General and administrative expenses for the year ended December 31, 2024 were $56.5 million, a decrease of $2.1 million as compared to the year ended December 31, 2023.
Interest expense for the year ended December 31, 2024 was $168.5 million, an increase of $19.3 million as compared to the year ended December 31, 2023. The increase was due to an increase in our average outstanding debt balance and an increase of 25 basis points in our effective interest rate during the year ended December 31, 2024 as compared to the year ended December 31, 2023.
For the year ended December 31, 2024, we disposed of two apartment communities, resulting in a gain on sale of depreciable real estate assets of $55.0 million. For the year ended December 31, 2023, we did not dispose of any apartment communities. During the year ended December 31, 2024, we did not dispose of any land parcels. During the year ended December 31, 2023, we disposed of one land parcel, resulting in the recognition of a negligible gain on sale of non-depreciable real estate assets.
Other non-operating (income) expense for the year ended December 31, 2024 was $1.7 million of income, as compared to $31.2 million of income for the year ended December 31, 2023. The income for the year ended December 31, 2024 was primarily driven by $11.2 million of gain on the consolidation of a third-party development, $9.3 million of net casualty related recoveries, $7.8 million of non-cash gain from investments and miscellaneous income of $1.0 million, partially offset by $18.8 million of non-cash loss related to the fair value adjustment of the embedded derivative in the MAA Series I preferred shares and $9.4 million of legal costs and settlements. The income for the year ended December 31, 2023 was primarily driven by $18.5 million of non-cash gain related to the fair value adjustment of the embedded derivative in the MAA Series I preferred shares, $4.4 million of non-cash gain from investments, $5.5 million of miscellaneous income and $3.4 million of interest income, partially offset by $1.0 million in net casualty loss.
Non-GAAP Financial Measures
Funds from Operations and Core Funds from Operations
Funds from operations, or FFO, a non-GAAP financial measure, represents net income available for MAA common shareholders (computed in accordance with GAAP) excluding gains or losses on disposition of operating properties and asset impairment and gain on consolidation of third-party development, plus depreciation and amortization of real estate assets, net income attributable to noncontrolling interests and adjustments for joint ventures. Because net income attributable to noncontrolling interests is added back, FFO, when used in this Annual Report on Form 10-K, represents FFO attributable to common shareholders and unitholders.
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FFO should not be considered as an alternative to net income available for MAA common shareholders or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity. Management believes that FFO is helpful to investors in understanding our operating performance, primarily because its calculation excludes depreciation and amortization expense on real estate assets and gain on sale of depreciable real estate assets. We believe that GAAP historical cost depreciation of real estate assets is generally not correlated with changes in the value of those assets, whose value does not diminish predictably over time, as historical cost depreciation implies. While our calculation of FFO is in accordance with the National Association of Real Estate Investment Trusts’, or NAREIT’s, definition, it may differ from the methodology for calculating FFO utilized by other REITs and, accordingly, may not be comparable to such other REITs.
Core FFO represents FFO as adjusted for items that are not considered part of our core business operations, such as adjustments related to the fair value of the embedded derivative in the MAA Series I preferred shares; gain or loss on sale of non-depreciable assets; gain or loss on investments, net of tax; casualty related charges (recoveries), net; gain or loss on debt extinguishment; legal costs, settlements and (recoveries), net; and mark-to-market debt adjustments. Because net income attributable to noncontrolling interests is added back to FFO, Core FFO, when used in this Annual Report on Form 10-K, represents Core FFO attributable to common shareholders and unitholders. Core FFO should not be considered as an alternative to net income available for MAA common shareholders, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity. Management believes that Core FFO is helpful in understanding our core operating performance between periods in that it removes certain items that by their nature are not comparable over periods and therefore tend to obscure actual operating performance from rental activities. While our definition of Core FFO may be similar to others in the industry, our methodology for calculating Core FFO may differ from that utilized by other REITs and, accordingly, may not be comparable to such other REITs.
The following table presents a reconciliation of net income available for MAA common shareholders to FFO and Core FFO for the years ended December 31, 2024 and 2023, as we believe net income available for MAA common shareholders is the most directly comparable GAAP measure (dollars in thousands):
Year ended December 31,
Net income available for MAA common shareholders
523,855
549,118
Depreciation and amortization of real estate assets
579,927
558,969
(Gain) loss on sale of depreciable real estate assets
(55,003
)
62
MAA’s share of depreciation and amortization of real estate assets of real estate joint venture
628
615
Gain on consolidation of third-party development (1)
(11,239
Net income attributable to noncontrolling interests
14,033
15,025
FFO attributable to common shareholders and unitholders
1,052,201
1,123,789
Loss (gain) on embedded derivative in preferred shares (1)
18,751
(18,528
Gain on sale of non-depreciable real estate assets
(54
Gain on investments, net of tax (1)
(6,078
(3,531
Casualty related (recoveries) charges, net (1)(2)
(9,326
980
Gain on debt extinguishment (1)
(57
Legal costs, settlements and (recoveries), net (1)(3)
9,437
(4,454
Mark-to-market debt adjustment (4)
(25
Core FFO attributable to common shareholders and unitholders
1,064,985
1,098,120
Core FFO attributable to common shareholders and unitholders for the year ended December 31, 2024 was $1.1 billion, a decrease of $33.1 million as compared to the year ended December 31, 2023, primarily as a result of increases in property operating expenses, excluding depreciation and amortization, of $52.0 million, interest expense of $19.3 million and property management expenses of $4.3 million, partially offset by an increase in property revenues of $42.5 million.
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Net Debt, EBITDA, EBITDAre, and Adjusted EBITDAre
Net debt, a non-GAAP financial measure, represents unsecured notes payable and secured notes payable less cash and cash equivalents and 1031(b) exchange proceeds included in restricted cash. Management considers net debt a helpful tool in evaluating our debt position. Net debt should not be considered as an alternative to any GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity.
Earnings before interest, taxes, depreciation and amortization, or EBITDA, a non-GAAP financial measure, represents net income (computed in accordance with GAAP) plus depreciation and amortization, interest expense, and income taxes. As an owner and operator of real estate, management considers EBITDA to be an important measure of performance from core operations because EBITDA excludes various expense items that are not indicative of operating performance. EBITDA should not be considered as an alternative to net income, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity.
EBITDAre is composed of EBITDA adjusted for the gain or loss on sale of depreciable assets, gain on consolidation of third-party development and adjustments to reflect our share of EBITDAre of an unconsolidated affiliate. As an owner and operator of real estate, management considers EBITDAre to be an important measure of performance from core operations because EBITDAre excludes various expense items that are not indicative of operating performance. While our definition of EBITDAre is in accordance with NAREIT’s definition, it may differ from the methodology utilized by other REITs to calculate EBITDAre and, accordingly, may not be comparable to such other REITs. EBITDAre should not be considered as an alternative to net income, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity.
Adjusted EBITDAre is comprised of EBITDAre further adjusted for items that are not considered part of our core operations such as adjustments related to the fair value of the embedded derivative in the MAA Series I preferred shares; gain or loss on sale of non-depreciable assets; gain or loss on investments; casualty related charges (recoveries), net; gain or loss on debt extinguishment; and legal costs, settlements and (recoveries), net. As an owner and operator of real estate, management considers Adjusted EBITDAre to be an important measure of performance from core operations because Adjusted EBITDAre excludes various income and expense items that are not indicative of operating performance. Our computation of Adjusted EBITDAre may differ from the methodology utilized by other REITs to calculate Adjusted EBITDAre. Adjusted EBITDAre should not be considered as an alternative to net income, or any other GAAP measurement, as an indicator of operating performance or as an alternative to cash flow from operating, investing and financing activities as a measure of liquidity.
Management monitors its debt levels to a ratio of net debt to Adjusted EBITDAre in order to maintain our investment grade credit ratings. We believe this is an important factor in the management of our debt levels to maintain an optimal capital structure, and it is also considered in the assignment of our credit ratings. Adjusted EBITDAre is measured on a trailing twelve-month basis.
The following table presents a reconciliation of unsecured notes payable and secured notes payable to net debt as of December 31, 2024 and 2023, as we believe unsecured notes payable and secured notes payable, combined, is the most directly comparable GAAP measure (dollars in thousands):
Unsecured notes payable
4,620,690
4,180,084
Secured notes payable
360,267
360,141
Total debt
4,980,957
4,540,225
Cash and cash equivalents
(43,018
(41,314
Net debt
4,937,939
4,498,911
34
The following table presents a reconciliation of net income to EBITDA, EBITDAre and Adjusted EBITDAre for the years ended December 31, 2024 and 2023, as we believe net income is the most directly comparable GAAP measure (dollars in thousands):
Year Ended
Net income
541,576
567,831
Depreciation and amortization
585,616
565,063
Interest expense
168,544
149,234
Income tax expense
5,240
4,744
EBITDA
1,300,976
1,286,872
Adjustments to reflect the Company’s share of EBITDAre of an unconsolidated affiliate
1,363
1,350
EBITDAre
1,236,097
1,288,284
Gain on investments (1)
(7,809
(4,449
Casualty related (recoveries) charges, net (1)
Legal costs, settlements and (recoveries), net (1) (2)
Adjusted EBITDAre
1,247,150
1,261,722
Our net debt to Adjusted EBITDAre ratio as of December 31, 2024 was 4.0x, as compared to a ratio of 3.6x as of December 31, 2023. The change in the ratio was primarily due to a decrease of $14.6 million in Adjusted EBITDAre for the year ended December 31, 2024 as compared to the year ended December 31, 2023 and an increase of $439.0 million in comparing net debt as of December 31, 2024 to net debt as of December 31, 2023. The decrease in Adjusted EBITDAre was primarily due to an increase in property operating expenses and property management expenses partially offset by an increase in property revenues, while the increase in net debt was primarily due to an increase in unsecured notes payable, partially offset by an increase in cash and cash equivalents. The increase in unsecured notes payable was primarily driven by an increase in cash requirements to fund acquisition and development activities.
Liquidity and Capital Resources
Our cash flows from operating, investing and financing activities, as well as general economic and market conditions, are the principal factors affecting our liquidity and capital resources.
We expect that our primary uses of cash will be to fund our ongoing operating needs, to fund our ongoing capital spending requirements, which relate primarily to our development, redevelopment and property repositioning activities, to repay maturing borrowings, to fund the future acquisition of assets and to pay shareholder dividends. We expect to meet our cash requirements through net cash flows from operating activities, existing unrestricted cash and cash equivalents, borrowings under our commercial paper program and our revolving credit facility, the future issuance of debt and equity and the future disposition of assets.
We historically have had positive net cash flows from operating activities. We believe that future net cash flows generated from operating activities, existing unrestricted cash and cash equivalents, borrowing capacity under our current commercial paper program and revolving credit facility, and our ability to issue debt and equity will provide sufficient liquidity to fund the cash requirements for our business over the next 12 months and the foreseeable future.
As of December 31, 2024, we had $1.0 billion of combined unrestricted cash and cash equivalents and available capacity under our revolving credit facility.
Cash Flows from Operating Activities
Net cash provided by operating activities was $1.1 billion for the year ended December 31, 2024, a decrease of $38.9 million as compared to the year ended December 31, 2023. The decrease in operating cash flows was primarily driven by an increase in property operating expenses.
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Cash Flows from Investing Activities
Net cash used in investing activities was $825.5 million for the year ended December 31, 2024, an increase of $50.2 million as compared to the year ended December 31, 2023. The primary drivers of the change were as follows (dollars in thousands):
Primary drivers of cash (outflow) inflowduring the year ended December 31,
(Decrease) Increase
in Net Cash
Purchases of real estate and other assets
(301,071
(223,453
(77,618
Capital improvements and other
(322,372
(341,224
18,852
Development costs
(313,888
(198,152
(115,736
Contributions to affiliates
(2,874
(16,636
13,762
Proceeds from real estate asset dispositions
84,209
2,946
81,263
Proceeds from sale of markable equity securities
9,975
Net proceeds from insurance recoveries
20,195
945
19,250
The increase in cash outflows for purchases of real estate and other assets was primarily driven by the number of the real estate assets acquired during the year ended December 31, 2024 as compared to the year ended December 31, 2023. During the year ended December 31, 2024, we acquired three apartment communities and closed on the pre-purchase of a multifamily development community. During the year ended December 31, 2023, we acquired two apartment communities. The decrease in cash outflows for capital improvements and other was primarily driven by decreased capital spend relating to our property redevelopment and repositioning activities during the year ended December 31, 2024 as compared to the year ended December 31, 2023. The increase in cash outflows for development costs was primarily driven by increased development activity, including financing a third-party’s development of a 239-unit multifamily apartment community currently under construction located in Charlotte, North Carolina, during the year ended December 31, 2024 as compared to the year ended December 31, 2023. The decrease in cash outflows for contributions to affiliates was driven by a lesser amount of investments made in the technology-focused limited partnerships during the year ended December 31, 2024 as compared to the year ended December 31, 2023. The increase in cash inflows from proceeds from real estate asset dispositions resulted from the disposition of two multifamily communities during the year ended December 31, 2024 as compared to the disposition of one land parcel during the year ended December 31, 2023. The increase in cash inflows from proceeds from sale of marketable equity securities resulted from the sale of marketable equity securities during the year ended December 31, 2024 as compared to no marketable securities being sold during the year ended December 31, 2023. The increase in cash inflows from net proceeds from insurance recoveries was driven by increased insurance reimbursements received for property and storm-related casualty claims during the year ended December 31, 2024 as compared to the year ended December 31, 2023.
36
Cash Flows from Financing Activities
Net cash used in financing activities was $271.1 million for the year ended December 31, 2024, a decrease of $96.8 million as compared to the year ended December 31, 2023. The primary drivers of the change were as follows (dollars in thousands):
Primary drivers of cash (outflow) inflow during the year ended December 31,
Net change in commercial paper
(245,000
475,000
(720,000
Proceeds from notes payable
1,091,646
Principal payments on notes payable
(400,000
(353,861
(46,139
Payment of deferred financing costs
(10,317
(2
(10,315
Dividends paid on common shares
(686,900
(651,717
(35,183
Proceeds from issuances of common shares
1,230
205,070
(203,840
Acquisition of noncontrolling interests
(15,757
15,757
Net change in other financing activities
166
(5,279
5,445
The increase in cash outflows related to the net change in commercial paper resulted from the decrease in net borrowings of $245.0 million under our commercial paper program during the year ended December 31, 2024 as compared to the increase in net borrowings of $475.0 million under our commercial paper program during the year ended December 31, 2023. The increase in cash inflows from proceeds from notes payable resulted from the issuance of $1.1 billion of unsecured senior notes during the year ended December 31, 2024 as compared to no issuance of unsecured senior notes during the year ended December 31, 2023. The increase in cash outflows from principal payments on notes payable primarily resulted from the retirement of $400.0 million of unsecured senior notes during the year ended December 31, 2024 as compared to the retirement of $350.0 million of unsecured senior notes during the year ended December 31, 2023. The increase in cash outflows related to payment of deferred financing costs resulted from the closing costs of $10.3 million related to the issuance of $1.1 billion of unsecured senior notes during the year ended December 31, 2024 as compared to negligible deferred financing costs during the year ended December 31, 2023. The increase in cash outflows from dividends paid on common shares primarily resulted from the increase in the dividend rate to $5.880 per share during the year ended December 31, 2024 as compared to the dividend rate of $5.600 per share during the year ended December 31, 2023. The decrease in cash inflows related to the proceeds from issuances of common shares resulted from the proceeds from the settlement of two forward sale agreements with respect to a total of 1.1 million shares at a forward price per share of $185.23 during the year ended December 31, 2023. The decrease in cash outflows from the acquisition of noncontrolling interests resulted from the acquisition of a 5% noncontrolling interest of a consolidated real estate entity for $15.8 million during the year ended December 31, 2023. The increase in cash inflows from the net change in other financing activities was primarily driven by fewer shares of MAA’s common stock surrendered by employees to satisfy their statutory minimum federal and state tax obligations associated with the vesting of restricted shares, and more contributions received from noncontrolling interest during the year ended December 31, 2024 as compared to year ended December 31, 2023.
Debt
The following schedule reflects our outstanding debt as of December 31, 2024 (dollars in thousands):
Principal Balance
Average Years to Rate Maturity
Weighted Average Effective Rate
Unsecured debt
Fixed rate senior notes
4,400,000
6.4
3.7
Variable rate commercial paper
250,000
0.1
4.7
Debt issuance costs, discounts and premiums
(29,310
Total unsecured debt
6.0
3.8
Secured debt
Fixed rate property mortgages
363,293
24.1
4.4
Debt issuance costs
(3,026
Total secured debt
7.3
37
The following schedule presents the contractual maturity dates of our outstanding debt, net of debt issuance costs, discounts and premiums, as of December 31, 2024 (dollars in thousands):
Commercial Paper (1) & Revolving Credit Facility (2)
Senior Notes
Property Mortgages
2025
399,340
649,340
2026
298,744
2027
598,121
2028
397,911
2029
556,359
2030
298,230
2031
446,302
2032
394,680
2033
2034
343,795
Thereafter
637,208
997,475
4,370,690
The following schedule reflects the maturities and average effective interest rates of our outstanding fixed rate debt, net of debt issuance costs, discounts and premiums, as of December 31, 2024 (dollars in thousands):
Fixed Rate Debt
Average Effective Rate
4.2
1.2
3.1
1.8
5.4
5.1
4,730,957
Unsecured Revolving Credit Facility & Commercial Paper
MAALP has entered into an unsecured revolving credit facility with a borrowing capacity of $1.25 billion and an option to expand to $2.0 billion. The revolving credit facility bears interest at an adjusted Secured Overnight Financing Rate plus a spread of 0.70% to 1.40% based on an investment grade pricing grid. The revolving credit facility has a maturity date in October 2026 with an option to extend for two additional six-month periods. As of December 31, 2024, there was no outstanding balance under the revolving credit facility, while $4.5 million of capacity was used to support outstanding letters of credit.
MAALP has established an unsecured commercial paper program, whereby it can issue unsecured commercial paper notes with varying maturities not to exceed 397 days up to a maximum aggregate principal amount outstanding of $625.0 million. As of December 31, 2024, there were $250.0 million of borrowings outstanding under the commercial paper program.
Unsecured Senior Notes
As of December 31, 2024, MAALP had $4.4 billion of publicly issued unsecured senior notes outstanding.
In January 2024, MAALP publicly issued $350.0 million in aggregate principal amount of unsecured senior notes due March 2034 with a coupon rate of 5.000% per annum and at an issue price of 99.019%. Interest is payable semi-annually in arrears on March 15 and September 15 of each year, commencing September 15, 2024. The proceeds from the sale of the notes were used to repay borrowings on the commercial paper program. The notes have an effective interest rate of 5.123%.
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In May 2024, MAALP publicly issued $400.0 million in aggregate principal amount of unsecured senior notes due February 2032 with a coupon rate of 5.300% per annum and at an issue price of 99.496%. Interest is payable semi-annually in arrears on February 15 and August 15 of each year, commencing August 15, 2024. The proceeds from the sale of the notes were used to repay borrowings on the commercial paper program. The notes have an effective interest rate of 5.382%.
In June 2024, MAALP retired $400.0 million of publicly issued unsecured senior notes at maturity using available cash on hand and borrowings under the commercial paper program.
In December 2024, MAALP publicly issued $350.0 million in aggregate principal amount of unsecured senior notes due March 2035 with a coupon rate of 4.950% per annum and at an issue price of 99.170%. Interest is payable semi-annually in arrears on March 1 and September 1 of each year, commencing September 1, 2025. The proceeds from the sale of the notes were used to repay borrowings on the commercial paper program. The notes have an effective interest rate of 5.053%.
In October 2023, MAALP retired $350.0 million of publicly issued unsecured senior notes at maturity using available cash on hand and borrowings under the commercial paper program.
Secured Property Mortgages
MAALP maintains secured property mortgages with various life insurance companies. As of December 31, 2024, MAALP had $363.3 million of secured property mortgages outstanding.
In July 2023, MAALP retired $3.0 million remaining on a mortgage associated with an apartment community prior to its June 2025 maturity.
For more information regarding our debt capital resources, see Note 5 to the consolidated financial statements included in this Annual Report on Form 10-K.
Equity
As of December 31, 2024, MAA owned 116,883,421 OP Units, comprising a 97.4% limited partnership interest in MAALP, while the remaining 3,075,552 outstanding OP Units were held by limited partners of MAALP other than MAA. Holders of OP Units (other than MAA) may require us to redeem their OP Units from time to time, in which case we may, at our option, pay the redemption price either in cash (in an amount per OP Unit equal, in general, to the average closing price of MAA’s common stock on the NYSE over a specified period prior to the redemption date) or by delivering one share of MAA’s common stock (subject to adjustment under specified circumstances) for each OP Unit so redeemed. MAA has registered under the Securities Act the 3,075,552 shares of its common stock that, as of December 31, 2024, were issuable upon redemption of OP Units, in order for those shares to be sold freely in the public markets.
In August 2021, MAA entered into two 18-month forward sale agreements with respect to a total of 1.1 million shares of its common stock at an initial forward sale price of $190.56 per share, which is net of issuance costs. In January 2023, MAA settled its two forward sale agreements with respect to all 1.1 million shares at a forward price per share of $185.23, which is inclusive of adjustments made to reflect the then-current federal funds rate, the amount of dividends paid to holders of MAA’s common stock and commissions paid to sales agents, for net proceeds of $203.7 million. We have used these proceeds primarily to fund our development and redevelopment activities.
MAA has entered into an at-the-money equity offering program, or ATM program, enabling MAA to sell shares of its common stock into the existing market at current market prices from time to time to or through the sales agents under the ATM program. Pursuant to the ATM program, MAA from time to time may also enter into forward sale agreements and sell shares of its common stock pursuant to these agreements. Through the ATM program, MAA may issue up to an aggregate of 4.0 million shares of its common stock at such times as determined by MAA.
MAA has no obligation to issue shares through the ATM program. During the years ended December 31, 2024 and 2023, MAA did not sell any shares of common stock under the ATM program. As of December 31, 2024, 4.0 million shares of MAA’s common stock remained issuable under the ATM program.
For more information regarding our equity capital resources, see Note 8 and Note 9 to the consolidated financial statements included in this Annual Report on Form 10-K.
39
Material Cash Requirements
The following table summarizes material cash requirements as of December 31, 2024 related to contractual obligations, which consist of principal and interest on our debt obligations and right-of-use lease liabilities (dollars in thousands):
Debt obligations (1)
650,000
300,000
600,000
400,000
550,000
2,513,293
5,013,293
Fixed rate interest
170,937
160,086
145,986
126,786
107,524
739,875
1,451,194
Right-of-use lease liabilities (2)
3,043
3,093
3,131
1,709
815
54,856
66,647
823,980
463,179
749,117
528,495
658,339
3,308,024
6,531,134
As of December 31, 2024, we also had obligations, which are not reflected in the table above, to make additional capital contributions to six technology-focused limited partnerships in which we hold equity interests. The capital contributions may be called by the general partners at any time after giving appropriate notice. As of December 31, 2024, we had committed to make additional capital contributions totaling up to $30.6 million if and when called by the general partners of the limited partnerships.
As discussed below, we have other material cash requirements that do not represent contractual obligations, but that we expect to incur in the ordinary course of our business.
As of December 31, 2024, we had seven development communities under construction totaling 2,312 apartment units once complete. Total expected costs for the seven development projects are $851.5 million, of which $477.2 million had been incurred through December 31, 2024. In addition, our property redevelopment and repositioning activities are ongoing, and we incur expenditures relating to recurring capital replacements, which typically include scheduled carpet replacement, new roofs, HVAC units, plumbing, concrete, masonry and other paving, pools and various exterior building improvements. For the year ending December 31, 2025, we expect that our total capital expenditures relating to our development activities, our property redevelopment and repositioning activities and recurring capital replacements will be in line with our total capital expenditures for the year ended December 31, 2024. We expect to have additional development projects in the future.
During the year ended December 31, 2024, we acquired three multifamily apartment communities for approximately $271 million and acquired three land parcels for future development for approximately $30 million. These activities were funded from borrowings under the commercial paper program and available cash on hand.
We typically declare cash dividends on MAA’s common stock on a quarterly basis, subject to approval by MAA’s Board of Directors. We expect to pay quarterly dividends at an annual rate of $6.06 per share of MAA common stock during the year ending December 31, 2025. The timing and amount of future dividends will depend on actual cash flows from operations, our financial condition, capital requirements, the annual distribution requirements under the REIT provisions of the Internal Revenue Code of 1986 and other factors as MAA’s Board of Directors deems relevant. MAA’s Board of Directors may modify our dividend policy from time to time.
Inflation
Our resident leases at our apartment communities allow for adjustments in the rental rate at the time of renewal, which may enable us to seek rent increases. The majority of our leases are for one year or less. The short-term nature of these leases generally serves to reduce our risk to adverse effects of inflation on our revenue. During the year ended December 31, 2024, we experienced inflationary pressures that drove higher operating expenses, primarily in personnel, real estate taxes, utilities, office operations, insurance and marketing expenses.
Critical Accounting Estimates
A critical accounting estimate is one that is both important to our financial condition and results of operations and that involves some degree of uncertainty. The preceding discussion and analysis of our financial condition and results of operations are based upon our consolidated financial statements and the notes thereto, which have been prepared in accordance with GAAP. The preparation of financial statements in conformity with GAAP requires management to make a number of estimates and assumptions that affect the reported amounts and disclosures in the consolidated financial statements. On an ongoing basis, we evaluate our estimates and assumptions based upon historical experience and various other factors and circumstances. We believe that our estimates and assumptions are reasonable under the circumstances; however, actual results may differ from these estimates and assumptions.
We believe that the estimates and assumptions summarized below are most important to the portrayal of our financial condition and results of operations because they involve a significant level of estimation uncertainty and they have had, or are reasonably likely to have, a material impact on our financial condition or results of operations.
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Acquisition of real estate assets
We account for our acquisitions of investments in real estate as asset acquisitions in accordance with Accounting Standards Codification Topic 805, Business Combinations, which requires the cost of the real estate acquired to be allocated to the individual acquired tangible assets, consisting of land, buildings and improvements and other, and identified intangible assets, consisting of the value of in-place leases and other contracts, on a relative fair value basis. In calculating the asset value of acquired tangible and intangible assets, management may use significant subjective inputs, including forecasted net operating income, or NOI, and market specific capitalization and discount rates. Management analyzes stabilized NOI to determine its estimate for forecasted NOI. Management estimates the market capitalization rate by analyzing the market capitalization rates for sold properties with comparable ages in similarly sized markets. Management allocates the purchase price of the asset acquisition based on the relative fair value of the individual components as a proportion of the total assets acquired.
Impairment of long-lived assets
We account for long-lived assets in accordance with the provisions of accounting standards for the impairment or disposal of long-lived assets. Management periodically evaluates long-lived assets, including investments in real estate, for indicators that would suggest that the carrying amount of the assets may not be recoverable. The judgments regarding the existence of such indicators are based on factors such as operating performance, market conditions and legal factors. Long-lived assets, such as real estate assets, equipment, right-of-use lease assets and purchased intangibles subject to amortization, are grouped with other assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities, or an asset group. Management generally considers the individual assets of an apartment community to collectively represent an asset group. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated future undiscounted cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Management calculates the fair value of an asset by dividing estimated future annual cash flow by a market capitalization rate. No material impairment losses were recognized during the years ended December 31, 2024 and 2023.
Our impairment assessments may contain uncertainties because they require management to make assumptions and to apply judgment to estimate future undiscounted cash flows and the fair value of the assets. Key assumptions used in estimating future cash flows and the fair value of an asset include projecting an apartment community’s NOI, estimating asset hold periods and recurring capital expenditures, as well as selecting an appropriate market capitalization rate. Management considers its apartment communities’ historical stabilized NOI performance, local market economics and the business environment impacting our apartment communities as the basis in projecting forecasted NOI, which management believes is representative of future cash flows. Management estimates the market capitalization rate by analyzing the market capitalization rates for sold properties with comparable ages in similarly sized markets. These estimates are subjective and our ability to realize future cash flows and asset fair values is affected by factors such as ongoing maintenance and improvement of the assets, changes in economic conditions and changes in operating performance.
Valuation of embedded derivative
The redemption feature embedded in the MAA Series I preferred stock is reported as a derivative asset and is adjusted to its fair value at each reporting date, with a corresponding non-cash adjustment to the statement of operations. The derivative asset related to the redemption feature is valued using widely accepted valuation techniques, including a discounted cash flow analysis in which the perpetual value of the preferred shares is compared to the value of the preferred shares assuming the call option is exercised, with the value of the bifurcated call option as the difference between the two values. The analysis reflects the contractual terms of the redeemable preferred shares, which are redeemable at our option beginning on October 1, 2026 and at the redemption price of $50 per share. We may use various significant inputs in the analysis, including risk adjusted yields of relevant MAALP bond issuances and yields and spreads of relevant indices, estimated yields on preferred stock instruments from REITs with similar credit ratings as us, treasury rates and trading data available of prices of the preferred shares, to determine the fair value of the bifurcated call option. As a result of the adjustments recorded to reflect the change in fair value of the derivative asset, the fair value of the embedded derivative asset decreased to $13.2 million as of December 31, 2024 as compared to $31.9 million as of December 31, 2023, a decrease in value of the asset of $18.7 million.
Arriving at the valuation of the embedded derivative requires a significant amount of subjective judgment by management, and the valuation of the embedded derivative is highly sensitive to changes in certain inputs in the analysis. For example, changes in the inputs of the MAALP bond yields, estimated yields on preferred stock instruments from REITs with similar credit ratings as MAA and treasury rates could cause the valuation of the embedded derivative to materially change from the recorded balance as of December 31, 2024.
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Significant Accounting Policies
For more information regarding our significant accounting policies, including the accounting polices related to the critical accounting estimates discussed above as well as a brief description of recent accounting pronouncements that could have a material impact on our financial statements, see Note 1 to the consolidated financial statements included in this Annual Report on Form 10-K.
Item 7A. Quantitative and Qualitative Disclosures About Market Risk.
Market risk includes risks that arise from changes in interest rates, foreign currency exchange rates, commodity prices, equity prices and other market changes that affect market sensitive instruments. Our primary market risk exposure is to changes in interest rates on our borrowings. As of December 31, 2024, 21.2% of our total market capitalization consisted of debt borrowings. Our interest rate risk objective is to limit the impact of interest rate fluctuations on earnings and cash flows and to lower our overall borrowing costs. To achieve this objective, we manage our exposure to fluctuations in market interest rates for borrowings through the use of fixed rate debt instruments and from time to time interest rate swaps to effectively fix the interest rate on anticipated future debt transactions. We use our best efforts to have our debt instruments mature across multiple years, which we believe limits our exposure to interest rate changes in any one year. We do not enter into derivative instruments for trading or other speculative purposes. As of December 31, 2024, 95.0% of our outstanding debt was subject to fixed rates. We regularly review interest rate exposure on outstanding borrowings in an effort to minimize the risk of interest rate fluctuations.
Item 8. Financial Statements and Supplementary Data.
The consolidated financial statements and related financial information required to be filed are set forth on pages F-1 to F-39 of this Annual Report on Form 10-K.
Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure.
Item 9A. Controls and Procedures.
(a) Evaluation of Disclosure Controls and Procedures
MAA is required to maintain disclosure controls and procedures, within the meaning of Exchange Act Rules 13a-15 and 15d-15. MAA’s management, with the participation of MAA’s Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of MAA’s disclosure controls and procedures as of December 31, 2024. Based on that evaluation, MAA’s Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures were effective as of December 31, 2024 to ensure that information required to be disclosed by MAA in its Exchange Act filings is accurately recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to MAA’s management, including the Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
(b) Management’s Report on Internal Control over Financial Reporting
MAA’s management is responsible for establishing and maintaining adequate internal control over financial reporting within the meaning of Exchange Act Rules 13a-15 and 15d-15. MAA’s management, with the participation of MAA’s Chief Executive Officer and Chief Financial Officer, conducted an evaluation of the effectiveness of MAA’s internal control over financial reporting as of December 31, 2024 based on the framework specified in Internal Control - Integrated Framework (2013) published by the Committee of Sponsoring Organizations of the Treadway Commission. Based on such evaluation, MAA’s management concluded that MAA’s internal control over financial reporting was effective as of December 31, 2024.
Ernst & Young LLP, the independent registered public accounting firm that has audited the consolidated financial statements included in this Annual Report on Form 10-K, has issued an attestation report on MAA’s internal control over financial reporting, which is included in this Annual Report on Form 10-K.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Therefore, even those systems determined to be effective can only provide reasonable assurance with respect to financial statement preparation and presentation.
(c) Changes in Internal Control over Financial Reporting
There was no change to MAA’s internal control over financial reporting, within the meaning of Exchange Act Rules 13a-15 and 15d-15, that occurred during the quarter ended December 31, 2024 that has materially affected, or is reasonably likely to materially affect, MAA’s internal control over financial reporting.
The Operating Partnership is required to maintain disclosure controls and procedures, within the meaning of Exchange Act Rules 13a-15 and 15d-15. Management of the Operating Partnership, with the participation of the Chief Executive Officer and Chief Financial Officer of MAA, as the general partner of the Operating Partnership, carried out an evaluation of the effectiveness of the Operating Partnership’s disclosure controls and procedures as of December 31, 2024. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer of MAA, as the general partner of the Operating Partnership, concluded that the disclosure controls and procedures were effective as of December 31, 2024 to ensure that information required to be disclosed by the Operating Partnership in its in Exchange Act filings is accurately recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms and is accumulated and communicated to the Operating Partnership’s management, including the Chief Executive Officer and Chief Financial Officer of MAA, as the general partner of the Operating Partnership, as appropriate to allow timely decisions regarding required disclosure.
Management of the Operating Partnership is responsible for establishing and maintaining adequate internal control over financial reporting within the meaning of Exchange Act Rule 13a-15 and 15d-15. Management of the Operating Partnership, with the participation of the Chief Executive Officer and Chief Financial Officer of MAA, as the general partner of the Operating Partnership, conducted an evaluation of the effectiveness of the Operating Partnership’s internal control over financial reporting as of December 31, 2024 based on the framework specified in Internal Control - Integrated Framework (2013) published by the Committee of Sponsoring Organizations of the Treadway Commission. Based on such evaluation, management of the Operating Partnership has concluded that the Operating Partnership’s internal control over financial reporting was effective as of December 31, 2024. An attestation report of the independent registered public accounting firm of the Operating Partnership will not be required as long as the Operating Partnership is a non-accelerated filer.
There was no change to the Operating Partnership’s internal control over financial reporting, within the meaning of Exchange Act Rules 13a-15 and 15d-15, that occurred during the quarter ended December 31, 2024 that has materially affected, or is reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.
Item 9B. Other Information.
Rule 10b5-1 Trading Arrangements.
During the quarter ended December 31, 2024, no director or officer of the Company adopted or terminated any “Rule 10b5-1 trading arrangement” as that term is defined in Item 408(a) of Regulation S-K.
Non-Rule 10b5-1 Trading Arrangements.
During the quarter ended December 31, 2024, no director or officer of the Company adopted or terminated any “non-Rule 10b5-1 trading arrangement” as that term is defined in Item 408(a) of Regulation S-K.
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
Item 10. Directors, Executive Officers and Corporate Governance.
The information contained in MAA’s 2025 Proxy Statement in the sections entitled “Board Structure and Composition,” “Director Nominees for Election” and “Executive Officers of the Registrant,” is incorporated herein by reference in response to this Item 10.
Our Board of Directors has adopted a Code of Conduct applicable to all officers, directors and employees, including the CEO, CFO and principal accounting officer, which can be found on our website at https://www.maac.com, on the “For Investors” page in the “Corporate Documents” section under “Overview—Corporate Governance.” We will provide a copy of this document to any person, without charge, upon request, by writing to the Legal Department at MAA, 6815 Poplar Avenue, Suite 500, Germantown, Tennessee 38138. We intend to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding an amendment to, or waiver from, a provision of the Code of Conduct by posting such information on our website at the address and the locations specified above. Reference to our website does not constitute incorporation by reference of the information contained on the site and should not be considered part of this Annual Report on Form 10-K.
Item 11. Executive Compensation.
The information contained in MAA’s 2025 Proxy Statement in the sections entitled “Executive Compensation Tables,” “Director Compensation Table,” “Compensation Committee Interlocks and Insider Participation,” “Compensation Committee Report” and “Compensation Discussion and Analysis” is incorporated herein by reference in response to this Item 11.
Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters.
The information contained in MAA’s 2025 Proxy Statement in the sections entitled “Security Ownership of Management,” “Security Ownership of Certain Beneficial Owners” and “Securities Authorized for Issuance Under Equity Compensation Plans” is incorporated herein by reference in response to this Item 12.
Item 13. Certain Relationships and Related Transactions, and Director Independence.
The information contained in MAA’s 2025 Proxy Statement in the sections entitled “Certain Relationships and Related Party Transactions” and “Indebtedness of Management” is incorporated herein by reference in response to this Item 13.
Item 14. Principal Accountant Fees and Services.
The information contained in MAA’s 2025 Proxy Statement in the section entitled “Audit and Non-Audit Fees” is incorporated herein by reference in response to this Item 14.
Item 15. Exhibits and Financial Statement Schedules.
Reports of Independent Registered Public Accounting Firm (PCAOB ID: 42)
F-1
Financial Statements of Mid-America Apartment Communities, Inc.:
Consolidated Balance Sheets as of December 31, 2024 and 2023
F-4
Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022
F-5
Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023 and 2022
F-6
Consolidated Statements of Equity for the years ended December 31, 2024, 2023 and 2022
F-7
Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022
F-8
Financial Statements of Mid-America Apartments, L.P.:
F-9
F-10
F-11
Consolidated Statements of Changes in Capital for the years ended December 31, 2024, 2023 and 2022
F-12
F-13
Notes to Consolidated Financial Statements for the years ended December 31, 2024, 2023 and 2022
F-14
Financial Statement Schedule required to be filed by Item 8 and Paragraph (b) of this Item 15:
Schedule III – Real Estate and Accumulated Depreciation as of December 31, 2024
F-34
The exhibits required by Item 601 of Regulation S-K, except as otherwise noted, have been filed with previous reports by the registrant and are herein incorporated by reference.
All other financial statement schedules for which provision is made in the applicable accounting regulations of the SEC are not required under the related instructions or are inapplicable and, therefore, have been omitted.
Exhibit
Number
Exhibit Description
Composite Charter of Mid-America Apartment Communities, Inc. (Filed as Exhibit 3.1 to the Registrant’s Annual Report on Form 10-K filed on February 24, 2017 and incorporated herein by reference).
3.2
Fifth Amended and Restated Bylaws of Mid-America Apartment Communities, Inc., dated as of December 12, 2023 (Filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K filed on December 13, 2023 and incorporated herein by reference).
Composite Certificate of Limited Partnership of Mid-America Apartments, L.P. (Filed as Exhibit 3.1 to the Registrant’s Quarterly Report on Form 10-Q filed on August 1, 2019 and incorporated herein by reference).
3.4
Third Amended and Restated Agreement of Limited Partnership of Mid-America Apartments, L.P. dated as of October 1, 2013 (Filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on October 2, 2013 and incorporated herein by reference).
3.5
First Amendment to the Third Amended and Restated Agreement of Limited Partnership of Mid-America Apartments, L.P. (Filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on November 10, 2016 and incorporated herein by reference).
4.1
Form of Common Share Certificate (Filed as Exhibit 4.1 to the Registrant's Annual Report on Form 10-K filed on February 18, 2021 and incorporated herein by reference).
Form of 8.50% Series I Cumulative Redeemable Preferred Stock Certificate (Filed as Exhibit 4.2 to Pre-Effective Amendment No. 1 to the Registrant’s Registration Statement on Form S-4 filed on September 28, 2016 and incorporated herein by reference).
4.3
Indenture, dated as of October 16, 2013, by and among Mid-America Apartments, L.P., Mid-America Apartment Communities, Inc. and U.S. Bank National Association (Filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on October 16, 2013 and incorporated herein by reference).
First Supplemental Indenture, dated as of October 16, 2013, by and among Mid-America Apartments, L.P., Mid-America Apartment Communities, Inc. and U.S. Bank National Association, including the form of 4.300% Senior Notes due 2023 (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on October 16, 2013 and incorporated herein by reference).
4.5
Second Supplemental Indenture, dated as of June 13, 2014, by and among Mid-America Apartments, L.P., Mid-America Apartment Communities, Inc. and U.S. Bank National Association, including the form of 3.7500% Senior Notes due 2024 (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on June 13, 2014 and incorporated herein by reference).
4.6
Third Supplemental Indenture, dated as of November 9, 2015, by and among Mid-America Apartments, L.P., Mid-America Apartment Communities, Inc. and U.S. Bank National Association, including the form of 4.000% Senior Notes due 2025 (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on November 9, 2015 and incorporated herein by reference).
Indenture between Post Properties, Inc. and SunTrust Bank, as Trustee (Filed as Exhibit 4.1 to Post Properties’ Registration Statement on Form S-3 (File No. 333-42884), and incorporated herein by reference).
4.8
First Supplemental Indenture to the Indenture between the Post Apartment Homes, L.P., and SunTrust Bank, as Trustee (Filed as Exhibit 4.2 to Post Properties’ Registration Statement on Form S-3ASR (File No. 333-139581) and incorporated herein by reference).
4.9
Form of Post Apartment Homes, L.P. 3.375% Note due 2022 (Filed as Exhibit 4.1 to Post Properties’ Current Report on Form 8-K filed November 7, 2012 and incorporated herein by reference).
4.10
Indenture, dated as of May 9, 2017, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (Filed as Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed on May 9, 2017 and incorporated herein by reference).
4.11
First Supplemental Indenture, dated as of May 9, 2017, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on May 9, 2017 and incorporated herein by reference).
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4.12
Second Supplemental Indenture, dated as of May 14, 2018, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on May 14, 2018 and incorporated herein by reference).
4.13
Third Supplemental Indenture, dated as of March 7, 2019, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on March 7, 2019 and incorporated herein by reference).
4.14
Fourth Supplemental Indenture, dated as of November 26, 2019, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on November 26, 2019 and incorporated herein by reference).
4.15
Fifth Supplemental Indenture, dated as of August 12, 2020, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on August 12, 2020 and incorporated herein by reference).
4.16
Sixth Supplemental Indenture, dated as of August 19, 2021, by and between Mid-America Apartments, L.P. and U.S. Bank National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on August 19, 2021 and incorporated herein by reference).
4.17
Seventh Supplemental Indenture, dated as of January 10, 2024, by and between Mid-America Apartments, L.P. and U.S. Bank Trust Company, National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on January 10, 2024 and incorporated herein by reference).
4.18
Eighth Supplemental Indenture, dated as of May 22, 2024, by and between Mid-America Apartments, L.P. and U.S. Bank Trust Company, National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on May 22, 2024 and incorporated herein by reference).
4.19
Ninth Supplemental Indenture, dated as of December 18, 2024, by and between Mid-America Apartments, L.P. and U.S. Bank Trust Company, National Association (Filed as Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed on December 18, 2024 and incorporated herein by reference).
4.20
Description of Securities (Filed as Exhibit 4.15 to the Registrant’s Annual Report on Form 10-K filed on February 20, 2020 and incorporated herein by reference).
10.1†
Employment Agreement, dated as of March 24, 2015, by and between the Registrant and H. Eric Bolton, Jr. (Filed as Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed on March 24, 2015 and incorporated herein by reference).
10.2†
Non-Qualified Deferred Compensation Plan for Outside Company Directors as Amended Effective November 30, 2010 (Filed as Exhibit 10.7 to the Registrant’s Annual Report on Form 10-K filed on February 26, 2016 and incorporated herein by reference).
10.3†
Amended and Restated Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Appendix B to the Registrant’s Definitive Proxy Statement filed on April 16, 2014 and incorporated herein by reference).
10.4†
Form of Non-Qualified Stock Option Agreement for Company Employees under the Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Exhibit 10.20 to the Registrant’s Quarterly Report on Form 10-Q filed on November 7, 2013 and incorporated herein by reference).
10.5†
Form of Restricted Stock Award Agreement under the Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on May 1, 2015 and incorporated herein by reference).
10.6†
Form of Incentive Stock Option Agreement for Company Employees under the Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Exhibit 10.22 to the Registrant’s Quarterly Report on Form 10-Q filed on November 7, 2017 and incorporated herein by reference).
10.7†
MAA Non-Qualified Executive Deferred Compensation Retirement Plan Amended and Restated Effective January 1, 2016 (Filed as Exhibit 10.12 to the Registrant’s Annual Report on Form 10-K filed on February 26, 2016 and incorporated herein by reference).
47
10.8†
Form of Change in Control and Termination Agreement (Filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on May 2, 2014 and incorporated herein by reference).
10.9†
Mid-America Apartment Communities, Inc. Indemnification Agreement (Filed as Exhibit 10.2 to the Registrant’s Current Report on Form 8-K filed on December 1, 2016 and incorporated herein by reference).
10.10†
Amended and Restated Post Properties Inc. 2003 Incentive Stock Plan (Filed as Exhibit 99.1 to the Registrant’s Registration Statement on Form S-8 filed on December 9, 2016 and incorporated herein by reference).
10.11†
Second Amended and Restated Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Appendix A to the Registrant’s Definitive Proxy Statement filed on April 9, 2018 and incorporated herein by reference).
10.12†
Form of Restricted Stock Award Agreement Under the Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on August 2, 2018 and incorporated herein by reference).
10.13†
Form of Non-Qualified Stock Option Agreement for Company Employees Under the Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on August 2, 2018 and incorporated herein by reference).
10.14†
Form of Incentive Stock Option Agreement for Company Employees Under the Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on August 2, 2018 and incorporated herein by reference).
10.15†
Form of Restricted Stock Unit Award Agreement Under the Mid-America Apartment Communities, Inc. 2013 Stock Incentive Plan (Filed as Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q filed on August 2, 2018 and incorporated herein by reference).
10.16
Fourth Amended and Restated Credit Agreement, dated as of July 25, 2022, by and among Wells Fargo Bank, National Association, as Administrative Agent, Wells Fargo Securities, LLC, KeyBanc Capital Markets Inc., and JPMorgan Chase Bank, N.A., as Joint Lead Arrangers and Joint Bookrunners, KeyBank National Association and JPMorgan Chase Bank, N.A., as Co-Syndication Agents, Truist Bank, U.S. Bank National Association, PNC Bank, National Association, Citibank, N.A., TD Bank, N.A., and Mizuho Bank, LTD., as Co-Documentation Agents, and the lenders party thereto (Filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q filed on July 28, 2022 and incorporated herein by reference).
10.17
Mid-America Apartment Communities, Inc. 2023 OMNIBUS Incentive Plan (filed as Exhibit A to the Registrant’s Definitive Proxy Statement on Schedule 14A filed on April 3, 2023 and incorporated herein by reference).
10.18†
Form of Restricted Stock Award Agreement Under the Mid-America Apartment Communities, Inc. 2023 OMNIBUS Incentive Plan (Filed as Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q filed on July 27, 2023 and incorporated herein by reference).
10.19†
Form of Non-Qualified Stock Option Agreement for Company Employees Under the Mid-America Apartment Communities, Inc. 2023 OMNIBUS Incentive Plan (Filed as Exhibit 10.3 to the Registrant’s Quarterly Report on Form 10-Q filed on July 27, 2023 and incorporated herein by reference).
10.20†
Form of Incentive Stock Option Agreement for Company Employees Under the Mid-America Apartment Communities, Inc. 2023 OMNIBUS Incentive Plan (Filed as Exhibit 10.4 to the Registrant’s Quarterly Report on Form 10-Q filed on July 27, 2023 and incorporated herein by reference).
10.21†
Form of Restricted Stock Unit Award Agreement Under the Mid-America Apartment Communities, Inc. 2023 OMNIBUS Incentive Plan (Filed as Exhibit 10.5 to the Registrant’s Quarterly Report on Form 10-Q filed on July 27, 2023 and incorporated herein by reference).
10.22†
Retirement and Transition Services Agreement by and between Albert M. Campbell, III and Mid-America Apartment Communities, Inc. and Mid-America Apartments, L.P. (Filed as Exhibit 10.1 to the Registrant’s Quarterly Report on Form 8-K filed on December 13, 2023 and incorporated herein by reference).
Statement of Company Policy on Insider Trading and Disclosure
21.1
List of Subsidiaries.
48
23.1
Consent of Independent Registered Public Accounting Firm, Ernst & Young LLP for MAA.
23.2
Consent of Independent Registered Public Accounting Firm, Ernst & Young LLP for MAALP.
31.1
MAA Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
MAA Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.3
MAALP Certification of Chief Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.4
MAALP Certification of Chief Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*
MAA Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*
MAA Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.3*
MAALP Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.4*
MAALP Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
97
MAA Compensation Recoupment Policy (Filed as Exhibit 97 to the Registrant’s Annual Report on Form 10-K filed on February 9, 2024 and incorporated herein by reference).
101
The following financial information from Mid-America Apartment Communities, Inc.’s and Mid-America Apartments, L.P.’s Annual Report on Form 10-K for the period ended December 31, 2024, filed with the SEC on February 7, 2025, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) the Consolidated Balance Sheets as of December 31, 2024 and December 31, 2023; (ii) the Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022; (iii) the Consolidated Statements of Comprehensive Income for the years ended December 31, 2024, 2023 and 2022; (iv) the Consolidated Statements of Equity/Changes in Capital for the years ended December 31, 2024, 2023 and 2022; (v) the Consolidated Statements of Cash Flows for the years ended December 31, 2024, 2023 and 2022; (vi) Notes to Consolidated Financial Statements; and (vii) Schedule III - Real Estate and Accumulated Depreciation as of December 31, 2024.
104
Cover Page Interactive Data File (formatted as iXBRL and contained in Exhibit 101).
† Management contract or compensatory plan or arrangement.
* This certification is being furnished solely to accompany this Annual Report on Form 10-K pursuant to 18 U.S.C. Section 1350, and is not being filed for purposes of Section 18 of the Securities Exchange Act of 1934 and is not to be incorporated by reference into any filing of MAA or MAALP, whether made before or after the date hereof, regardless of any general incorporation language in such filings.
Item 16. Form 10-K Summary.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Date:
February 7, 2025
/s/ H. Eric Bolton, Jr.
H. Eric Bolton, Jr.
Chairman of the Board of Directors
Chief Executive Officer
(Principal Executive Officer)
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
/s/ A. Clay Holder
A. Clay Holder
Executive Vice President and Chief Financial Officer
(Principal Financial Officer)
/s/ David Herring
David Herring
Senior Vice President and Chief Accounting Officer
(Principal Accounting Officer)
/s/ Alan B. Graf, Jr.
Alan B. Graf, Jr.
Director
/s/ Deborah H. Caplan
Deborah H. Caplan
/s/ John P. Case
John P. Case
/s/ Tamara Fischer
Tamara Fischer
/s/ Sheila K. McGrath
Sheila K. McGrath
/s/ Edith Kelly-Green
Edith Kelly-Green
/s/ James K. Lowder
James K. Lowder
/s/ Thomas H. Lowder
Thomas H. Lowder
/s/ Claude B. Nielsen
Claude B. Nielsen
/s/ Gary Shorb
Gary Shorb
/s/ David P. Stockert
David P. Stockert
50
a Tennessee Limited Partnership
By: Mid-America Apartment Communities, Inc., its general partner
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant as an officer or director of Mid-America Apartment Communities, Inc., in its capacity as the general partner of the registrant and on the dates indicated.
51
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Mid-America Apartment Communities, Inc.
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Mid-America Apartment Communities, Inc. (the Company) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) and our report dated February 7, 2025 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.
Valuation of Embedded Derivative
Description of the Matter
As disclosed in Notes 6 and 8 to the consolidated financial statements, the Series I Preferred Stock shares (“preferred shares”) include a redemption feature which represents an embedded call option exercisable at the Company’s option beginning on October 1, 2026 at the redemption price of $50 per share. The embedded call option has been bifurcated as a separate asset and is valued at fair value each reporting period with changes in its fair value reported in earnings. At each reporting date, management performs an analysis which compares the perpetual value of the preferred shares to the value of the preferred shares assuming the call option is exercised, with the value of the bifurcated call option as the difference between the two values. At December 31, 2024, the fair value of the Company’s embedded derivative asset was $13.2 million.
Auditing the Company’s valuation of this bifurcated embedded derivative was challenging as the Company uses a complex valuation methodology that may use various inputs in the analysis, including risk adjusted yields of relevant Company bond issuances and yields and spreads of relevant indices, estimated yields on preferred stock instruments from REITs with similar credit ratings, treasury rates, and trading data available of prices of the preferred shares, and includes significant assumptions about economic and market conditions with uncertain future outcomes.
How We Addressed the Matter in Our Audit
We obtained an understanding, evaluated the design and tested the operating effectiveness of the Company’s controls over the risks of material misstatement relating to the valuation of the bifurcated embedded derivative asset. For example, we tested controls over management’s review of the valuation model and the underlying inputs and assumptions noted above.
To test the valuation of the embedded derivative asset, our audit procedures included, among others, assessing the methodology used in the valuation model and testing the significant assumptions discussed above. For example, we evaluated management’s assumptions by comparing the rates that were used to discount future dividend payments from the preferred stock to observable market data. We also assessed the completeness and accuracy of the underlying data used by the Company in its valuation. In addition, we involved our valuation specialists to assist in our evaluation of the methodology used by the Company and the underlying inputs and assumptions noted above.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 2005.
Memphis, Tennessee
To the Partners of Mid-America Apartments, L.P.
We have audited the accompanying consolidated balance sheets of Mid-America Apartments, L.P. (the Operating Partnership) as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, changes in capital, and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Operating Partnership at December 31, 2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2024, in conformity with U.S. generally accepted accounting principles.
These financial statements are the responsibility of the Operating Partnership’s management. Our responsibility is to express an opinion on the Operating Partnership’s financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Operating Partnership in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. The Operating Partnership is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Operating Partnership’s internal control over financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
As disclosed in Notes 6 and 9 to the consolidated financial statements, the MAALP Series I Preferred Units (“preferred units”) have the same characteristics as the MAA Series I Preferred Stock shares (“preferred shares”), and thus include a redemption feature which represents an embedded call option exercisable at the Operating Partnership’s option beginning on October 1, 2026 at the redemption price of $50 per unit. The embedded call option has been bifurcated as a separate asset and is valued at fair value each reporting period with changes in its fair value reported in earnings. At each reporting date, management performs an analysis which compares the perpetual value of the preferred units to the value of the preferred units assuming the call option is exercised, with the value of the bifurcated call option as the difference between the two values. At December 31, 2024, the fair value of the Operating Partnership’s embedded derivative asset was $13.2 million.
Auditing the Operating Partnership’s valuation of this bifurcated embedded derivative was challenging as the Operating Partnership uses a complex valuation methodology that may use various inputs in the analysis, including risk adjusted yields of relevant Operating Partnership bond issuances and yields and spreads of relevant indices, estimated yields on preferred stock instruments from REITs with similar credit ratings, treasury rates, and trading data available of prices of the preferred shares, and includes significant assumptions about economic and market conditions with uncertain future outcomes.
We obtained an understanding, evaluated the design and tested the operating effectiveness of the Operating Partnership’s controls over the risks of material misstatement relating to the valuation of the bifurcated embedded derivative asset. For example, we tested controls over management’s review of the valuation model and the underlying inputs and assumptions noted above.
To test the valuation of the embedded derivative asset, our audit procedures included, among others, assessing the methodology used in the valuation model and testing the significant assumptions discussed above. For example, we evaluated management’s assumptions by comparing the rates that were used to discount future dividend payments from the preferred units to observable market data. We also assessed the completeness and accuracy of the underlying data used by the Operating Partnership in its valuation. In addition, we involved our valuation specialists to assist in our evaluation of the methodology used by the Operating Partnership and the underlying inputs and assumptions noted above.
We have served as the Operating Partnership’s auditor since 2012.
F-2
Opinion on Internal Control Over Financial Reporting
We have audited Mid-America Apartment Communities, Inc.’s internal control over financial reporting as of December 31, 2024, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Mid-America Apartment Communities, Inc. (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2024, based on the COSO criteria.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, equity, and cash flows for each of the three years in the period ended December 31, 2024, and the related notes and financial statement schedule listed in the Index at Item 15(a)(2) and our report dated February 7, 2025 expressed an unqualified opinion thereon.
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects.
Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.
Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.
F-3
Consolidated Balance Sheets
December 31, 2024 and 2023
(Dollars in thousands, except per share data)
Assets
Real estate assets:
Land
2,096,912
2,031,403
Buildings and improvements and other
14,160,799
13,515,949
Development and capital improvements in progress
470,282
385,405
16,727,993
15,932,757
Less: Accumulated depreciation
(5,327,584
(4,864,690
11,400,409
11,068,067
Undeveloped land
73,359
73,861
Investment in real estate joint venture
41,650
41,977
Real estate assets, net
11,515,418
11,183,905
43,018
41,314
Restricted cash
13,743
13,777
Other assets
232,426
245,507
Assets held for sale
7,764
Total assets
11,812,369
11,484,503
Liabilities and equity
Liabilities:
Accrued expenses and other liabilities
683,748
645,156
Total liabilities
5,664,705
5,185,381
Redeemable common stock
22,230
19,167
Shareholders’ equity:
Preferred stock, $0.01 par value per share, 20,000,000 shares authorized; 8.50% Series I Cumulative Redeemable Shares, liquidation preference $50.00 per share, 867,846 shares issued and outstanding as of December 31, 2024 and December 31, 2023, respectively
Common stock, $0.01 par value per share, 145,000,000 shares authorized; 116,883,421 and 116,694,124 shares issued and outstanding as of December 31, 2024 and December 31, 2023, respectively (1)
1,166
1,168
Additional paid-in capital
7,417,453
7,399,921
Accumulated distributions in excess of net income
(1,469,557
(1,298,263
Accumulated other comprehensive loss
(6,940
(8,764
Total MAA shareholders’ equity
5,942,131
6,094,071
Noncontrolling interests - OP Units
155,409
163,128
Total Company’s shareholders’ equity
6,097,540
6,257,199
Noncontrolling interests - consolidated real estate entities
27,894
22,756
Total equity
6,125,434
6,279,955
Total liabilities and equity
See accompanying notes to consolidated financial statements.
Consolidated Statements of Operations
Years ended December 31, 2024, 2023 and 2022
Revenues:
Rental and other property revenues
2,019,866
Expenses:
Operating expenses, excluding real estate taxes and insurance
502,735
461,540
435,108
Real estate taxes and insurance
317,357
306,601
288,586
542,998
Total property operating expenses
1,405,708
1,333,204
1,266,692
Property management expenses
72,040
67,784
65,463
General and administrative expenses
56,516
58,578
58,833
154,747
(214,762
(809
Other non-operating (income) expense
(1,655
(31,185
42,713
Income before income tax (expense) benefit
544,865
570,845
646,989
Income tax (expense) benefit
(5,240
(4,744
6,208
Income from continuing operations before real estate joint venture activity
539,625
566,101
653,197
Income from real estate joint venture
1,951
1,730
654,776
17,340
Net income available for shareholders
527,543
552,806
637,436
Dividends to MAA Series I preferred shareholders
3,688
633,748
Earnings per common share - basic:
4.49
4.71
5.49
Earnings per common share - diluted:
5.48
Consolidated Statements of Comprehensive Income
(Dollars in thousands)
Other comprehensive income:
Adjustment for net losses reclassified to net income from derivative instruments
1,878
1,326
1,114
Total comprehensive income
543,454
569,157
655,890
Comprehensive income attributable to noncontrolling interests
(14,087
(15,063
(17,374
Comprehensive income attributable to MAA
529,367
554,094
638,516
Consolidated Statements of Equity
(Dollars and shares in thousands)
Mid-America Apartment Communities, Inc. Shareholders
Noncontrolling
Common Stock
Additional
AccumulatedDistributions
AccumulatedOther
NoncontrollingInterests -
Interests -Consolidated
Redeemable
Shares
Amount
Paid-InCapital
in Excess ofNet Income
ComprehensiveLoss
OperatingPartnership
Real EstateEntities
Total Equity
CommonStock
EQUITY BALANCE DECEMBER 31, 2021
868
115,205
1,151
7,230,956
(1,255,807
(11,132
165,116
23,614
6,153,907
30,185
Net income (loss)
17,633
(293
Other comprehensive income - derivative instruments
1,080
Issuance and registration of common shares
169
(124
(123
Shares repurchased and retired
(71
(14,043
Exercise of stock options
Shares issued in exchange for common units
2,118
(2,118
Shares reclassified to liabilities
(2,148
Redeemable stock fair market value adjustment
9,053
(9,053
Adjustment for noncontrolling interests in Operating Partnership
1,199
(1,199
Amortization of unearned compensation
20,143
Dividends on preferred stock
(3,688
Dividends on common stock ($4.9875 per share)
(575,848
Distributions on noncontrolling interests units ($4.9875 per unit)
(15,871
Acquisition of noncontrolling interest
(37,443
(5,627
(43,070
Contributions from noncontrolling interest
3,370
EQUITY BALANCE DECEMBER 31, 2022
115,344
1,152
7,202,834
(1,188,854
(10,052
163,595
21,064
6,189,748
20,671
14,963
1,288
1,244
203,333
203,345
2,135
(7,870
1,092
(1,092
Shares issued in exchange for redeemable stock
577
581
(581
3,058
(3,058
(3,486
3,486
18,198
Dividends on common stock ($5.6700 per share)
(661,585
Distributions on noncontrolling interests units ($5.6700 per unit)
(17,862
(14,757
(1,000
2,630
EQUITY BALANCE DECEMBER 31, 2023
116,552
1,824
54
158
(725
(723
2,420
(38
(1
(4,973
(4,974
68
3,528
(3,529
(4
2,073
2,069
(2,069
(2,712
2,712
(21
17,650
Dividends on common stock ($5.9250 per share)
(692,437
Distributions on noncontrolling interests units ($5.9250 per unit)
(18,298
5,138
EQUITY BALANCE DECEMBER 31, 2024
116,740
Consolidated Statements of Cash Flows
Cash flows from operating activities:
Adjustments to reconcile net income to net cash provided by operating activities:
586,402
565,857
544,004
Gain on consolidation of third-party development
Loss (gain) on embedded derivative in preferred shares
21,107
Stock compensation expense
15,789
15,699
18,798
Amortization of debt issuance costs, discounts and premiums
6,036
5,909
6,064
(Gain) loss on investments
45,357
Net change in operating accounts and other operating activities
3,789
4,860
(16,056
Net cash provided by operating activities
1,098,292
1,137,187
1,058,479
Cash flows from investing activities:
(271,428
(296,176
(172,124
Distributions from real estate joint venture
327
312
538
(13,849
320,491
27,312
Net cash used in investing activities
(825,499
(775,262
(405,236
Cash flows from financing activities:
Net (payments of) proceeds from commercial paper
20,000
(126,401
(5,516
Distributions to noncontrolling interests
(18,260
(17,671
(14,927
(539,605
Dividends paid on preferred shares
1,083
(10,646
Net cash used in financing activities
(271,123
(367,905
(722,770
Net increase (decrease) in cash, cash equivalents and restricted cash
1,670
(5,980
(69,527
Cash, cash equivalents and restricted cash, beginning of period
55,091
61,071
130,598
Cash, cash equivalents and restricted cash, end of period
56,761
The following table provides a reconciliation of cash, cash equivalents and restricted cash to amounts reported within the Consolidated Balance Sheets:
Reconciliation of cash, cash equivalents and restricted cash at period end:
38,659
22,412
Total cash, cash equivalents and restricted cash
Supplemental information:
Interest paid
164,883
157,566
157,497
Income taxes paid
3,343
4,002
3,490
Non-cash transactions:
Distributions on common shares/ units declared and accrued
181,738
176,162
166,103
Accrued construction in progress
32,903
23,345
16,484
Interest capitalized
17,435
12,376
8,728
Conversion of OP Units to shares of common stock
3,529
Liabilities and capital
Due to general partner
5,664,724
5,185,400
Redeemable common units
Operating Partnership capital:
Preferred units, 867,846 preferred units outstanding as of December 31, 2024 and December 31, 2023, respectively
66,840
General partner, 116,883,421 and 116,694,124 OP Units outstanding as of December 31, 2024 and December 31, 2023, respectively (1)
5,882,336
6,036,154
Limited partners, 3,075,552 and 3,143,972 OP Units outstanding as of December 31, 2024 and December 31, 2023, respectively (1)
(7,064
(8,942
Total operating partners’ capital
6,097,521
6,257,180
6,125,415
6,279,936
(Dollars in thousands, except per unit data)
Net income (loss) attributable to noncontrolling interests
Net income available for MAALP unitholders
567,769
655,069
Distributions to MAALP preferred unitholders
Net income available for MAALP common unitholders
537,888
564,081
651,381
Earnings per common unit - basic:
Earnings per common unit - diluted:
Comprehensive (income) loss attributable to noncontrolling interests
(62
293
Comprehensive income attributable to MAALP
569,095
656,183
Consolidated Statements of Changes in Capital
Mid-America Apartments, L.P. Unitholders
LimitedPartner
GeneralPartner
PreferredUnits
AccumulatedOtherComprehensiveLoss
Interests -ConsolidatedReal EstateEntities
TotalPartnershipCapital
RedeemableCommon Units
CAPITAL BALANCE DECEMBER 31, 2021
5,909,700
(11,382
6,153,888
Issuance of units
Units repurchased and retired
Exercise of unit options
General partner units issued in exchange for limited partner units
Units issued in exchange for redeemable units
Adjustment for limited partners’ capital at redemption value
(1,165
1,165
Distributions to preferred unitholders
Distributions to common unitholders ($4.9875 per unit)
(591,719
Contribution from noncontrolling interest
CAPITAL BALANCE DECEMBER 31, 2022
5,948,498
(10,268
6,189,729
Redeemable units fair market value adjustment
3,524
(3,524
Distributions to common unitholders ($5.6700 per unit)
(679,447
CAPITAL BALANCE DECEMBER 31, 2023
75
(75
Distributions to common unitholders ($5.9250 per unit)
(710,735
CAPITAL BALANCE DECEMBER 31, 2024
Distributions paid on common units
(705,160
(669,388
(554,532
Distributions paid on preferred units
Proceeds from issuances of common units
Distributions on common units declared and accrued
Mid-America Apartment Communities, Inc. and Mid-America Apartments, L.P.
Notes to Consolidated Financial Statements
Unless the context otherwise requires, all references to the “Company” refer collectively to Mid-America Apartment Communities, Inc., together with its consolidated subsidiaries, including Mid-America Apartments, L.P. Unless the context otherwise requires, all references to “MAA” refer only to Mid-America Apartment Communities, Inc., and not any of its consolidated subsidiaries. Unless the context otherwise requires, the references to the “Operating Partnership” or “MAALP” refer to Mid-America Apartments, L.P., together with its consolidated subsidiaries. “Common stock” refers to the common stock of MAA, “preferred stock” refers to the preferred stock of MAA, and “shareholders” refers to the holders of shares of MAA’s common stock or preferred stock, as applicable. The common units of limited partnership interests in the Operating Partnership are referred to as “OP Units,” and the holders of the OP Units are referred to as “common unitholders.”
As of December 31, 2024, MAA owned 116,883,421 OP Units (or 97.4% of the total number of OP Units). MAA conducts substantially all of its business and holds substantially all of its assets, directly or indirectly, through the Operating Partnership, and by virtue of its ownership of the OP Units and being the Operating Partnership’s sole general partner, MAA has the ability to control all of the day-to-day operations of the Operating Partnership.
Management believes combining the notes to the consolidated financial statements of MAA and the Operating Partnership results in the following benefits:
MAA, an S&P 500 company, is a multifamily-focused, self-administered and self-managed real estate investment trust, or REIT. Management operates MAA and the Operating Partnership as one business. The management of the Company is comprised of individuals who are officers of MAA and employees of the Operating Partnership. Management believes it is important to understand the few differences between MAA and the Operating Partnership in the context of how MAA and the Operating Partnership operate as a consolidated company. MAA and the Operating Partnership are structured as an umbrella partnership REIT, or UPREIT. MAA’s interest in the Operating Partnership entitles MAA to share in cash distributions from, and in the profits and losses of, the Operating Partnership in proportion to MAA’s percentage interest therein and entitles MAA to vote on substantially all matters requiring a vote of the partners. MAA’s only material asset is its ownership of limited partnership interests in the Operating Partnership (other than cash held by MAA from time to time); therefore, MAA’s primary function is acting as the sole general partner of the Operating Partnership, issuing public equity from time to time and guaranteeing certain debt of the Operating Partnership from time to time. The Operating Partnership holds, directly or indirectly, all of the Company’s real estate assets. Except for net proceeds from public equity issuances by MAA, which are contributed to the Operating Partnership in exchange for limited partnership interests, the Operating Partnership generates the capital required by the business through the Operating Partnership’s operations, direct or indirect incurrence of indebtedness and issuance of OP Units.
The presentations of MAA’s shareholders’ equity and the Operating Partnership’s capital are the principal areas of difference between the consolidated financial statements of MAA and those of the Operating Partnership. MAA’s shareholders’ equity may include shares of preferred stock, shares of common stock, additional paid-in capital, cumulative earnings, cumulative distributions, noncontrolling interests, treasury shares, accumulated other comprehensive income or loss and redeemable common stock. The Operating Partnership’s capital may include common capital and preferred capital of the general partner (MAA), limited partners’ common capital and preferred capital, noncontrolling interests, accumulated other comprehensive income or loss and redeemable common units. Holders of OP Units (other than MAA) may require the Operating Partnership to redeem their OP Units from time to time, in which case the Operating Partnership may, at its option, pay the redemption price either in cash (in an amount per OP Unit equal, in general, to the average closing price of MAA’s common stock on the New York Stock Exchange, or NYSE, over a specified period prior to the redemption date) or by delivering one share of MAA’s common stock (subject to adjustment under specified circumstances) for each OP Unit so redeemed.
Organization of Mid-America Apartment Communities, Inc.
The Company owns, operates, acquires and selectively develops apartment communities primarily located in the Southeast, Southwest and Mid-Atlantic regions of the U.S. As of December 31, 2024, the Company owned and operated 293 apartment communities (which does not include development communities under construction) through the Operating Partnership and its subsidiaries and had an ownership interest in one apartment community through an unconsolidated real estate joint venture. As of December 31, 2024, the Company also had seven development communities under construction, totaling 2,312 apartment units once complete, and development costs of $477.2 million had been incurred through December 31, 2024 with respect to those development communities. The Company expects to complete two of these developments in 2025, four in 2026 and one in 2027. As of December 31, 2024, 35 of the Company’s apartment communities included retail components. The Company’s apartment communities, including development communities under construction, were located across 16 states and the District of Columbia as of December 31, 2024.
Basis of Presentation and Principles of Consolidation
The accompanying consolidated financial statements have been prepared by the Company’s management in accordance with U.S. generally accepted accounting principles, or GAAP, and applicable rules and regulations of the Securities and Exchange Commission, or the SEC. The consolidated financial statements of MAA presented herein include the accounts of MAA, the Operating Partnership and all other subsidiaries in which MAA has a controlling financial interest. MAA owns, directly or indirectly, approximately 80% to 100% of all consolidated subsidiaries, including the Operating Partnership. In management’s opinion, all adjustments necessary for a fair presentation of the consolidated financial statements have been included, and all such adjustments were of a normal recurring nature. All significant intercompany accounts and transactions have been eliminated in consolidation.
The Company invests in entities that may qualify as variable interest entities, or VIEs, and MAALP is considered a VIE. A VIE is a legal entity in which the equity investors lack sufficient equity at risk for the entity to finance its activities without additional subordinated financial support or, as a group, the holders of the equity investment at risk lack the power to direct the activities of a legal entity as well as the obligation to absorb its expected losses or the right to receive its expected residual returns. The Company consolidates all VIEs for which it is the primary beneficiary and uses the equity method to account for investments that qualify as VIEs but for which it is not the primary beneficiary. In determining whether the Company is the primary beneficiary of a VIE, management considers both qualitative and quantitative factors, including, but not limited to, those activities that most significantly impact the VIE’s economic performance and which party controls such activities. MAALP is classified as a VIE because the limited partners lack substantive kick-out rights and substantive participating rights, and the Company has concluded it is the primary beneficiary of MAALP. The Company uses the equity method of accounting for its investments in entities for which the Company exercises significant influence but does not have the ability to exercise control. The factors considered in determining whether the Company has the ability to exercise significant influence or control include ownership of voting interests and participatory rights of investors (see “Investments in Unconsolidated Affiliates” below).
Noncontrolling Interests
As of December 31, 2024, the Company had two types of noncontrolling interests with respect to its consolidated subsidiaries: (1) noncontrolling interests related to the common unitholders of its Operating Partnership; and (2) noncontrolling interests related to its consolidated real estate entities. The noncontrolling interests relating to the limited partnership interests in the Operating Partnership are owned by the holders of the Class A OP Units. MAA is the sole general partner of the Operating Partnership and holds all of the outstanding Class B OP Units. Net income (after allocations to preferred ownership interests) is allocated to MAA and the noncontrolling interests based on their respective ownership percentages of the Operating Partnership. Issuance of additional Class A OP Units or Class B OP Units changes the ownership percentage of both the noncontrolling interests and MAA. The issuance of Class B OP Units generally occurs when MAA issues common stock and the issuance proceeds are contributed to the Operating Partnership in exchange for Class B OP Units equal to the number of shares of MAA’s common stock issued. At each reporting period, the allocation between total MAA shareholders’ equity and noncontrolling interests is adjusted to account for the change in the respective percentage ownership of the underlying equity of the Operating Partnership. MAA’s Board of Directors established economic rights in respect to each Class A OP Unit that were equivalent to the economic rights in respect to each share of MAA common stock. See Note 9 for additional details.
The noncontrolling interests relating to the Company’s consolidated real estate entities are owned by private real estate companies that are generally responsible for the development, construction and lease-up of the apartment communities that are owned through the consolidated real estate entities with a noncontrolling interest. The entities were determined to be VIE’s with the Company designated as the primary beneficiary. As a result, the accounts of the entities are consolidated by the Company. As of December 31, 2024, the consolidated assets of the Company’s consolidated real estate entities with a noncontrolling interest were $432.2 million, and consolidated liabilities were $27.1 million after intercompany eliminations. As of December 31, 2023, the consolidated assets of the Company’s consolidated real estate entities with a noncontrolling interest were $265.1 million, and consolidated liabilities were $12.9 million after intercompany eliminations. During the year ended December 31, 2023, the Company paid $15.8 million to acquire the noncontrolling interest of a consolidated real estate entity.
F-15
In July 2024, the Company agreed to finance substantially all of a third-party’s development of a 239-unit multifamily apartment community currently under construction located in Charlotte, North Carolina. The development was determined to be a VIE with the Company designated as the primary beneficiary, resulting in the consolidation of the development by the Company and the recognition of $11.2 million of gain on the consolidation of a third-party development included within “Other non-operating (income) expense” in the Consolidated Statements of Operations. The Company initially funded $70.5 million upon entering into the financing agreement. The initial and ongoing funding are included within “Development costs” in the Consolidated Statements of Cash Flows. This development is expected to deliver its first units in the third quarter of 2025, to be completed in the first quarter of 2026 and to reach stabilization in the fourth quarter of 2026 at a total cost of approximately $112 million. The Company has the option to purchase the development once it is stabilized.
Real Estate Assets and Depreciation and Amortization
Real estate assets are carried at depreciated cost and consist of land, buildings and improvements and other, and development and capital improvements in progress (see “Development Costs” below). Repairs and maintenance costs are expensed as incurred, while significant improvements, renovations and recurring capital replacements are capitalized and depreciated over their estimated useful lives. Recurring capital replacements typically include scheduled carpet replacement, new roofs, HVAC units, plumbing, concrete, masonry and other paving, pools and various exterior building improvements. In addition to these costs, the Company also capitalizes salary costs directly identifiable with renovation work. These expenditures extend the useful life of the property and increase the property’s fair market value. The cost of interior painting and blinds are typically expensed as incurred.
Depreciation is computed on a straight-line basis over the estimated useful lives of the related assets, which range from three to 40 years. The line item “Buildings and improvements and other” in the Consolidated Balance Sheets includes land improvements and buildings, which have a useful life ranging from five to 40 years, as well as furniture, fixtures and equipment, which have a useful life of three to five years.
Development projects and the related carrying costs, including interest, property taxes, insurance and allocated direct development salary costs during the construction period, are capitalized and reported in the accompanying Consolidated Balance Sheets as “Development and capital improvements in progress” during the construction period. Interest is capitalized in accordance with accounting standards governing the capitalization of interest. Upon completion and certification for occupancy of individual buildings or floors within a development, amounts representing the completed portion of total estimated development costs for the project are transferred to “Buildings and improvements and other” as real estate held for investment. Capitalization of interest, property taxes, insurance and allocated direct development salary costs cease upon the transfer. The assets are depreciated over their estimated useful lives. Total capitalized costs (including capitalized interest, property taxes, insurance and salaries) during the years ended December 31, 2024, 2023 and 2022 were $26.0 million, $20.6 million and $14.4 million, respectively. Certain costs associated with the lease-up of development projects, including cost of model units, furnishings and signs, are capitalized and amortized over their respective estimated useful lives. All other costs relating to renting development projects are expensed as incurred.
Acquisition of Real Estate Assets
In accordance with Accounting Standards Codification, or ASC, Topic 805, Business Combinations, most acquisitions of operating properties qualify as an asset acquisition. Accordingly, the cost of the real estate acquired, including acquisition costs, is allocated to the acquired tangible assets, consisting of land, buildings and improvements and other, and identified intangible assets, consisting of the value of in-place leases and other contracts, on a relative fair value basis. Acquisition costs include appraisal fees, title fees, broker fees and other legal costs to acquire the property.
The purchase price of an acquired property is allocated based on the relative fair value of the individual components as a proportion of the total assets acquired. The Company allocates the cost of the tangible assets of an acquired property by valuing the building as if it were vacant, based on management’s determination of the relative fair values of these assets. Management determines the as-if-vacant fair value of a building using methods similar to those used by independent appraisers. These methods include using stabilized net operating income, or NOI, and market specific capitalization and discount rates. The Company allocates the cost of land based on its relative fair value if acquired with a multifamily community or records the value based on the purchase price paid if acquired separately. In allocating the cost of identified intangible assets of an acquired property, the in-place leases are valued based on current rent rates and time and cost to lease a unit. Management concluded that the residential leases acquired in connection with each of its property acquisitions approximate at-market rates since the residential lease terms generally do not extend beyond one year.
For residential leases, the fair value of the in-place leases and resident relationships is amortized over the remaining term of the resident leases. For retail and commercial leases, the fair value of in-place leases and tenant relationships is amortized over the remaining term of the leases. The net amount of these lease intangibles included in “Other assets” totaled $1.0 million and $1.6 million as of December 31, 2024 and 2023, respectively.
F-16
Impairment of Long-lived Assets
The Company accounts for long-lived assets in accordance with the provisions of accounting standards for the impairment or disposal of long-lived assets. Management periodically evaluates long-lived assets, including investments in real estate, for indicators that would suggest that the carrying amount of the assets may not be recoverable. The judgments regarding the existence of such indicators are based on factors such as operating performance, market conditions and legal factors. Long-lived assets, such as real estate assets, equipment and purchased intangibles subject to amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated future undiscounted cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated future cash flows, an impairment charge is recognized for the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of are separately presented in the Consolidated Balance Sheets, are reported at the lower of the carrying amount or fair value less costs to sell and are no longer depreciated.
Undeveloped Land
Undeveloped land includes sites intended for future multifamily developments and sites for future commercial development, which are carried at cost and evaluated for impairment when indicators are present. Any costs incurred prior to commencement of pre-development activities are expensed as incurred.
Cash and Cash Equivalents
Investments in money market accounts and certificates of deposit with original maturities of three months or less are considered to be cash equivalents.
Restricted Cash
Restricted cash consists of security deposits required to be held separately, escrow deposits held by lenders for property taxes, insurance, debt service and replacement reserves, and cash held for exchanges under Section 1031(b) of the Internal Revenue Code of 1986, as amended, or the Code. Cash held for Section 1031(b) exchanges is presented within “Cash, cash equivalents and restricted cash” in the accompanying Consolidated Statements of Cash Flows.
Investments in Unconsolidated Affiliates
The Company uses the equity method to account for its investments in a real estate joint venture, as well as six technology-focused limited partnerships that each qualify as a VIE. Management determined the Company is not the primary beneficiary in any of these investments but does have the ability to exert significant influence over the operations and financial policies of the real estate joint venture and considers its investments in the limited partnerships to be more than minor. The Company’s investment in the real estate joint venture was $41.7 million and $42.0 million as of December 31, 2024 and 2023, respectively, and is included in “Investment in real estate joint venture” in the accompanying Consolidated Balance Sheets.
The Company accounts for its investments in the technology-focused limited partnerships on a three month lag due to the timing the limited partnerships’ financial information is made available to the Company. As of December 31, 2024 and 2023, the Company’s investments in the limited partnerships were $62.2 million and $46.5 million, respectively, and are included in “Other assets” in the accompanying Consolidated Balance Sheets, with any related earnings, including unrealized gains and losses on the underlying investments of the limited partnerships which are recorded at estimated fair value, recognized in “Other non-operating (income) expense” in the accompanying Consolidated Statements of Operations. During the years ended December 31, 2024, 2023 and 2022, the Company recognized $13.1 million of income, $1.6 million of income and $35.4 million of expense, respectively, from its investments in the limited partnerships. As of December 31, 2024, the Company was committed to make additional capital contributions totaling $30.6 million if and when called by the general partners of the limited partnerships.
Other Assets
Other assets consist primarily of receivables, the value of derivative contracts, right-of-use lease assets, investments in technology-focused limited partnerships, marketable equity securities, deferred rental concessions, the unamortized value of in-place leases and resident relationships, deferred financing costs relating to the revolving credit facility and commercial paper program and other prepaid expenses.
F-17
Marketable Equity Securities
Two of the technology-focused limited partnerships that are accounted for as investments in unconsolidated affiliates have distributed publicly traded marketable equity securities to the Company and the other limited partners. During the year ended December 31, 2024, the Company did not receive any marketable equity securities. During the years ended December 31, 2023 and 2022, the Company received marketable equity securities totaling $7.7 million and $18.0 million, respectively, which are noncash investing activities. The Company’s investment in marketable equity securities is measured at fair value based on the quoted share price of the securities and is included in “Other assets” in the accompanying Consolidated Balance Sheets, with any related gains and losses, including realized and unrealized gains and losses, recognized in “Other non-operating (income) expense” in the accompanying Consolidated Statements of Operations. As of December 31, 2024 and 2023, the Company’s investment in the marketable equity securities was $3.3 million and $18.6 million, respectively. During the year ended December 31, 2024, the Company sold a portion of the marketable securities for net proceeds of $10.0 million and recognized a net realized gain on sale of $8.3 million. During the years ended December 31, 2024, 2023 and 2022, the Company recognized $5.3 million of unrealized losses, $2.9 million of unrealized gains and $10.0 million of unrealized losses, respectively, from its investment in marketable equity securities.
Accrued Expenses and Other Liabilities
Accrued expenses and other liabilities consist of accrued dividends payable, accrued real estate taxes, unearned income, right-of-use lease liabilities, security deposits, accrued payroll, general liability and workers compensation insurance, accrued capital improvements in progress, accrued interest payable, net deferred tax liability (see Note 7), accrued loss contingencies (see Note 11), accounts payable and other accrued expenses. The following table reflects a detail of the Company’s “Accrued expenses and other liabilities” balances as of December 31, 2024 and 2023 (dollars in thousands):
Accrued dividends payable
Accrued real estate taxes
139,970
159,041
Unearned income
64,626
65,180
Accrued interest payable
35,125
21,941
Accrued capital improvements in progress
Security deposits
27,565
27,138
Accrued payroll
27,564
26,145
Right-of-use lease liabilities
26,091
27,344
General liability and workers compensation insurance
23,353
24,399
Accounts payable, accrued expenses and other
124,813
94,461
Loss Contingencies
The outcomes of claims, disputes and legal proceedings are subject to significant uncertainty. The Company records an accrual for loss contingencies when a loss is probable and the amount of the loss can be reasonably estimated. The Company also accrues an estimate of defense costs expected to be incurred in connection with legal matters. Management reviews these accruals quarterly and makes revisions based on changes in facts and circumstances. When a loss contingency is not both probable and reasonably estimable, management does not accrue the loss. However, if the loss (or an additional loss in excess of the accrual) is at least a reasonable possibility and material, then management discloses a reasonable estimate of the possible loss, or range of loss, if such reasonable estimate can be made. If the Company cannot make a reasonable estimate of the possible loss, or range of loss, then a statement to that effect is disclosed.
The assessment of whether a loss is probable or a reasonable possibility, and whether the loss or range of loss is reasonably estimable, often involves a series of complex judgments about future events. Among the factors considered in this assessment, are the nature of existing legal proceedings and claims, the asserted or possible damages or loss contingency (if reasonably estimable), the progress of the matter, existing law and precedent, the opinions or views of legal counsel and other advisers, management’s experience in similar matters, the facts available to management at the time of assessment, and how the Company intends to respond, or has responded, to the proceeding or claim. Management’s assessment of these factors may change over time as individual proceedings or claims progress. For matters where management is not currently able to reasonably estimate a range of reasonably possible loss, the factors that have contributed to this determination include the following: (i) the damages sought are indeterminate; (ii) the proceedings are in the early stages; (iii) the matters involve novel or unsettled legal theories or a large or uncertain number of actual or potential cases or parties; and/or (iv) discussions with the parties in matters that are ultimately expected to be resolved through negotiation and settlement have not reached the point where management believes a reasonable estimate of loss, or range of loss, can be made. The Company believes that there is considerable uncertainty regarding the timing or ultimate resolution of such matters, including a possible eventual loss or business impact, if any. See Note 11 for additional disclosures regarding loss contingencies.
F-18
Equity Forward Sale Agreements
In August 2021, MAA entered into, and in the future may enter into, forward sale agreements for the sale and issuance of shares of its common stock, either through an underwritten public offering or through MAA’s at-the-market share offering program, or ATM program. When MAA enters into a forward sale agreement, the contract requires MAA to sell its shares to a counterparty at a predetermined price at a future date, which price is subject to adjustment during the term of the contract for MAA’s anticipated dividends as well as for a daily interest factor that varies with changes in the federal funds rate. MAA generally has the ability to determine the dates and method of settlement (i.e., gross physical settlement, net share settlement or cash settlement), subject to certain conditions and the right of the counterparty to accelerate settlement under certain circumstances. The Company accounts for the shares of MAA’s common stock reserved for issuance upon settlement as equity in accordance with ASC Topic 815-40, Contracts in Entity’s Own Equity, which permits equity classification when a contract is considered indexed to its own stock and the contract requires or permits the issuing entity to settle the contract in shares (either physically or net in shares).
The guidance in ASC Topic 815-40 establishes a two-step process for evaluating whether an equity-linked financial instrument is considered indexed to its own stock by evaluating the instrument’s contingent exercise provisions and the instrument’s settlement provisions. In evaluating the forward sale agreements MAA entered into, management concluded that (i) none of the agreements’ exercise contingencies are based on observable markets or indices besides those related to the market of MAA’s common stock price; and (ii) none of the settlement provisions preclude the agreements from being indexed to MAA’s common stock.
Before the issuance of shares of MAA’s common stock upon physical or net share settlement of the forward sale agreements, the shares issuable upon settlement of the forward sale agreements are reflected in MAA’s diluted earnings per share calculations using the treasury stock method. Under this method, the number of shares of common stock used in calculating diluted earnings per share is deemed to be increased by the excess, if any, of the number of shares of common stock that would be issued upon full physical settlement of the forward sale agreements over the number of shares of common stock that could be purchased by MAA in the open market (based on the average market price during the period) using the proceeds to be received upon full physical settlement (based on the adjusted forward sale price at the end of the reporting period). When MAA physically or net share settles a forward sale agreement, the delivery of shares of common stock would result in an increase in the number of weighted average common shares outstanding and dilution to basic earnings per share. See Note 8 for additional disclosures regarding equity forward sale agreements.
Revenue Recognition
The Company primarily leases multifamily residential apartments to residents under operating leases generally due on a monthly basis with terms of approximately one year or less. Rental revenues are recognized in accordance with ASC Topic 842, Leases, using a method that represents a straight-line basis over the term of the lease. In addition, in circumstances where a lease incentive is provided to residents, the incentive is recognized as a reduction of rental revenues on a straight-line basis over the reasonably assured lease term. Rental revenues represent approximately 94% of the Company’s total revenues and include gross rents charged less adjustments for concessions and bad debt. Approximately 5% of the Company’s total revenues represent non-lease reimbursable property revenues from its residents for utility reimbursements, which are generally recognized and due on a monthly basis as residents obtain control of the service over the term of the lease. The remaining 1% of the Company’s total revenues represents other non-lease property revenues primarily driven by nonrefundable fees and commissions, which are recognized when earned.
In accordance with ASC Topic 842, rental revenues and non-lease reimbursable property revenues meet the criteria to be aggregated into a single lease component and are reported on a combined basis in the line item “Rental revenues,” as presented in the disaggregation of the Company’s revenues in Note 13. Other non-lease property revenues are accounted for in accordance with ASC Topic 606, Revenue from Contracts with Customers, which requires revenue recognized outside of the scope of ASC Topic 842 to be recognized when a customer obtains control of promised goods or services in an amount that reflects the consideration the entity expects to receive in exchange for those goods or services. Other non-lease property revenues are reported in the line item “Other property revenues,” as presented in the disaggregation of the Company’s revenues in Note 13.
Advertising Costs
Costs associated with advertising activities are expensed as incurred and were $31.7 million, $26.6 million and $24.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.
F-19
Leases
The Company is the lessee under certain ground, office, equipment and other operational leases, all of which are accounted for as operating leases in accordance with ASC Topic 842. The Company recognizes a right-of-use asset for the right to use the underlying asset for all leases where the Company is the lessee with terms of more than 12 months, and a related lease liability for the obligation to make lease payments. Expenses related to leases determined to be operating leases are recognized on a straight-line basis. As of December 31, 2024 and 2023, right-of-use assets recorded within “Other assets” totaled $40.5 million and $42.5 million, respectively, and related lease liabilities recorded within “Accrued expenses and other liabilities” totaled $26.1 million and $27.3 million, respectively, in the Consolidated Balance Sheets. Lease expense recognized for the years ended December 31, 2024, 2023 and 2022 was immaterial to the Company. Cash paid for amounts included in the measurement of operating lease liabilities during the years ended December 31, 2024 and 2023 was also immaterial. See Note 11 for additional disclosures regarding leases.
Income Taxes
MAA has elected to be taxed as a REIT under the Code and intends to continue to operate in such a manner. The current and continuing qualification as a REIT depends on MAA’s ability to meet the various requirements imposed by the Code, which are related to organizational structure, distribution levels, diversity of stock ownership and certain requirements with respect to the nature and diversity of MAA’s assets and sources of MAA’s gross income. As long as MAA qualifies for taxation as a REIT, it will generally not be subject to U.S. federal corporate income tax on its taxable income that is currently distributed to shareholders. This treatment substantially eliminates the “double taxation” (i.e., income taxation at both the corporate and shareholder levels) that generally results from an investment in a corporation. Even if MAA qualifies as a REIT, MAA may be subject to U.S. federal income and excise taxes in certain situations, such as if MAA fails to distribute timely all of its taxable income with respect to a taxable year. MAA also will be required to pay a 100% tax on any net income on non-arm’s length transactions between MAA and one of its taxable REIT subsidiaries, or TRS. Furthermore, MAA and its shareholders may be subject to state or local taxation in various state or local jurisdictions, including those in which MAA transacts business or its shareholders reside, and the applicable state and local tax laws may not conform to the U.S. federal income tax treatment. Any taxes imposed on MAA would reduce its operating cash flows and net income.
The Company has elected TRS status for certain of its corporate subsidiaries. As a result, the TRS incur both federal and state income taxes on any taxable income after consideration of any net operating losses. The TRS use the liability method of accounting for income taxes. Deferred income tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities from a change in tax rate is recognized in earnings in the period of the enactment date. A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax assets will not be realized.
The Company recognizes liabilities for uncertain income tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step requires the Company to estimate and measure the tax benefit as the largest amount that is more likely than not to be realized upon ultimate settlement. See Note 7 for additional disclosures regarding income taxes.
Fair Value Measurements
The Company applies the guidance in ASC Topic 820, Fair Value Measurements and Disclosures, to the valuation of acquired real estate assets recorded at fair value, to its impairment valuation analysis of real estate assets and to its valuation and disclosure of the fair value of financial instruments, which primarily consists of marketable equity securities, indebtedness and derivative instruments. Fair value disclosures required under ASC Topic 820 for the Company’s financial instruments as well as the Company’s derivative accounting policies are summarized in Note 6 utilizing the following hierarchy:
Level 1 - Quoted prices in active markets for identical assets or liabilities that are accessible at the measurement date.
Level 2 - Inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly.
Level 3 - Unobservable inputs for the assets or liability.
Certain long-lived assets are recorded at fair value when they are acquired or initially consolidated. The inputs associated with the valuation of long-lived assets are generally included in Level 2 of the fair value hierarchy.
Use of Estimates
Management has made a number of estimates and assumptions relating to the reporting of assets and liabilities, the disclosure of contingent assets and liabilities, and the reported amounts of revenues and expenses to prepare these financial statements and notes in conformity with GAAP. Actual results could differ from those estimates.
F-20
Recently Issued Accounting Pronouncement
In 2023, the Financial Accounting Standards Board issued Accounting Standard Update, or ASU, 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which expands disclosures about federal, state and foreign income taxes in an entity’s income tax rate reconciliation table and regarding cash taxes paid. This ASU is effective for annual periods beginning after December 15, 2024. Management is currently evaluating the impact this standard may have on the consolidated financial statements and related disclosures upon adoption.
Basic earnings per share is computed using the two-class method by dividing net income available to MAA common shareholders by the weighted average number of common shares outstanding during the period. All outstanding unvested restricted share awards contain rights to non-forfeitable dividends and participate in undistributed earnings with common shareholders and, accordingly, are considered participating securities that are included in the two-class method of computing basic earnings per share. Both the unvested restricted shares and other potentially dilutive common shares, and the related impact to earnings, are considered when calculating earnings per share on a diluted basis with diluted earnings per share being the more dilutive of the treasury stock or two-class methods. OP Units are included in dilutive earnings per share calculations when the units are dilutive to earnings per share.
For the year ended December 31, 2024, MAA’s diluted earnings per share was computed using the two-class method, and for the years ended December 31, 2023 and 2022, MAA’s diluted earnings per share was computed using the treasury stock method, as presented below (dollars and shares in thousands, except per share amounts):
Calculation of Earnings per common share - basic
(14,033
(15,025
(17,340
Unvested restricted shares (allocation of earnings)
(224
(438
Net income available for MAA common shareholders, adjusted
523,780
548,894
633,310
Weighted average common shares - basic
116,776
116,521
Earnings per common share - basic
Calculation of Earnings per common share - diluted
Net income attributable to noncontrolling interests (1)
Effect of dilutive securities
124
Weighted average common shares - diluted
116,645
115,583
Earnings per common share - diluted
F-21
Basic earnings per common unit is computed using the two-class method by dividing net income available for common unitholders by the weighted average number of OP Units outstanding during the period. All outstanding unvested restricted unit awards contain rights to non-forfeitable distributions and participate in undistributed earnings with common unitholders and, accordingly, are considered participating securities that are included in the two-class method of computing basic earnings per common unit. Diluted earnings per common unit reflects the potential dilution that could occur if securities or other contracts to issue OP Units were exercised or converted into OP Units. Both the unvested restricted unit awards and other potentially dilutive common units, and the related impact to earnings, are considered when calculating earnings per common unit on a diluted basis with diluted earnings per common unit being the more dilutive of the treasury stock or two-class methods.
For the year ended December 31, 2024, MAALP’s diluted earnings per common unit was computed using the two-class method, and for the years ended December 31, 2023 and 2022, MAALP’s diluted earnings per common unit was computed using the treasury stock method, as presented below (dollars and units in thousands, except per unit amounts):
Calculation of Earnings per common unit - basic
Net (income) loss attributable to noncontrolling interests
Unvested restricted units (allocation of earnings)
Distributions to MAALP Series I preferred unitholders
Net income available for MAALP common unitholders, adjusted
537,813
563,857
650,943
Weighted average common units - basic
119,875
119,674
118,538
Earnings per common unit - basic
Calculation of Earnings per common unit - diluted
Weighted average common units - diluted
119,798
118,777
Earnings per common unit - diluted
MAA accounts for its stock-based employee compensation plans in accordance with accounting standards governing stock-based compensation. These standards require an entity to measure the cost of employee services received in exchange for an award of an equity instrument based on the award’s fair value on the grant date and recognize the cost over the period during which the employee is required to provide service in exchange for the award, which is generally the vesting period. Any liability awards issued are remeasured at each reporting period.
MAA’s stock compensation plans consist of a number of incentives provided to attract and retain independent directors, executive officers and key employees. Incentives are currently granted under the 2023 Omnibus Incentive Plan, or the Omnibus Plan, which was approved at the 2023 annual meeting of MAA shareholders. The Omnibus Plan allows for the grant of awards, including restricted stock and stock options, with respect to up to 1,000,000 shares. Prior to the Omnibus Plan, incentives were awarded under the Amended and Restated 2013 Stock Incentive Plan, or the Stock Incentive Plan, which was approved at the 2018 annual meeting of MAA shareholders. The Stock Incentive Plan allowed for the grant of awards, including restricted stock and stock options, with respect to up to 2,000,000 shares. MAA believes that such awards better align the interests of its employees with those of its shareholders. The Omnibus Plan and the Stock Incentive Plan are collectively referred to as the Stock Plans.
F-22
Compensation expense is generally recognized for service based restricted stock awards using the straight-line method over the vesting period of the shares regardless of cliff or ratable vesting distinctions. Compensation expense for market and performance based restricted stock awards is generally recognized using the accelerated amortization method with each vesting tranche valued as a separate award, with a separate vesting date, consistent with the estimated value of the award at each period end. Additionally, compensation expense is adjusted for actual forfeitures for all awards in the period that the award was forfeited. Compensation expense for stock options is generally recognized on a straight-line basis over the requisite service period. MAA presents stock compensation expense in the Consolidated Statements of Operations in “General and administrative expenses.”
Total compensation expense under the Stock Plans was $17.7 million, $18.3 million and $20.1 million for the years ended December 31, 2024, 2023 and 2022, respectively. Of these amounts, total compensation expense capitalized was $1.9 million, $2.5 million and $1.3 million for the years ended December 31, 2024, 2023 and 2022, respectively. As of December 31, 2024, the total unrecognized compensation expense was $13.7 million. This cost is expected to be recognized over the remaining weighted average period of 0.8 years. Total cash paid for the settlement of plan shares totaled $5.0 million, $7.9 million and $14.0 million for the years ended December 31, 2024, 2023 and 2022, respectively. Information concerning grants under the Stock Plans is provided below.
Restricted Stock
In general, restricted stock is earned based on either a service condition, market condition, performance condition or a combination thereof and generally vests ratably over a period from the grant date up to three years. Service based awards are earned when the employee remains employed over the requisite service period and are valued on the grant date based upon the market price of MAA common stock on the date of grant. Market based awards are earned when MAA reaches a specified stock price or specified return on the stock price (price appreciation plus dividends) and are valued on the grant date using a Monte Carlo simulation. Performance based awards are earned when MAA reaches certain operational goals, such as funds available for distribution targets, and are valued based upon the market price of MAA common stock on the date of grant as well as the probability of reaching the stated targets. MAA remeasures the fair value of the performance based awards each balance sheet date with adjustments made on a cumulative basis until the award is settled and the final compensation is known. The weighted average grant date fair value per share of restricted stock awards granted during the years ended December 31, 2024, 2023 and 2022, was $85.94, $102.55 and $144.77, respectively.
The following is a summary of the key assumptions used in the valuation calculations for market based awards granted during the years ended December 31, 2024, 2023 and 2022:
Risk free rate
4.158%
4.096%
1.010%
Dividend yield
4.449%
3.550%
2.024%
Volatility
22.87%
28.99%
25.84%
Requisite service period
3 years
The risk free rate was based on a zero coupon risk-free rate. The dividend yield was based on the closing stock price of MAA stock on the date of grant. Volatility for MAA was obtained by using a blend of both historical and implied volatility calculations. Historical volatility was based on the standard deviation of daily total continuous returns, and implied volatility was based on the trailing month average of daily implied volatilities interpolating between the volatilities implied by stock call option contracts that were closest to the terms shown and closest to the money. The requisite service period is based on the criteria for the separate restricted stock awards according to the related vesting schedule.
A summary of the status of the nonvested restricted shares as of December 31, 2024, and the changes for the year ended December 31, 2024, is presented below:
Nonvested Shares
Weighted Average Grant-Date Fair Value
Nonvested as of January 1, 2024
96,430
172.18
Issued
137,412
112.03
Vested
(126,757
115.84
Forfeited
(82
164.24
Nonvested as of December 31, 2024
107,003
161.68
The total fair value of shares vested during the years ended December 31, 2024, 2023 and 2022 was $14.7 million, $17.3 million and $16.0 million, respectively.
Stock Options
Options to purchase 463 shares of MAA’s common stock were outstanding as of December 31, 2024. No stock options were granted or expired during the years ended December 31, 2024, 2023 and 2022. There were no options exercised during the years ended December 31, 2024 and 2023. There were 350 options exercised during the year ended 2022. These exercises resulted in net proceeds that were negligible during the year ended December 31, 2022.
F-23
The following table summarizes the Company’s outstanding debt as of December 31, 2024 and 2023 (dollars in thousands):
Weighted Average Contract Maturity
3,700,000
5/9/2031
Variable rate commercial paper program
495,000
1/6/2025
(14,916
1/26/2049
(3,152
Total outstanding debt
Unsecured Revolving Credit Facility
MAALP has entered into an unsecured revolving credit facility, with a borrowing capacity of $1.25 billion and an option to expand to $2.0 billion. The revolving credit facility bears interest at an adjusted Secured Overnight Financing Rate plus a spread of 0.70% to 1.40% based on an investment grade pricing grid. The revolving credit facility has a maturity date in October 2026 with an option to extend for two additional six-month periods. As of December 31, 2024, there was no outstanding balance under the revolving credit facility, while $4.5 million of capacity was used to support outstanding letters of credit.
Unsecured Commercial Paper
MAALP has established an unsecured commercial paper program whereby MAALP may issue unsecured commercial paper notes with varying maturities not to exceed 397 days up to a maximum aggregate principal amount outstanding of $625.0 million. As of December 31, 2024, MAALP had $250.0 million of borrowings outstanding under the commercial paper program. For the year ended December 31, 2024, the average daily borrowings outstanding under the commercial paper program were $336.3 million.
As of December 31, 2024, MAALP had $4.4 billion of publicly issued unsecured senior notes outstanding. The unsecured senior notes had maturities at issuance ranging from 5 to 30 years, with a weighted average maturity in 2031.
F-24
As of December 31, 2024, MAALP had $363.3 million of fixed rate conventional property mortgages with a weighted average maturity in 2049.
Upcoming Debt Obligations
As of December 31, 2024, MAALP’s debt obligations over the next 12 months consist of approximately $650.0 million of principal obligations, including $250.0 million of commercial paper borrowings due January 2025 and $400.0 million of unsecured senior notes due November 2025.
Schedule of Maturities
The following table includes scheduled principal repayments of MAALP’s outstanding borrowings as of December 31, 2024, as well as the amortization of debt issuance costs, discounts and premiums (in thousands):
Maturities
Amortization
(660
(1,256
(1,879
(2,089
6,359
(32,811
2,480,482
(32,336
Financial Instruments Not Carried at Fair Value
Cash and cash equivalents, restricted cash and accrued expenses and other liabilities are carried at amounts that reasonably approximate their fair value due to their short term nature.
Fixed rate notes payable as of December 31, 2024 and 2023 totaled $4.7 billion and $4.0 billion, respectively, and had estimated fair values of $4.4 billion and $3.7 billion (excluding prepayment penalties) as of December 31, 2024 and 2023, respectively. The fair values of fixed rate debt are determined by using the present value of future cash outflows discounted with the applicable current market rate plus a credit spread. The carrying values of variable rate debt as of December 31, 2024 and 2023 totaled $250.0 million and $495.0 million, respectively, and the variable rate debt had estimated fair values of $250.0 million and $495.0 million as of December 31, 2024 and 2023, respectively. The fair values of variable rate debt is determined using the stated variable rate plus the current market credit spread. The variable rates reset at various maturities typically less than 30 days, and management concluded these rates reasonably estimate current market rates.
Financial Instruments Measured at Fair Value on a Recurring Basis
As of December 31, 2024, the Company had one outstanding series of cumulative redeemable preferred stock, which is referred to as the MAA Series I preferred stock (see Note 8). The Company has recognized a derivative asset related to the redemption feature embedded in the MAA Series I preferred stock. The derivative asset is valued using widely accepted valuation techniques, including a discounted cash flow analysis in which the perpetual value of the preferred shares is compared to the value of the preferred shares assuming the call option is exercised, with the value of the bifurcated call option as the difference between the two values. The analysis reflects the contractual terms of the redeemable preferred shares, which are redeemable at the Company’s option beginning on October 1, 2026 at the redemption price of $50.00 per share. The Company may use various inputs in the analysis, including risk adjusted yields of relevant MAALP bond issuances and yields and spreads of relevant indices, estimated yields on preferred stock instruments from REITs with similar credit ratings as MAA, treasury rates and trading data available of prices of the preferred shares, to determine the fair value of the bifurcated call option.
The redemption feature embedded in the MAA Series I preferred stock is reported as a derivative asset in “Other assets” in the accompanying Consolidated Balance Sheets and is adjusted to its fair value at each reporting date, with a corresponding non-cash adjustment to “Other non-operating (income) expense” in the accompanying Consolidated Statements of Operations. As of December 31, 2024 and 2023, the fair value of the embedded derivative was $13.2 million and $31.9 million, respectively.
The Company has determined the majority of the inputs used to value its outstanding debt and its embedded derivative fall within Level 2 of the fair value hierarchy, and as a result, the fair value valuations of its debt and embedded derivative held as of December 31, 2024 and 2023 were classified as Level 2 in the fair value hierarchy. The fair value of the Company’s marketable equity securities discussed in Note 1 is based on quoted market prices and is classified as Level 1 in the fair value hierarchy.
F-25
Terminated Cash Flow Hedges of Interest
As of December 31, 2024, the Company had $6.9 million recorded in “Accumulated other comprehensive loss,” or AOCL, related to realized losses associated with terminated interest rate swaps that were designated as cash flow hedging instruments prior to their termination. The realized losses associated with the terminated interest rate swaps are reclassified to interest expense as interest payments are made on the Company’s debt and will continue to be reclassified to interest expense until the debt’s maturity. During the next 12 months, the Company estimates an additional $1.7 million will be reclassified to earnings as an increase to “Interest expense.”
Tabular Disclosure of the Effect of Derivative Instruments on the Consolidated Statements of Operations
The tables below present the effect of the Company’s derivative financial instruments on the Consolidated Statements of Operations for the years ended December 31, 2024, 2023 and 2022, respectively (dollars in thousands):
Derivatives in Cash Flow
Location of Loss Reclassified
Net Loss Reclassified from AOCL into Interest Expense
Hedging Relationships
from AOCL into Income
Terminated interest rate swaps
(1,878
(1,326
(1,114
Derivatives Not Designated
Location of (Loss) Gain Recognized
(Loss) Gain Recognized in Earnings on Derivative
as Hedging Instruments
in Earnings on Derivative
Preferred stock embedded derivative
(18,751
18,528
(21,107
Due to the structure of MAA as a REIT and the nature of the operations of its operating properties, no provision for federal income taxes has been made at the MAA level. In addition, as MAALP is structured as a limited partnership, and its partners recognize their proportionate share of income or loss in their tax returns, no provision for federal income taxes has been made at the MAALP level. Historically, the Company has incurred certain state and local income, excise and franchise taxes.
Taxable REIT Subsidiaries
A TRS is an entity that is subject to federal, state and any applicable local corporate income tax without the benefit of the dividends paid deduction applicable to REITs. The Company’s TRS generated taxable income of $8.3 million for the year ended December 31, 2024, taxable income of $4.6 million for the year ended December 31, 2023 and taxable loss of $45.2 million for the year ended December 31, 2022. The Company’s TRS recognized income tax expense of $1.8 million for the year ended December 31, 2024, income tax expense of $1.0 million for the year ended December 31, 2023 and income tax benefit of $9.5 million for the year ended December 31, 2022. One of the Company’s TRS generally provides the Company with services (property management services to a real estate joint venture and other services) for which the Company reimburses the TRS. In addition, one of the Company’s TRS owns the investments in the technology-focused limited partnerships and marketable securities that generate investment income and losses. The investment income or loss is recognized for tax purposes at the time of sale or exchange of the investment.
In addition to the TRS income tax provision, income tax expense primarily relates to the Texas-based margin tax for all Texas apartment communities. Income tax expense for the Company for the year ended December 31, 2024 was $5.2 million, income tax expense for the Company for the year ended December 31, 2023 was $4.7 million and income tax benefit for the Company for the year ended December 31, 2022 was $6.2 million, as presented in “Income tax (expense) benefit” in the accompanying Consolidated Statements of Operations.
As of December 31, 2024 and 2023, the components of the Company’s TRS deferred income tax assets and liabilities were as follows (dollars in thousands):
Deferred tax liability:
Unrealized gain from limited partnerships
4,048
Unrealized gain from marketable securities & other
861
3,575
Total deferred tax liability
4,909
3,875
Net deferred tax liability
F-26
The net deferred tax liability balances are reflected in “Accrued expenses and other liabilities” in the accompanying Consolidated Balance Sheets. The TRS have no reserve for uncertain tax positions for the years ended December 31, 2024 and 2023, and management does not believe there will be any material changes in the TRS unrecognized tax positions over the next 12 months. If necessary, the TRS accrue interest and penalties on unrecognized tax benefits as a component of income tax expense.
Net Operating Loss Carryforwards
As of December 31, 2024, MAA held federal net operating loss, or NOL, carryforwards of $43.9 million for income tax purposes that expire in the years 2029 to 2032. Utilization of any NOL carryforwards is subject to an annual limitation due to ownership change limitations provided by Section 382 of the Code and similar state provisions. The annual limitations may result in the expiration of NOL carryforwards prior to utilization. MAA may use these NOL to offset all or a portion of the taxable income generated at the REIT level. Tax years 2021 through 2024 are subject to examination by the Internal Revenue Service. No tax examination is currently in process.
Taxable Composition of Distributions
For income tax purposes, dividends paid to holders of MAA’s common stock generally consist of ordinary income, return of capital, capital gains, qualified dividends and un-recaptured Section 1250 gains, or a combination thereof. For the years ended December 31, 2024, 2023 and 2022, dividends per common share held for the entire year were estimated to be taxable as follows:
Percentage
Ordinary income
5.80
98.61
5.60
4.44
95.03
Capital gains
0.08
1.39
0.23
4.78
Un-recaptured Section 1250 gains
0.01
0.19
5.88
100
4.68
The Company designated the per share amounts above as capital gain dividends in accordance with the requirements of the Code. The difference between net income available to common shareholders for financial reporting purposes and taxable income before dividend deductions relates primarily to temporary differences such as depreciation and amortization and taxable gains on sold properties.
As of December 31, 2024, 116,883,421 shares of common stock of MAA and 3,075,552 OP Units (excluding the OP Units held by MAA) were issued and outstanding, representing a total of 119,958,973 common shares and units. As of December 31, 2023, 116,694,124 shares of common stock of MAA and 3,143,972 OP Units (excluding the OP Units held by MAA) were issued and outstanding, representing a total of 119,838,096 common shares and units.
As of December 31, 2024, MAA had one outstanding series of cumulative redeemable preferred stock, which has the following characteristics:
Description
Outstanding Shares
Liquidation Preference (1)
Optional Redemption Date
Redemption Price (2)
Stated Dividend Yield
Approximate Dividend Rate
MAA Series I
867,846
50.00
10/1/2026
8.50%
4.25
See Note 6 for details of the valuation of the derivative asset related to the redemption feature embedded in the MAA Series I preferred stock.
MAA has a Dividend and Distribution Reinvestment and Share Purchase Plan, or DRSPP, pursuant to which MAA’s common shareholders have the ability to reinvest all or part of their distributions from MAA into shares of MAA’s common stock and holders of Class A OP Units have the ability to reinvest all or part of their distributions from the Operating Partnership into shares of MAA’s common stock. The DRSPP also provides the opportunity to make optional cash investments in MAA’s common stock of at least $250, but not more than $5,000 in any given month. MAA, in its absolute discretion, may grant waivers to allow for optional cash payments in excess of $5,000. To fulfill its obligations under the DRSPP, MAA may either issue additional shares of common stock or repurchase common stock in the open market. MAA may elect to sell shares under the DRSPP at up to a 5% discount. Shares of MAA’s common stock totaling 10,610 in 2024, 9,787 in 2023 and 6,547 in 2022 were acquired by participants under the DRSPP. MAA did not offer a discount for optional cash purchases in 2024, 2023 or 2022.
F-27
In August 2021, MAA entered into two 18-month forward sale agreements with respect to a total of 1.1 million shares of its common stock at an initial forward sale price of $190.56 per share, which is net of issuance costs. Under the forward sale agreements, the forward sale price was subject to adjustment on a daily basis based on a floating interest rate factor equal to a specified daily rate less a spread and was decreased based on amounts related to dividends on MAA’s common stock during the term of the forward sale agreements. In January 2023, MAA settled its two forward sale agreements with respect to a total of 1.1 million shares at a forward price per share of $185.23, which is inclusive of adjustments made to reflect the then-current federal funds rate, the amount of dividends paid to holders of MAA common stock and commissions paid to sales agents, for net proceeds of $203.7 million. The impact of the forward sale agreements was not dilutive to the Company’s diluted earnings per share for the years ended December 31, 2023 and 2022.
MAA has entered into an at-the-money equity offering program, or ATM program, enabling MAA to sell shares of its common stock into the existing market at current market prices from time to time to or through the sales agents under the program. Pursuant to the ATM program, MAA from time to time may also enter into forward sale agreements and sell shares of its common stock pursuant to these agreements. Through the ATM program, MAA may issue up to an aggregate of 4.0 million shares of its common stock, at such times as determined by MAA.
MAA has no obligation to issue shares through the ATM program. During the years ended December 31, 2024, 2023 and 2022 MAA did not sell any shares of common stock through the ATM program. As of December 31, 2024, 4.0 million shares of MAA’s common stock remained issuable under the ATM program.
Common units of limited partnership interests in MAALP are represented by OP Units. As of December 31, 2024, there were 119,958,973 OP Units outstanding, 116,883,421, or 97.4%, of which represent Class B OP Units (common units issued to or held by MAALP’s general partner or any of its subsidiaries), which were owned by MAA, MAALP’s general partner. The remaining 3,075,552 OP Units were Class A OP Units owned by Class A limited partners. As of December 31, 2023, there were 119,838,096 OP Units outstanding, 116,694,124, or 97.4%, of which were owned by MAA and 3,143,972 of which were owned by the Class A limited partners.
MAA, as the sole general partner of MAALP, has full, complete and exclusive discretion to manage and control the business of MAALP subject to the restrictions specifically contained within MAALP’s agreement of limited partnership, or the Partnership Agreement. Unless otherwise stated in the Partnership Agreement, this power includes, but is not limited to, acquiring, leasing or disposing of any real property; constructing buildings and making other improvements to properties owned; borrowing money, modifying or extinguishing current borrowings, issuing evidence of indebtedness and securing such indebtedness by mortgage, deed of trust, pledge or other lien on MAALP’s assets; and distribution of MAALP’s cash or other assets in accordance with the Partnership Agreement. MAA can generally, at its sole discretion, issue and redeem OP Units and determine the consideration to be received or the redemption price to be paid, as applicable. The general partner may delegate these and other powers granted to it if the general partner remains in supervision of the designee.
Under the Partnership Agreement, MAALP may issue Class A OP Units and Class B OP Units. Class A OP Units are any OP Units other than Class B OP Units, while Class B OP Units are those issued to or held by MAALP’s general partner or any of its subsidiaries. In general, the limited partners do not have the power to participate in the management or control of MAALP’s business except in limited circumstances, including changes in the general partner and protective rights if the general partner acts outside of the provisions provided in the Partnership Agreement. The transferability of Class A OP Units is also limited by the Partnership Agreement.
Net income of MAALP (after allocations to preferred ownership interests) is allocated to the general partner and limited partners based on their respective ownership percentages of MAALP. Issuance or redemption of additional Class A OP Units or Class B OP Units changes the relative ownership percentage of the partners. The issuance of Class B OP Units generally occurs when MAA issues common stock and the proceeds from that issuance are contributed to MAALP in exchange for the issuance to MAA of a number of OP Units equal to the number of shares of common stock issued. Likewise, if MAA repurchases or redeems outstanding shares of common stock, MAALP generally redeems an equal number of Class B OP Units with similar terms held by MAA for a redemption price equal to the purchase price of those shares of common stock. At each reporting period, the allocation between general partner capital and limited partner capital is adjusted to account for the change in the respective percentage ownership of the underlying capital of MAALP. Holders of the Class A OP Units may require MAA to redeem their Class A OP Units, in which case MAA may, at its option, pay the redemption price either in cash (in an amount per Class A OP Unit equal, in general, to the average closing price of MAA’s common stock on the NYSE over a specified period prior to the redemption date) or by delivering one share of MAA common stock (subject to adjustment under specified circumstances) for each Class A OP Unit so redeemed.
As of December 31, 2024, a total of 3,075,552 Class A OP Units were outstanding and redeemable for 3,075,552 shares of MAA common stock, with an approximate value of $475.4 million, based on the closing price of MAA’s common stock on December 31, 2024 of $154.57 per share. As of December 31, 2023, a total of 3,143,972 Class A OP Units were outstanding and redeemable for 3,143,972 shares of MAA common stock, with an approximate value of $422.7 million, based on the closing price of MAA’s common stock on December 31, 2023 of $134.46 per share. MAALP pays the same per unit distributions in respect to the OP Units as the per share dividends MAA pays in respect to its common stock.
F-28
As of December 31, 2024, MAALP had one outstanding series of cumulative redeemable preferred units, or the MAALP Series I preferred units. The MAALP Series I preferred units have the same characteristics as the MAA Series I preferred stock described in Note 8. As of December 31, 2024, 867,846 units of the MAALP Series I preferred units were outstanding and owned by MAA. See Note 6 for details of the valuation of the derivative asset related to the redemption feature embedded in the MAALP Series I preferred units.
The following provides details of the employee benefit plans not previously discussed in Note 4.
401(k) Savings Plans
MAA’s 401(k) Savings Plan, or 401(k) Plan, is a defined contribution plan that satisfies the requirements of Section 401(a) and 401(k) of the Code. MAA’s Board of Directors has the discretion to approve matching contributions to the 401(k) Plan. MAA recognized expense from the 401(k) Plan of $4.9 million, $4.7 million and $4.4 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Non-Qualified Executive Deferred Compensation Retirement Plan
MAA has adopted the MAA Non-Qualified Executive Deferred Compensation Retirement Plan Amended and Restated effective January 1, 2016, or the Deferred Compensation Plan, for certain executive employees. Under the terms of the Deferred Compensation Plan, employees may elect to defer a percentage of their compensation and bonus, and MAA may, but is not obligated to, match a portion of the employees’ salary deferral. MAA recognized expense on its match to the Deferred Compensation Plan for the years ended December 31, 2024, 2023 and 2022 of $0.3 million, $0.4 million and $0.5 million, respectively.
Non-Qualified Deferred Compensation Plan for Outside Company Directors
MAA has adopted the Non-Qualified Deferred Compensation Plan for Outside Company Directors as Amended effective November 30, 2010, or the Directors Deferred Compensation Plan, which allows non-employee directors to defer their director fees by having the fees held by MAA as shares of MAA’s common stock. Directors can also choose to have their annual restricted stock grants issued into the Directors Deferred Compensation Plan. Amounts deferred through the Directors Deferred Compensation Plan are distributed to the directors in two annual installments beginning in the first 90 days of the year following the director’s departure from the board. Participating directors may choose to have the amount issued to them in shares of MAA’s common stock or paid to them as cash at the market value of MAA’s common stock as of the end of the year the director ceases to serve on the board.
For the years ended December 31, 2024, 2023 and 2022, directors deferred 11,439 shares, 9,459 shares and 6,122 shares of common stock, respectively, with weighted-average grant date fair values of $140.85, $145.96 and $174.76, respectively, into the Directors Deferred Compensation Plan. The shares of common stock held in the Directors Deferred Compensation Plan are classified outside of permanent equity in redeemable stock with changes in the redemption amount recorded immediately to retained earnings because the directors have redemption rights not solely within the control of MAA. Additionally, any shares that become mandatorily redeemable because a departed director has elected to receive a cash payout are recorded as a liability. As of December 31, 2024 and 2023, there was no liability related to mandatorily redeemable shares.
Employee Stock Ownership Plan
MAA’s Employee Stock Ownership Plan, or ESOP, is a non-contributory stock bonus plan that satisfies the requirements of Section 401(a) of the Code. On December 31, 2010, the ESOP was frozen by amendment, whereby effective January 1, 2011, no additional employees became eligible for the plan, no additional contributions were made to the ESOP, and all participants with an account balance under the ESOP became 100% vested. The Company did not contribute to the ESOP during 2024, 2023 or 2022. As of December 31, 2024, the ESOP held 122,735 shares with a fair value of $19.0 million.
The Company’s operating leases include a ground lease expiring in 2074 related to one of its apartment communities and an office lease expiring in 2028 related to its corporate headquarters. Both leases contain stated rent increases that are generally intended to compensate for the impact of inflation. The Company also has other commitments related to negligible office and equipment operating leases. As of December 31, 2024, the Company’s operating leases had a weighted average remaining lease term of approximately 34 years and a weighted average discount rate of approximately 4.60%.
F-29
The table below reconciles undiscounted cash flows for each of the first five years and total of the remaining years to the right-of-use lease liabilities recorded on the Consolidated Balance Sheets as of December 31, 2024 (in thousands):
Operating Leases
Total minimum lease payments
Net present value adjustments
(40,556
Legal Proceedings
In late 2022 and early 2023, numerous putative class action lawsuits were filed against RealPage, Inc., a seller of revenue management software products, along with over 50 of the largest owners and operators of apartment communities in the country that have utilized these products, including the Company. The plaintiffs allege that RealPage and these multifamily housing owners and operators conspired to artificially inflate the prices of multifamily rents above competitive levels using RealPage’s revenue management software in violation of state and federal antitrust laws. The plaintiffs are seeking monetary damages and attorneys’ fees and costs and injunctive relief. On April 10, 2023, the Joint Panel on Multidistrict Litigation issued an order centralizing the cases in the U.S. District Court for the Middle District of Tennessee for coordinated or consolidated pretrial proceedings. Another lawsuit alleging violations of the District of Columbia’s antitrust laws and seeking similar relief was filed in the Superior Court of the District of Columbia in November 2023 by the District of Columbia against RealPage, Inc. and a number of large apartment community owners and operators, including the Company. The Company believes there are defenses, both factual and legal, to the allegations in these various proceedings and the Company plans to vigorously defend itself. As these proceedings are in the early stages, it is not possible for the Company to predict any outcome or estimate the amount of loss, if any, which could be associated with any adverse decision. While the Company does not believe that any of these proceedings will have a material adverse effect on its financial condition, the Company cannot give assurance that the proceedings will not have a material effect on its results of operations.
The Company is subject to various other legal proceedings and claims that arise in the ordinary course of its business operations. While the resolution of these matters cannot be predicted with certainty, management does not currently believe that these matters, either individually or in the aggregate, will have a material adverse effect on the Company’s financial condition, results of operations or cash flows in the event of a negative outcome. Matters that arise out of allegations of bodily injury, property damage and employment practices are generally covered by insurance.
As of December 31, 2024 and 2023, the Company’s accrual for loss contingencies relating to unresolved legal matters, including the cost to defend, was $11.1 million and $7.6 million in the aggregate, respectively. The accrual for loss contingencies is presented in “Accrued expenses and other liabilities” in the accompanying Consolidated Balance Sheets and in “Other non-operating (income) expense” in the accompanying Consolidated Statements of Operations.
The cash management of the Company is managed by the Operating Partnership. In general, cash receipts are remitted to the Operating Partnership and all cash disbursements are funded by the Operating Partnership. As a result of these transactions, the Operating Partnership had a negligible payable to MAA, its general partner, as of December 31, 2024 and 2023 that is eliminated in the preparation of MAA’s consolidated financial statements. The Partnership Agreement does not require the due to/due from balance to be settled in cash until liquidation of the Operating Partnership, and therefore, there is no regular settlement schedule for such amounts.
As of December 31, 2024, the Company owned and operated 293 multifamily apartment communities (which does not include development communities under construction) in 16 different states from which it derived all significant sources of earnings and operating cash flows. The Company views each consolidated apartment community as an operating segment. The Company’s chief operating decision maker, which is the Company’s Chief Executive Officer, evaluates performance and determines resource allocations of each of the apartment communities on a Same Store and Non-Same Store and Other basis, as well as an individual apartment community basis. The Company has aggregated its operating segments into two reportable segments as management believes the apartment communities in each reportable segment generally have similar economic characteristics, facilities, services and residents.
F-30
The following reflects the two reportable segments for the Company:
On the first day of each calendar year, the Company determines the composition of its Same Store and Non-Same Store and Other reportable segments for that year as well as adjusts the previous year, which allows the Company to evaluate full period-over-period operating comparisons. Communities previously in development or lease-up are added to the Same Store segment on the first day of the calendar year after the community has been owned and stabilized for at least a full 12 months. Communities are considered stabilized when achieving 90% average physical occupancy for 90 days.
The chief operating decision maker utilizes NOI in evaluating the performance of the operating segments. Total NOI represents total property revenues less total property operating expenses, excluding depreciation and amortization, for all properties held during the period regardless of their status as held for sale. Management believes that NOI is a helpful tool in evaluating the operating performance of the segments because it measures the core operations of property performance by excluding corporate level expenses and other items not directly related to property operating performance.
F-31
Property revenues, property operating expenses (excluding depreciation and amortization) and NOI for each reportable segment for the years ended December 31, 2024, 2023 and 2022 were as follows (in thousands):
Rental revenues
2,072,467
2,063,344
1,895,071
Other property revenues
12,369
11,752
11,932
Total Same Store revenues
1,907,003
104,151
72,874
111,067
2,028
498
1,796
Total Non-Same Store and Other revenues
112,863
Total rental and other property revenues
Real estate taxes
270,584
265,296
244,476
Personnel
165,249
157,656
146,319
Utilities
135,810
131,197
122,563
Building repair & maintenance
97,590
95,955
85,350
Office operations
34,922
30,366
27,337
Insurance
33,088
30,713
26,031
Marketing
26,416
24,103
22,034
Total Same Store expenses
674,110
Total Non-Same Store and Other expenses
49,584
Total property operating expenses, excluding depreciation and amortization
723,694
Net Operating Income:
Same Store NOI
1,321,177
1,339,810
1,232,893
Non-Same Store and Other NOI
49,746
40,517
63,279
Total NOI
1,370,923
1,380,327
1,296,172
(585,616
(565,063
(542,998
(72,040
(67,784
(65,463
(56,516
(58,578
(58,833
(168,544
(149,234
(154,747
Gain (loss) on sale of depreciable real estate assets
55,003
214,762
809
Other non-operating income (expense)
1,655
31,185
(42,713
Assets for each reportable segment as of December 31, 2024 and 2023 were as follows (in thousands):
Assets:
9,673,280
9,893,858
1,981,457
1,391,777
Corporate
157,632
198,868
F-32
Acquisitions
In October, September and May 2024, the Company closed on acquisitions of a 386-unit multifamily apartment community located in Dallas, Texas for approximately $106 million, a 310-unit multifamily apartment community located in Orlando, Florida for approximately $84 million and a 306-unit multifamily apartment community located in Raleigh, North Carolina for approximately $81 million, respectively. In November and October 2023, the Company closed on acquisitions of a 352-unit multifamily apartment community located in Charlotte, North Carolina for approximately $107 million and a 323-unit multifamily apartment community located in Phoenix, Arizona for approximately $103 million, respectively.
In December, August and April 2024, the Company acquired a 3-acre land parcel in Raleigh/Durham, North Carolina for approximately $5 million, a 3-acre land parcel in Richmond, Virginia for approximately $14 million and a 13-acre land parcel in Phoenix, Arizona for approximately $11 million, respectively. In November and February 2023, the Company acquired a half-acre land parcel in Raleigh, North Carolina for approximately $1 million and a 6-acre land parcel in Orlando, Florida for approximately $12 million, respectively.
In December 2024, the Company closed on the disposition of a 272-unit multifamily apartment community located in Richmond, Virginia for net proceeds of approximately $47 million, resulting in gain on the sale of depreciable real estate assets of approximately $33 million. In October 2024, the Company closed on the disposition of a 216-unit multifamily apartment community located in Charlotte, North Carolina for net proceeds of approximately $38 million, resulting in gain on the sale of depreciable real estate assets of approximately $22 million, respectively. During the year ended December 31, 2023, the Company did not dispose of any multifamily apartment communities. In December 2022, the Company closed on the disposition of a 288-unit multifamily apartment community located in Austin, Texas for net proceeds of approximately $54 million, resulting in gain on the sale of depreciable real estate assets of approximately $47 million. In October 2022, the Company closed on the disposition of a 396-unit multifamily apartment community located in Maryland for net proceeds of approximately $104 million, resulting in gain on the sale of depreciable real estate assets of approximately $36 million. In June 2022, the Company closed on the dispositions of a 304-unit and a 426-unit multifamily apartment community located in Fort Worth, Texas for net proceeds of approximately $65 million and $102 million, respectively, resulting in gain on the sale of depreciable real estate assets of approximately $59 million and $73 million, respectively.
During the year ended December 31, 2024, the Company did not dispose of any land parcels. In March 2023, the Company closed on the disposition of 21 acres of land in Gulf Shores, Alabama for gross proceeds of approximately $3 million, resulting in the recognition of a negligible gain on the sale of non-depreciable real estate assets.
As of December 31, 2024, a 336-unit multifamily apartment community and a 240-unit multifamily apartment community located in Columbia, South Carolina were classified as held for sale. The criteria for classifying the communities as held for sale were met during December 2024, and the properties remained in the Company’s portfolio as of December 31, 2024. As a result, the assets associated with the communities were presented as “Assets held for sale” in the accompanying Consolidated Balance Sheet as of December 31, 2024.
F-33
Schedule III — Real Estate and Accumulated Depreciation
Initial Cost
Costs Capitalized Subsequentto Acquisition
Gross Amount carried as ofDecember 31, 2024
Property
Encumbrances
Buildingsand Fixtures
Total (3)
AccumulatedDepreciation (4)
Net
Date ofConstruction
DateAcquired
Birchall at Ross Bridge
2,641
28,842
5,327
34,169
36,810
(15,453
21,357
2009
2011
Colonial Grand at Riverchase Trails
3,762
22,079
7,676
29,755
33,517
(14,581
18,936
2010
2013
MAA Trussville
3,403
31,813
8,142
39,955
43,358
(17,690
25,668
1996/97
MAA Eagle Ridge
852
7,667
6,252
13,919
14,771
(10,681
4,090
1986
1998
Colonial Grand at Traditions
3,212
25,162
8,956
34,118
37,330
(15,585
21,745
2007
MAA Edgewater
4,944
38,673
11,961
50,634
55,578
(21,027
34,551
1990
MAA Providence Main
1,740
10,152
21,457
31,609
33,349
(19,898
13,451
1993
1997
MAA Madison Lakes
Madison, AL
3,602
28,934
5,764
34,698
38,300
(15,579
22,721
2000
Cypress Village
Orange Beach, AL
1,290
12,238
3,920
16,158
17,448
(7,100
10,348
2008
MAA Liberty Park
Vestavia Hills, AL
3,922
30,977
10,438
41,415
45,337
(18,835
26,502
MAA Sky View
Gilbert, AZ
2,668
14,577
4,565
19,142
21,810
(9,841
11,969
MAA City Gate
Mesa, AZ
4,219
26,255
5,972
32,227
36,446
(14,190
22,256
2002
MAA Lyon's Gate
7,901
27,182
7,106
34,288
42,189
(17,899
24,290
MAA Fountainhead
(1)
12,212
56,705
61,449
73,661
(15,904
57,757
2015
2016
MAA Foothills
12,741
47,701
7,891
55,592
68,333
(33,356
34,977
2005
2006
MAA Phoenix Midtown
9,001
74,692
83,693
(14,293
69,400
MAA Central Ave
11,323
90,350
2,219
92,569
103,892
(3,834
100,058
Novel Val Vista
7,285
71,425
78,710
(2,330
76,380
MAA Old Town Scottsdale
Scottsdale, AZ
7,820
51,627
14,011
65,638
73,458
(26,927
46,531
1994/95
MAA Camelback
3,612
20,273
7,591
27,864
31,476
(11,458
20,018
1999
MAA SkySong
55,748
6,454
62,202
(16,338
45,864
2014
MAA River North
14,500
28,900
42,424
71,324
85,824
(17,145
68,679
2018
MAA Promenade
24,111
81,317
24,062
105,379
129,490
(21,984
107,506
2017/19
MAA Westglenn
8,077
74,720
82,797
(13,697
69,100
MAA Tiffany Oaks
Altamonte Springs, FL
1,024
9,219
10,321
19,540
20,564
(13,510
7,054
1985
1996
MAA Lakewood Ranch
Bradenton, FL
2,980
40,230
13,440
53,670
56,650
(21,636
35,014
MAA Indigo Point
Brandon, FL
1,167
10,500
7,904
18,404
19,571
(12,278
7,293
1989
MAA Brandon
2,896
26,111
11,626
37,737
40,633
(27,895
12,738
MAA Coral Springs
Coral Springs, FL
9,600
40,004
21,971
61,975
71,575
(36,970
34,605
2004
MAA Steeplegate
1,800
15,879
7,340
23,219
25,019
(14,351
10,668
MAA Magnolia Parke
2,040
16,338
2,430
18,768
20,808
(8,700
12,108
MAA Heathrow
Heathrow, FL
4,101
35,684
6,895
42,579
46,680
(19,727
26,953
MAA 220 Riverside
2,381
35,514
10,041
45,555
47,936
(11,390
36,546
2012
MAA Town Center
4,000
19,495
5,140
24,635
28,635
(11,214
17,421
MAA Mandarin North
854
7,500
5,908
13,408
14,262
(10,673
3,589
1987
1995
MAA Deerwood
1,533
13,835
8,208
22,043
23,576
(16,738
6,838
Lakeside
1,430
12,883
11,930
24,813
26,243
(19,464
6,779
MAA Fleming Island
4,047
35,052
8,043
43,095
47,142
(28,660
18,482
2003
MAA Belmont
1,411
14,967
5,773
20,740
22,151
(12,872
9,279
MAA Mandarin Lakes
2,857
6,475
24,518
30,993
33,850
(16,906
16,944
1987/ 2008
MAA Tapestry Park
6,417
36,069
4,910
40,979
47,396
(18,202
29,194
MAA Atlantic
1,678
15,179
12,547
27,726
29,404
(21,575
7,829
MAA Lake Mary
Lake Mary, FL
6,346
41,539
27,707
69,246
75,592
(26,202
49,390
MAA Town Park
9,223
66,873
12,621
79,494
88,717
(37,349
51,368
2004/2005
MAA Heather Glen
4,662
56,988
10,564
67,552
72,214
(29,964
42,250
MAA Randal Lakes
8,859
50,553
53,475
104,028
112,887
(25,991
86,896
2014/17
MAA Robinson
6,003
91,766
97,769
(16,567
81,202
MAA Baldwin Park
18,101
144,200
8,502
152,702
170,803
(49,270
121,533
MAA Crosswater
7,046
52,585
4,189
56,774
63,820
(16,668
47,152
MAA Parkside
5,669
49,754
11,834
61,588
67,257
(19,372
47,885
MAA Lake Nona
7,880
41,175
8,992
50,167
58,047
(21,885
36,162
Sand Lake
7,635
56,561
64,196
(10,974
53,222
10,879
72,838
137
72,975
83,854
(909
82,945
MAA Palm Harbor
Palm Harbor, FL
6,900
26,613
6,669
33,282
40,182
(18,005
22,177
Club at Panama Beach
893
14,276
7,590
21,866
22,759
(13,778
8,981
MAA Twin Lakes
Sanford, FL
3,091
47,793
9,381
57,174
60,265
(24,848
35,417
MAA Oak Grove
1,480
4,805
16,360
21,165
22,645
(16,842
5,803
1992
MAA Southwood
3,600
25,914
3,992
29,906
33,506
(10,863
22,643
MAA Belmere
11,445
19,112
19,964
(13,323
6,641
1984
1994
MAA Hampton Preserve
17,029
131,398
8,321
139,719
156,748
(37,762
118,986
2012, 2021
2013, 2022
MAA Carrollwood
927
7,355
9,421
16,776
17,703
(11,883
5,820
1980
MAA Bay View
4,541
28,381
31,910
36,451
(10,202
26,249
MAA Harbour Island
16,296
116,193
21,265
137,458
153,754
(45,979
107,775
MAA Hyde Park
16,891
95,259
14,724
109,983
126,874
(35,874
91,000
MAA Rocky Point
35,260
153,102
26,248
179,350
214,610
(58,193
156,417
1994-1996
MAA SoHo Square
5,190
56,296
2,543
58,839
64,029
(16,700
47,329
MAA Tampa Oaks
2,891
19,055
5,625
24,680
27,571
(12,748
14,823
MAA Seven Oaks
Wesley Chapel, FL
3,051
42,768
7,038
49,806
52,857
(21,236
31,621
MAA Windermere
Windermere, FL
2,711
36,710
4,380
41,090
43,801
(17,541
26,260
MAA Briarcliff
24,614
114,921
12,766
127,687
152,301
(39,694
112,607
MAA Brookhaven
29,048
106,463
16,182
122,645
151,693
(40,719
110,974
1989-1992
MAA Brookwood
11,168
52,758
8,868
61,626
72,794
(26,301
46,493
MAA Buckhead
8,633
19,844
12,226
32,070
40,703
(14,687
26,016
MAA Centennial Park
13,650
10,950
63,831
74,781
88,431
(15,184
73,247
MAA Chastain
30,223
82,964
6,624
89,588
119,811
(28,378
91,433
MAA Dunwoody
15,799
48,054
8,547
56,601
72,400
(18,374
54,026
MAA Gardens
17,907
56,093
14,457
70,550
88,457
(22,939
65,518
MAA Glen
13,878
51,079
9,403
60,482
74,360
(19,619
54,741
MAA Lenox
23,876
165,572
7,598
173,170
197,046
(58,165
138,881
2006/15
MAA Midtown
7,000
44,000
42,230
86,230
93,230
(17,514
75,716
2017
MAA Oglethorpe
6,856
31,441
8,976
40,417
47,273
(21,270
26,003
MAA Peachtree Hills
11,974
55,264
3,025
58,289
70,263
(17,688
52,575
1992-1994/2009
MAA Piedmont Park
11,025
34,277
6,959
41,236
52,261
(12,422
39,839
MAA Riverside
23,765
89,369
14,869
104,238
128,003
(36,830
91,173
MAA Spring
18,596
57,819
10,999
68,818
87,414
(23,389
64,025
MAA Stratford
30,051
7,828
37,879
(13,489
24,390
Novel West Midtown
84,409
91,409
(6,783
84,626
MAA Berkeley Lake
Duluth, GA
1,960
15,707
4,230
19,937
21,897
(10,244
11,653
MAA McDaniel Farm
3,985
32,206
8,199
40,405
44,390
(20,339
24,051
MAA Pleasant Hill
6,753
32,202
9,967
42,169
48,922
(20,566
28,356
MAA Prescott
3,840
24,011
9,699
33,710
37,550
16,443
2001
MAA River Oaks
4,349
13,579
6,129
19,708
24,057
(11,248
12,809
MAA River Place
2,059
19,158
7,238
26,396
28,455
(12,412
16,043
MAA Mount Vernon
Dunwoody, GA
6,861
23,748
5,798
29,546
36,407
(13,239
23,168
MAA Lake Lanier
Gainesville, GA
6,710
40,994
15,590
56,584
63,294
(35,190
28,104
1998/ 2001
MAA Shiloh
Kennesaw, GA
4,864
45,893
10,887
56,780
61,644
(26,378
35,266
MAA Milstead
LaGrange, GA
3,100
29,240
5,720
34,960
38,060
(14,344
23,716
MAA Barrett Creek
Marietta, GA
5,661
26,186
6,120
32,306
37,967
(16,220
21,747
MAA Benton
Pooler, GA
3,550
66,347
10,617
76,964
80,514
(34,358
46,156
2001/08
MAA Avala
1,500
24,862
4,031
28,893
30,393
(13,198
17,195
MAA Hammocks
2,441
36,863
10,118
46,981
49,422
(20,970
28,452
MAA Huntington
2,521
8,223
3,740
11,963
14,484
(5,562
8,922
MAA Georgetown Grove
11,579
5,243
16,822
18,110
(13,408
4,702
MAA Wilmington Island
2,864
25,315
7,886
33,201
36,065
(19,880
16,185
MAA West Village
Smyrna, GA
14,410
73,733
14,090
87,823
102,233
(31,912
70,321
2006/12
MAA Prairie Trace
Overland Park, KS
3,500
40,614
4,475
45,089
48,589
(11,491
37,098
MAA Pinnacle
2,024
31,525
9,317
40,842
42,866
(25,555
17,311
MAA Lakepointe
411
3,699
3,458
7,157
7,568
(5,799
1,769
MAA Mansion
694
6,242
5,719
12,655
(9,432
3,223
MAA Village
900
8,097
6,807
14,904
15,804
(11,938
3,866
MAA Westport
1,169
10,518
14,139
24,657
25,826
(18,532
7,294
Market Station
Kansas City, MO
5,814
46,241
7,430
53,671
59,485
(21,909
37,576
Denton
5,520
50,939
31,390
82,329
87,849
(20,000
67,849
2013/14/17
MAA Beaver Creek
Apex, NC
7,491
34,863
4,880
39,743
47,234
(17,433
29,801
MAA Hermitage
Cary, NC
896
8,099
6,657
14,756
15,652
(11,613
4,039
1988
MAA 900 Waterford
20,250
7,581
27,831
31,831
(16,727
15,104
MAA 1225
9,612
22,342
37,138
59,480
69,092
(20,699
48,393
MAA Ayrsley
2,481
52,119
21,885
74,004
76,485
(29,990
46,495
MAA Ballantyne
16,216
44,817
7,203
52,020
68,236
(16,771
51,465
MAA Beverly Crest
3,161
24,004
8,949
32,953
36,114
(13,367
22,747
MAA Chancellor Park
5,311
28,016
9,299
37,315
42,626
(16,200
26,426
MAA City Grand
1,620
17,499
20,667
22,287
(8,643
13,644
MAA Enclave
1,461
18,984
22,824
24,285
(9,138
15,147
MAA Gateway
17,528
57,444
18,786
76,230
93,758
(24,251
69,507
MAA Legacy Park
28,272
6,294
34,566
37,457
(15,311
22,146
MAA LoSo
14,600
108,076
17,905
125,981
140,581
(8,371
132,210
MAA Prosperity Creek
4,591
27,713
4,546
32,259
36,850
(14,823
22,027
MAA Reserve
4,628
44,282
15,481
59,763
64,391
(16,714
47,677
MAA South Line
18,835
58,795
8,577
67,372
86,207
(19,807
66,400
MAA South Park
20,869
65,517
13,428
78,945
99,814
(25,528
74,286
MAA University Lake
3,250
31,389
7,939
39,328
42,578
(18,166
24,412
MAA Uptown
10,888
30,078
11,118
41,196
52,084
(12,372
39,712
MAA Optimist Park
10,574
95,346
1,088
96,434
107,008
(4,122
102,886
MAA Cornelius
Cornelius, NC
4,571
29,151
4,418
33,569
38,140
(15,399
22,741
MAA Patterson
Durham, NC
2,590
27,126
5,931
33,057
35,647
(14,648
20,999
MAA Research Park
4,201
37,682
8,008
45,690
49,891
(20,501
29,390
MAA Duke Forest
3,271
15,609
4,461
20,070
23,341
(9,908
13,433
MAA Huntersville
Huntersville, NC
4,251
31,948
5,960
37,908
42,159
(17,539
24,620
MAA Fifty-One
Matthews, NC
3,071
21,830
8,533
30,363
33,434
(14,966
18,468
MAA Matthews Commons
3,690
28,536
4,607
33,143
36,833
(14,715
22,118
F-35
MAA Arringdon
Morrisville, NC
6,401
31,134
8,110
39,244
45,645
(17,163
28,482
MAA Brierdale
7,372
50,202
5,082
55,284
62,656
(24,485
38,171
MAA Brier Falls
6,572
48,910
5,047
53,957
60,529
(23,253
37,276
MAA Crabtree
2,241
18,434
5,248
23,682
25,923
(9,929
MAA Trinity
5,232
45,138
8,715
53,853
59,085
(24,556
34,529
2000/02
MAA Hue
29,910
5,481
35,391
39,081
(13,043
26,038
MAA Wade Park
19,434
98,288
30,983
129,271
148,705
(43,025
105,680
2011/17/19
MAA Preserve
5,831
21,980
29,352
51,332
57,163
(27,977
29,186
MAA Providence
4,695
29,007
3,921
32,928
37,623
(18,070
19,553
8,422
72,220
611
72,831
81,253
(1,884
79,369
Colonial Grand at Desert Vista
North Las Vegas, NV
4,091
29,826
3,980
33,806
37,897
(15,364
22,533
Colonial Grand at Palm Vista
25,643
7,350
32,993
37,902
(15,557
22,345
MAA Tanglewood
Anderson, SC
427
3,853
5,073
8,926
9,353
(6,374
2,979
MAA 1201 Midtown
18,679
63,759
19,692
83,451
102,130
(18,876
83,254
2015/18
MAA Cypress Cove
3,610
28,645
7,862
36,507
40,117
(15,426
24,691
MAA Hampton Pointe
3,971
22,790
12,855
35,645
39,616
(15,334
24,282
MAA Westchase
20,091
28,624
33,195
(13,492
19,703
MAA James Island
920
24,097
9,008
33,105
34,025
(14,590
19,435
MAA Rivers Walk
8,831
39,430
43,631
52,462
(12,051
40,411
2013/16
Paddock Club Columbia
1,840
16,560
8,553
25,113
(19,631
7,322
1991
Fairways
910
8,207
3,693
11,900
12,810
(10,586
2,224
MAA Crowfield
Goose Creek, SC
1,321
14,163
6,403
20,566
21,887
(9,755
12,132
MAA Highland Ridge
482
4,337
4,013
8,350
8,832
(6,285
2,547
MAA Howell Commons
1,304
11,740
7,120
18,860
20,164
(14,543
5,621
MAA Innovation
4,437
52,026
3,734
55,760
60,197
(15,800
44,397
MAA Paddock Club
1,200
10,800
4,725
15,525
16,725
(12,244
4,481
MAA Haywood
360
2,925
6,667
9,592
9,952
(7,215
2,737
1983
MAA Spring Creek
583
5,374
5,012
10,386
10,969
(7,757
MAA Greene
5,427
66,546
3,936
70,482
75,909
(10,250
65,659
MAA Runaway Bay
Mt. Pleasant, SC
1,096
7,269
12,199
19,468
(12,863
7,701
MAA Commerce Park
North Charleston, SC
2,780
33,966
7,136
41,102
43,882
(18,118
25,764
MAA Point Place
Simpsonville, SC
1,216
18,666
3,590
23,472
(10,931
12,541
MAA Park Place
Spartanburg, SC
723
6,504
3,702
10,206
10,929
(8,162
2,767
MAA Waters Edge
Summerville, SC
2,103
9,187
7,427
16,614
18,717
(8,273
10,444
MAA Farm Springs
2,800
26,295
4,436
30,731
33,531
(17,745
15,786
MAA Hamilton
1,131
10,632
9,730
20,362
21,493
(11,697
9,796
MAA Heritage Park
972
8,954
18,141
19,113
(10,507
8,606
MAA Cloverdale
217
1,957
6,018
7,975
8,192
(5,057
3,135
MAA Windridge
817
7,416
6,362
13,778
14,595
(10,446
4,149
MAA Kirby Station
1,148
10,337
12,630
22,967
24,115
(18,104
6,011
1978
MAA Southwind
1,498
20,483
21,213
41,696
43,194
(33,467
9,727
MAA Park Estate
178
1,141
4,338
5,479
5,657
(4,190
1,467
1974
1977
MAA Dexter Lake
3,407
53,194
69,237
72,644
(40,020
32,624
MAA Murfreesboro
Murfreesboro, TN
915
14,774
6,062
20,836
21,751
(13,052
8,699
MAA Acklen
12,761
58,906
3,755
62,661
75,422
(16,003
59,419
MAA Indian Lake
4,950
28,053
4,123
32,176
37,126
(14,623
22,503
MAA Kennesaw Farms
3,456
22,443
6,257
28,700
32,156
(13,834
18,322
MAA Brentwood
1,191
10,739
11,794
23,724
(16,929
6,795
MAA Charlotte Ave
7,898
54,480
3,586
58,066
65,964
(13,062
52,902
MAA Bellevue
17,193
10,735
74,931
92,124
(28,260
63,864
1996/ 2015
MAA Nashville West
2,963
33,673
13,601
47,274
50,237
(27,904
22,333
MAA Monthaven Park
2,736
28,902
9,033
37,935
40,671
(25,405
15,266
MAA Park
1,524
14,800
10,757
25,557
27,081
(20,918
6,163
MAA Cool Springs
6,670
55,666
62,336
(18,360
43,976
MAA Sam Ridley
3,350
28,308
6,984
35,292
38,642
(17,130
21,512
MAA Balcones Woods
1,598
14,398
14,701
29,099
30,697
(19,488
11,209
MAA Canyon Creek
3,621
32,137
4,877
37,014
40,635
(16,491
24,144
MAA Canyon Pointe
3,778
20,201
5,501
25,702
29,480
(12,200
17,280
MAA Double Creek
29,375
3,375
32,750
35,881
(14,734
21,147
MAA Onion Creek
4,902
33,010
5,378
38,388
43,290
(17,693
25,597
MAA Wells Branch
3,722
32,283
4,973
37,256
40,978
(16,156
24,822
MAA Quarry Oaks
4,621
34,461
16,062
50,523
55,144
(20,517
34,627
MAA Sunset Valley
3,150
11,393
7,336
18,729
21,879
(11,160
10,719
MAA Western Oaks
9,100
49,339
6,434
55,773
64,873
(24,208
40,665
MAA Barton Creek
8,683
21,497
5,804
27,301
35,984
(9,008
26,976
MAA Park Mesa
4,653
19,828
3,312
23,140
27,793
(7,242
20,551
MAA South Lamar
20,542
74,093
31,288
105,381
125,923
(30,678
95,245
2011/17
MAA West Austin
7,805
48,843
6,892
55,735
63,540
(20,429
43,111
MAA Brushy Creek
2,900
24,009
7,629
31,638
34,538
(19,151
15,387
MAA East Austin
2,281
6,169
17,259
23,428
25,709
(12,951
12,758
MAA Barton Skyway
1,405
12,769
14,024
26,793
28,198
(16,543
11,655
MAA Windmill Hill
5,006
54,931
59,937
(7,604
52,333
MAA Shoal Creek
Bedford, TX
4,982
27,377
10,173
42,532
(16,526
26,006
F-36
MAA Willow Creek
3,109
33,488
14,038
47,526
50,635
(21,560
29,075
MAA Hebron
Carrollton, TX
4,231
42,237
4,166
46,403
(19,470
31,164
MAA Cedar Park
Cedar Park, TX
7,232
56,640
9,375
66,015
(28,949
44,298
MAA Grand Cypress
Cypress, TX
3,881
24,267
6,159
30,426
34,307
(10,864
23,443
MAA Medical District
4,050
33,779
6,302
40,081
44,131
(16,095
28,036
MAA Highlands North
988
8,893
6,995
15,888
16,876
(11,286
5,590
MAA Grand Courtyards
2,730
22,240
9,037
31,277
34,007
(17,980
16,027
MAA Lowes Farm
5,016
41,091
47,211
52,227
(20,923
31,304
MAA Frisco Bridges
14,845
66,571
67,555
134,126
148,971
(43,480
105,491
2009/13/21
MAA McKinney Avenue
34,765
40,127
15,771
55,898
90,663
(18,862
71,801
1993/96
MAA Worthington
13,713
43,268
13,443
56,711
70,424
(17,501
52,923
1993/2008
MAA Abbey
4,369
1,469
5,838
8,549
(1,851
6,698
MAA Addison Circle
12,308
189,419
36,723
226,142
238,450
(72,484
165,966
1998-2000
MAA North Hall
13,030
14,383
6,777
21,160
34,190
(7,365
26,825
MAA Eastside
7,134
58,095
7,129
65,224
72,358
(22,195
50,163
MAA Gallery
4,391
7,910
11,830
16,221
(3,961
12,260
MAA Heights
26,245
37,922
9,510
47,432
73,677
(15,170
58,507
1998-1999/2009
MAA Katy Trail
10,333
32,456
3,735
36,191
46,524
(10,826
35,698
MAA Legacy
6,575
55,277
12,645
67,922
74,497
(20,518
53,979
MAA Meridian
8,780
13,654
2,403
16,057
24,837
(5,346
19,491
MAA Uptown Village
34,974
33,213
13,796
47,009
81,983
(16,180
65,803
1995-2000
MAA Watermark
960
14,438
5,632
21,030
(12,445
8,585
13,511
91,568
65
91,633
105,144
(811
104,333
MAA Bear Creek
Euless, TX
6,453
30,048
9,706
39,754
46,207
(18,092
28,115
MAA Fairview
Fairview, TX
2,171
35,077
3,862
38,939
41,110
(15,934
25,176
MAA Starwood
Frisco, TX
3,240
26,069
4,420
30,489
33,729
(14,640
19,089
MAA Grapevine
Grapevine, TX
2,351
29,757
11,770
41,527
43,878
(17,838
26,040
1985/1986
MAA Greenwood Forest
3,465
23,482
5,676
29,158
32,623
21,463
MAA Legacy Pines
2,142
19,066
6,976
26,042
28,184
(17,263
10,921
MAA Energy Park
2,061
15,830
6,925
22,755
24,816
(12,492
12,324
MAA 510
7,226
33,366
36,968
44,194
(12,165
32,029
MAA Afton Oaks
11,503
65,469
6,426
71,895
83,398
(24,671
58,727
MAA Midtown Square
19,038
89,570
13,575
103,145
122,183
(33,806
88,377
1999/2013
MAA Ranchstone
14,807
6,278
21,085
22,565
(11,596
MAA Woodwind
1,968
19,928
9,593
29,521
31,489
(16,110
15,379
MAA Vintage Park
8,211
40,352
5,423
45,775
53,986
(12,279
41,707
MAA Greater Heights
13,107
62,764
6,209
68,973
82,080
(16,359
65,721
MAA Park Point
9,031
46,558
55,589
(8,169
47,420
MAA Fall Creek
Humble, TX
5,985
40,011
9,380
49,391
55,376
(26,311
29,065
MAA Bella Casita
Irving, TX
26,432
7,688
34,120
36,641
(15,421
21,220
MAA Valley Ranch
5,072
37,397
17,777
55,174
60,246
(26,071
34,175
MAA Las Colinas
3,902
40,691
6,158
46,849
50,751
(18,829
31,922
MAA Remington Hills
4,390
21,822
20,653
42,475
46,865
(17,775
29,090
MAA Times Square
McKinney, TX
1,130
28,058
8,285
36,343
37,473
(17,581
19,892
MAA Stonebridge Ranch
4,034
19,528
6,872
26,400
30,434
(9,533
20,901
MAA Market Center
Plano, TX
16,894
110,705
10,200
120,905
137,799
(31,851
105,948
2013/15
MAA Highwood
864
7,783
5,459
13,242
14,106
(9,724
4,382
MAA Los Rios
3,273
28,823
11,049
39,872
43,145
(26,330
16,815
MAA Boulder Ridge
Roanoke, TX
3,382
26,930
12,055
38,985
42,367
(22,973
19,394
MAA Copper Ridge
50,133
54,299
(16,588
37,711
2009/20
MAA Ashton Oaks
Round Rock, TX
5,511
36,241
5,623
41,864
47,375
(18,497
28,878
MAA Round Rock
4,691
45,379
6,136
51,515
56,206
(22,249
33,957
MAA Sierra Vista
2,561
16,488
6,997
23,485
26,046
(10,935
15,111
MAA Alamo Ranch
2,380
26,982
5,389
32,371
34,751
(15,416
19,335
MAA Bulverde
4,257
36,759
3,882
40,641
44,898
(11,326
33,572
MAA Haven at Blanco
5,411
45,958
6,904
52,862
58,273
(22,626
MAA Westover Hills
24,992
5,467
30,459
34,459
(15,538
18,921
MAA Cypresswood
Spring, TX
8,241
13,431
14,007
(8,153
5,854
MAA Kirkwood
Stafford, TX
1,918
15,846
7,443
23,289
25,207
11,510
MAA Valleywood
Woodlands, TX
539
4,850
9,649
14,499
(7,911
7,127
Novel Daybreak
7,025
88,069
95,094
(5,623
89,471
MAA Stonefield
11,044
36,689
3,143
39,832
50,876
(11,398
39,478
MAA Adalay Bay
Chesapeake, VA
5,280
31,341
5,321
36,662
41,942
(16,460
25,482
MAA Cobblestone Square
10,990
48,696
5,589
54,285
65,275
(17,810
47,465
Colonial Village at Greenbrier
4,842
21,677
7,407
29,084
33,926
(11,547
22,379
MAA Seasons
14,490
32,083
44,717
76,800
91,290
(27,686
63,604
MAA Cosners Corner
12,825
51,078
4,847
55,925
68,750
(15,984
52,766
MAA Glen Allen
Glen Allen, VA
4,851
21,678
5,524
27,202
32,053
(12,264
19,789
MAA West End
4,661
18,908
4,529
23,437
28,098
(10,374
17,724
MAA Township
Hampton, VA
1,509
8,189
16,753
24,942
26,451
(14,122
12,329
MAA Pavilion Place
Midlothian, VA
6,733
29,221
8,125
37,346
44,079
(16,866
27,213
MAA Radius
Newport News, VA
5,040
36,481
11,114
47,595
52,635
(13,124
39,511
MAA Chase Gayton
6,021
29,004
7,042
36,046
42,067
(15,779
26,288
F-37
MAA Hunton Park
4,930
35,598
11,645
47,243
52,173
(20,196
31,977
MAA West Creek
10,112
36,136
16,917
53,053
63,165
(13,387
49,778
2015/17
MAA Carlyle Square
Washington D.C.
29,728
154,309
161,716
191,444
(49,652
141,792
2006/2013
MAA Centreville
7,664
70,012
7,993
78,005
85,669
(23,331
62,338
MAA Fallsgrove
17,524
58,896
8,276
67,172
84,696
(21,193
63,503
MAA National Landing
30,452
125,091
19,559
144,650
175,102
(46,342
128,760
MAA Tysons Corner
30,776
82,021
96,925
127,701
(29,597
98,104
Total Residential Properties
1,943,517
10,296,827
3,585,616
13,882,443
15,825,960
(5,254,832
10,571,128
MAA 220 Riverside Retail
119
2,902
3,982
(793
3,308
MAA Parkside Retail
742
11,924
1,802
13,726
14,468
(4,177
10,291
MAA Robinson Retail
563
814
739
MAA Harbour Island Retail
4,315
442
4,757
5,143
(1,389
3,754
MAA Rocky Point Retail
451
502
536
(351
185
MAA SoHo Square Retail
268
4,033
69
4,102
4,370
(1,762
2,608
MAA Buckhead Retail
867
1,052
4,517
5,384
3,622
MAA Piedmont Park Retail
426
1,089
1,134
1,560
(347
1,213
MAA Riverside Office
9,680
22,108
16,302
38,410
48,090
(12,624
35,466
MAA Riverside Retail
889
2,340
2,855
5,195
6,084
(1,603
Post Training Facility
968
243
1,211
2,303
(647
1,656
MAA West Village Retail
3,408
8,446
2,360
10,806
14,214
(3,665
10,549
MAA Denton Pointe Retail
700
4,439
1,700
6,139
6,839
(1,677
5,162
MAA 1225 Retail
52
199
267
466
518
(227
291
MAA Gateway Retail
318
1,534
1,852
(474
1,378
MAA South Line Retail
470
1,289
1,606
2,076
(486
1,590
MAA Uptown Retail
319
1,144
1,170
1,489
(356
1,133
MAA Leasing Center
1,488
542
2,030
3,320
(541
2,779
MAA Hue Retail
2,129
144
2,273
(495
1,778
MAA Wade Park Retail
4,552
4,769
5,086
(1,888
3,198
MAA South Lamar Retail
421
3,072
768
4,261
(1,108
3,153
MAA Frisco Bridges Retail
779
6,593
804
7,397
8,176
(2,471
5,705
MAA McKinney Avenue Retail
1,581
5,982
513
6,495
8,076
(1,933
6,143
MAA Worthington Retail
108
422
917
1,025
(309
716
MAA Addison Circle Office
1,395
4,280
3,193
7,473
(2,312
6,556
MAA Addison Circle Retail
448
21,386
3,915
25,301
25,749
(8,069
17,680
MAA North Hall Retail
347
141
857
1,204
895
MAA Eastside Retail
682
10,645
1,016
11,661
12,343
(3,480
8,863
MAA Heights Retail
1,065
3,314
995
4,309
(1,273
MAA Katy Trail Retail
465
4,883
241
5,124
(1,455
4,134
MAA Legacy Retail
150
3,334
582
3,916
4,066
(1,139
2,927
MAA Midtown Square Retail
1,322
16,005
993
16,998
18,320
(5,078
Rise Condo Devel LP Retail
2,280
2,348
(719
1,629
MAA Bella Casita Retail
186
221
407
453
(189
264
MAA Times Square Retail
253
1,310
6,483
7,793
8,046
5,957
MAA Carlyle Square Retail
1,048
7,930
8,290
9,338
(2,472
6,866
2006/2016
Total Retail / Commercial Properties
31,487
171,285
50,984
222,269
253,756
(69,744
184,012
22,280
116,396
138,676
(2,219
136,457
N/A
15,328
119,005
134,333
(261
134,072
23,514
133,040
156,554
Modera Liberty Row
14,579
60,473
25,440
85,913
MAA Plaza Midwood
9,778
19,328
29,106
Modera Chandler
10,935
23,134
34,069
11,504
4,490
Total Active Development Properties
107,918
440,833
501,306
609,224
(2,480
606,744
Total Properties
2,082,922
10,528,585
4,077,433
14,606,018
16,688,940
(5,327,056
11,361,884
Total Land Held for Future Developments
Various
Total Properties in Predevelopment
16,738
19,090
35,828
(93
35,735
Corporate Properties
42,947
(2,748
(36,974
5,973
3,225
(435
2,790
Total Other
90,097
(17,884
87,349
25,063
112,412
(528
111,884
Total Real Estate Assets, net of Real Estate Joint Venture
2,173,019
10,571,532
4,059,549
2,170,271
14,631,081
16,801,352
11,473,768
F-38
The following table summarizes the Company’s changes in real estate investments and accumulated depreciation for the years ended December 31, 2024, 2023 and 2022 (dollars in thousands):
Real estate investments:
Balance at beginning of year
16,006,618
15,246,658
14,704,237
Acquisitions (1)
377,144
223,735
272,342
Less: fair market value of leases included in acquisitions
(2,371
(2,050
(1,505
Improvement and development
581,050
546,237
469,661
(39,724
Disposition of real estate assets (2)
(121,365
(7,962
(198,077
Balance at end of year
Accumulated depreciation:
4,864,690
4,302,747
3,848,161
Depreciation
581,539
562,760
540,708
(30,218
(88,427
(817
(86,122
5,327,584
See accompanying reports of independent registered public accounting firm.
F-39