UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


(Mark One)
☒						QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30, 2021~~March 31, 2022


☐						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: 001-36013 (American Homes 4 Rent)

Commission File Number: 333-221878-02 (American Homes 4 Rent, L.P.)

AMERICAN HOMES 4 RENT

AMERICAN HOMES 4 RENT, L.P.

(Exact name of registrant as specified in its charter)


American Homes 4 Rent	Maryland	46-1229660
American Homes 4 Rent, L.P.	Delaware	80-0860173
	(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)

23975 Park Sorrento, Suite 300

Calabasas, California 91302

(Address of principal executive offices) (Zip Code)

(805) 413-5300

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading symbols

Name of each exchange on which registered

Class A common shares of beneficial interest, $.01 par value

AMH

New York Stock Exchange

~~Series F perpetual preferred shares of beneficial interest, $.01 par value~~

~~AMH-F~~

~~New York Stock Exchange~~

Series G perpetual preferred shares of beneficial interest, $.01 par value

AMH-G

New York Stock Exchange

Series H perpetual preferred shares of beneficial interest, $.01 par value

AMH-H

New York Stock Exchange

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.

American Homes 4 Rent ☒ Yes ☐ No American Homes 4 Rent, L.P. ☒ Yes ☐ No

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).

American Homes 4 Rent ☒ Yes ☐ No American Homes 4 Rent, L.P. ☒ Yes ☐ No

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.

American Homes 4 Rent

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

American Homes 4 Rent, L.P.

Large accelerated filer

☐

Accelerated filer

☐

Non-accelerated filer

☒

Smaller reporting company

☐

Emerging growth company

☐

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

American Homes 4 Rent ☐ American Homes 4 Rent, L.P. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

American Homes 4 Rent ☐ Yes ☒ No American Homes 4 Rent, L.P. ☐ Yes ☒ No

There were ~~333,760,558~~347,657,888 shares of American Homes 4 Rent’s Class A common shares, $0.01 par value per share, and 635,075 shares of American Homes 4 Rent’s Class B common shares, $0.01 par value per share, outstanding on ~~November 3, 2021.~~May 4, 2022.

EXPLANATORY NOTE

This report combines the quarterly reports on Form 10-Q for the period ended ~~September 30, 2021~~March 31, 2022 of American Homes 4 Rent and American Homes 4 Rent, L.P. Unless stated otherwise or the context otherwise requires, references to “AH4R” or the “General Partner” mean American Homes 4 Rent, a Maryland real estate investment trust (“REIT”), and references to the “Operating Partnership” or the “OP” mean American Homes 4 Rent, L.P., a Delaware limited partnership, and its subsidiaries taken as a whole. References to the “Company,” “we,” “our” and “us” mean collectively AH4R, the Operating Partnership and those entities/subsidiaries owned or controlled by AH4R and/or the Operating Partnership.

The Company believes that combining the quarterly reports on Form 10-Q of the Company and the Operating Partnership into this single report provides the following benefits:

•enhances investors’ understanding of the Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;

•eliminates duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the disclosure applies to both the Company and the Operating Partnership; and

•creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.

The Company believes it is important to understand the few differences between AH4R and the Operating Partnership in the context of how AH4R and the Operating Partnership operate as a consolidated company. AH4R’s primary function is acting as the general partner of the Operating Partnership. The only material asset of AH4R is its partnership interest in the Operating Partnership. As a result, AH4R generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership. AH4R itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity. One difference between the Company and the Operating Partnership is $25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AH4R. The asset-backed securitization certificates are recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership. AH4R contributes all net proceeds from its various equity offerings to the Operating Partnership. In return for those contributions, AH4R receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering. Based on the terms of the Agreement of Limited Partnership of the Operating Partnership, as amended, OP units can be exchanged for shares on a one-for-one basis. Except for net proceeds from equity issuances by AH4R, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of OP units.

Shareholders’ equity, partners’ capital and noncontrolling interests are the main areas of difference between the consolidated financial statements of the Company and those of the Operating Partnership. The limited partnership interests in the Operating Partnership are accounted for as partners’ capital in the Operating Partnership’s financial statements and as noncontrolling interests in the Company’s financial statements. The differences between shareholders’ equity and partners’ capital result from differences in the equity and capital issued at the Company and Operating Partnership levels.

To help investors understand the differences between the Company and the Operating Partnership, this report provides separate consolidated financial statements for the Company and the Operating Partnership; a single set of consolidated notes to such financial statements that includes separate discussions of each entity’s debt, noncontrolling interests and shareholders’ equity or partners’ capital, as applicable; and a combined Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” section that includes discrete information related to each entity.

This report also includes separate Part I, “Item 4. Controls and Procedures” sections and separate Exhibits 31 and 32 certifications for each of the Company and the Operating Partnership in order to establish that the requisite certifications have been made and that the

~~made and that the~~ Company and the Operating Partnership are compliant with Rule 13a-15 or Rule 15d-15 of the Securities Exchange Act of 1934 and 18 U.S.C. §1350.

In order to highlight the differences between the Company and the Operating Partnership, the separate sections in this report for the Company and the Operating Partnership specifically refer to the Company and the Operating Partnership. In the sections that combine disclosure of the Company and the Operating Partnership, this report refers to actions or holdings as being actions or holdings of the Company. Although the Operating Partnership is generally the entity that directly or indirectly enters into contracts and joint ventures and holds assets and debt, reference to the Company is appropriate because the Company is one business and the Company operates that business through the Operating Partnership. The separate discussions of the Company and the Operating Partnership in this report should be read in conjunction with each other to understand the results of the Company on a consolidated basis and how management operates the Company.

American Homes 4 Rent

American Homes 4 Rent, L.P.

TABLE OF CONTENTS


		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)	1
	American Homes 4 Rent
	Condensed Consolidated Balance Sheets as of ~~September~~March ~~30, 2021~~3 1 , 202 2 and December 31, ~~2020~~20 21	1
	Condensed Consolidated Statements of Operations for the three ~~and~~ ~~nine~~ months ended ~~September~~ ~~30,~~March 31, 2022 and 2021 ~~and 2020~~	2
	Condensed Consolidated Statements of Comprehensive Income for the three ~~and~~ ~~nine~~m ~~onths~~months ended ~~September~~March ~~30, 2021~~3 1 , 202 2 and ~~2020~~20 21	3
	Condensed Consolidated Statements of Equity for the three ~~and~~ ~~nine~~months ended ~~September~~March ~~30, 2021~~ 3 1 , 202 2 and ~~2020~~20 21	4
	Condensed Consolidated Statements of Cash Flows for the ~~nin~~ethree months ended ~~September~~March ~~30, 2021~~3 1 , 202 2 and ~~2020~~202 1	86
	American Homes 4 Rent, L.P.
	Condensed Consolidated Balance Sheets as of ~~September~~March ~~30, 2021~~3 1 , 202 2 and December 31, ~~2020~~20 21	108
	Condensed Consolidated Statements of Operations for the three ~~and~~ ~~nine~~months ended ~~September~~March ~~30, 2021~~3 1 , 202 2 and ~~2020~~202 1	119
	Condensed Consolidated Statements of Comprehensive Income for the three ~~and~~ ~~nine~~months ended ~~September~~March ~~30, 2021~~3 1 , 202 2 and ~~2020~~202 1	1210
	Condensed Consolidated Statements of Capital for the three ~~and~~ ~~nine~~months ended ~~September~~March ~~30, 2021~~3 1 , 202 2 and ~~2020~~202 1	1311
	Condensed Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~September~~March ~~30, 2021~~3 1 , 202 2 and ~~2020~~202 1	1513
	American Homes 4 Rent and American Homes 4 Rent, L.P.
	Notes to Unaudited Condensed Consolidated Financial Statements	1715
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	3129
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	5042
Item 4.	Controls and Procedures	5143

PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	5244
Item 1A.	Risk Factors	5244
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	5244
Item 3.	Defaults Upon Senior Securities	5244
Item 4.	Mine Safety Disclosures	5244
Item 5.	Other Information	5244
Item 6.	Exhibits	5244

	Signatures	5446

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Various statements contained in this Quarterly Report on Form 10-Q, including those that express a belief, expectation or intention, as well as those that are not statements of historical fact, are forward-looking statements. These forward-looking statements may ~~include projections~~relate to beliefs, expectations or intentions and ~~estimates~~similar statements concerning ~~the timing~~matters that are not of historical fact and ~~success of specific projects and our future operations, revenues, income and capital spending. Our forward-looking statements~~ are generally accompanied by words such as “estimate,” “project,” “predict,” “believe,” “expect,” ~~“intend,~~“anticipate,” ~~“anticipate,~~“intend,” “potential,” “plan,” ~~“goal”~~“goal,” “outlook,” “guidance” or other words that convey the uncertainty of future events or outcomes. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our ~~control.~~

~~Currently, one of the most significant factors that~~control and could cause actual ~~outcomes~~results to differ materially from ~~our~~any future results, performance or achievements expressed or implied by these forward-looking statements is the adverse effect of the COVID-19 pandemic. The extent to which COVID-19 will impact our future financial results will depend on future developments, which are highly uncertain and cannot be predicted with confidence, including the scope, severity and duration of the pandemic, including resurgences, new variants or strains, such as the Delta variant, the impact of government regulations, vaccine adoption rates (including boosters), the effectiveness of vaccines, employee retention issues resulting from vaccine mandates, and the direct and indirect economic effects of the pandemic and containment measures, among others.statements.

These and other important factors, including those discussed or incorporated by reference under Part II, “Item 1A. Risk Factors,” Part I, “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this report and in our Annual Report on Form 10-K for the year ended December 31, ~~2020~~2021 (the ~~“2020~~“2021 Annual Report”) filed with the Securities and Exchange Commission (the “SEC”) may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements.

While forward-looking statements reflect our good faith beliefs, assumptions and expectations, they are not guarantees of future performance, and you should not unduly rely on them. The forward-looking statements in this Quarterly Report on Form 10-Q speak only as of the date of this report. We are not obligated to update or revise these statements as a result of new information, future events or otherwise, unless required by applicable law.

PART I—FINANCIAL INFORMATION

Item 1. Financial Statements

American Homes 4 Rent

Condensed Consolidated Balance Sheets

(Amounts in thousands, except share data)


		September 30, 2021		December 31, 2020			March 31, 2022		December 31, 2021
		(Unaudited)					(Unaudited)
Assets	Assets					Assets
Single-family properties:	Single-family properties:					Single-family properties:
Land	Land	$	2,001,598	$	1,836,798	Land	$	2,122,442	$	2,062,039
Buildings and improvements	Buildings and improvements	8,947,009		8,163,023		Buildings and improvements	9,583,889		9,258,387
Single-family properties in operation	Single-family properties in operation	10,948,607		9,999,821		Single-family properties in operation	11,706,331		11,320,426
Less: accumulated depreciation	Less: accumulated depreciation	(1,993,507)		(1,754,433)		Less: accumulated depreciation	(2,148,145)		(2,072,933)
Single-family properties in operation, net	Single-family properties in operation, net	8,955,100		8,245,388		Single-family properties in operation, net	9,558,186		9,247,493
Single-family properties under development and development land	Single-family properties under development and development land	733,260		510,365		Single-family properties under development and development land	972,034		882,159
Single-family properties held for sale, net	Single-family properties held for sale, net	106,232		129,026		Single-family properties held for sale, net	140,627		114,907
Total real estate assets, net	Total real estate assets, net	9,794,592		8,884,779		Total real estate assets, net	10,670,847		10,244,559
Cash and cash equivalents	Cash and cash equivalents	63,997		137,060		Cash and cash equivalents	56,626		48,198
Restricted cash	Restricted cash	137,997		128,017		Restricted cash	150,354		143,569
Rent and other receivables	Rent and other receivables	53,414		41,544		Rent and other receivables	43,869		41,587
Escrow deposits, prepaid expenses and other assets	Escrow deposits, prepaid expenses and other assets	198,836		163,171		Escrow deposits, prepaid expenses and other assets	263,883		216,625
Investments in unconsolidated joint ventures	Investments in unconsolidated joint ventures	110,586		93,109		Investments in unconsolidated joint ventures	109,861		121,950
Asset-backed securitization certificates	Asset-backed securitization certificates	25,666		25,666		Asset-backed securitization certificates	25,666		25,666
Goodwill	Goodwill	120,279		120,279		Goodwill	120,279		120,279
Total assets	Total assets	$	10,505,367	$	9,593,625	Total assets	$	11,441,385	$	10,962,433

Liabilities	Liabilities					Liabilities
Revolving credit facility	Revolving credit facility	$	—	$	—	Revolving credit facility	$	410,000	$	350,000

Asset-backed securitizations, net	Asset-backed securitizations, net	1,913,322		1,927,607		Asset-backed securitizations, net	1,903,715		1,908,346
Unsecured senior notes, net	Unsecured senior notes, net	1,621,342		889,805		Unsecured senior notes, net	1,622,806		1,622,132

Accounts payable and accrued expenses	Accounts payable and accrued expenses	388,048		298,949		Accounts payable and accrued expenses	394,085		343,526
Amounts payable to affiliates		—		4,834

Total liabilities	Total liabilities	3,922,712		3,121,195		Total liabilities	4,330,606		4,224,004

Commitments and contingencies (see Note 15)	Commitments and contingencies (see Note 15)			00		Commitments and contingencies (see Note 15)			00

Equity	Equity					Equity
Shareholders’ equity:	Shareholders’ equity:					Shareholders’ equity:
Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 333,760,558 and 316,021,385 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively)		3,338		3,160
Class B common shares ($0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at September 30, 2021 and December 31, 2020)		6		6
Preferred shares ($0.01 par value per share, 100,000,000 shares authorized, 15,400,000 and 35,350,000 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively)		154		354
Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 347,642,888 and 337,362,716 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively)						Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 347,642,888 and 337,362,716 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively)	3,476		3,374
Class B common shares ($0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at March 31, 2022 and December 31, 2021)						Class B common shares ($0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at March 31, 2022 and December 31, 2021)	6		6
Preferred shares ($0.01 par value per share, 100,000,000 shares authorized, 15,400,000 shares issued and outstanding at March 31, 2022 and December 31, 2021)						Preferred shares ($0.01 par value per share, 100,000,000 shares authorized, 15,400,000 shares issued and outstanding at March 31, 2022 and December 31, 2021)	154		154
Additional paid-in capital	Additional paid-in capital	6,353,611		6,223,256		Additional paid-in capital	6,873,257		6,492,933
Accumulated deficit	Accumulated deficit	(452,949)		(443,522)		Accumulated deficit	(445,709)		(438,710)
Accumulated other comprehensive income	Accumulated other comprehensive income	1,933		5,840		Accumulated other comprehensive income	1,698		1,814
Total shareholders’ equity	Total shareholders’ equity	5,906,093		5,789,094		Total shareholders’ equity	6,432,882		6,059,571
Noncontrolling interest	Noncontrolling interest	676,562		683,336		Noncontrolling interest	677,897		678,858
Total equity	Total equity	6,582,655		6,472,430		Total equity	7,110,779		6,738,429

Total liabilities and equity	Total liabilities and equity	$	10,505,367	$	9,593,625	Total liabilities and equity	$	11,441,385	$	10,962,433

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

American Homes 4 Rent

Condensed Consolidated Statements of Operations

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

(Unaudited)


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,					For the Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Rents and other single-family property revenues	Rents and other single-family property revenues	$	339,563	$	307,932	$	965,790	$	875,963	Rents and other single-family property revenues	$	356,105	$	312,573

Expenses:	Expenses:									Expenses:
Property operating expenses	Property operating expenses	134,694		126,174		369,966		344,107		Property operating expenses	133,643		118,694
Property management expenses	Property management expenses	24,562		21,976		70,677		67,512		Property management expenses	26,034		23,699
General and administrative expense	General and administrative expense	12,647		12,570		40,645		35,329		General and administrative expense	17,282		15,205
Interest expense	Interest expense	31,097		29,267		86,630		88,540		Interest expense	27,567		28,005
Acquisition and other transaction costs	Acquisition and other transaction costs	3,279		1,616		11,093		5,719		Acquisition and other transaction costs	5,974		4,846
Depreciation and amortization	Depreciation and amortization	94,494		86,996		275,682		254,653		Depreciation and amortization	99,954		90,071

Total expenses	Total expenses	300,773		278,599		854,693		795,860		Total expenses	310,454		280,520

Gain on sale and impairment of single-family properties and other, net	Gain on sale and impairment of single-family properties and other, net	9,572		12,206		36,401		28,522		Gain on sale and impairment of single-family properties and other, net	22,044		16,069

Other income and expense, net	Other income and expense, net	139		(1,386)		1,738		862		Other income and expense, net	2,319		799

Net income	Net income	48,501		40,153		149,236		109,487		Net income	70,014		48,921

Noncontrolling interest	Noncontrolling interest	5,869		3,819		14,012		9,976		Noncontrolling interest	8,312		4,925
Dividends on preferred shares	Dividends on preferred shares	5,763		13,782		32,160		41,346		Dividends on preferred shares	5,763		13,782
Redemption of perpetual preferred shares		—		—		15,879		—

Net income attributable to common shareholders	Net income attributable to common shareholders	$	36,869	$	22,552	$	87,185	$	58,165	Net income attributable to common shareholders	$	55,939	$	30,214

Weighted-average common shares outstanding:	Weighted-average common shares outstanding:									Weighted-average common shares outstanding:
Basic	Basic	324,002,538		308,080,226		320,267,903		303,319,053		Basic	345,742,526		316,982,460
Diluted	Diluted	326,206,423		308,541,502		321,879,235		303,775,556		Diluted	346,480,823		317,441,397

Net income attributable to common shareholders per share:	Net income attributable to common shareholders per share:									Net income attributable to common shareholders per share:
Basic	Basic	$	0.11	$	0.07	$	0.27	$	0.19	Basic	$	0.16	$	0.10
Diluted	Diluted	$	0.11	$	0.07	$	0.27	$	0.19	Diluted	$	0.16	$	0.09

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

American Homes 4 Rent

Condensed Consolidated Statements of Comprehensive Income

(Amounts in thousands)

(Unaudited)


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,					For the Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Net income	Net income	$	48,501	$	40,153	$	149,236	$	109,487	Net income	$	70,014	$	48,921
Other comprehensive loss:
Other comprehensive (loss) income:										Other comprehensive (loss) income:
Cash flow hedging instruments:	Cash flow hedging instruments:									Cash flow hedging instruments:
Loss on settlement of cash flow hedging instrument		—		—		(3,999)		—
Unrealized gain on cash flow hedging instrument										Unrealized gain on cash flow hedging instrument	—		9,230
Reclassification adjustment for amortization of interest expense included in net income	Reclassification adjustment for amortization of interest expense included in net income	(149)		(241)		(630)		(722)		Reclassification adjustment for amortization of interest expense included in net income	(141)		(241)

Other comprehensive loss		(149)		(241)		(4,629)		(722)
Other comprehensive (loss) income										Other comprehensive (loss) income	(141)		8,989
Comprehensive income	Comprehensive income	48,352		39,912		144,607		108,765		Comprehensive income	69,873		57,910
Comprehensive income attributable to noncontrolling interests	Comprehensive income attributable to noncontrolling interests	5,778		3,784		13,297		9,871		Comprehensive income attributable to noncontrolling interests	8,287		6,185
Dividends on preferred shares	Dividends on preferred shares	5,763		13,782		32,160		41,346		Dividends on preferred shares	5,763		13,782
Redemption of perpetual preferred shares		—		—		15,879		—

Comprehensive income attributable to common shareholders	Comprehensive income attributable to common shareholders	$	36,811	$	22,346	$	83,271	$	57,548	Comprehensive income attributable to common shareholders	$	55,823	$	37,943

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

American Homes 4 Rent

Condensed Consolidated Statements of Equity

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

(Unaudited)


		Class A common shares			Class B common shares			Preferred shares																			Class A common shares				Class B common shares				Preferred shares
		Number of shares	Amount		Number of shares	Amount		Number of shares	Amount		Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive income		Shareholders’ equity		Noncontrolling interest				Total equity				Number of shares		Amount		Number of shares		Amount		Number of shares		Amount		Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive income		Shareholders’ equity		Noncontrolling interest	Total equity
Balances at December 31, 2019		300,107,599	$	3,001	635,075	$	6	35,350,000	$	354	$	5,790,775	$	(465,368)	$	6,658	$	5,335,426	$	683,364			$	6,018,790
Balances at December 31, 2020																					Balances at December 31, 2020	316,021,385				$	3,160	635,075		$	6	35,350,000		$	354	$	6,223,256	$	(443,522)	$	5,840	$	5,789,094	$	683,336	$	6,472,430
Share-based compensation	Share-based compensation	—	—		—	—		—	—		1,808		—		—		1,808		—				1,808		Share-based compensation		—		—		—		—		—		—		8,110		—		—		8,110		—	8,110
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes	Common stock issued under share-based compensation plans, net of shares withheld for employee taxes	208,010	2		—	—		—	—		(165)		—		—		(163)		—				(163)		Common stock issued under share-based compensation plans, net of shares withheld for employee taxes		246,425		2		—		—		—		—		(1,523)		—		—		(1,521)		—	(1,521)

Redemptions of Class A units																					Redemptions of Class A units	350,000				4		—		—		—		—		4,613		—		7		4,624		(4,624)		—
Distributions to equity holders:	Distributions to equity holders:																					Distributions to equity holders:
Preferred shares (Note 10)	Preferred shares (Note 10)	—	—		—	—		—	—		—		(13,782)		—		(13,782)		—				(13,782)		Preferred shares (Note 10)		—		—		—		—		—		—		—		(13,782)		—		(13,782)		—	(13,782)
Noncontrolling interests	Noncontrolling interests	—	—		—	—		—	—		—		—		—		—		(2,602)				(2,602)		Noncontrolling interests		—		—		—		—		—		—		—		—		—		—		(5,172)	(5,172)
Common shares ($0.05 per share)		—	—		—	—		—	—		—		(15,088)		—		(15,088)		—				(15,088)
Cumulative effect of adoption of ASU 2016-13		—	—		—	—		—	—		—		(1,494)		—		(1,494)		—				(1,494)
Common shares ($0.10 per share)																					Common shares ($0.10 per share)	—				—		—		—		—		—		—		(31,795)		—		(31,795)		—		(31,795)
Net income	Net income	—	—		—	—		—	—		—		34,026		—		34,026		3,501				37,527		Net income		—		—		—		—		—		—		—		43,996		—		43,996		4,925	48,921
Total other comprehensive loss		—	—		—	—		—	—		—		—		(206)		(206)		(35)				(241)
Balances at March 31, 2020		300,315,609	$	3,003	635,075	$	6	35,350,000	$	354	$	5,792,418	$	(461,706)	$	6,452	$	5,340,527	$	684,228			$	6,024,755
Share-based compensation		—	—		—	—		—	—		2,090		—		—		2,090		—				2,090
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes		197,334	2		—	—		—	—		2,876		—		—		2,878		—				2,878
Total other comprehensive income																					Total other comprehensive income	—				—		—		—		—		—		—		—		7,729		7,729		1,260		8,989
Balances at March 31, 2021																					Balances at March 31, 2021	316,617,810				$	3,166	635,075		$	6	35,350,000		$	354	$	6,234,456	$	(445,103)	$	13,576	$	5,806,455	$	679,725	$	6,486,180

Distributions to equity holders:
Preferred shares (Note 10)		—	—		—	—		—	—		—		(13,782)		—		(13,782)		—				(13,782)
Noncontrolling interests		—	—		—	—		—	—		—		—		—		—		(2,601)				(2,601)
Common shares ($0.05 per share)		—	—		—	—		—	—		—		(15,098)		—		(15,098)		—				(15,098)
Net income		—	—		—	—		—	—		—		29,151		—		29,151		2,656				31,807
Total other comprehensive loss		—	—		—	—		—	—		—		—		(205)		(205)		(35)				(240)
Balances at June 30, 2020		300,512,943	$	3,005	635,075	$	6	35,350,000	$	354	$	5,797,384	$	(461,435)	$	6,247	$	5,345,561	$	684,248			$	6,029,809

American Homes 4 Rent

Condensed Consolidated Statements of Equity (continued)

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

(Unaudited)


		Class A common shares			Class B common shares			Preferred shares																			Class A common shares				Class B common shares				Preferred shares
		Number of shares	Amount		Number of shares	Amount		Number of shares	Amount		Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive income		Shareholders’ equity		Noncontrolling interest				Total equity				Number of shares		Amount		Number of shares		Amount		Number of shares		Amount		Additional paid-in capital		Accumulated deficit		Accumulated other comprehensive income		Shareholders’ equity		Noncontrolling interest	Total equity
Balances at June 30, 2020		300,512,943	$	3,005	635,075	$	6	35,350,000	$	354	$	5,797,384	$	(461,435)	$	6,247	$	5,345,561	$	684,248			$	6,029,809
Balances at December 31, 2021																					Balances at December 31, 2021	337,362,716				$	3,374	635,075		$	6	15,400,000		$	154	$	6,492,933	$	(438,710)	$	1,814	$	6,059,571	$	678,858	$	6,738,429
Share-based compensation	Share-based compensation	—	—		—	—		—	—		2,170		—		—		2,170		—				2,170		Share-based compensation		—		—		—		—		—		—		7,405		—		—		7,405		—	7,405
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes	Common stock issued under share-based compensation plans, net of shares withheld for employee taxes	78,994	1		—	—		—	—		1,245		—		—		1,246		—				1,246		Common stock issued under share-based compensation plans, net of shares withheld for employee taxes		280,172		2		—		—		—		—		(2,621)		—		—		(2,619)		—	(2,619)
Issuance of Class A common shares, net of offering costs of $600		15,036,130	150		—	—		—	—		413,350		—		—		413,500		—				413,500
Issuance of Class A common shares, net of offering costs of $200																					Issuance of Class A common shares, net of offering costs of $200	10,000,000				100		—		—		—		—		375,540		—		—		375,640		—		375,640

Distributions to equity holders:	Distributions to equity holders:																					Distributions to equity holders:
Preferred shares (Note 10)	Preferred shares (Note 10)	—	—		—	—		—	—		—		(13,782)		—		(13,782)		—				(13,782)		Preferred shares (Note 10)		—		—		—		—		—		—		—		(5,763)		—		(5,763)		—	(5,763)
Noncontrolling interests	Noncontrolling interests	—	—		—	—		—	—		—		—		—		—		(2,602)				(2,602)		Noncontrolling interests		—		—		—		—		—		—		—		—		—		—		(9,248)	(9,248)
Common shares ($0.05 per share)		—	—		—	—		—	—		—		(15,814)		—		(15,814)		—				(15,814)
Common shares ($0.18 per share)																					Common shares ($0.18 per share)	—				—		—		—		—		—		—		(62,938)		—		(62,938)		—		(62,938)

Net income	Net income	—	—		—	—		—	—		—		36,334		—		36,334		3,819				40,153		Net income		—		—		—		—		—		—		—		61,702		—		61,702		8,312	70,014
Total other comprehensive loss	Total other comprehensive loss	—	—		—	—		—	—		—		—		(206)		(206)		(35)				(241)		Total other comprehensive loss		—		—		—		—		—		—		—		—		(116)		(116)		(25)	(141)
Balances at September 30, 2020		315,628,067	$	3,156	635,075	$	6	35,350,000	$	354	$	6,214,149	$	(454,697)	$	6,041	$	5,769,009	$	685,430			$	6,454,439
Balances at March 31, 2022																					Balances at March 31, 2022	347,642,888				$	3,476	635,075		$	6	15,400,000		$	154	$	6,873,257	$	(445,709)	$	1,698	$	6,432,882	$	677,897	$	7,110,779

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

American Homes 4 Rent

Condensed Consolidated Statements of ~~Equity (continued)~~Cash Flows

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

(Unaudited)

Class A common shares Class B common shares Preferred shares
Number
of shares Amount Number
of shares Amount Number
of shares Amount Additional
paid-in
capital Accumulated
deficit Accumulated other comprehensive income Shareholders’
equity Noncontrolling
interest Total
equity
Balances at December 31, 2020 316,021,385 $ 3,160 635,075 $ 6 35,350,000 $ 354 $ 6,223,256 $ (443,522) $ 5,840 $ 5,789,094 $ 683,336 $ 6,472,430
Share-based compensation — — — — — — 8,110 — — 8,110 — 8,110
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 246,425 2 — — — — (1,523) — — (1,521) — (1,521)
Redemptions of Class A units 350,000 4 — — — — 4,613 — 7 4,624 (4,624) —
Distributions to equity holders:
Preferred shares (Note 10) — — — — — — — (13,782) — (13,782) — (13,782)
Noncontrolling interests — — — — — — — — — — (5,172) (5,172)
Common shares ($0.10 per share) — — — — — — — (31,795) — (31,795) — (31,795)
Net income — — — — — — — 43,996 — 43,996 4,925 48,921
Total other comprehensive income — — — — — — — — 7,729 7,729 1,260 8,989
Balances at March 31, 2021 316,617,810 $ 3,166 635,075 $ 6 35,350,000 $ 354 $ 6,234,456 $ (445,103) $ 13,576 $ 5,806,455 $ 679,725 $ 6,486,180
Share-based compensation — — — — — — 3,151 — — 3,151 — 3,151
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes 90,373 1 — — — — 894 — — 895 — 895
Issuance of Class A common shares, net of offering costs of $200 5,500,000 55 — — — — 193,785 — — 193,840 — 193,840
Redemption of Series D perpetual preferred shares — — — — (10,750,000) (108) (260,133) (8,509) — (268,750) — (268,750)
Redemption of Series E perpetual preferred shares — — — — (9,200,000) (92) (222,538) (7,370) — (230,000) — (230,000)
Distributions to equity holders:
Preferred shares (Note 10) — — — — — — — (12,615) — (12,615) — (12,615)
Noncontrolling interests — — — — — — — — — — (5,138) (5,138)
Common shares ($0.10 per share) — — — — — — — (32,403) — (32,403) — (32,403)
Net income — — — — — — — 48,596 — 48,596 3,218 51,814
Total other comprehensive loss — — — — — — — — (11,585) (11,585) (1,884) (13,469)
Balances at June 30, 2021 322,208,183 $ 3,222 635,075 $ 6 15,400,000 $ 154 $ 5,949,615 $ (457,404) $ 1,991 $ 5,497,584 $ 675,921 $ 6,173,505


	For the Three Months Ended March 31,
	2022		2021
Operating activities
Net income	$	70,014	$	48,921
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	99,954		90,071
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments	2,453		1,829
Noncash share-based compensation	7,405		8,110


Equity in net income of unconsolidated joint ventures	(1,478)		(366)
Return on investment from unconsolidated joint ventures	2,598		—
Gain on sale and impairment of single-family properties and other, net	(22,044)		(16,069)

Other changes in operating assets and liabilities:
Rent and other receivables	(3,811)		(8,170)
Prepaid expenses and other assets	(6,530)		5,742
Deferred leasing costs	(535)		(975)
Accounts payable and accrued expenses	11,245		23,242
Amounts due from related parties	(529)		(338)
Net cash provided by operating activities	158,742		151,997

Investing activities
Cash paid for single-family properties	(288,719)		(82,118)
Change in escrow deposits for purchase of single-family properties	6,235		(5,341)
Net proceeds received from sales of single-family properties and other	51,407		46,304
Proceeds received from storm-related insurance claims	1,529		—
Payments received on notes for sale of properties	402		—
Investment in unconsolidated joint ventures	(5,294)		(7,990)
Distributions from joint ventures	22,587		25,893
Renovations to single-family properties	(21,721)		(9,069)
Recurring and other capital expenditures for single-family properties	(24,185)		(26,033)
Cash paid for development activity	(244,621)		(141,618)
Other purchases of productive assets	(10,384)		(8,258)
Net cash used for investing activities	(512,764)		(208,230)

Financing activities
Proceeds from issuance of Class A common shares	375,840		—
Payments of Class A common share issuance costs	(200)		—




Proceeds from issuances under share-based compensation plans	1,439		1,121
Payments related to tax withholding for share-based compensation	(4,058)		(2,642)

Payments on asset-backed securitizations	(5,876)		(6,118)
Proceeds from revolving credit facility	420,000		80,000
Payments on revolving credit facility	(360,000)		—



Proceeds from liabilities related to consolidated land not owned	19,794		—
Distributions to noncontrolling interests	(9,306)		(7,758)
Distributions to common shareholders	(62,635)		(47,561)
Distributions to preferred shareholders	(5,763)		(13,782)

Net cash provided by financing activities	369,235		3,260

Net increase (decrease) in cash, cash equivalents and restricted cash	15,213		(52,973)
Cash, cash equivalents and restricted cash, beginning of period (see Note 3)	191,767		265,077
Cash, cash equivalents and restricted cash, end of period (see Note 3)	$	206,980	$	212,104

American Homes 4 Rent

Condensed Consolidated Statements of ~~Equity~~Cash Flows (continued)

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

(Unaudited)


	For the Three Months Ended March 31,
	2022		2021
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized	$	(40,871)	$	(36,388)

Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures	$	57,500	$	31,854
Transfers of completed homebuilding deliveries to properties	112,911		72,862
Property and land contributions to unconsolidated joint ventures	(10,605)		(23,835)
Property and land distributions from unconsolidated joint ventures	8,397		—
Unrealized gain on cash flow hedging instrument	—		9,230
Noncash right-of-use assets obtained in exchange for operating lease liabilities	746		537

Accrued distributions to non-affiliates	303		105

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

American Homes 4 Rent, L.P.

Condensed Consolidated ~~Statements of Cash Flows~~Balance Sheets

(Amounts in ~~thousands)~~thousands, except unit data)

~~(Unaudited)~~


	March 31, 2022		December 31, 2021
	(Unaudited)
Assets
Single-family properties:
Land	$	2,122,442	$	2,062,039
Buildings and improvements	9,583,889		9,258,387
Single-family properties in operation	11,706,331		11,320,426
Less: accumulated depreciation	(2,148,145)		(2,072,933)
Single-family properties in operation, net	9,558,186		9,247,493
Single-family properties under development and development land	972,034		882,159
Single-family properties held for sale, net	140,627		114,907
Total real estate assets, net	10,670,847		10,244,559
Cash and cash equivalents	56,626		48,198
Restricted cash	150,354		143,569
Rent and other receivables	43,869		41,587
Escrow deposits, prepaid expenses and other assets	263,883		216,625
Investments in unconsolidated joint ventures	109,861		121,950
Amounts due from affiliates	25,666		25,666
Goodwill	120,279		120,279
Total assets	$	11,441,385	$	10,962,433

Liabilities
Revolving credit facility	$	410,000	$	350,000
Asset-backed securitizations, net	1,903,715		1,908,346
Unsecured senior notes, net	1,622,806		1,622,132
Accounts payable and accrued expenses	394,085		343,526

Total liabilities	4,330,606		4,224,004

Commitments and contingencies (see Note 15)	0		0

Capital
Partners’ capital:
General partner:
Common units (348,277,963 and 337,997,791 units issued and outstanding at March 31, 2022 and December 31, 2021, respectively)	6,059,620		5,686,193
Preferred units (15,400,000 units issued and outstanding at March 31, 2022 and December 31, 2021)	371,564		371,564
Limited partner:
Common units (51,376,980 units issued and outstanding at March 31, 2022 and December 31, 2021)	677,646		678,582
Accumulated other comprehensive income	1,949		2,090
Total capital	7,110,779		6,738,429

Total liabilities and capital	$	11,441,385	$	10,962,433

For the Nine Months Ended
September 30,
2021 2020
Operating activities
Net income $ 149,236 $ 109,487
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization 275,682 254,653
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instrument 6,290 5,564
Noncash share-based compensation 14,319 6,068
Equity in net (income) losses of unconsolidated joint ventures (875) 963
Gain on sale and impairment of single-family properties and other, net (36,401) (28,522)
Other changes in operating assets and liabilities:
Rent and other receivables (13,863) (20,997)
Prepaid expenses and other assets 11,247 7,879
Deferred leasing costs (2,672) (3,059)
Accounts payable and accrued expenses 95,471 96,401
Amounts due from related parties (241) (1,026)
Net cash provided by operating activities 498,193 427,411
Investing activities
Cash paid for single-family properties (633,794) (170,633)
Change in escrow deposits for purchase of single-family properties (26,818) 2,604
Net proceeds received from sales of single-family properties and other 101,411 185,033
Proceeds received from hurricane-related insurance claims 1,993 3,705
Investment in unconsolidated joint ventures (20,742) (15,667)
Distributions from joint ventures 46,927 81,153
Renovations to single-family properties (28,234) (11,022)
Recurring and other capital expenditures for single-family properties (90,413) (79,077)
Cash paid for development activity (524,884) (420,496)
Other purchases of productive assets (16,907) (12,692)
Net cash used for investing activities (1,191,461) (437,092)
Financing activities
Proceeds from issuance of Class A common shares 593,040 414,100
Payments of Class A common share issuance costs (200) (600)
Redemption of perpetual preferred shares (498,750) —
Proceeds from exercise of stock options 4,094 5,599
Payments related to tax withholding for share-based compensation (2,666) (1,638)
Payments on asset-backed securitizations (18,061) (17,110)
Proceeds from revolving credit facility 1,060,000 130,000
Payments on revolving credit facility (1,060,000) (130,000)
Proceeds from unsecured senior notes, net of discount 737,195 —
Settlement of cash flow hedging instrument (3,999) —
Distributions to noncontrolling interests (18,033) (10,381)
Distributions to common shareholders (112,278) (61,035)
Distributions to preferred shareholders (32,160) (41,346)
Deferred financing costs paid (17,997) —
Net cash provided by financing activities 630,185 287,589
Net (decrease) increase in cash, cash equivalents and restricted cash (63,083) 277,908
Cash, cash equivalents and restricted cash, beginning of period (see Note 3) 265,077 164,119
Cash, cash equivalents and restricted cash, end of period (see Note 3) $ 201,994 $ 442,027

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

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of ~~Cash Flows (continued)~~Operations

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

(Unaudited)

For the Nine Months Ended
September 30,
2021 2020
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized $ (85,472) $ (93,261)
Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures $ 37,877 $ 14,861
Transfers of completed homebuilding deliveries to properties 252,218 263,329
Property and land contributions to unconsolidated joint ventures (43,814) (79,370)
Noncash right-of-use assets obtained in exchange for operating lease liabilities 989 3,254
Accrued distributions to non-affiliates 166 32


	For the Three Months Ended March 31,
	2022		2021
Rents and other single-family property revenues	$	356,105	$	312,573

Expenses:
Property operating expenses	133,643		118,694
Property management expenses	26,034		23,699
General and administrative expense	17,282		15,205
Interest expense	27,567		28,005
Acquisition and other transaction costs	5,974		4,846
Depreciation and amortization	99,954		90,071

Total expenses	310,454		280,520

Gain on sale and impairment of single-family properties and other, net	22,044		16,069

Other income and expense, net	2,319		799

Net income	70,014		48,921


Preferred distributions	5,763		13,782


Net income attributable to common unitholders	$	64,251	$	35,139

Weighted-average common units outstanding:
Basic	397,119,506		368,647,217
Diluted	397,857,803		369,106,154

Net income attributable to common unitholders per unit:
Basic	$	0.16	$	0.10
Diluted	$	0.16	$	0.09

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

American Homes 4 Rent, L.P.

Condensed Consolidated ~~Balance Sheets~~Statements of Comprehensive Income

(Amounts in ~~thousands, except unit data)~~thousands)

September 30, 2021 December 31, 2020
(Unaudited)
Assets
Single-family properties:
Land $ 2,001,598 $ 1,836,798
Buildings and improvements 8,947,009 8,163,023
Single-family properties in operation 10,948,607 9,999,821
Less: accumulated depreciation (1,993,507) (1,754,433)
Single-family properties in operation, net 8,955,100 8,245,388
Single-family properties under development and development land 733,260 510,365
Single-family properties held for sale, net 106,232 129,026
Total real estate assets, net 9,794,592 8,884,779
Cash and cash equivalents 63,997 137,060
Restricted cash 137,997 128,017
Rent and other receivables 53,414 41,544
Escrow deposits, prepaid expenses and other assets 198,836 163,171
Investments in unconsolidated joint ventures 110,586 93,109
Amounts due from affiliates 25,666 25,666
Goodwill 120,279 120,279
Total assets $ 10,505,367 $ 9,593,625
Liabilities
Revolving credit facility $ — $ —
Asset-backed securitizations, net 1,913,322 1,927,607
Unsecured senior notes, net 1,621,342 889,805
Accounts payable and accrued expenses 388,048 298,949
Amounts payable to affiliates — 4,834
Total liabilities 3,922,712 3,121,195
Commitments and contingencies (see Note 15) 0 0
Capital
Partners’ capital:
General partner:
Common units (334,395,633 and 316,656,460 units issued and outstanding at September 30, 2021 and December 31, 2020, respectively) 5,532,596 4,928,819
Preferred units (15,400,000 and 35,350,000 units issued and outstanding at September 30, 2021 and December 31, 2020, respectively) 371,564 854,435
Limited partner:
Common units (51,376,980 and 51,726,980 units issued and outstanding at September 30, 2021 and December 31, 2020, respectively) 676,264 682,316
Accumulated other comprehensive income 2,231 6,860
Total capital 6,582,655 6,472,430
Total liabilities and capital $ 10,505,367 $ 9,593,625
(Unaudited)


	For the Three Months Ended March 31,
	2022		2021
Net income	$	70,014	$	48,921
Other comprehensive (loss) income:
Cash flow hedging instruments:
Unrealized gain on cash flow hedging instrument	—		9,230
Reclassification adjustment for amortization of interest expense included in net income	(141)		(241)
Other comprehensive (loss) income	(141)		8,989
Comprehensive income	69,873		57,910

Preferred distributions	5,763		13,782

Comprehensive income attributable to common unitholders	$	64,110	$	44,128

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

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of ~~Operations~~

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

~~(Unaudited)~~

For the Three Months Ended
September 30, For the Nine Months Ended
September 30,
2021 2020 2021 2020
Rents and other single-family property revenues $ 339,563 $ 307,932 $ 965,790 $ 875,963
Expenses:
Property operating expenses 134,694 126,174 369,966 344,107
Property management expenses 24,562 21,976 70,677 67,512
General and administrative expense 12,647 12,570 40,645 35,329
Interest expense 31,097 29,267 86,630 88,540
Acquisition and other transaction costs 3,279 1,616 11,093 5,719
Depreciation and amortization 94,494 86,996 275,682 254,653
Total expenses 300,773 278,599 854,693 795,860
Gain on sale and impairment of single-family properties and other, net 9,572 12,206 36,401 28,522
Other income and expense, net 139 (1,386) 1,738 862
Net income 48,501 40,153 149,236 109,487
Preferred distributions 5,763 13,782 32,160 41,346
Redemption of perpetual preferred units — — 15,879 —
Net income attributable to common unitholders $ 42,738 $ 26,371 $ 101,197 $ 68,141
Weighted-average common units outstanding:
Basic 375,379,518 360,107,206 371,739,755 355,346,033
Diluted 377,583,403 360,568,482 373,351,087 355,802,536
Net income attributable to common unitholders per unit:
Basic $ 0.11 $ 0.07 $ 0.27 $ 0.19
Diluted $ 0.11 $ 0.07 $ 0.27 $ 0.19

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

~~American Homes 4 Rent, L.P.~~

~~Condensed Consolidated Statements of Comprehensive Income~~

~~(Amounts in thousands)~~

~~(Unaudited)~~

For the Three Months Ended
September 30, For the Nine Months Ended
September 30,
2021 2020 2021 2020
Net income $ 48,501 $ 40,153 $ 149,236 $ 109,487
Other comprehensive loss:
Cash flow hedging instruments:
Loss on settlement of cash flow hedging instrument — — (3,999) —
Reclassification adjustment for amortization of interest expense included in net income (149) (241) (630) (722)
Other comprehensive loss (149) (241) (4,629) (722)
Comprehensive income 48,352 39,912 144,607 108,765
Preferred distributions 5,763 13,782 32,160 41,346
Redemption of perpetual preferred units — — 15,879 —
Comprehensive income attributable to common unitholders $ 42,589 $ 26,130 $ 96,568 $ 67,419

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

~~American Homes 4 Rent, L.P.~~

~~Condensed Consolidated Statements of~~ Capital

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

(Unaudited)

General Partner Limited Partners Accumulated other comprehensive income Total capital
Common capital Preferred capital amount Common capital
Number of units Amount Number of units Amount
Balances at December 31, 2019 300,742,674 $ 4,474,333 $ 854,435 52,026,980 $ 682,199 $ 7,823 $ 6,018,790
Share-based compensation — 1,808 — — — — 1,808
Common units issued under share-based compensation plans, net of units withheld for employee taxes 208,010 (163) — — — — (163)
Distributions to capital holders:
Preferred units (Note 10) — — (13,782) — — — (13,782)
Common units ($0.05 per unit) — (15,088) — — (2,602) — (17,690)
Cumulative effect of adoption of ASU 2016-13 — (1,494) — — — — (1,494)
Net income — 20,244 13,782 — 3,501 — 37,527
Total other comprehensive loss — — — — — (241) (241)
Balances at March 31, 2020 300,950,684 $ 4,479,640 $ 854,435 52,026,980 $ 683,098 $ 7,582 $ 6,024,755
Share-based compensation — 2,090 — — — — 2,090
Common units issued under share-based compensation plans, net of units withheld for employee taxes 197,334 2,878 — — — — 2,878
Distributions to capital holders:
Preferred units (Note 10) — — (13,782) — — — (13,782)
Common units ($0.05 per unit) — (15,098) — — (2,601) — (17,699)
Net income — 15,369 13,782 — 2,656 — 31,807
Total other comprehensive loss — — — — — (240) (240)
Balances at June 30, 2020 301,148,018 $ 4,484,879 $ 854,435 52,026,980 $ 683,153 $ 7,342 $ 6,029,809
Share-based compensation — 2,170 — — — — 2,170
Common units issued under share-based compensation plans, net of units withheld for employee taxes 78,994 1,246 — — — — 1,246
Issuance of Class A common units, net of offering costs $600 15,036,130 413,500 — — — — 413,500
Distributions to capital holders:
Preferred units (Note 10) — — (13,782) — — — (13,782)
Common units ($0.05 per unit) — (15,814) — — (2,602) — (18,416)
Net income — 22,552 13,782 — 3,819 — 40,153
Total other comprehensive loss — — — — — (241) (241)
Balances at September 30, 2020 316,263,142 $ 4,908,533 $ 854,435 52,026,980 $ 684,370 $ 7,101 $ 6,454,439


	General Partner					Limited Partners			Accumulated other comprehensive income		Total capital
	Common capital			Preferred capital amount		Common capital
	Number of units	Amount				Number of units	Amount
Balances at December 31, 2020	316,656,460	$	4,928,819	$	854,435	51,726,980	$	682,316	$	6,860	$	6,472,430
Share-based compensation	—	8,110		—		—	—		—		8,110
Common units issued under share-based compensation plans, net of units withheld for employee taxes	246,425	(1,521)		—		—	—		—		(1,521)
Redemptions of Class A units	350,000	4,617		—		(350,000)	(4,617)		—		—
Distributions to capital holders:
Preferred units (Note 10)	—	—		(13,782)		—	—		—		(13,782)
Common units ($0.10 per unit)	—	(31,795)		—		—	(5,172)		—		(36,967)

Net income	—	30,214		13,782		—	4,925		—		48,921
Total other comprehensive income	—	—		—		—	—		8,989		8,989
Balances at March 31, 2021	317,252,885	$	4,938,444	$	854,435	51,376,980	$	677,452	$	15,849	$	6,486,180

1311

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Capital (continued)

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

(Unaudited)


		General Partner							Limited Partners					Accumulated other comprehensive income			Total capital											General Partner							Limited Partners					Accumulated other comprehensive income			Total capital
		Common capital			Preferred capital amount				Common capital														Common capital							Preferred capital amount		Common capital
		Number of units	Amount				Number of units			Amount			Accumulated other comprehensive income			Total capital										Number of units			Amount					Number of units		Amount			Accumulated other comprehensive income			Total capital
Balances at December 31, 2020		316,656,460	$	4,928,819			$	854,435		51,726,980									$	682,316	$	6,860		$	6,472,430
Share-based compensation		—	8,110		—				—		—						—		8,110
Common units issued under share-based compensation plans, net of units withheld for employee taxes		246,425	(1,521)		—				—		—			—			(1,521)
Redemptions of Class A units		350,000	4,617		—				(350,000)		(4,617)			—			—
Distributions to capital holders:
Preferred units (Note 10)		—	—		(13,782)				—		—			—			(13,782)
Common units ($0.10 per unit)		—	(31,795)		—				—		(5,172)			—			(36,967)

Net income		—	30,214		13,782				—		4,925			—			48,921
Total other comprehensive income		—	—		—				—		—			8,989			8,989
Balances at March 31, 2021		317,252,885	$	4,938,444	$	854,435			51,376,980		$	677,452		$	15,849		$	6,486,180
Balances at December 31, 2021																											Balances at December 31, 2021	337,997,791		$	5,686,193	$	371,564		51,376,980		$	678,582					$	2,090	$	6,738,429
Share-based compensation	Share-based compensation	—	3,151		—				—		—			—			3,151										Share-based compensation	—		7,405		—			—		—			—			7,405
Common units issued under share-based compensation plans, net of units withheld for employee taxes	Common units issued under share-based compensation plans, net of units withheld for employee taxes	90,373	895		—				—		—			—			895										Common units issued under share-based compensation plans, net of units withheld for employee taxes	280,172		(2,619)		—			—		—			—			(2,619)
Issuance of Class A common units, net of offering costs of $200	Issuance of Class A common units, net of offering costs of $200	5,500,000	193,840		—				—		—			—			193,840										Issuance of Class A common units, net of offering costs of $200	10,000,000		375,640		—			—		—			—			375,640
Redemption of Series D perpetual preferred units		—	(8,509)		(260,241)				—		—			—			(268,750)
Redemption of Series E perpetual preferred units		—	(7,370)		(222,630)				—		—			—			(230,000)

Distributions to capital holders:	Distributions to capital holders:																										Distributions to capital holders:
Preferred units (Note 10)	Preferred units (Note 10)	—	—		(12,615)				—		—			—			(12,615)										Preferred units (Note 10)	—		—		(5,763)			—		—			—			(5,763)
Common units ($0.10 per unit)		—	(32,403)		—				—		(5,138)			—			(37,541)
Common units ($0.18 per unit)																											Common units ($0.18 per unit)	—		(62,938)		—			—		(9,248)			—			(72,186)
Net income	Net income	—	35,981		12,615				—		3,218			—			51,814										Net income	—		55,939		5,763			—		8,312			—			70,014
Total other comprehensive loss	Total other comprehensive loss	—	—		—				—		—			(13,469)			(13,469)										Total other comprehensive loss	—		—		—			—		—			(141)			(141)
Balances at June 30, 2021		322,843,258	$	5,124,029	$	371,564			51,376,980		$	675,532		$	2,380		$	6,173,505
Share-based compensation		—	3,058		—				—		—			—			3,058
Common units issued under share-based compensation plans, net of units withheld for employee taxes		152,375	2,054		—				—		—			—			2,054
Issuance of Class A common units		11,400,000	399,000		—				—		—			—			399,000

Distributions to capital holders:
Preferred units (Note 10)		—	—		(5,763)				—		—			—			(5,763)
Common units ($0.10 per unit)		—	(32,414)		—				—		(5,137)			—			(37,551)
Net income		—	36,869		5,763				—		5,869			—			48,501
Total other comprehensive loss		—	—		—				—		—			(149)			(149)
Balances at September 30, 2021		334,395,633	$	5,532,596	$	371,564			51,376,980		$	676,264		$	2,231		$	6,582,655
Balances at March 31, 2022																											Balances at March 31, 2022	348,277,963		$	6,059,620	$	371,564		51,376,980		$	677,646		$	1,949		$	7,110,779

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

1412

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Cash Flows

(Amounts in thousands)

(Unaudited)


		For the Nine Months Ended September 30,					For the Three Months Ended March 31,
		2021		2020			2022		2021
Operating activities	Operating activities					Operating activities
Net income	Net income	$	149,236	$	109,487	Net income	$	70,014	$	48,921
Adjustments to reconcile net income to net cash provided by operating activities:	Adjustments to reconcile net income to net cash provided by operating activities:					Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	Depreciation and amortization	275,682		254,653		Depreciation and amortization	99,954		90,071
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instrument		6,290		5,564
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments						Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments	2,453		1,829
Noncash share-based compensation	Noncash share-based compensation	14,319		6,068		Noncash share-based compensation	7,405		8,110

Equity in net (income) losses of unconsolidated joint ventures		(875)		963
Equity in net income of unconsolidated joint ventures						Equity in net income of unconsolidated joint ventures	(1,478)		(366)
Return on investment from unconsolidated joint ventures						Return on investment from unconsolidated joint ventures	2,598		—
Gain on sale and impairment of single-family properties and other, net	Gain on sale and impairment of single-family properties and other, net	(36,401)		(28,522)		Gain on sale and impairment of single-family properties and other, net	(22,044)		(16,069)

Other changes in operating assets and liabilities:	Other changes in operating assets and liabilities:					Other changes in operating assets and liabilities:
Rent and other receivables	Rent and other receivables	(13,863)		(20,997)		Rent and other receivables	(3,811)		(8,170)
Prepaid expenses and other assets	Prepaid expenses and other assets	11,247		7,879		Prepaid expenses and other assets	(6,530)		5,742
Deferred leasing costs	Deferred leasing costs	(2,672)		(3,059)		Deferred leasing costs	(535)		(975)
Accounts payable and accrued expenses	Accounts payable and accrued expenses	95,471		96,401		Accounts payable and accrued expenses	11,245		23,242
Amounts due from related parties	Amounts due from related parties	(241)		(1,026)		Amounts due from related parties	(529)		(338)
Net cash provided by operating activities	Net cash provided by operating activities	498,193		427,411		Net cash provided by operating activities	158,742		151,997

Investing activities	Investing activities					Investing activities
Cash paid for single-family properties	Cash paid for single-family properties	(633,794)		(170,633)		Cash paid for single-family properties	(288,719)		(82,118)
Change in escrow deposits for purchase of single-family properties	Change in escrow deposits for purchase of single-family properties	(26,818)		2,604		Change in escrow deposits for purchase of single-family properties	6,235		(5,341)
Net proceeds received from sales of single-family properties and other	Net proceeds received from sales of single-family properties and other	101,411		185,033		Net proceeds received from sales of single-family properties and other	51,407		46,304
Proceeds received from hurricane-related insurance claims		1,993		3,705
Proceeds received from storm-related insurance claims						Proceeds received from storm-related insurance claims	1,529		—
Payments received on notes for sale of properties						Payments received on notes for sale of properties	402		—
Investment in unconsolidated joint ventures	Investment in unconsolidated joint ventures	(20,742)		(15,667)		Investment in unconsolidated joint ventures	(5,294)		(7,990)
Distributions from joint ventures	Distributions from joint ventures	46,927		81,153		Distributions from joint ventures	22,587		25,893
Renovations to single-family properties	Renovations to single-family properties	(28,234)		(11,022)		Renovations to single-family properties	(21,721)		(9,069)
Recurring and other capital expenditures for single-family properties	Recurring and other capital expenditures for single-family properties	(90,413)		(79,077)		Recurring and other capital expenditures for single-family properties	(24,185)		(26,033)
Cash paid for development activity	Cash paid for development activity	(524,884)		(420,496)		Cash paid for development activity	(244,621)		(141,618)
Other purchases of productive assets	Other purchases of productive assets	(16,907)		(12,692)		Other purchases of productive assets	(10,384)		(8,258)
Net cash used for investing activities	Net cash used for investing activities	(1,191,461)		(437,092)		Net cash used for investing activities	(512,764)		(208,230)

Financing activities	Financing activities					Financing activities
Proceeds from issuance of Class A common units	Proceeds from issuance of Class A common units	593,040		414,100		Proceeds from issuance of Class A common units	375,840		—
Payments of Class A common unit issuance costs	Payments of Class A common unit issuance costs	(200)		(600)		Payments of Class A common unit issuance costs	(200)		—
Redemption of perpetual preferred units		(498,750)		—

Proceeds from exercise of stock options		4,094		5,599

Proceeds from issuances under share-based compensation plans						Proceeds from issuances under share-based compensation plans	1,439		1,121
Payments related to tax withholding for share-based compensation	Payments related to tax withholding for share-based compensation	(2,666)		(1,638)		Payments related to tax withholding for share-based compensation	(4,058)		(2,642)

Payments on asset-backed securitizations	Payments on asset-backed securitizations	(18,061)		(17,110)		Payments on asset-backed securitizations	(5,876)		(6,118)
Proceeds from revolving credit facility	Proceeds from revolving credit facility	1,060,000		130,000		Proceeds from revolving credit facility	420,000		80,000
Payments on revolving credit facility	Payments on revolving credit facility	(1,060,000)		(130,000)		Payments on revolving credit facility	(360,000)		—
Proceeds from unsecured senior notes, net of discount		737,195		—
Settlement of cash flow hedging instrument		(3,999)		—
Proceeds from liabilities related to consolidated land not owned						Proceeds from liabilities related to consolidated land not owned	19,794		—

Distributions to common unitholders	Distributions to common unitholders	(130,311)		(71,416)		Distributions to common unitholders	(71,941)		(55,319)
Distributions to preferred unitholders	Distributions to preferred unitholders	(32,160)		(41,346)		Distributions to preferred unitholders	(5,763)		(13,782)
Deferred financing costs paid		(17,997)		—

Net cash provided by financing activities	Net cash provided by financing activities	630,185		287,589		Net cash provided by financing activities	369,235		3,260

Net (decrease) increase in cash, cash equivalents and restricted cash		(63,083)		277,908
Net increase (decrease) increase in cash, cash equivalents and restricted cash						Net increase (decrease) increase in cash, cash equivalents and restricted cash	15,213		(52,973)
Cash, cash equivalents and restricted cash, beginning of period (see Note 3)	Cash, cash equivalents and restricted cash, beginning of period (see Note 3)	265,077		164,119		Cash, cash equivalents and restricted cash, beginning of period (see Note 3)	191,767		265,077
Cash, cash equivalents and restricted cash, end of period (see Note 3)	Cash, cash equivalents and restricted cash, end of period (see Note 3)	$	201,994	$	442,027	Cash, cash equivalents and restricted cash, end of period (see Note 3)	$	206,980	$	212,104

1513

American Homes 4 Rent, L.P.

Condensed Consolidated Statements of Cash Flows (continued)

(Amounts in thousands)

(Unaudited)


		For the Nine Months Ended September 30,					For the Three Months Ended March 31,
		2021		2020			2022		2021
Supplemental cash flow information	Supplemental cash flow information					Supplemental cash flow information
Cash payments for interest, net of amounts capitalized	Cash payments for interest, net of amounts capitalized	$	(85,472)	$	(93,261)	Cash payments for interest, net of amounts capitalized	$	(40,871)	$	(36,388)

Supplemental schedule of noncash investing and financing activities	Supplemental schedule of noncash investing and financing activities					Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures	Accrued property renovations and development expenditures	$	37,877	$	14,861	Accrued property renovations and development expenditures	$	57,500	$	31,854
Transfers of completed homebuilding deliveries to properties	Transfers of completed homebuilding deliveries to properties	252,218		263,329		Transfers of completed homebuilding deliveries to properties	112,911		72,862
Property and land contributions to unconsolidated joint ventures	Property and land contributions to unconsolidated joint ventures	(43,814)		(79,370)		Property and land contributions to unconsolidated joint ventures	(10,605)		(23,835)

Property and land distributions from unconsolidated joint ventures						Property and land distributions from unconsolidated joint ventures	8,397		—
Unrealized gain on cash flow hedging instrument						Unrealized gain on cash flow hedging instrument	—		9,230
Noncash right-of-use assets obtained in exchange for operating lease liabilities	Noncash right-of-use assets obtained in exchange for operating lease liabilities	989		3,254		Noncash right-of-use assets obtained in exchange for operating lease liabilities	746		537

Accrued distributions to non-affiliates	Accrued distributions to non-affiliates	166		32		Accrued distributions to non-affiliates	303		105

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

1614

American Homes 4 Rent

American Homes 4 Rent, L.P.

Notes to Unaudited Condensed Consolidated Financial Statements

Note 1. Organization and Operations

American Homes 4 Rent (“AH4R” or “General Partner”) is a Maryland real estate investment trust (“REIT”) formed on October 19, 2012 for the purpose of acquiring, developing, renovating, leasing and operating single-family homes as rental properties. American Homes 4 Rent, L.P., a Delaware limited partnership formed on October 22, 2012, and its consolidated subsidiaries (collectively, the “Operating Partnership” or the “OP”) is the entity through which the Company conducts substantially all of its business and owns, directly or through subsidiaries, substantially all of its assets. References to the “Company,” “we,” “our” and “us” mean collectively AH4R, the Operating Partnership and those entities/subsidiaries owned or controlled by AH4R and/or the Operating Partnership. As of ~~September 30, 2021,~~March 31, 2022, the Company held ~~56,077~~57,984 single-family properties in 22 states, including ~~604~~855 properties classified as held for sale.

AH4R is the general partner of, and as of ~~September 30, 2021~~March 31, 2022 owned approximately ~~86.7%~~87.1% of the common partnership interest in, the Operating Partnership. The remaining ~~13.3%~~12.9% of the common partnership interest was owned by limited partners. As the sole general partner of the Operating Partnership, AH4R has exclusive control of the Operating Partnership’s day-to-day management. The Company’s management operates AH4R and the Operating Partnership as one business, and the management of AH4R consists of the same members as the management of the Operating Partnership. AH4R’s primary function is acting as the general partner of the Operating Partnership. The only material asset of AH4R is its partnership interest in the Operating Partnership. As a result, AH4R generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership. AH4R itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity. One difference between the Company and the Operating Partnership is $25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AH4R. The asset-backed securitization certificates are recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership. AH4R contributes all net proceeds from its various equity offerings to the Operating Partnership. In return for those contributions, AH4R receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering. Based on the terms of the Agreement of Limited Partnership of the Operating Partnership, as amended, OP units can be exchanged for shares on a 1-for-one basis. Except for net proceeds from equity issuances by AH4R, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of OP units.

Note 2. Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements are unaudited and present the accounts of both the Company, which include AH4R, the Operating Partnership and their consolidated subsidiaries, as well as the Operating Partnership, which include the Operating Partnership and its consolidated subsidiaries. Intercompany accounts and transactions have been eliminated.

The Company consolidates real estate partnerships and other entities that are not variable interest entities (“VIEs”) in accordance with Accounting Standards Codification (“ASC”) 810, Consolidation (“ASC 810”), when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity. ~~The Company consolidates~~Entities that are not VIEs ~~in accordance with Accounting Standards Codification No. 810,~~ ~~Consolidation,~~ ~~if the Company is the primary beneficiary of the VIE as determined by the Company’s power to direct the VIE’s activities~~ and ~~its obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE. Entities~~ for which the Company owns an interest but does not consolidate are accounted for under the equity method of accounting as an investment in an unconsolidated entity and are included in investments in unconsolidated joint ventures within the condensed consolidated balance sheets.

The Company consolidates VIEs in accordance with ASC 810 if it is the primary beneficiary of the VIE as determined by its power to direct the VIE’s activities and the obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE. The Company holds an investment in a limited partnership and a deposit with a land banking entity, both of which were determined to be VIEs for which the Company was deemed not to be the primary beneficiary. Because the Company does not have controlling financial interests, the investment in the limited partnership is accounted for under the equity method of accounting, and the deposit with the land banking entity is held at cost. The Company’s maximum exposure to loss is limited to the carrying values included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets.

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

(“SEC”). Certain information and footnote disclosures required for annual financial statements have been condensed or excluded pursuant to SEC rules and regulations. Accordingly, the condensed consolidated financial statements do not include all of the information and footnotes required by GAAP for complete financial statements and should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, ~~2020.~~2021. Any references in this report to the number of properties is outside the scope of our independent registered public accounting firm’s review of our financial statements, in accordance with the standards of the Public Company Accounting Oversight

Board. In the opinion of management, all adjustments of a normal and recurring nature necessary for a fair statement of the condensed consolidated financial statements for the interim periods have been made. The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Effective March 31, 2021, the Company reclassified certain impairment charges related to homes classified as held for sale from other expenses to gain on sale and impairment of single-family properties and other, net within the condensed consolidated statements of operations. The Company also reclassified other revenues and the remaining other expenses to other income and expense, net within the condensed consolidated statements of operations. Certain other amounts in the condensed consolidated financial statements for the prior periods have also been reclassified to conform to the current year presentation.

Note 3. Cash, Cash Equivalents and Restricted Cash

Restricted cash primarily consists of funds held related to resident security deposits, cash reserves in accordance with certain loan agreements and funds held in the custody of our transfer agent for the payment of distributions. Funds held related to resident security deposits are restricted during the term of the related lease agreement, which is generally one year. Cash reserved in connection with lender requirements is restricted during the term of the related debt instrument.

The following table provides a reconciliation of cash, cash equivalents and restricted cash per the condensed consolidated statements of cash flows to the corresponding financial statement line items in the condensed consolidated balance sheets ~~(in~~(amounts in thousands):
September 30, December 31,
2021 2020 2020 2019
Cash and cash equivalents $ 63,997 $ 315,808 $ 137,060 $ 37,575
Restricted cash 137,997 126,219 128,017 126,544
Total cash, cash equivalents and restricted cash $ 201,994 $ 442,027 $ 265,077 $ 164,119


	March 31,				December 31,
	2022		2021		2021		2020
Cash and cash equivalents	$	56,626	$	75,237	$	48,198	$	137,060
Restricted cash	150,354		136,867		143,569		128,017
Total cash, cash equivalents and restricted cash	$	206,980	$	212,104	$	191,767	$	265,077

Note 4. Real Estate Assets, Net

The net book values of real estate assets consisted of the following as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020 (in~~2021 (amounts in thousands):
September 30, 2021 December 31, 2020
Occupied single-family properties $ 8,369,911 $ 7,957,513
Single-family properties recently acquired or developed 360,595 66,857
Single-family properties in turnover process 127,221 149,684
Single-family properties leased, not yet occupied 97,373 71,334
Single-family properties in operation, net 8,955,100 8,245,388
Development land 395,385 270,767
Single-family properties under development 337,875 239,598
Single-family properties held for sale, net 106,232 129,026
Total real estate assets, net $ 9,794,592 $ 8,884,779


	March 31, 2022		December 31, 2021
Occupied single-family properties	$	8,814,850	$	8,522,080
Single-family properties leased, not yet occupied	110,242		77,221
Single-family properties in turnover process	180,864		184,170
Single-family properties recently renovated or developed	137,759		126,379
Single-family properties newly acquired and under renovation	314,471		337,643
Single-family properties in operation, net	9,558,186		9,247,493
Development land	612,237		549,653
Single-family properties under development	359,797		332,506
Single-family properties held for sale, net	140,627		114,907
Total real estate assets, net	$	10,670,847	$	10,244,559

Depreciation expense related to single-family properties was ~~$90.6~~$96.2 million and ~~$83.7~~$86.3 million for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively, and $264.3 million and $245.1 million for the nine months ended September 30, 2021 and 2020,~~ respectively.

1816

The following table summarizes the Company’s dispositions of single-family properties and land for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands, except property data):


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,					For the Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Single-family properties:	Single-family properties:									Single-family properties:
Properties sold	Properties sold	90		233		367		859		Properties sold	169		180
Net proceeds (1)	Net proceeds (1)	$	26,683	$	56,150	$	100,815	$	184,962	Net proceeds (1)	$	50,259	$	46,040
Net gain on sale	Net gain on sale	$	10,073	$	12,422	$	36,845	$	36,831	Net gain on sale	$	24,545	$	15,350
Land:	Land:									Land:
Net proceeds	Net proceeds	$	277	$	—	$	596	$	71	Net proceeds	$	1,148	$	264
Net gain (loss) on sale	Net gain (loss) on sale	$	42	$	—	$	(97)	$	7	Net gain (loss) on sale	$	278	$	(77)

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

Note 5. Rent and Other Receivables

Included in rents and other single-family property revenues are variable lease payments for tenant charge-backs, which primarily relate to cost recoveries on utilities, and variable lease payments for fees from single-family properties. Variable lease payments for tenant charge-backs were ~~$52.7~~$52.3 million and ~~$49.9~~$45.8 million for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively, and $136.5 million and $125.4 million for the nine months ended September 30, 2021 and 2020,~~ respectively. Variable lease payments for fees from single-family properties were ~~$6.0~~$6.1 million and ~~$4.3~~$5.2 million for the three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020, respectively, and $16.7 million and $11.7 million for the nine months ended September 30, 2021 and 2020, respectively.~~2021.

The Company generally rents its single-family properties under non-cancelable lease agreements with a term of one year. The following table summarizes future minimum rental revenues under existing leases on our properties as of ~~September 30, 2021 (in~~March 31, 2022 (amounts in thousands):
September 30, 2021
Remaining 2021 $ 254,285
2022 423,791
2023 27,305
2024 61
Total $ 705,442


	March 31, 2022
Remaining 2022	$	570,546
2023	123,025
2024	5,274
2025	2


Total	$	698,847

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, rent and other receivables included ~~$4.5~~$0.3 million and ~~$0.8~~$1.9 million, respectively, of insurance claims receivables related to storm ~~damages and other matters.~~damages.

Note 6. Escrow Deposits, Prepaid Expenses and Other Assets

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020 (in~~2021 (amounts in thousands):
September 30, 2021 December 31, 2020
Escrow deposits, prepaid expenses and other $ 72,716 $ 51,886
Commercial real estate, software, vehicles and FF&E, net 59,886 52,130
Notes receivable, net 34,677 35,519
Operating lease ROU assets 17,611 18,772
Deferred costs and other intangibles, net 13,946 4,864
Total $ 198,836 $ 163,171


	March 31, 2022		December 31, 2021
Escrow deposits, prepaid expenses and other	$	96,145	$	88,414
Commercial real estate, software, vehicles and FF&E, net	63,438		62,462
Consolidated land not owned	39,714		—
Notes receivable, net	35,062		35,346
Operating lease ROU assets	17,300		17,269
Deferred costs and other intangibles, net	12,224		13,134
Total	$	263,883	$	216,625

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was ~~$2.9~~$3.0 million and ~~$2.3~~$2.8 million for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively, and $8.3 million and $6.4 million for the nine months ended September 30, 2021 and 2020,~~ respectively.

1917

Consolidated Land Not Owned

During the first quarter of 2022, the Company entered into a land option contract whereby it sold land to a third party with an option to repurchase finished lots on a predetermined schedule. Because of our option to repurchase the finished lots, in accordance with ASC 606-10-55-70, we accounted for this transaction as a financing arrangement rather than a sale. Consolidated land not owned is included in escrow deposits, prepaid expenses and other assets and the liability for consolidated land not owned, which represents proceeds received from the third party net of our deposit on the optioned land, is included in accounts payable and accrued expenses in the condensed consolidated balance sheets (see Note 9. Accounts Payable and Accrued Expenses).

Deferred Costs and Other Intangibles, Net

Deferred costs and other intangibles, net, consisted of the following as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020 (in~~2021 (amounts in thousands):
September 30, 2021 December 31, 2020
Deferred leasing costs $ 3,341 $ 3,782
Deferred financing costs 22,488 11,244
25,829 15,026
Less: accumulated amortization (11,883) (10,162)
Total $ 13,946 $ 4,864


	March 31, 2022		December 31, 2021
Deferred leasing costs	$	2,690	$	3,090
Deferred financing costs	22,491		22,491

	25,181		25,581
Less: accumulated amortization	(12,957)		(12,447)
Total	$	12,224	$	13,134

Amortization expense related to deferred leasing costs was $0.8 million and $1.0 million for ~~both~~ the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020 and $3.1 million for both the nine months ended September 30, 2021 and 2020~~respectively, and was included in depreciation and amortization within the condensed consolidated statements of operations. Amortization of deferred financing costs that relate to our revolving credit facility was $0.7 million and $0.5 million for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively, and $1.8 million and $1.5 million for the nine months ended September 30, 2021 and 2020,~~ respectively, and was included in gross interest, prior to interest capitalization (see Note 8. Debt).

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of ~~September 30, 2021~~March 31, 2022 for future periods ~~(in~~(amounts in thousands):
Deferred
Leasing Costs Deferred
Financing Costs Total
Remaining 2021 $ 748 $ 687 $ 1,435
2022 832 2,722 3,554
2023 — 2,722 2,722
2024 — 2,730 2,730
2025 — 2,722 2,722
Thereafter — 783 783
Total $ 1,580 $ 12,366 $ 13,946


	Deferred Leasing Costs		Deferred Financing Costs		Total
Remaining 2022	$	1,171	$	2,051	$	3,222
2023	44		2,722		2,766
2024	—		2,730		2,730
2025	—		2,722		2,722
2026	—		784		784

Total	$	1,215	$	11,009	$	12,224

Note 7. Investments in Unconsolidated Joint Ventures

As of ~~September 30, 2021,~~March 31, 2022, the Company held 20% ownership interests in 3 unconsolidated joint ventures. In evaluating the Company’s 20% ownership interests in these joint ventures, we concluded that the joint ventures are not VIEs after applying the variable interest model and, therefore, we account for our interests in the joint ventures as investments in unconsolidated subsidiaries after applying the voting interest model using the equity method of accounting. Equity in net income (losses) of unconsolidated joint ventures is included in other income and expense, net within the condensed consolidated statements of operations.

The Company entered into a joint venture with (i) the Alaska Permanent Fund Corporation (the “Alaska JV”) during the second quarter of 2014 to invest in homes acquired through traditional acquisition channels, (ii) another leading institutional investor (the “Institutional Investor JV”) during the third quarter of 2018 to invest in newly constructed single-family rental homes, and (iii) institutional investors advised by J.P. Morgan Asset Management (the “J.P. Morgan JV”) during the first quarter of 2020 focused on constructing and operating newly built rental homes.

The following table summarizes our investments in unconsolidated joint ventures ~~(in~~(amounts in thousands, except percentages and property data):
Joint Venture Description % Ownership at September 30, 2021 Completed Homes at September 30, 2021 Balances at
September 30, 2021 Balances at
December 31, 2020
Alaska JV 20 % 335 $ 21,970 $ 26,020
Institutional Investor JV 20 % 966 28,774 34,112
J.P. Morgan JV 20 % 428 59,842 32,977
1,729 $ 110,586 $ 93,109


Joint Venture Description	% Ownership at March 31, 2022		Completed Homes at March 31, 2022	Balances at March 31, 2022		Balances at December 31, 2021
Alaska JV	20	%	304	$	22,051	$	22,658
Institutional Investor JV	20	%	855	29,058		28,695
J.P. Morgan JV	20	%	690	58,752		70,597
			1,849	$	109,861	$	121,950

The Company provides various services to these joint ventures, which are considered to be related parties, including property management and development services and has opportunities to earn promoted interests. Management fee and development fee income from unconsolidated joint ventures was $2.8 million and ~~$1.7~~$2.1 million for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020, respectively, and $7.4 million and $3.9 million for the nine months ended September 30, 2021 and 2020,~~ respectively, and was included in other income and expense, net within the condensed consolidated statements of operations. As a result of the Company’s management of these joint ventures, certain related party receivables and payables arise in the ordinary course of business and are included in escrow deposits, prepaid expenses and other assets or amounts payable to affiliates in the condensed consolidated balance sheets.

During the first quarter of 2022, the Company acquired 200 properties in a bulk transaction from Institutional Investor JV for total consideration of $74.6 million, of which (i) $66.2 million was paid in cash and included in cash paid for single-family properties in the condensed consolidated statements of cash flows and (ii) $8.4 million was recorded as a noncash distribution resulting in a reduction to our equity method investment. The transaction was accounted for as an asset acquisition and resulted in a gain on sale at Institutional Investor JV. Recognition of our pro rata portion of the gain on sale has been deferred by reducing the carrying value of the acquired properties in our condensed consolidated balance sheets.

During the first quarter of 2022, J.P. Morgan JV entered into a loan agreement to borrow up to a $375.0 million aggregate commitment. During the initial three-year term, the loan bears interest at the Secured Overnight Financing Rate plus a 1.5% margin and matures on January 28, 2025. The loan agreement provides for 1 one-year extension option that include additional fees and interest. As of March 31, 2022, the joint venture’s loan had a $99.0 million outstanding principal balance.

During the third quarter of 2020, Institutional Investor JV entered into a loan agreement to borrow up to a $201.0 million aggregate commitment. During the initial ~~two-year~~two-year term, the loan bears interest at ~~LIBOR~~the London Inter-Bank Offered Rate (“LIBOR”) plus a 3.50% margin and matures on August 11, 2022. The loan agreement provides for 3 one-year extension options that include additional fees and interest. As of ~~September 30, 2021,~~March 31, 2022, the joint venture’s loan had a ~~$161.3~~$159.2 million outstanding principal balance.

The Company has provided a customary non-recourse ~~guarantee~~guarantees for the J.P. Morgan JV and Institutional Investor JV loans that may become a liability for us upon a voluntary bankruptcy filing by the joint venture or occurrence of other actions such as fraud or a material misrepresentation by us or the joint venture. To date, the ~~guarantee has~~guarantees have not been invoked and we believe that the actions that would trigger a guarantee would generally be disadvantageous to the joint ~~venture~~ventures and us, and therefore are unlikely to occur. However, there can be no assurances that actions that could trigger the guarantee will not occur.

Note 8. Debt

All of the Company’s indebtedness is debt of the Operating Partnership. AH4R is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The following table presents the Company’s debt as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020 (in~~2021 (amounts in thousands):
Outstanding Principal Balance

Interest Rate (1)
Maturity Date September 30, 2021 December 31, 2020
AH4R 2014-SFR2 securitization 4.42% October 9, 2024 $ 475,336 $ 479,981
AH4R 2014-SFR3 securitization 4.40% December 9, 2024 490,585 495,392
AH4R 2015-SFR1 securitization (2)
4.14% April 9, 2045 516,249 520,957
AH4R 2015-SFR2 securitization (3)
4.36% October 9, 2045 448,261 452,162
Total asset-backed securitizations 1,930,431 1,948,492
2028 unsecured senior notes (4)
4.08% February 15, 2028 500,000 500,000
2029 unsecured senior notes 4.90% February 15, 2029 400,000 400,000
2031 unsecured senior notes (5)
2.46% July 15, 2031 450,000 —
2051 unsecured senior notes 3.38% July 15, 2051 300,000 —
Revolving credit facility (6)
1.18% April 15, 2026 — —
Total debt 3,580,431 2,848,492
Unamortized discounts on unsecured senior notes (15,900) (3,658)
Deferred financing costs, net (7)
(29,867) (27,422)
Total debt per balance sheet $ 3,534,664 $ 2,817,412


			Outstanding Principal Balance
	Interest Rate (1)	Maturity Date	March 31, 2022		December 31, 2021
AH4R 2014-SFR2 securitization	4.42%	October 9, 2024	$	471,981	$	473,594
AH4R 2014-SFR3 securitization	4.40%	December 9, 2024	487,356		488,790
AH4R 2015-SFR1 securitization (2)	4.14%	April 9, 2045	513,233		514,868
AH4R 2015-SFR2 securitization (3)	4.36%	October 9, 2045	445,735		446,929
Total asset-backed securitizations			1,918,305		1,924,181
2028 unsecured senior notes (4)	4.08%	February 15, 2028	500,000		500,000
2029 unsecured senior notes	4.90%	February 15, 2029	400,000		400,000
2031 unsecured senior notes (5)	2.46%	July 15, 2031	450,000		450,000
2051 unsecured senior notes	3.38%	July 15, 2051	300,000		300,000
Revolving credit facility (6)	1.55%	April 15, 2026	410,000		350,000
Total debt			3,978,305		3,924,181
Unamortized discounts on unsecured senior notes			(15,222)		(15,561)
Deferred financing costs, net (7)			(26,562)		(28,142)
Total debt per balance sheet			$	3,936,521	$	3,880,478

(1)Interest rates are rounded and as of ~~September 30, 2021.~~March 31, 2022. Unless otherwise stated, interest rates are fixed percentages.

(2)The AH4R 2015-SFR1 securitization has an anticipated repayment date of April 9, 2025.

(3)The AH4R 2015-SFR2 securitization has an anticipated repayment date of October 9, 2025.

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

(5)The stated interest rate on the 2031 unsecured senior notes is 2.38%, which was hedged to yield an interest rate of 2.46%.

(6)The revolving credit facility provides for a borrowing capacity of up to $1.25 billion and the Company had approximately ~~$1.2~~$2.2 million and ~~$1.5~~$1.6 million, respectively, committed to outstanding letters of credit that reduced our borrowing capacity as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. The revolving credit facility bears interest at LIBOR plus 1.10% as of ~~September 30, 2021.~~March 31, 2022.

(7)Deferred financing costs relate to our asset-backed securitizations and unsecured senior notes. Amortization of deferred financing costs related to our asset-backed securitizations and unsecured senior notes was $1.6 million and $1.5 million for ~~both~~ the three months ended ~~September 30,~~March 31, 2022 and 2021, respectively, and ~~2020 and $4.5 million for both the nine months ended September 30, 2021 and 2020, which~~ was included in gross interest, prior to interest capitalization.

~~Unsecured Senior Notes~~

In July 2021, the Operating Partnership issued $450.0 million of 2.375% unsecured senior notes with a maturity date of July 15, 2031 (the “2031 Notes”) and $300.0 million of 3.375% unsecured senior notes with a maturity date of July 15, 2051 (the “2051 Notes” and, together with the 2031 Notes, the “Notes”). Interest on the Notes is payable semi-annually in arrears on January 15 and July 15 of each year, commencing on January 15, 2022. The Operating Partnership received aggregate net proceeds of $731.6 million from these issuances, after underwriting fees of approximately $5.6 million and a $12.8 million discount, and before offering costs of $1.4 million. The Operating Partnership used the net proceeds from this offering to repay amounts outstanding on its revolving credit facility and for general corporate purposes, including, without limitation, property acquisitions and developments, the expansion, redevelopment and/or improvement of existing properties in the Operating Partnership’s portfolio, other capital expenditures, the redemption of its preferred shares, the repayment of outstanding indebtedness, working capital and other general purposes.

The Notes are the Operating Partnership’s unsecured and unsubordinated obligations and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness. The Operating Partnership may redeem the Notes in whole at any time or in part from time to time at the applicable redemption price specified in the indentures with respect to the Notes. If the 2031 Notes are redeemed on or after April 15, 2031 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. If the 2051 Notes are redeemed on or after January 15, 2051 (six months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

~~Revolving Credit Facility~~

During the second quarter of 2021, the Company closed a $1.25 billion revolving credit facility, amending its existing $800 million revolving credit facility. The amended revolving credit facility provides for expanded borrowing capacity, reflects a more favorable pricing grid based on current market conditions, and includes a sustainability component based upon third-party performance measures through which overall pricing can further improve if the Company meets certain targets. The interest rate on the amended revolving credit facility is at either LIBOR plus a margin ranging from 0.725% to 1.45% or a base rate (determined according to the greater of a prime rate, federal funds rate plus 0.5% or daily LIBOR rate plus 1.0%) plus a margin ranging from 0.00% to 0.45%. In each case the actual margin is determined based on the Company’s credit ratings in effect from time to time. The amended revolving credit facility matures on April 15, 2025, with 2 six-month extension options at the Company’s election if certain conditions are met.

Debt Maturities

The following table summarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of ~~September 30, 2021 (in~~March 31, 2022 (amounts in thousands):
Debt Maturities
Remaining 2021 $ 5,179
2022 20,714
2023 20,714
2024 952,795
2025 10,302
Thereafter 2,570,727
Total debt $ 3,580,431


	Debt Maturities
Remaining 2022	$	15,536
2023	20,714
2024	951,418
2025	10,302
2026	420,302
Thereafter	2,560,033
Total debt	$	3,978,305

Interest Expense

The following table summarizes our (i) gross interest cost, which includes fees on our credit facilities and amortization of deferred financing costs and the discounts on unsecured senior notes, and (ii) capitalized interest for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands):
For the Three Months Ended
September 30, For the Nine Months Ended
September 30,
2021 2020 2021 2020
Gross interest cost $ 40,161 $ 34,075 $ 108,459 $ 103,069
Capitalized interest (9,064) (4,808) (21,829) (14,529)
Interest expense $ 31,097 $ 29,267 $ 86,630 $ 88,540


	For the Three Months Ended March 31,
	2022		2021
Gross interest cost	$	40,461	$	33,883
Capitalized interest	(12,894)		(5,878)
Interest expense	$	27,567	$	28,005

2220

Note 9. Accounts Payable and Accrued Expenses

The following table summarizes accounts payable and accrued expenses as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020 (in~~2021 (amounts in thousands):
September 30, 2021 December 31, 2020
Accrued property taxes $ 134,920 $ 48,689
Resident security deposits 103,202 90,621
Accrued construction and maintenance liabilities 47,876 42,483
Prepaid rent 24,316 24,421
Operating lease liabilities 19,026 19,166
Accrued interest 17,886 23,018
Accounts payable 1,003 432
Accrued distribution payable 205 13,612
Other accrued liabilities 39,614 36,507
Total $ 388,048 $ 298,949


	March 31, 2022		December 31, 2021
Resident security deposits	$	110,275	$	105,809
Accrued property taxes	85,915		52,545
Accrued construction and maintenance liabilities	67,053		50,655
Prepaid rent	29,237		31,190
Liability for consolidated land not owned (see Note 6)	19,794		—
Operating lease liabilities	18,797		18,723
Accrued interest	17,575		33,332
Accounts payable	3,522		1,113
Other accrued liabilities	41,917		50,159
Total	$	394,085	$	343,526

Note 10. Shareholders’ Equity / Partners’ Capital

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

Class A Common Share ~~/ Unit~~ Offering

During the ~~second~~first quarter of ~~2021,~~2022, the Company completed an underwritten public offering for ~~18,745,000~~23,000,000 of its Class A common shares of beneficial interest, $0.01 par value per share, of which ~~5,500,000~~10,000,000 shares were issued directly by the Company, and ~~13,245,000~~13,000,000 shares were offered on a forward basis at the request of the Company by the forward sellers. In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the ~~“May 2021~~“January 2022 Forward Sale Agreements”) for these ~~13,245,000~~13,000,000 shares which are accounted for in equity. The Company expects to physically settle the January 2022 Forward Sale Agreements by the delivery of the Class A common shares and receive proceeds by January 20, 2023, although the Company has the right to elect settlement prior to that time subject to certain conditions. Although the Company expects to physically settle, the January 2022 Forward Sale Agreements allow the Company to cash or net-share settle all or a portion of its obligations. If the Company elects to cash or net share settle the January 2022 Forward Sale Agreements, the Company may not receive any proceeds, and may owe cash or Class A common shares to the forward purchasers in certain circumstances. The January 2022 Forward Sale Agreements are subject to early termination or settlement under certain circumstances.

The Company received net proceeds of ~~$194.0~~$375.8 million from the ~~5,500,000~~10,000,000 Class A common shares issued directly by the Company after deducting underwriting ~~discounts~~fees and before offering costs of approximately $0.2 million. The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the net proceeds from the issuance. The Company used the net proceeds from the offering to repay indebtedness under its revolving credit facility ~~to partially fund the redemption of its Series D and Series E perpetual preferred shares discussed below~~ and for general corporate purposes.

The Company did not initially receive proceeds from the sale of the Class A common shares offered on a forward basis. In September 2021, the Company issued and physically settled 11,400,000 Class A common shares under the May 2021 Forward Sale Agreements, receiving net proceeds of $399.0 million. The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the net proceeds from the issuance. As of September 30, 2021, 1,845,000 Class A common shares remained available for future settlement under the May 2021 Forward Sale Agreements. The Company expects to physically settle the remaining shares by May 21, 2022 through the delivery of the Class A common shares and expectsbasis but estimates that net proceeds will be approximately ~~$64.6 million.~~$488.6 million after deducting underwriting fees. The Company expects to use these net proceeds (i) to repay indebtedness it has incurred or expects to incur under its revolving credit facility, (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with its business strategy and (iv) for general corporate ~~purposes including, without limitation, property acquisitions and developments. Although~~purposes.As of March 31, 2022, the Company ~~expects to physically settle~~has estimated net proceeds of $488.6 million available from future settlement under the ~~remaining shares, the May 2021~~January 2022 Forward Sale Agreements allow the Company to cash or net-share settle all or a portion of its obligations. If the Company elects to cash or net share settle the May 2021 Forward Sale Agreements, the Company may not receive any proceeds, and may owe cash or Class A common shares to the forward purchasers in certain circumstances. The May 2021 Forward Sale Agreements are subject to early termination or settlement under certain circumstances.Agreements.

At-the-Market Common Share Offering Program

repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company’s portfolio. The At-the-Market Program may be suspended or terminated by the Company at any time. During the three ~~and nine~~

months ended ~~September 30, 2020, 86,130~~March 31, 2022 and 2021, no shares were issued under the At-the-Market ~~Program, raising $2.4 million in gross proceeds before commissions and other expenses of approximately $0.4 million.~~Program. As of ~~September 30, 2021, 86,130~~March 31, 2022, 1,835,416 shares have been issued under the At-the-Market Program and ~~$497.6~~$425.2 million remained available for future share issuances.

Share Repurchase Program

The Company’s board of trustees authorized the establishment of our share repurchase program for the repurchase of up to $300.0 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions. The program does not have an expiration date, but may be suspended or discontinued at any time without notice. All repurchased shares are constructively retired and returned to an authorized and unissued status. The Operating Partnership funds the repurchases and constructively retires an equivalent number of corresponding Class A units. During the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ we did not repurchase and retire any of our Class A common shares or preferred shares. As of ~~September 30, 2021,~~March 31, 2022, we had a remaining repurchase authorization of up to $265.1 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares under the program.

Perpetual Preferred Shares

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Company had the following series of perpetual preferred shares outstanding ~~(in~~(amounts in thousands, except share data):
September 30, 2021 December 31, 2020
Series Issuance Date Earliest Redemption Date Dividend Rate Outstanding Shares Current Liquidation Value Outstanding Shares Current Liquidation Value
Series D perpetual preferred shares 5/24/2016 5/24/2021 6.500 % — $ — 10,750,000 $ 268,750
Series E perpetual preferred shares 6/29/2016 6/29/2021 6.350 % — — 9,200,000 230,000
Series F perpetual preferred shares 4/24/2017 4/24/2022 5.875 % 6,200,000 155,000 6,200,000 155,000
Series G perpetual preferred shares 7/17/2017 7/17/2022 5.875 % 4,600,000 115,000 4,600,000 115,000
Series H perpetual preferred shares 9/19/2018 9/19/2023 6.250 % 4,600,000 115,000 4,600,000 115,000
Total preferred shares 15,400,000 $ 385,000 35,350,000 $ 883,750


					March 31, 2022			December 31, 2021
Series	Issuance Date	Earliest Redemption Date	Dividend Rate		Outstanding Shares	Current Liquidation Value		Outstanding Shares	Current Liquidation Value


Series F perpetual preferred shares (1)	4/24/2017	4/24/2022	5.875	%	6,200,000	155,000		6,200,000	155,000
Series G perpetual preferred shares	7/17/2017	7/17/2022	5.875	%	4,600,000	115,000		4,600,000	115,000
Series H perpetual preferred shares	9/19/2018	9/19/2023	6.250	%	4,600,000	115,000		4,600,000	115,000
Total preferred shares					15,400,000	$	385,000	15,400,000	$	385,000

(1)

~~During the second quarter of 2021, the Company redeemed all 10,750,000 shares of the outstanding 6.500%~~The 5.875% Series DF perpetual preferred shares ~~$0.01 par value per share, for cash at a liquidation preference of $25.00 per share plus any accrued and unpaid dividends in accordance with the terms of such shares. The Operating Partnership also~~were redeemed its corresponding Series D perpetual preferred units. As a result of the redemption, the Company recorded an $8.5 million allocation of income to the Series D perpetual preferred shareholders within the condensed consolidated statements of operations in the second quarter of 2021, which represents the initial liquidation value of the Series D perpetual preferred shares in excess of its carrying value as of the redemption date.

on May 5, 2022. See Note 16. Subsequent Events.

During the second quarter of 2021, the Company redeemed all 9,200,000 shares of the outstanding 6.350% Series E perpetual preferred shares, $0.01 par value per share, for cash at a liquidation preference of $25.00 per share plus accrued and unpaid dividends in accordance with the terms of such shares. The Operating Partnership also redeemed its corresponding Series E perpetual preferred units. As a result of the redemption, the Company recorded a $7.4 million allocation of income to the Series E perpetual preferred shareholders within the condensed consolidated statements of operations in the second quarter of 2021, which represents the initial liquidation value of the Series E perpetual preferred shares in excess of its carrying value as of the redemption date.

Distributions

The Company’s board of trustees declared the following distributions during the respective quarters. The Operating Partnership funds the payment of distributions, and the board of trustees declared an equivalent amount of distributions on the corresponding OP units.


		For the Three Months Ended													For the Three Months Ended
Security	Security	September 30, 2021		June 30, 2021		March 31, 2021		September 30, 2020		June 30, 2020		March 31, 2020		Security		March 31, 2022		March 31, 2021
Class A and Class B common shares	Class A and Class B common shares	$	0.10	$	0.10	$	0.10	$	0.05	$	0.05	$	0.05	Class A and Class B common shares		$	0.18	$	0.10

6.500% Series D perpetual preferred shares (1)	6.500% Series D perpetual preferred shares (1)	—		0.30		0.41		0.41		0.41		0.41		6.500% Series D perpetual preferred shares (1)		—		0.41
6.350% Series E perpetual preferred shares (2)	6.350% Series E perpetual preferred shares (2)	—		0.40		0.40		0.40		0.40		0.40		6.350% Series E perpetual preferred shares (2)		—		0.40
5.875% Series F perpetual preferred shares(3)	5.875% Series F perpetual preferred shares(3)	0.37		0.37		0.37		0.37		0.37		0.37		5.875% Series F perpetual preferred shares(3)		0.37		0.37
5.875% Series G perpetual preferred shares	5.875% Series G perpetual preferred shares	0.37		0.37		0.37		0.37		0.37		0.37		5.875% Series G perpetual preferred shares		0.37		0.37
6.250% Series H perpetual preferred shares	6.250% Series H perpetual preferred shares	0.39		0.39		0.39		0.39		0.39		0.39		6.250% Series H perpetual preferred shares		0.39		0.39

(1)The 6.500% Series D perpetual preferred shares were redeemed on June 7, ~~2021 and the distributions for the three months ended June 30, 2021 represent the accrued and unpaid dividends paid to shareholders as part of the redemption.~~2021.

(2)The 6.350% Series E perpetual preferred shares were redeemed on June 30, 2021.

(3)The 5.875% Series F perpetual preferred shares were redeemed on May 5, 2022. See Note 16. Subsequent Events.

Noncontrolling Interest

Noncontrolling interest as reflected in the Company’s condensed consolidated balance sheets primarily consists of the interests held by former American Homes 4 Rent, LLC (“AH LLC”) members in units in the Operating Partnership. Former AH LLC members owned 50,779,990, ~~and 51,129,990,~~ or approximately ~~13.1%~~12.7% and ~~13.9%~~13.0%, of the total ~~385,772,613~~399,654,943 and ~~368,383,440~~389,374,771 Class A units in the Operating Partnership as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively. Noncontrolling interest also includes interests held by non-affiliates in Class A units in the Operating Partnership. Non-affiliate Class A unitholders owned 596,990, or approximately 0.2%, of the total ~~385,772,613~~399,654,943 and ~~368,383,440~~389,374,771 Class A units in the Operating Partnership as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively. The OP units owned by former AH LLC members and non-affiliates that are reflected as noncontrolling interest in the Company’s condensed consolidated balance sheets are reflected as limited partner capital in the Operating Partnership’s condensed consolidated balance sheets.

Note 11. Share-Based Compensation

2021 Equity Incentive Plan

~~During the second quarter of 2021, the~~The Company’s ~~shareholders approved and the Company adopted the~~ 2021 Equity Incentive Plan (the “2021 Plan”)~~. The 2021 Plan~~, which replaced the 2012 Equity Incentive Plan (the “2012 Plan”) and provides for the issuance of up to 9,544,095 Class A common shares (including shares that remained available for future awards under the 2012 Plan as of the effective date of the 2021 Plan and shares related to outstanding awards under the 2012 Plan that may become available after expiration, forfeiture or cancellation of such awards). The 2021 Plan, provides for the issuance of Class A common shares through the grant of a variety of awards including stock options, stock appreciation rights, restricted share units (“RSUs”), unrestricted shares, dividend equivalent rights and performance-based awards. ~~The 2021 Plan terminates in May 2031, unless terminated earlier by the Company’s board of trustees.~~ When the Company issues Class A common shares under the 2021 Plan, the Operating Partnership issues an equivalent number of Class A units to AH4R.

During the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ the Human Capital and Compensation Committee granted RSUs to employees that vest over a ~~one~~three~~- to three-year service period. RSUs granted to non-management trustees vest over a one-year~~-year service period.

During the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021, the Human Capital and Compensation Committee granted performance-based restricted share units (“PSUs”) to certain ~~executives~~senior employees that cliff vest at the end of a ~~three-year~~three-year service period. The performance conditions of the PSUs are measured over ~~a three-year~~the three-year performance period ~~beginning~~January 1, 2022 through December 31, 2024 for PSUs granted during the three months ended March 31, 2022 and January 1, 2021 ~~and ending~~through December 31, ~~2023.~~2023 for PSUs granted during the three months ended March 31, 2021. A portion of the PSUs are based on (i) the achievement of relative total shareholder return compared to a specified peer group (the “TSR Awards”), and a portion are based on (ii) average annual growth in core funds from operations per share (the “Core FFO Awards”). The number of PSUs that may ultimately vest range from 0 to 200% of the number of PSUs granted based on the level of achievement of these performance conditions. For the TSR Awards, grant date fair value was determined using a multifactor Monte Carlo model and the resulting compensation cost is amortized over the service period regardless of whether the performance condition is achieved. For the Core FFO Awards, fair value is based on the market value on the date of grant and compensation cost is recognized based on the probable achievement of the performance condition at each reporting period.

The following table summarizes stock option activity under the 2012 Plan and 2021 Plan for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020:~~2021:


		For the Nine Months Ended September 30,			For the Three Months Ended March 31,
		2021	2020		2022	2021
Options outstanding at beginning of period	Options outstanding at beginning of period	1,090,300	1,529,800	Options outstanding at beginning of period	824,300	1,090,300
Granted	Granted	—	—	Granted	—	—
Exercised	Exercised	(259,000)	(333,650)	Exercised	(18,750)	(60,000)
Forfeited	Forfeited	—	(2,850)	Forfeited	—	—
Options outstanding at end of period	Options outstanding at end of period	831,300	1,193,300	Options outstanding at end of period	805,550	1,030,300
Options exercisable at end of period	Options exercisable at end of period	793,800	1,049,200	Options exercisable at end of period	800,550	992,800

The following table summarizes RSU activity under the 2012 Plan and 2021 Plan for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020:~~2021:


		For the Nine Months Ended September 30,			For the Three Months Ended March 31,
		2021	2020		2022	2021
RSUs outstanding at beginning of period	RSUs outstanding at beginning of period	651,537	599,109	RSUs outstanding at beginning of period	1,050,599	651,537
Awarded	Awarded	645,955	470,147	Awarded	395,759	453,560
Vested	Vested	(208,574)	(207,947)	Vested	(335,826)	(164,203)
Forfeited	Forfeited	(28,239)	(42,565)	Forfeited	(19,523)	(12,399)
RSUs outstanding at end of period	RSUs outstanding at end of period	1,060,679	818,744	RSUs outstanding at end of period	1,091,009	928,495

The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020:~~2021:


		For the Nine Months Ended September 30,			For the Three Months Ended March 31,
		2021	2020		2022	2021
PSUs outstanding at beginning of period	PSUs outstanding at beginning of period	—	—	PSUs outstanding at beginning of period	92,319	—
Awarded	Awarded	92,319	—	Awarded	202,104	92,319
Vested	Vested	—	—	Vested	—	—
Forfeited	Forfeited	—	—	Forfeited	—	—
PSUs outstanding at end of period	PSUs outstanding at end of period	92,319	—	PSUs outstanding at end of period	294,423	92,319

2021 Employee Stock Purchase Plan

~~During the second quarter of~~In 2021, the Company’s shareholders approved and the Company adopted the 2021 Employee Stock Purchase Plan (the “2021 ESPP”), which provides for the issuance of 3,000,000 Class A common shares. The 2021 ESPP terminates in June 2031 or the date on which there are no longer any Class A common shares available for issuance. The 2021 ESPP allows employees to acquire the Company’s Class A common shares through payroll deductions, subject to maximum purchase limitations, during ~~six-month~~six-month purchase periods. The first purchase period commenced on July 1, 2021. The purchase price for Class A common shares ~~will~~may be set at a maximum discount equal to 85% of the lower of the closing price of the Company’s Class A common shares on the first day or the last day of the applicable purchase period. When the Company issues Class A common shares under the 2021 ESPP, the Operating Partnership issues an equivalent number of Class A units to AH4R.

Share-Based Compensation Expense

The Company’s noncash share-based compensation expense relating to corporate administrative employees is included in general and administrative expense and the noncash share-based compensation expense relating to centralized and field property management employees is included in property management expenses. Noncash share-based compensation expense relating to employees involved in the purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties is included in acquisition and

other transaction costs. The following table summarizes the activity ~~that relates~~related to the Company’s noncash share-based compensation expense for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands):


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,					For the Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
General and administrative expense	General and administrative expense	$	1,557	$	1,723	$	7,722	$	4,741	General and administrative expense	$	4,030	$	4,342
Property management expenses	Property management expenses	680		447		2,278		1,327		Property management expenses	999		999
Acquisition and other transaction costs	Acquisition and other transaction costs	821		—		4,319		—		Acquisition and other transaction costs	2,376		2,769
Total noncash share-based compensation expense	Total noncash share-based compensation expense	$	3,058	$	2,170	$	14,319	$	6,068	Total noncash share-based compensation expense	$	7,405	$	8,110

Note 12. Earnings per Share / Unit

American Homes 4 Rent

The following table reflects the Company’s computation of net income per common share on a basic and diluted basis for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands, except share and per share data):


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,					For the Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Numerator:	Numerator:									Numerator:
Net income	Net income	$	48,501	$	40,153	$	149,236	$	109,487	Net income	$	70,014	$	48,921
Less:	Less:									Less:
Noncontrolling interest	Noncontrolling interest	5,869		3,819		14,012		9,976		Noncontrolling interest	8,312		4,925
Dividends on preferred shares	Dividends on preferred shares	5,763		13,782		32,160		41,346		Dividends on preferred shares	5,763		13,782
Redemption of perpetual preferred shares		—		—		15,879		—

Allocation to participating securities (1)	Allocation to participating securities (1)	118		56		300		152		Allocation to participating securities (1)	197		93
Numerator for income per common share–basic and diluted	Numerator for income per common share–basic and diluted	$	36,751	$	22,496	$	86,885	$	58,013	Numerator for income per common share–basic and diluted	$	55,742	$	30,121

Denominator:	Denominator:									Denominator:
Weighted-average common shares outstanding–basic	Weighted-average common shares outstanding–basic	324,002,538		308,080,226		320,267,903		303,319,053		Weighted-average common shares outstanding–basic	345,742,526		316,982,460
Effect of dilutive securities:	Effect of dilutive securities:									Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)	Share-based compensation plan and forward sale equity contracts (2)	2,203,885		461,276		1,611,332		456,503		Share-based compensation plan and forward sale equity contracts (2)	738,297		458,937
Weighted-average common shares outstanding–diluted (3)	Weighted-average common shares outstanding–diluted (3)	326,206,423		308,541,502		321,879,235		303,775,556		Weighted-average common shares outstanding–diluted (3)	346,480,823		317,441,397

Net income per common share:	Net income per common share:									Net income per common share:
Basic	Basic	$	0.11	$	0.07	$	0.27	$	0.19	Basic	$	0.16	$	0.10
Diluted	Diluted	$	0.11	$	0.07	$	0.27	$	0.19	Diluted	$	0.16	$	0.09

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

(2)Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options and the dilutive effect of forward sale equity contracts under the treasury stock method (see Note ~~10)~~10. Shareholders’ Equity / Partners’ Capital).

(3)The effect of the potential conversion of OP units is not reflected in the computation of basic and diluted earnings per share, as they are exchangeable for Class A common shares on a 1-for-one basis. The income allocable to the OP units is allocated on this same basis and reflected as noncontrolling interest in the accompanying condensed consolidated financial statements. As such, the assumed conversion of the OP units would have no net impact on the determination of diluted earnings per share.

2725

American Homes 4 Rent, L.P.

The following table reflects the Operating Partnership’s computation of net income per common unit on a basic and diluted basis for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands, except unit and per unit data):


		For the Three Months Ended September 30,				For the Nine Months Ended September 30,					For the Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Numerator:	Numerator:									Numerator:
Net income	Net income	$	48,501	$	40,153	$	149,236	$	109,487	Net income	$	70,014	$	48,921
Less:	Less:									Less:

Preferred distributions	Preferred distributions	5,763		13,782		32,160		41,346		Preferred distributions	5,763		13,782
Redemption of perpetual preferred units		—		—		15,879		—

Allocation to participating securities (1)	Allocation to participating securities (1)	118		56		300		152		Allocation to participating securities (1)	197		93
Numerator for income per common unit–basic and diluted	Numerator for income per common unit–basic and diluted	$	42,620	$	26,315	$	100,897	$	67,989	Numerator for income per common unit–basic and diluted	$	64,054	$	35,046

Denominator:	Denominator:									Denominator:
Weighted-average common units outstanding–basic	Weighted-average common units outstanding–basic	375,379,518		360,107,206		371,739,755		355,346,033		Weighted-average common units outstanding–basic	397,119,506		368,647,217
Effect of dilutive securities:	Effect of dilutive securities:									Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)	Share-based compensation plan and forward sale equity contracts (2)	2,203,885		461,276		1,611,332		456,503		Share-based compensation plan and forward sale equity contracts (2)	738,297		458,937
Weighted-average common units outstanding–diluted	Weighted-average common units outstanding–diluted	377,583,403		360,568,482		373,351,087		355,802,536		Weighted-average common units outstanding–diluted	397,857,803		369,106,154

Net income per common unit:	Net income per common unit:									Net income per common unit:
Basic	Basic	$	0.11	$	0.07	$	0.27	$	0.19	Basic	$	0.16	$	0.10
Diluted	Diluted	$	0.11	$	0.07	$	0.27	$	0.19	Diluted	$	0.16	$	0.09

Note 13. Fair Value

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

Our notes receivable are financial instruments classified as Level 3 in the fair value hierarchy as their fair values were estimated using unobservable inputs. We estimated the fair values of the notes receivable by modeling the expected contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. As the estimated current market rates were not substantially different from the discount rates originally applied, the carrying amount of notes receivable, net approximates fair value.

Our asset-backed securitizations and revolving credit facility are financial instruments classified as Level 3 in the fair value hierarchy as their fair values were estimated using unobservable inputs. We estimated the fair values of the asset-backed securitizations by modeling the contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. As our revolving credit facility bears interest at a floating rate based on an index plus a spread (see Note 8. Debt), management believes that the carrying value (excluding deferred financing costs) of the revolving credit facility reasonably approximates fair value. Our unsecured senior notes are financial instruments classified as Level 2 in the fair value hierarchy as their fair values were estimated using observable inputs based on the market value of the last trade at the end of the period.

2826

The following table displays the carrying values and fair values of our debt instruments as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020 (in~~2021 (amounts in thousands):
September 30, 2021 December 31, 2020
Carrying Value Fair Value Carrying Value Fair Value
AH4R 2014-SFR2 securitization $ 471,457 $ 481,550 $ 475,144 $ 488,140
AH4R 2014-SFR3 securitization 486,475 498,225 490,319 504,364
AH4R 2015-SFR1 securitization 511,627 523,360 515,326 529,542
AH4R 2015-SFR2 securitization 443,763 457,049 446,818 461,037
Total asset-backed securitizations 1,913,322 1,960,184 1,927,607 1,983,083
2028 unsecured senior notes, net 494,970 566,865 494,378 575,220
2029 unsecured senior notes, net 395,849 468,684 395,427 482,276
2031 unsecured senior notes, net 439,764 447,008 — —
2051 unsecured senior notes, net 290,759 306,492 — —
Total unsecured senior notes, net 1,621,342 1,789,049 889,805 1,057,496
Revolving credit facility — — — —
Total debt $ 3,534,664 $ 3,749,233 $ 2,817,412 $ 3,040,579


	March 31, 2022				December 31, 2021
	Carrying Value		Fair Value		Carrying Value		Fair Value
AH4R 2014-SFR2 securitization	$	468,743	$	475,379	$	470,039	$	479,464
AH4R 2014-SFR3 securitization	483,887		491,209		485,005		495,659
AH4R 2015-SFR1 securitization	509,283		517,777		510,585		521,639
AH4R 2015-SFR2 securitization	441,802		450,543		442,717		455,264
Total asset-backed securitizations	1,903,715		1,934,908		1,908,346		1,952,026
2028 unsecured senior notes, net	495,364		508,265		495,166		554,895
2029 unsecured senior notes, net	396,130		424,764		395,990		463,840
2031 unsecured senior notes, net	440,354		398,624		440,095		442,953
2051 unsecured senior notes, net	290,958		251,940		290,881		304,461
Total unsecured senior notes, net	1,622,806		1,583,593		1,622,132		1,766,149
Revolving credit facility	410,000		410,000		350,000		350,000
Total debt	$	3,936,521	$	3,928,501	$	3,880,478	$	4,068,175

During the first quarter of 2021, in anticipation of a debt issuance and in order to hedge interest rate risk, the Company entered into a treasury lock agreement with a notional amount of $400.0 million based on the 10-year treasury note rate at the time. The treasury lock was designated as a cash flow hedging ~~instrument.~~instrument and had a fair value of $9.2 million as of March 31, 2021, which was included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets, with a corresponding unrealized gain reflected in other comprehensive income. The Company settled the treasury lock during the second quarter of 2021 in connection with the pricing of the 2031 ~~Notes (see Note 8. Debt),~~unsecured senior notes which resulted in a $4.0 million loss recorded in other comprehensive ~~loss for~~(loss) income at the ~~nine months ended September 30, 2021 and is being~~time that will be reclassified into earnings as an increase to interest expense over the 10-year term of the 2031 ~~Notes.~~unsecured senior notes. The treasury lock was the only financial instrument recorded at fair value on a recurring basis in the condensed consolidated financial statements and was classified as Level 2 within the fair value hierarchy as its fair value was estimated using observable inputs based on the 10-year treasury note rate.

Note 14. Related Party Transactions

As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, affiliates owned approximately ~~13.6%~~12.8% and ~~14.3%~~13.5%, respectively, of the Company’s outstanding Class A common shares. On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 50,622,165 ~~and 50,972,165~~ Class A units as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020, respectively)~~2021) an approximate ~~25.1%~~24.0% and ~~26.3%~~24.8% interest as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively.

~~American Homes 4 Rent~~

As of March 31, 2022 and December 31, 2020, the Company had a $4.8 million payable related to accrued common distributions to affiliates, which was included in amounts payable to affiliates on the Company’s condensed consolidated balance sheets.

~~American Homes 4 Rent, L.P.~~

~~As of September 30,~~ 2021, the Operating Partnership had a receivable from affiliates of $25.7 million related to the asset-backed securitization certificates held by AH4R, which was included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets. As of December 31, 2020, the Operating Partnership had a receivable from affiliates of $25.7 million related to the asset-backed securitization certificates held by AH4R, which was included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets, and had a $4.8 million payable related to accrued common distributions to affiliates, which was included in amounts payable to affiliates on the Operating Partnership’s condensed consolidated balance sheets.

Note 15. Commitments and Contingencies

As of ~~September 30, 2021,~~March 31, 2022, the Company had commitments to acquire ~~564~~343 single-family properties for an aggregate purchase price of ~~$172.7~~$116.3 million, as well as ~~$425.5~~$446.1 million in purchase commitments for land relating to our AMH Development Program, which includes certain land deals expected to close beyond twelve months when development is ready to commence. ~~As of December 31, 2020,~~Purchase commitments exclude option contracts where we have acquired the ~~Company had commitments~~right to ~~acquire 323 single-family properties~~purchase land for ~~an aggregate purchase price of $81.7 million, as well as $72.3 million in purchase commitments for land relating to~~ our AMH Development ~~Program.~~Program or single-family properties because the contracts do not contain provisions requiring our specific performance.

As of ~~September 30, 2021 and December~~March 31, ~~2020,~~2022, the Company had sales in escrow for approximately ~~53 and 97, respectively,~~154 of our single-family properties for aggregate selling prices of ~~$14.9 million and $24.0 million, respectively.~~$48.6 million.

As of ~~September 30, 2021 and December~~March 31, ~~2020,~~2022, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately ~~$79.9 million and $36.7 million, respectively.~~

~~Captive Insurance Company~~

During the first quarter of 2021, the Company formed a wholly owned captive insurance company, American Dream Insurance, LLC, which provides general liability insurance coverage for losses below the deductible under the Company’s third-party liability insurance policy. The Company created American Dream Insurance, LLC as part of its overall risk management program and to stabilize its insurance costs, manage exposure and recoup expenses through the functions of the captive program. The captive insurance company’s impact on the Company’s condensed consolidated financial statements is immaterial.$130.0 million.

Legal Matters

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

We are involved in various other legal and administrative proceedings that are incidental to our business. We believe these matters will not have a materially adverse effect on our financial position or results of operations upon resolution.

~~COVID-19 Pandemic~~

The global economy has continued to be severely impacted by the COVID-19 pandemic. We are actively monitoring the impact of the COVID-19 pandemic, which may continue to negatively impact our business and results of operations for our fourth fiscal quarter and likely beyond. The extent to which our operations will be impacted will depend largely on future developments, which are highly uncertain and cannot be accurately predicted, including new information which may emerge concerning the severity of the pandemic, including with respect to resurgences, new variants or strains, such as the Delta variant, the impact of government regulations, vaccine adoption rates (including boosters), the effectiveness of vaccines, employee retention issues resulting from vaccine mandates, and the direct and indirect economic effects of the pandemic and containment measures, among others.

Note 16. Subsequent Events

Subsequent Acquisitions

From ~~October~~April 1, ~~2021~~2022 through ~~October 31, 2021,~~April 30, 2022, the Company added ~~392~~352 properties to its portfolio for a total cost of approximately ~~$138.4~~$139.1 million, which included ~~110~~97 newly constructed properties delivered through our AMH Development Program and 442 newly constructed homes acquired from third-party developers through our National Builder Program.

Subsequent Dispositions

From ~~October~~April 1, ~~2021~~2022 through ~~October 31, 2021,~~April 30, 2022, the Company disposed of 4854 properties for aggregate net proceeds of approximately ~~$12.0~~$17.3 million.

Revolving Credit Facility

From ~~October~~April 1, ~~2021~~2022 through ~~October 31, 2021,~~April 30, 2022, the Company ~~borrowed an additional $130.0~~paid down $410.0 million under its revolving credit facility, resulting in ~~$130.0 million of~~no outstanding borrowings under its revolving credit facility as of ~~October 31, 2021.~~April 30, 2022.

Unsecured Senior Notes

In April 2022, the Operating Partnership issued $600.0 million of 3.625% unsecured senior notes with a maturity date of April 15, 2032 (the “2032 Notes”) and $300.0 million of 4.300% unsecured senior notes with a maturity date of April 15, 2052 (the “2052 Notes” and, together with the 2032 Notes, the “Notes”). Interest on the Notes is payable semi-annually in arrears on April 15 and October 15 of each year, commencing on October 15, 2022. The Operating Partnership received aggregate net proceeds of $870.3 million from these issuances, after underwriting fees of approximately $6.5 million and a $23.2 million discount, and before estimated offering costs of $1.6 million. The Operating Partnership used net proceeds from this offering to repay amounts outstanding on its revolving credit facility and in connection with the redemption of its Series F preferred shares and intends to use the remaining net proceeds for general corporate purposes, including, without limitation, property acquisitions and developments, the expansion, redevelopment and/or improvement of existing properties in the Operating Partnership’s portfolio, other capital expenditures, the redemption of its other preferred shares, the repayment of outstanding indebtedness, working capital and other general purposes.

The Notes are the Operating Partnership’s unsecured and unsubordinated obligations and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness. The indentures require that we maintain certain financial covenants. The Operating Partnership may redeem the Notes in whole at any time or in part from time to time at the applicable redemption price specified in the indentures with respect to the Notes. If the 2032 Notes are redeemed on or after January 15, 2032 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. If the 2052 Notes are redeemed on or after October 15, 2051 (six months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date.

Redemption of Perpetual Preferred Shares

On May 5, 2022, the Company redeemed all 6,200,000 shares of the outstanding 5.875% Series F perpetual preferred shares, $0.01 par value per share, for cash at the liquidation preference of $25.00 per share plus any accrued and unpaid dividends in accordance with the terms of such shares. The Operating Partnership also redeemed its corresponding Series F perpetual preferred units.

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion of our financial condition and results of operations should be read in conjunction with the financial statements and related notes appearing elsewhere in this Quarterly Report on Form 10-Q.

Overview

We are a Maryland REIT focused on acquiring, developing, renovating, leasing and operating single-family homes as rental properties. The Operating Partnership is the entity through which we conduct substantially all of our business and own, directly or through subsidiaries, substantially all of our assets. We commenced operations in November 2012.

As of ~~September 30, 2021,~~March 31, 2022, we owned ~~56,077~~57,984 single-family properties in selected sub-markets of metropolitan statistical areas (“MSAs”) in 22 states, including ~~604~~855 properties held for sale, compared to ~~53,584~~57,024 single-family properties in 22 states, including ~~711~~659 properties held for sale, as of December 31, ~~2020,~~2021, and ~~53,229~~53,984 single-family properties in 22 states, including ~~813~~636 properties held for sale as of ~~September 30, 2020.~~March 31, 2021. As of ~~September 30, 2021, 53,133, or 95.8%,~~March 31, 2022, 54,352 of our total properties (excluding properties held for sale) were occupied, compared to ~~51,271, or 97.0%,~~53,637 of our total properties (excluding properties held for sale) as of December 31, ~~2020,~~2021 and ~~51,090, or 97.5%,~~52,025 of our total properties (excluding properties held for sale) as of ~~September 30, 2020.~~March 31, 2021. Also, as of ~~September 30, 2021,~~March 31, 2022, the Company had an additional ~~1,729~~1,849 properties held in unconsolidated joint ventures, compared to ~~1,293~~1,942 properties held in unconsolidated joint ventures as of December 31, ~~2020,~~2021, and ~~1,131~~1,383 properties held in unconsolidated joint ventures as of ~~September 30, 2020.~~March 31, 2021. Our portfolio of single-family properties, including those held in our unconsolidated joint ventures, is internally managed through our proprietary property management platform.

~~COVID-19 Business Update~~

The Company has maintained continuity in business operations since the beginning of the COVID-19 pandemic and produced strong operating results in the third quarter of 2021 demonstrating the flexibility of its technology enabled operating platform and the resiliency of its high-quality, diversified portfolio. Comprehensive remote working policies remain in place for most corporate and field offices, and operational protocols have been tailored based on state and local mandates to ensure continuity of services, while protecting employees, residents and their families.

Collections remain strong with the Company reporting bad debt equivalent to 1.7% of its third quarter 2021 rental billings for its Same-Home portfolio, which reflects benefits from strengthening underlying collections as well as government rental assistance programs. The Company has helped its residents access nearly $14 million related to these government assistance programs throughout the course of the pandemic and continues to work with residents on a case-by-case basis.

Although the Company has produced strong operating results to date during the COVID-19 pandemic, the extent to which the pandemic will ultimately impact us and our residents will depend on future developments which are highly uncertain. These include the scope, severity and duration of the pandemic, including resurgences, new variants or strains, such as the Delta variant, the impact of government regulations, vaccine adoption rates (including boosters), the effectiveness of vaccines, employee retention issues resulting from vaccine mandates, and the direct and indirect economic effects of the pandemic and containment measures, among others.

~~For more information on risks related to COVID-19, see Part I, “Item 1A. Risk Factors—Risks Related to Our Business—We are subject to risks from the global pandemic associated with COVID-19 and we may in the future be subject to risks from other public health crises” in our 2020 Annual Report.~~

Key Single-Family Property and Leasing Metrics

The following table summarizes certain key single-family properties metrics as of ~~September 30, 2021:~~March 31, 2022:


															Total Single-Family Properties (1)
Market	Market	Number of Single-Family Properties (1)	% of Total Single-Family Properties		Gross Book Value (millions)		% of Gross Book Value Total		Avg. Gross Book Value per Property		Avg. Sq. Ft.	Avg. Property Age (years)	Avg. Year Purchased or Delivered	Market	Number of Single-Family Properties	% of Total Single-Family Properties		Gross Book Value (millions)		% of Gross Book Value Total		Avg. Gross Book Value per Property		Avg. Sq. Ft.	Avg. Property Age (years)	Avg. Year Purchased or Delivered
Atlanta, GA	Atlanta, GA	5,404	9.7	%	$	1,068.4	9.7	%	$	197,702	2,165	17.3	2015	Atlanta, GA	5,690	10.0	%	$	1,183.7	10.1	%	$	208,034	2,167	16.9	2016
Dallas-Fort Worth, TX	Dallas-Fort Worth, TX	4,313	7.8	%	728.4		6.7	%	168,879		2,117	17.4	2014	Dallas-Fort Worth, TX	4,310	7.5	%	738.7		6.3	%	171,394		2,113	17.9	2014
Charlotte, NC	Charlotte, NC	3,873	7.0	%	782.9		7.2	%	202,143		2,097	16.9	2015	Charlotte, NC	3,900	6.8	%	802.4		6.9	%	205,748		2,099	17.2	2015
Phoenix, AZ	Phoenix, AZ	3,291	5.9	%	626.7		5.7	%	190,418		1,835	17.8	2015	Phoenix, AZ	3,334	5.8	%	656.6		5.6	%	196,946		1,834	18.2	2015
Houston, TX		2,917	5.3	%	491.4		4.5	%	168,444		2,099	15.7	2014
Nashville, TN	Nashville, TN	3,024	5.5	%	682.2		6.2	%	225,588		2,106	15.6	2015	Nashville, TN	3,118	5.5	%	722.9		6.2	%	231,839		2,108	15.6	2015
Indianapolis, IN	Indianapolis, IN	2,916	5.3	%	472.6		4.3	%	162,080		1,929	18.8	2014	Indianapolis, IN	2,932	5.1	%	488.3		4.2	%	166,541		1,930	19.2	2014
Houston, TX														Houston, TX	2,850	5.0	%	490.6		4.2	%	172,146		2,103	16.2	2014
Jacksonville, FL														Jacksonville, FL	2,770	4.8	%	558.9		4.8	%	201,781		1,935	14.3	2016
Tampa, FL	Tampa, FL	2,612	4.7	%	550.2		5.0	%	210,645		1,944	14.8	2015	Tampa, FL	2,662	4.7	%	571.5		4.9	%	214,682		1,940	15.1	2015
Jacksonville, FL		2,640	4.8	%	513.4		4.7	%	194,475		1,937	14.5	2015
Raleigh, NC	Raleigh, NC	2,156	3.9	%	413.2		3.8	%	191,654		1,882	16.0	2015	Raleigh, NC	2,167	3.8	%	421.9		3.6	%	194,694		1,886	16.4	2015
Columbus, OH	Columbus, OH	2,129	3.8	%	386.6		3.5	%	181,596		1,869	19.5	2015	Columbus, OH	2,134	3.7	%	394.1		3.4	%	184,663		1,867	19.9	2015
Cincinnati, OH	Cincinnati, OH	2,099	3.8	%	389.0		3.6	%	185,324		1,852	18.9	2014	Cincinnati, OH	2,134	3.7	%	404.9		3.5	%	189,751		1,848	19.3	2014
Orlando, FL	Orlando, FL	1,817	3.3	%	351.0		3.2	%	193,181		1,902	18.7	2015	Orlando, FL	1,840	3.2	%	362.6		3.1	%	197,054		1,899	18.9	2015
Salt Lake City, UT														Salt Lake City, UT	1,830	3.2	%	526.9		4.5	%	287,922		2,227	16.2	2015
Greater Chicago area, IL and IN	Greater Chicago area, IL and IN	1,713	3.1	%	318.6		2.9	%	186,003		1,871	20.1	2013	Greater Chicago area, IL and IN	1,686	3.0	%	315.1		2.7	%	186,917		1,869	20.6	2013
Salt Lake City, UT		1,687	3.0	%	458.4		4.2	%	271,706		2,196	16.9	2015
Las Vegas, NV														Las Vegas, NV	1,597	2.8	%	384.9		3.3	%	241,031		1,879	14.3	2015
Charleston, SC	Charleston, SC	1,385	2.5	%	296.9		2.7	%	214,394		1,979	12.0	2016	Charleston, SC	1,512	2.6	%	335.8		2.9	%	222,077		1,970	11.7	2016
Las Vegas, NV		1,418	2.6	%	314.4		2.9	%	221,721		1,869	15.2	2015
Austin, TX (3)		781	1.4	%	156.4		1.4	%	200,229		1,957	13.0	2015
San Antonio, TX ~~(3)~~	San Antonio, TX ~~(3)~~	1,254	2.3	%	225.8		2.1	%	180,099		1,951	13.9	2015	San Antonio, TX ~~(3)~~	1,331	2.3	%	253.2		2.2	%	190,253		1,938	13.8	2015
Seattle, WA														Seattle, WA	1,106	1.9	%	349.0		3.0	%	315,583		2,002	12.5	2017
Savannah/Hilton Head, SC	Savannah/Hilton Head, SC	944	1.7	%	177.4		1.6	%	187,872		1,875	13.5	2016	Savannah/Hilton Head, SC	990	1.7	%	194.4		1.7	%	196,390		1,887	13.6	2016
All Other (2)	All Other (2)	7,100	12.6	%	1,544.7		14.1	%	217,564		1,902	16.6	2015	All Other (2)	7,236	12.9	%	1,549.9		12.9	%	214,197		1,900	17.0	2015
Total/Average	Total/Average	55,473	100.0	%	$	10,948.6	100.0	%	$	197,368	1,987	16.7	2015	Total/Average	57,129	100.0	%	$	11,706.3	100.0	%	$	204,910	1,989	16.8	2015

(1)Excludes ~~604~~855 single-family properties held for sale as of ~~September 30, 2021.~~March 31, 2022.

(2)Represents 15 markets in 13 states.

~~(3)263 properties were reclassified from Austin, TX to San Antonio, TX during the three months ended September 30, 2021 as a result of property reassignments between district offices.~~

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The following table summarizes certain key leasing metrics as of ~~September 30, 2021:~~March 31, 2022:

Total Single-Family Properties (1)
Market
Avg. Occupied Days
Percentage (2)
Avg. Monthly Realized Rent per property (3)
Avg. Original Lease Term (months) (4)
Avg. Remaining Lease Term (months) (4)
Avg. Blended Change in
Rent (5)
Atlanta, GA 97.0 % $ 1,803 12.0 7.0 9.8 %
Dallas-Fort Worth, TX 96.8 % 1,905 12.2 6.7 8.3 %
Charlotte, NC 96.8 % 1,761 12.4 7.2 8.9 %
Phoenix, AZ 97.7 % 1,685 12.0 6.7 13.6 %
Houston, TX 96.0 % 1,766 12.5 6.7 6.5 %
Nashville, TN 97.0 % 1,893 12.0 6.9 8.0 %
Indianapolis, IN 96.5 % 1,584 12.1 7.2 9.4 %
Tampa, FL 98.2 % 1,879 12.0 6.9 9.5 %
Jacksonville, FL 97.6 % 1,758 12.0 6.9 10.4 %
Raleigh, NC 97.0 % 1,677 12.4 6.8 8.6 %
Columbus, OH 96.9 % 1,820 12.1 6.6 8.5 %
Cincinnati, OH 97.0 % 1,771 12.0 7.0 9.0 %
Orlando, FL 98.1 % 1,844 12.0 6.6 7.9 %
Greater Chicago area, IL and IN 97.9 % 2,029 12.3 6.9 8.0 %
Salt Lake City, UT 97.2 % 1,986 12.1 6.6 9.7 %
Charleston, SC 96.6 % 1,903 12.0 7.1 8.4 %
Las Vegas, NV 96.9 % 1,828 11.9 7.0 11.3 %
Austin, TX 96.1 % 1,835 12.2 7.3 8.4 %
San Antonio, TX 96.1 % 1,716 12.0 6.4 8.4 %
Savannah/Hilton Head, SC 98.5 % 1,711 12.0 6.6 10.1 %
All Other (6)
96.6 % 1,853 12.0 6.9 8.7 %
Total/Average 97.0 % $ 1,809 12.1 6.9 9.0 %


	Total Single-Family Properties (1)
Market	Avg. Occupied Days Percentage (2)		Avg. Monthly Realized Rent per property (3)		Avg. Original Lease Term (months) (4)	Avg. Remaining Lease Term (months) (4)	Avg. Blended Change in Rent (5)
Atlanta, GA	96.1	%	$	1,877	12.0	6.1	10.6	%
Dallas-Fort Worth, TX	97.1	%	1,961		12.2	5.9	8.1	%
Charlotte, NC	96.6	%	1,819		12.3	6.0	8.2	%
Phoenix, AZ	96.0	%	1,767		11.9	6.3	12.0	%
Nashville, TN	97.3	%	1,951		12.0	6.1	8.7	%
Indianapolis, IN	95.7	%	1,625		12.0	6.1	7.2	%
Houston, TX	96.4	%	1,812		12.5	5.6	5.6	%
Jacksonville, FL	97.3	%	1,841		12.0	6.0	9.6	%
Tampa, FL	97.9	%	1,952		12.0	6.1	10.7	%
Raleigh, NC	95.6	%	1,736		12.4	6.2	7.9	%
Columbus, OH	94.7	%	1,870		12.0	6.3	6.9	%
Cincinnati, OH	95.7	%	1,822		11.9	6.4	7.6	%
Orlando, FL	97.9	%	1,907		12.0	5.6	8.5	%
Salt Lake City, UT	95.8	%	2,070		12.1	6.6	8.4	%
Greater Chicago area, IL and IN	97.2	%	2,077		12.3	6.2	8.4	%
Las Vegas, NV	93.9	%	1,920		11.9	6.4	10.5	%
Charleston, SC	92.6	%	1,947		12.0	6.3	7.3	%
San Antonio, TX	94.3	%	1,763		12.0	5.9	6.9	%
Seattle, WA	94.3	%	2,311		12.0	6.9	9.3	%
Savannah/Hilton Head, SC	96.3	%	1,785		11.9	6.7	10.6	%
All Other (6)	95.8	%	1,857		12.0	6.3	8.8	%
Total/Average	96.2	%	$	1,872	12.1	6.2	8.8	%

(1)~~Leasing information excludes 604~~Excludes 855 single-family properties held for sale as of ~~September 30, 2021.~~March 31, 2022.

(2)For the three months ended ~~September 30, 2021,~~March 31, 2022, Average Occupied Days Percentage represents the number of days a property is occupied in the period divided by the total number of days the property is owned during the same period after initially being placed in-service.

(3)For the three months ended ~~September 30, 2021,~~March 31, 2022, Average Monthly Realized Rent is calculated as the lease component of rents and other single-family property revenues (i.e., rents from single-family properties) divided by the product of (a) number of properties and (b) Average Occupied Days Percentage, divided by the number of months. For properties partially owned during the period, this is adjusted to reflect the number of days of ownership.

(4)Average Original Lease Term and Average Remaining Lease Term are reflected as of period end.

(5)Represents the percentage change in rent on all non-month-to-month lease renewals and re-leases during the three months ended ~~September 30, 2021,~~March 31, 2022, compared to the annual rent of the previously expired non-month-to-month comparable long-term lease for each property.

(6)Represents 15 markets in 13 states.

We believe these key single-family property and leasing metrics provide useful information to investors because they allow investors to understand the composition and performance of our properties on a market by market basis. Management also uses these metrics to understand the composition and performance of our properties at the market level.

Factors That Affect Our Results of Operations and Financial Condition

Our results of operations and financial condition are affected by numerous factors, many of which are beyond our control. ~~Currently, the most significant factor impacting our results of operations and financial condition is the effect of the COVID-19 pandemic, which is discussed above. Other key~~Key factors that impact our results of operations and financial condition include the pace at which we identify and acquire suitable land and properties, the time and cost required to renovate the acquired properties, the pace and cost of our property developments, the time to lease newly acquired or developed properties at acceptable rental rates, occupancy levels, rates of tenant turnover, the length of vacancy in properties between tenant leases, our expense ratios, our ability to raise capital and our capital structure. Additionally, recent supply chain disruptions, inflationary increases in labor and material costs and labor shortages have impacted and may ~~have an~~continue to impact on certain aspects of our business, including our AMH Development Program, our renovation program associated with recently acquired properties and our maintenance program.

Property Acquisitions, Development and Dispositions

Since our formation, we have rapidly but systematically grown our portfolio of single-family properties. Our ability to identify and acquire homes that meet our investment criteria is impacted by home prices in our target markets, the inventory of properties available-for-sale through traditional acquisition channels, competition for our target assets and our available capital. We

are increasingly focused on developing “built-for-rental” homes through our internal AMH Development Program. In addition, we also acquire newly constructed homes from third-party developers through our National Builder Program. Opportunities from these new

construction channels are impacted by the availability of vacant developed lots, development land assets and inventory of homes currently under construction or newly developed. Our level of investment activity has fluctuated based on the number of suitable opportunities and the level of capital available to invest. During the three months ended ~~September 30, 2021,~~March 31, 2022, we developed or acquired ~~1,382~~1,131 homes, including ~~368~~325 newly constructed ~~properties~~homes delivered through our AMH Development Program, ~~and 1,014~~606 homes acquired through our National Builder Program and traditional acquisition channel and 200 homes acquired in a bulk transaction from an unconsolidated joint venture, partially offset by 90171 homes ~~sold.~~sold to third parties or contributed to an unconsolidated joint venture. During the three months ended March 31, 2022, we also developed an additional 127 newly constructed properties which were delivered to our unconsolidated joint ventures, aggregating to 452 total program deliveries through our AMH Development Program.

Our properties held for sale were identified based on sub-market analysis, as well as individual property-level operational review. As of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, there were ~~604~~855 and ~~711~~659 properties, respectively, classified as held for sale. We will continue to evaluate our properties for potential disposition going forward as a normal course of business.

Property Operations

Homes added to our portfolio through new construction channels include properties developed through our internal AMH Development Program and newly constructed properties acquired from third-party developers through our National Builder Program. Rental homes developed through our AMH Development Program involve substantial up-front costs, time to acquire and develop land, time to build the rental home, and time to lease the rental home before the home generates income. This process is dependent upon the nature of each lot acquired and the timeline varies primarily due to land development requirements. Once land development requirements have been met, ~~on average~~historically it ~~takes~~has taken approximately four to six months to complete the rental home vertical construction process. However, delivery of homes may be staggered to facilitate leasing absorption. Our internal construction program is managed by our team of development professionals that oversee the full rental home construction process including all land development and work performed by subcontractors. We typically incur costs between $250,000 and ~~$400,000~~$450,000 to acquire and develop land and build a rental home. Homes added through our AMH Development Program are available for lease immediately upon or shortly after receipt of a certificate of occupancy. Rental homes acquired from third-party developers through our National Builder Program are dependent on the inventory of newly constructed homes and homes currently under construction.

Homes added to our portfolio through traditional acquisition channels require expenditures in addition to payment of the purchase price, including property inspections, closing costs, liens, title insurance, transfer taxes, recording fees, broker commissions, property taxes and homeowner association (“HOA”) fees, when applicable. In addition, we typically incur costs between $20,000 and $40,000 to renovate a home acquired through traditional acquisition channels to prepare it for rental. Renovation work varies, but may include paint, flooring, cabinetry, appliances, plumbing hardware and other items required to prepare the home for rental. The time and cost involved to prepare our homes for rental can impact our financial performance and varies among properties based on several factors, including the source of acquisition channel and age and condition of the property. ~~On average,~~Historically, it has taken approximately 20 to 4090 days to complete the renovation ~~process. However, as a result of increased~~process, which will fluctuate based on our overall acquisition ~~volumes~~volume as well as ~~recent~~availability of construction labor and ~~material constraints, the time to complete the renovation process has increased by 30 days on average.~~materials.

Our operating results are also impacted by the amount of time it takes to market and lease a property, which can vary greatly among properties, and is impacted by local demand, our marketing techniques and the size of our available inventory. On average, it takes approximately 2010 to 4030 days to lease a property after acquiring or developing a new property through our new construction channels orand 20 to 40 days after completing the renovation process for a traditionally acquired property. Lastly, our operating results are impacted by the length of stay of our tenants and the amount of time it takes to prepare and re-lease a property after a tenant vacates. This process, which we refer to as “turnover,” is impacted by numerous factors, including the condition of the home upon move-out of the previous tenant, and by local demand, our marketing techniques and the size of our available inventory at the time of the turnover. On average, it takes approximately 30 to 50 days to complete the turnover process.

Revenues

Our revenues are derived primarily from rents collected from tenants for our single-family properties under lease agreements which typically have a term of one year. Our rental rates and occupancy levels are affected by macroeconomic factors and local and property-level factors, including market conditions, seasonality and tenant defaults, and the amount of time it takes to turn properties when tenants vacate. Additionally, our ability to collect revenues and related operating results are impacted by the credit worthiness and quality of our tenants. Typically, our tenants have household incomes ranging from $70,000 to $120,000 and primarily consist of families with approximately two adults and one or more children.

Our rents and other single-family property revenues are comprised of rental revenue from single-family properties, fees from our single-family property rentals and “tenant charge-backs,” which are primarily related to cost recoveries on utilities.

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Our ability to maintain and grow revenues from our existing portfolio of homes will be dependent on our ability to retain tenants and increase rental rates. Based on our Same-Home population of properties (defined below), the year-over-year increase in Average Monthly Realized Rent per property was ~~6.2%~~7.5% for the three months ended ~~September 30, 2021,~~March 31, 2022, and we experienced turnover rates of ~~8.9%~~6.2% and ~~9.2%~~7.0% during the three months ended ~~September 30,~~March 31, 2022 and 2021, and 2020, respectively. Based on our Same-Home population of properties (defined below), the year-over-year increase in Average Monthly Realized Rent per property was 4.5% for the nine months ended September 30, 2021, and we experienced turnover rates of 23.9% and 26.6% during the nine months ended September 30, 2021 and 2020, respectively.

Expenses

We monitor the following categories of expenses that we believe most significantly affect our results of operations.

Property Operating Expenses

Once a property is available for lease for the first time, which we refer to as “rent-ready,” we incur ongoing property-related expenses which may not be subject to our control. These include primarily property taxes, repairs and maintenance (“R&M”), turnover costs, HOA fees (when applicable) and insurance.

Property Management Expenses

As we internally manage our portfolio of single-family properties through our proprietary property management platform, we incur costs such as salary expenses for property management personnel, lease expenses and operating costs for property management offices and technology expenses for maintaining our property management platform. As part of developing our property management platform, we have made significant investments in our infrastructure, systems and technology. We believe that these investments will enable our property management platform to become more efficient over time, especially as our portfolio grows. Also included in property management expenses is noncash share-based compensation expense related to centralized and field property management employees.

Seasonality

We believe that our business and related operating results will be impacted by seasonal factors throughout the year. ~~We experience~~Historically, we have experienced higher levels of tenant move-outs and move-ins during the late spring and summer months, which impacts both our rental revenues and related turnover costs. Our property operating costs are seasonally impacted in certain markets for expenses such as HVAC repairs, turn costs and landscaping expenses during the summer season. Additionally, our single-family properties are at greater risk in certain markets for adverse weather conditions such as hurricanes in the late summer months and extreme cold weather in the winter months.

General and Administrative Expense

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expenses, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. Also included in general and administrative expense is noncash share-based compensation expense related to corporate administrative employees.

Results of Operations

Net income totaled ~~$48.5~~$70.0 million for the three months ended ~~September 30, 2021,~~March 31, 2022, compared to net income of ~~$40.2~~$48.9 million for the three months ended ~~September 30, 2020.~~March 31, 2021. This increase was primarily ~~attributable~~due to ~~growth in the Company’s portfolio,~~ a larger number of occupied properties and higher rental rates and fees. Net income totaled $149.2 million for the nine months ended September 30, 2021, compared to net income of $109.5 million for the nine months ended September 30, 2020. This increase was primarily attributable toassociated with growth in the Company’s portfolio, ~~a larger number of occupied properties and~~ higher rental rates and ~~fees,~~lower uncollectible rents, as well as ~~an increase in gain~~higher net gains on ~~sale and impairment of single-family properties and other, net, partially offset by increased uncollectible rents related to the COVID-19 pandemic.~~property sales.

Effective March 31, 2021, the Company reclassified certain impairment charges related to homes classified as held for sale from other expenses to gain on sale and impairment of single-family properties and other, net within the condensed consolidated statements of operations. The Company also reclassified other revenues and the remaining other expenses to other income and expense, net within the condensed consolidated statements of operations. The reclassification had no impact to net income, core revenues, core property operating expenses, Core NOI, Core FFO and Adjusted FFO attributable to common share and unit holders,

~~Adjusted EBITDAre or Fully Adjusted EBITDAre.~~

As we continue to grow our portfolio with a portion of our homes still recently developed, acquired and/or renovated, we distinguish our portfolio of homes between Same-Home properties and Non-Same-Home and Other properties in evaluating our operating performance. We classify a property as Same-Home if it has been stabilized longer than 90 days prior to the beginning of the earliest period presented under comparison and if it has not been classified as held for sale or taken out of service as a result of a casualty loss, which allows the performance of these properties to be compared between periods. Single-family properties that we acquire individually (i.e., not through a bulk purchase) are classified as either stabilized or non-stabilized. A property is classified as stabilized once it has been renovated by the Company or newly constructed and then initially leased or available for rent for a period greater than 90 days. Properties acquired through a bulk purchase are first considered non-stabilized, as an entire group, until (1) we have owned them for an adequate period of time to allow for complete on-boarding to our operating platform, and (2) a substantial portion of the properties have experienced tenant turnover at least once under our ownership, providing the opportunity for renovations and improvements to meet our property standards. After such time has passed, properties acquired through a bulk purchase are then

evaluated on an individual property basis under our standard stabilization criteria. All other properties, including those classified as held for sale or taken out of service as a result of a casualty loss, are classified as Non-Same-Home and Other.

One of the primary financial measures we use in evaluating the operating performance of our single-family properties is Core Net Operating Income (“Core NOI”), which we also present separately for our Same-Home portfolio. Core NOI is a supplemental non-GAAP financial measure that we define as core revenues, which is calculated as rents and other single-family property revenues, excluding expenses reimbursed by tenant charge-backs, less core property operating expenses, which is calculated as property operating and property management expenses, excluding noncash share-based compensation expense and expenses reimbursed by tenant charge-backs.

Core NOI also excludes (1) gain or loss on early extinguishment of debt, (2) hurricane-related charges, net, which result in material charges to the impacted single-family properties, (3) gains and losses from sales or impairments of single-family properties and other, (4) depreciation and amortization, (5) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (6) noncash share-based compensation expense, (7) interest expense, (8) general and administrative expense, and (9) other income and expense, net. We believe Core NOI provides useful information to investors about the operating performance of our single-family properties without the impact of certain operating expenses that are reimbursed through tenant charge-backs.

Core NOI and Same-Home Core NOI should be considered only as supplements to net income or loss as a measure of our performance and should not be used as measures of our liquidity, nor are they indicative of funds available to fund our cash needs, including our ability to pay dividends or make distributions. Additionally, these metrics should not be used as substitutes for net income or loss or net cash flows from operating activities (as computed in accordance with accounting principles generally accepted in the United States of America (“GAAP”)).

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Comparison of the Three Months Ended ~~September 30, 2021~~March 31, 2022 to the Three Months Ended ~~September 30, 2020~~March 31, 2021

The following table presents a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties, and total properties for the three months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands):


		For the Three Months Ended September 30, 2021													For the Three Months Ended March 31, 2022
		Same-Home Properties (1)		% of Core Revenue		Non-Same- Home and Other Properties		% of Core Revenue		Total Properties		% of Core Revenue			Same-Home Properties (1)		% of Core Revenue		Non-Same- Home and Other Properties		% of Core Revenue		Total Properties		% of Core Revenue
Rents from single-family properties	Rents from single-family properties	$	245,501			$	40,735			$	286,236			Rents from single-family properties	$	262,720			$	38,945			$	301,665
Fees from single-family properties	Fees from single-family properties	4,940				1,016				5,956				Fees from single-family properties	4,995				1,092				6,087
Bad debt	Bad debt	(4,120)				(1,232)				(5,352)				Bad debt	(3,137)				(782)				(3,919)
Core revenues	Core revenues	246,321				40,519				286,840				Core revenues	264,578				39,255				303,833

Property tax expense	Property tax expense	41,558		16.9	%	6,266		15.5	%	47,824		16.7	%	Property tax expense	44,532		16.8	%	7,410		18.9	%	51,942		17.1	%
HOA fees, net (2)	HOA fees, net (2)	4,752		1.9	%	802		2.0	%	5,554		1.9	%	HOA fees, net (2)	4,688		1.8	%	720		1.8	%	5,408		1.8	%
R&M and turnover costs, net (2)	R&M and turnover costs, net (2)	22,833		9.3	%	3,842		9.5	%	26,675		9.3	%	R&M and turnover costs, net (2)	18,045		6.8	%	3,958		10.1	%	22,003		7.2	%
Insurance	Insurance	2,495		1.0	%	492		1.2	%	2,987		1.0	%	Insurance	2,877		1.1	%	496		1.3	%	3,373		1.1	%
Property management expenses, net (3)	Property management expenses, net (3)	18,757		7.6	%	4,056		10.0	%	22,813		8.0	%	Property management expenses, net (3)	19,111		7.2	%	4,569		11.6	%	23,680		7.8	%
Core property operating expenses	Core property operating expenses	90,395		36.7	%	15,458		38.2	%	105,853		36.9	%	Core property operating expenses	89,253		33.7	%	17,153		43.7	%	106,406		35.0	%

Core NOI	Core NOI	$	155,926	63.3	%	$	25,061	61.8	%	$	180,987	63.1	%	Core NOI	$	175,325	66.3	%	$	22,102	56.3	%	$	197,427	65.0	%


		For the Three Months Ended September 30, 2020													For the Three Months Ended March 31, 2021
		Same-Home Properties (1)		% of Core Revenue		Non-Same- Home and Other Properties		% of Core Revenue		Total Properties		% of Core Revenue			Same-Home Properties (1)		% of Core Revenue		Non-Same- Home and Other Properties		% of Core Revenue		Total Properties		% of Core Revenue
Rents from single-family properties	Rents from single-family properties	$	230,206			$	28,550			$	258,756			Rents from single-family properties	$	244,237			$	24,084			$	268,321
Fees from single-family properties	Fees from single-family properties	3,757				581				4,338				Fees from single-family properties	4,528				646				5,174
Bad debt	Bad debt	(4,361)				(736)				(5,097)				Bad debt	(5,852)				(865)				(6,717)
Core revenues	Core revenues	229,602				28,395				257,997				Core revenues	242,913				23,865				266,778

Property tax expense	Property tax expense	40,334		17.6	%	5,007		17.6	%	45,341		17.5	%	Property tax expense	42,601		17.5	%	4,807		20.1	%	47,408		17.8	%
HOA fees, net (2)	HOA fees, net (2)	4,459		1.9	%	601		2.1	%	5,060		2.0	%	HOA fees, net (2)	4,402		1.8	%	565		2.4	%	4,967		1.9	%
R&M and turnover costs, net (2)	R&M and turnover costs, net (2)	20,861		9.1	%	3,169		11.2	%	24,030		9.3	%	R&M and turnover costs, net (2)	15,809		6.6	%	2,427		10.2	%	18,236		6.8	%
Insurance	Insurance	2,131		0.9	%	336		1.2	%	2,467		1.0	%	Insurance	2,498		1.0	%	290		1.2	%	2,788		1.0	%
Property management expenses, net (3)	Property management expenses, net (3)	17,708		7.7	%	3,162		11.1	%	20,870		8.1	%	Property management expenses, net (3)	19,393		8.0	%	2,807		11.8	%	22,200		8.3	%
Core property operating expenses	Core property operating expenses	85,493		37.2	%	12,275		43.2	%	97,768		37.9	%	Core property operating expenses	84,703		34.9	%	10,896		45.7	%	95,599		35.8	%

Core NOI	Core NOI	$	144,109	62.8	%	$	16,120	56.8	%	$	160,229	62.1	%	Core NOI	$	158,210	65.1	%	$	12,969	54.3	%	$	171,179	64.2	%

(1)Includes ~~46,832~~48,423 properties that have been stabilized longer than 90 days prior to January 1, ~~2020.~~2021.

(2)Presented net of tenant charge-backs.

(3)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees.

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		For the Three Months Ended September 30,				For the Three Months Ended March 31,
		2021		2020				2022		2021

Core revenues and Same-Home core revenues	Core revenues and Same-Home core revenues						Core revenues and Same-Home core revenues
Rents and other single-family property revenues	Rents and other single-family property revenues	$	339,563	$	307,932		Rents and other single-family property revenues	$	356,105	$	312,573
Tenant charge-backs	Tenant charge-backs	(52,723)		(49,935)			Tenant charge-backs	(52,272)		(45,795)
Core revenues	Core revenues	286,840		257,997			Core revenues	303,833		266,778
Less: Non-Same-Home core revenues	Less: Non-Same-Home core revenues	40,519		28,395			Less: Non-Same-Home core revenues	39,255		23,865
Same-Home core revenues	Same-Home core revenues	$	246,321	$	229,602		Same-Home core revenues	$	264,578	$	242,913


Core property operating expenses and Same-Home core property operating expenses	Core property operating expenses and Same-Home core property operating expenses					Core property operating expenses and Same-Home core property operating expenses
Property operating expenses	Property operating expenses	$	134,694	$	126,174	Property operating expenses	$	133,643	$	118,694
Property management expenses	Property management expenses	24,562		21,976		Property management expenses	26,034		23,699
Noncash share-based compensation - property management	Noncash share-based compensation - property management	(680)		(447)		Noncash share-based compensation - property management	(999)		(999)
Expenses reimbursed by tenant charge-backs	Expenses reimbursed by tenant charge-backs	(52,723)		(49,935)		Expenses reimbursed by tenant charge-backs	(52,272)		(45,795)
Core property operating expenses	Core property operating expenses	105,853		97,768		Core property operating expenses	106,406		95,599
Less: Non-Same-Home core property operating expenses	Less: Non-Same-Home core property operating expenses	15,458		12,275		Less: Non-Same-Home core property operating expenses	17,153		10,896
Same-Home core property operating expenses	Same-Home core property operating expenses	$	90,395	$	85,493	Same-Home core property operating expenses	$	89,253	$	84,703


Core NOI and Same-Home Core NOI	Core NOI and Same-Home Core NOI					Core NOI and Same-Home Core NOI
Net income	Net income	$	48,501	$	40,153	Net income	$	70,014	$	48,921

Gain on sale and impairment of single-family properties and other, net	Gain on sale and impairment of single-family properties and other, net	(9,572)		(12,206)		Gain on sale and impairment of single-family properties and other, net	(22,044)		(16,069)
Depreciation and amortization	Depreciation and amortization	94,494		86,996		Depreciation and amortization	99,954		90,071
Acquisition and other transaction costs	Acquisition and other transaction costs	3,279		1,616		Acquisition and other transaction costs	5,974		4,846
Noncash share-based compensation - property management	Noncash share-based compensation - property management	680		447		Noncash share-based compensation - property management	999		999
Interest expense	Interest expense	31,097		29,267		Interest expense	27,567		28,005
General and administrative expense	General and administrative expense	12,647		12,570		General and administrative expense	17,282		15,205
Other income and expense, net	Other income and expense, net	(139)		1,386		Other income and expense, net	(2,319)		(799)
Core NOI	Core NOI	180,987		160,229		Core NOI	197,427		171,179
Less: Non-Same-Home Core NOI	Less: Non-Same-Home Core NOI	25,061		16,120		Less: Non-Same-Home Core NOI	22,102		12,969
Same-Home Core NOI	Same-Home Core NOI	$	155,926	$	144,109	Same-Home Core NOI	$	175,325	$	158,210

Rents and Other Single-Family Property Revenues

Rents and other single-family property revenues increased ~~10.3%~~13.9% to ~~$339.6~~$356.1 million for the three months ended ~~September 30, 2021~~March 31, 2022 from ~~$307.9~~$312.6 million for the three months ended ~~September 30, 2020.~~March 31, 2021. Revenue growth was ~~primarily~~ driven by an increase in our average occupied portfolio which grew to ~~52,889~~53,995 homes for the three months ended ~~September 30, 2021,~~March 31, 2022, compared to ~~50,630~~51,648 homes for the three months ended ~~September 30, 2020,~~March 31, 2021, as well as higher rental rates and ~~fees from single-family properties.~~lower uncollectible rents.

Property Operating Expenses

Property operating expenses increased ~~6.8%~~12.6% to ~~$134.7~~$133.6 million for the three months ended ~~September 30, 2021~~March 31, 2022 from ~~$126.2~~$118.7 million for the three months ended ~~September 30, 2020.~~March 31, 2021. This increase was primarily ~~attributable to higher property tax expense and higher R&M and turnover costs as~~ a result of inflationary increases and growth in our portfolio.

Property Management Expenses

Property management expenses for the three months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ were ~~$24.6~~$26.0 million and ~~$22.0~~$23.7 million, respectively, which included ~~$0.7~~$1.0 million ~~and $0.4 million, respectively,~~ of noncash share-based compensation expense in each period related to centralized and field property management employees. The increase in property management expenses was primarily attributable to higher personnel costs as a result of inflationary increases and ~~higher noncash share-based compensation expense.~~to support growth in our portfolio as well as an increase in other miscellaneous property management expenses.

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Core Revenues from Same-Home Properties

Core revenues from Same-Home properties increased ~~7.3%~~8.9% to ~~$246.3~~$264.6 million for the three months ended ~~September 30, 2021~~March 31, 2022 from ~~$229.6~~$242.9 million for the three months ended ~~September 30, 2020~~March 31, 2021. This increase was primarily ~~driven by a 6.2% increase in~~attributable to higher Average Monthly Realized Rent per property, which increased 7.5% to ~~$1,794~~$1,856 per month for the three months ended ~~September 30, 2021~~March 31, 2022 compared to ~~$1,690~~$1,727 per month for the three months ended ~~September 30, 2020,~~March 31, 2021, a ~~0.4% increase~~rise in the Average Occupied Days Percentage, which increased to 97.5% for the three months ended March 31, 2022 compared to 97.3% for the three months ended March 31, 2021, and ~~higher fees from single-family properties.~~lower uncollectible rents.

Core Property Operating Expenses from Same-Home Properties

Core property operating expenses from Same-Home properties consist of direct property operating expenses, net of tenant charge-backs, and property management costs, net of tenant charge-backs, and excludes noncash share-based compensation expense. Core property operating expenses from Same-Home properties increased ~~5.7%~~5.4% to ~~$90.4~~$89.3 million for the three months ended ~~September 30, 2021~~March 31, 2022 from ~~$85.5~~$84.7 million for the three months ended ~~September 30, 2020~~March 31, 2021 primarily driven by annual growth in property tax expense ~~higher R&M~~ and ~~turnover costs, net and higher property management expenses, net.~~other inflationary increases.

General and Administrative Expense

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. General and administrative expense for the three months ended ~~September 30,~~March 31, 2022 and 2021 was $17.3 million and ~~2020 was $12.6~~$15.2 million, ~~in each period,~~respectively, which included ~~$1.6~~$4.0 million and ~~$1.7~~$4.3 million, respectively, of noncash share-based compensation expense related to corporate administrative employees. The increase in general and administrative expense was primarily related to higher personnel costs as a result of inflationary increases and to support growth in our business as well as timing of professional fees.

Interest Expense

Interest expense ~~increased 6.3%~~decreased 1.6% to ~~$31.1~~$27.6 million for the three months ended ~~September 30, 2021~~March 31, 2022 from ~~$29.3~~$28.0 million for the three months ended ~~September 30, 2020.~~March 31, 2021. This ~~increase~~decrease was primarily due to additional interest from the issuance of the 2031 and 2051 unsecured senior notes during July 2021 and higher borrowings on the revolving credit facility during the three months ended September 30, 2021, partially offset by additional capitalized interest during the three months ended ~~September 30, 2021~~March 31, 2022 related to an increase in our development activities under our AMH Development ~~Program.~~Program and an increase in acquired properties that underwent initial renovation, partially offset by additional interest from the issuance of the 2031 unsecured senior notes and the 2051 unsecured senior notes during July 2021 and higher borrowings costs on the revolving credit facility during the three months ended March 31, 2022.

Acquisition and Other Transaction Costs

Acquisition and other transaction costs consists primarily of costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization. Acquisition and other transaction costs ~~were $3.3 million and $1.6 million~~ for the three months ended ~~September 30,~~March 31, 2022 and 2021 were $6.0 million and ~~2020,~~$4.8 million, respectively, which included ~~$0.8~~$2.4 million and $2.8 million, respectively, of noncash share-based compensation expense related to employees in these ~~functions during the three months ended September 30, 2021.~~functions. The increase in acquisition and other transaction costs was primarily related to higher acquisition costs associated with the growth of our portfolio, ~~as well as higher~~partially offset by lower noncash share-based compensation expense.

Depreciation and Amortization

Depreciation and amortization expense consists primarily of depreciation of buildings and improvements. Depreciation of our assets is calculated over their useful lives on a straight-line basis over three to 30 years. Our intangible assets are amortized on a straight-line basis over the asset’s estimated economic useful life. Depreciation and amortization expense increased ~~8.6%~~11.0% to ~~$94.5~~$100.0 million for the three months ended ~~September 30, 2021~~March 31, 2022 from ~~$87.0~~$90.1 million for the three months ended ~~September 30, 2020~~March 31, 2021 primarily due to growth in our average number of depreciable properties.

Gain on Sale and Impairment of Single-Family Properties and Other, net

Gain on sale and impairment of single-family properties and other, net was ~~$9.6~~$22.0 million and ~~$12.2~~$16.1 million for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively, which included ~~zero~~$1.1 million and ~~$0.2~~$0.1 million of impairment charges, respectively, related to homes classified as held for sale during each period. The ~~decrease~~increase was primarily related to ~~lower~~higher net gains from property sales.

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Other Income and Expense, net

~~Included in other~~Other income and expense, net was ~~$0.1~~$2.3 million ~~of net other income~~ and ~~$1.4~~$0.8 million ~~of net other expenses~~ for the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively, which primarily related to interest income, fees from unconsolidated joint ventures and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses. ~~Also included in other income and expense, net for the three months ended September 30, 2020 was a net expense of $2.9 million related to a legal matter involving a former employee.~~

~~Comparison of the Nine Months Ended September 30, 2021 to the Nine Months Ended September 30, 2020~~

The following table presents a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties, and total properties for the nine months ended September 30, 2021 and 2020 (in thousands):

For the Nine Months Ended September 30, 2021

Same-Home
Properties (1)
% of Core
Revenue Non-Same-
Home and Other
Properties % of Core
Revenue Total
Properties % of Core
Revenue
Rents from single-family properties $ 721,855 $ 110,025 $ 831,880
Fees from single-family properties 13,937 2,719 16,656
Bad debt (15,832) (3,446) (19,278)
Core revenues 719,960 109,298 829,258
Property tax expense 124,863 17.3 % 18,349 16.7 % 143,212 17.2 %
HOA fees, net (2)
13,633 1.9 % 2,190 2.0 % 15,823 1.9 %
R&M and turnover costs, net (2)
58,162 8.1 % 9,752 8.9 % 67,914 8.2 %
Insurance 7,350 1.0 % 1,367 1.3 % 8,717 1.1 %
Property management expenses, net (3)
55,268 7.7 % 10,899 10.0 % 66,167 8.0 %
Core property operating expenses 259,276 36.0 % 42,557 38.9 % 301,833 36.4 %
Core NOI $ 460,684 64.0 % $ 66,741 61.1 % $ 527,425 63.6 %

For the Nine Months Ended September 30, 2020

Same-Home
Properties (1)
% of Core
Revenue Non-Same-
Home and Other
Properties % of Core
Revenue Total
Properties % of Core
Revenue
Rents from single-family properties $ 678,986 $ 75,864 $ 754,850
Fees from single-family properties 10,099 1,564 11,663
Bad debt (13,709) (2,218) (15,927)
Core revenues 675,376 75,210 750,586
Property tax expense 120,231 17.8 % 15,227 20.3 % 135,458 18.1 %
HOA fees, net (2)
12,726 1.9 % 1,833 2.4 % 14,559 1.9 %
R&M and turnover costs, net (2)
55,667 8.2 % 8,484 11.3 % 64,151 8.5 %
Insurance 6,279 0.9 % 921 1.2 % 7,200 1.0 %
Property management expenses, net (3)
54,648 8.1 % 8,899 11.8 % 63,547 8.5 %
Core property operating expenses 249,551 36.9 % 35,364 47.0 % 284,915 38.0 %
Core NOI $ 425,825 63.1 % $ 39,846 53.0 % $ 465,671 62.0 %

~~(1)Includes 46,832 properties that have been stabilized longer than 90 days prior to January 1, 2020.~~

~~(2)Presented net of tenant charge-backs.~~

~~(3)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees.~~

The following are reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the nine months ended September 30, 2021 and 2020 (amounts in thousands):
For the Nine Months Ended
September 30,
2021 2020
Core revenues and Same-Home core revenues
Rents and other single-family property revenues $ 965,790 $ 875,963
Tenant charge-backs (136,532) (125,377)
Core revenues 829,258 750,586
Less: Non-Same-Home core revenues 109,298 75,210
Same-Home core revenues $ 719,960 $ 675,376

Core property operating expenses and Same-Home core property operating expenses
Property operating expenses $ 369,966 $ 344,107
Property management expenses 70,677 67,512
Noncash share-based compensation - property management (2,278) (1,327)
Expenses reimbursed by tenant charge-backs (136,532) (125,377)
Core property operating expenses 301,833 284,915
Less: Non-Same-Home core property operating expenses 42,557 35,364
Same-Home core property operating expenses $ 259,276 $ 249,551

Core NOI and Same-Home Core NOI
Net income $ 149,236 $ 109,487
Gain on sale and impairment of single-family properties and other, net (36,401) (28,522)
Depreciation and amortization 275,682 254,653
Acquisition and other transaction costs 11,093 5,719
Noncash share-based compensation - property management 2,278 1,327
Interest expense 86,630 88,540
General and administrative expense 40,645 35,329
Other income and expense, net (1,738) (862)
Core NOI 527,425 465,671
Less: Non-Same-Home Core NOI 66,741 39,846
Same-Home Core NOI $ 460,684 $ 425,825

~~Rents and Other Single-Family Property Revenues~~

Rents and other single-family property revenues increased 10.3% to $965.8 million for the nine months ended September 30, 2021 from $876.0 million for the nine months ended September 30, 2020. Revenue growth was primarily driven by an increase in our average occupied portfolio which grew to 52,269 homes for the nine months ended September 30, 2021, compared to 49,764 homes for the nine months ended September 30, 2020, as well as higher rental rates and fees from single-family properties, partially offset by an increase in uncollectible rents related to the COVID-19 pandemic.

~~Property Operating Expenses~~

Property operating expenses increased 7.5% to $370.0 million for the nine months ended September 30, 2021 from $344.1 million for the nine months ended September 30, 2020. This increase was primarily attributable to higher property tax expense, HOA fees, R&M and turnover costs and insurance costs as a result of growth in our portfolio.

~~Property Management Expenses~~

Property management expenses for the nine months ended September 30, 2021 and 2020 were $70.7 million and $67.5 million, respectively, which included $2.3 million and $1.3 million, respectively, of noncash share-based compensation expense related to centralized and field property management employees. The increase in property management expenses was primarily attributable to higher personnel costs and higher noncash share-based compensation expense.

~~Core Revenues from Same-Home Properties~~

Core revenues from Same-Home properties increased 6.6% to $720.0 million for the nine months ended September 30, 2021 from $675.4 million for the nine months ended September 30, 2020 primarily driven by a 4.5% increase in Average Monthly Realized Rent per property, which increased to $1,756 per month for the nine months ended September 30, 2021 compared to $1,680 per month for the nine months ended September 30, 2020, a 1.6% increase in Average Occupied Days Percentage and higher fees from single-family properties, partially offset by an increase in uncollectible rents related to the COVID-19 pandemic.

~~Core Property Operating Expenses from Same-Home Properties~~

Core property operating expenses consist of direct property operating expenses, net of tenant charge-backs, and property management costs, net of tenant charge-backs, and excludes noncash share-based compensation expense. Core property operating expenses from Same-Home properties increased 3.9% to $259.3 million for the nine months ended September 30, 2021 from $249.6 million for the nine months ended September 30, 2020 primarily driven by annual growth in property tax expense, higher HOA fees, net and higher R&M and turnover costs, net.

~~General and Administrative Expense~~

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. General and administrative expense for the nine months ended September 30, 2021 and 2020 was $40.6 million and $35.3 million, respectively, which included $7.7 million and $4.7 million, respectively, of noncash share-based compensation expense related to corporate administrative employees. The increase in general and administrative expense was primarily related to higher noncash share-based compensation expense driven by retirement provisions that resulted in accelerated expense recognition for retirement eligible employees during the nine months ended September 30, 2021, as well as higher personnel costs and professional fees.

~~Interest Expense~~

Interest expense decreased 2.2% to $86.6 million for the nine months ended September 30, 2021 from $88.5 million for the nine months ended September 30, 2020. This decrease was primarily due to additional capitalized interest during the nine months ended September 30, 2021 related to an increase in our development activities under our AMH Development Program, partially offset by additional interest from the issuance of the 2031 and 2051 unsecured senior notes during July 2021.

~~Acquisition and Other Transaction Costs~~

Acquisition and other transaction costs consists primarily of costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization. Acquisition and other transaction costs were $11.1 million and $5.7 million for the nine months ended September 30, 2021 and 2020, respectively, which included $4.3 million of noncash share-based compensation expense related to employees in these functions during the nine months ended September 30, 2021. The increase in acquisition and other transaction costs was primarily related to higher noncash share-based compensation expense driven by retirement provisions that resulted in accelerated expense recognition for retirement eligible employees during the nine months ended September 30, 2021 as well as higher acquisition costs associated with the growth of our portfolio.

~~Depreciation and Amortization~~

Depreciation and amortization expense consists primarily of depreciation of buildings and improvements. Depreciation of our assets is calculated over their useful lives on a straight-line basis over three to 30 years. Our intangible assets are amortized on a straight-line basis over the asset’s estimated economic useful life. Depreciation and amortization expense increased 8.3% to $275.7 million for the nine months ended September 30, 2021 from $254.7 million for the nine months ended September 30, 2020 primarily due to growth in our average number of depreciable properties.

~~Gain on Sale and Impairment of Single-Family Properties and Other, net~~

Gain on sale and impairment of single-family properties and other, net was $36.4 million and $28.5 million for the nine months ended September 30, 2021 and 2020, respectively, which included $0.2 million and $5.3 million of impairment charges, respectively, related to homes classified as held for sale during each period. The increase was primarily related to lower impairment

charges. During the nine months ended September 30, 2020, a $3.5 million noncash write-down associated with the liquidation of legacy joint ventures, which were acquired as part of the American Residential Properties, Inc. merger in February 2016, was included in gain on sale and impairment of single-family properties and other, net.

~~Other Income and Expense, net~~

Other income and expense, net was $1.7 million and $0.9 million for the nine months ended September 30, 2021 and 2020, respectively, which primarily related to interest income, fees from unconsolidated joint ventures, and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses. Also included in other income and expense, net for the nine months ended September 30, 2020 was a net expense of $2.9 million related to a legal matter involving a former employee.

Critical Accounting ~~Policies and~~ Estimates

Our critical accounting ~~policies~~estimates are included in Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of ~~our 2020~~the 2021 Annual Report. There have been no material changes to these ~~policies~~estimates during the ~~nine~~three months ended ~~September 30, 2021.~~March 31, 2022.

~~Income Taxes~~

AH4R has elected to be taxed as a REIT for U.S. federal income tax purposes under Sections 856 to 860 of the Internal Revenue Code of 1986, as amended (the “Code”), commencing with our taxable year ended December 31, 2012. We believe that we have operated, and continue to operate, in such a manner as to satisfy the requirements for qualification as a REIT. Provided that we qualify as a REIT and our distributions to our shareholders equal or exceed our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains), we generally will not be subject to U.S. federal income tax.

Qualification and taxation as a REIT depend upon our ability to meet the various qualification tests imposed under the Code, including tests related to the percentage of income that we earn from specified sources and the percentage of our earnings that we distribute to our shareholders. Accordingly, no assurance can be given that we will continue to be organized or be able to operate in a manner so as to remain qualified as a REIT. If we fail to qualify as a REIT in any taxable year and do not qualify for certain statutory relief provisions, we would be subject to U.S. federal income tax and state income tax on our taxable income at regular corporate tax rates, and we would likely be precluded from qualifying for treatment as a REIT until the fifth calendar year following the year in which we fail to qualify.

Even if we qualify as a REIT, we may be subject to certain state or local income and capital taxes and U.S. federal income and excise taxes on our undistributed REIT taxable income, if any. Certain of our subsidiaries are subject to taxation by U.S. federal, state and local authorities for the periods presented. We made joint elections to treat certain subsidiaries as taxable REIT subsidiaries which are subject to U.S. federal, state and local taxes on their income at regular corporate rates. The tax years from 2016 to present generally remain open to examination by the taxing jurisdictions to which the Company is subject.

We believe that our Operating Partnership is properly treated as a partnership for U.S. federal income tax purposes. As a partnership, the Operating Partnership is not subject to U.S. federal income tax on its income. Instead, each of the Operating Partnership’s partners, including AH4R, is allocated, and may be required to pay tax with respect to, its share of the Operating Partnership’s income. As such, no provision for U.S. federal income taxes has been included for the Operating Partnership.

~~Accounting Standards Codification 740-10,~~ ~~Income Taxes,~~ requires recognition of deferred tax assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. We recognize tax benefits of uncertain tax positions only if it is more likely than not that the tax position will be sustained, based solely on its technical merits, with the taxing authority having full knowledge of all relevant information. The measurement of a tax benefit for an uncertain tax position that meets the more likely than not threshold is based on a cumulative probability model under which the largest amount of tax benefit recognized is the amount with a greater than 50% likelihood of being realized upon ultimate settlement with the taxing authority having full knowledge of all the relevant information. As of September 30, 2021, there were no deferred tax assets and liabilities or unrecognized tax benefits recorded by the Company. We do not anticipate a significant change in unrecognized tax benefits within the next 12 months.

the extent that we annually distribute less than 100% of our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains). The Operating Partnership funds the payment of distributions. As of December 31, 2020, AH4R had a net operating loss (“NOL”) for U.S. federal income tax purposes of $66.9 million. We intend to use our NOL (to the extent available) to reduce our REIT taxable income to the extent that REIT taxable income is not reduced by our deduction for dividends paid.

Recent Accounting Pronouncements

See Note 2. Significant Accounting Policies to our condensed consolidated financial statements in this report for a discussion of the adoption and potential impact of recently issued accounting standards, if any.

Liquidity and Capital Resources

Our liquidity and capital resources as of September 30, 2021 included cash and cash equivalents of $64.0 million. Additionally, as of September 30, 2021, we had no outstanding borrowings under our revolving credit facility, which provides for maximum borrowings of up to $1.25 billion, of which $1.2 million was committed to outstanding letters of credit. We have no debt maturities, other than recurring principal amortization, until 2024.

Liquidity is a measure of our ability to meet potential cash requirements, maintain our assets, fund our operations, make distributions to our shareholders and OP unitholders, including AH4R, and meet other general requirements of our business. Our liquidity, to a certain extent, is subject to general economic, financial, competitive and other factors beyond our control. Our liquidity requirements consist primarily of funds necessary to pay for the acquisition, development, renovation and maintenance of our properties, HOA fees (as applicable), real estate taxes, non-recurring capital expenditures, interest and principal payments on our indebtedness, general and administrative expenses, payment of quarterly dividends on our preferred shares and units, and payment of distributions to our common shareholders and unitholders.

Sources of Capital

We ~~seek~~expect to satisfy our ~~liquidity needs~~cash requirements through cash provided by operations, long-term secured and unsecured borrowings, issuances of debt and equity securities (including OP units), asset-backed securitizations, property dispositions and joint venture transactions. We have financed our operations, acquisitions and development expenditures to date through the issuance of equity securities, borrowings under our credit facilities, asset-backed securitizations and unsecured senior notes, and proceeds from the sale of single-family properties. Going forward, we expect to meet our operating liquidity requirements generally through cash on hand and cash provided by operations. We believe our rental income, net of operating expenses and recurring capital expenditures, will generally provide cash flow sufficient to fund our operations and dividend distributions. However, our real estate assets are illiquid in nature. A timely liquidation of assets might not be a viable source of short-term liquidity should a cash flow shortfall arise, and we may need to source liquidity from other financing alternatives including drawing on our revolving credit facility.

~~As discussed above under “COVID-19 Business Update,” the COVID-19 pandemic could adversely impact our future operating cash flows.~~Since we do not know the ultimate severity and length of the COVID-19 pandemic, and thus cannot predict the impact it will have on our tenants and on the debt and equity capital markets, we cannot estimate the ultimate impact it will have on ourOur liquidity and capital ~~resources.~~resources as of March 31, 2022 included cash and cash equivalents of $56.6 million. Additionally, as of March 31, 2022, we had $410.0 million of outstanding borrowings under our revolving credit facility, which provides for maximum borrowings of up to $1.25 billion, of which $2.2 million was committed to outstanding letters of credit. As described in Note 16. Subsequent Events to our condensed consolidated financial statements in this report, in April 2022, the Company issued $600.0 million of 3.625% unsecured senior notes due 2032 and $300.0 million of 4.300% unsecured senior notes due 2052 raising net proceeds of $870.3 million and as described below, we also have estimated net proceeds of $488.6 million available from future settlement of the January 2022 Forward Sale Agreements. We maintain an investment grade credit rating which provides for greater availability of and lower cost of debt financing.

Uses of Capital

Our expected material cash requirements over the next twelve months consist of (i) contractually obligated expenditures, including payments of principal and interest, (ii) other essential expenditures, including property operating expenses, HOA fees (as applicable), real estate taxes, maintenance capital expenditures, general and administrative expenses and dividends on our equity securities including those paid in accordance with REIT distribution requirements, and (iii) opportunistic expenditures, including to pay for the acquisition, development and renovation of our properties and repurchases of our securities.

With respect to our contractually obligated expenditures, our cash requirements within the next twelve months include accounts payable and accrued expenses, interest payments on debt obligations, principal amortization on our asset-backed securitizations, operating lease obligations and purchase commitments to acquire single-family properties and land for our AMH Development Program. Except as described in Note 8. Debt, Note 9. Accounts Payable and Accrued Expenses, Note 15. Commitments and Contingencies and Note 16. Subsequent Events to our condensed consolidated financial statements in this report, there have been no other material changes outside the ordinary course of business to our other known contractual obligations described in “Liquidity and

Capital Resources” in Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the 2021 Annual Report.

Cash Flows

The following table summarizes the Company’s and the Operating Partnership’s cash flows for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands):


		For the Nine Months Ended September 30,							For the Three Months Ended March 31,
		2021		2020		Change			2022		2021		Change
Net cash provided by operating activities	Net cash provided by operating activities	$	498,193	$	427,411	$	70,782	Net cash provided by operating activities	$	158,742	$	151,997	$	6,745
Net cash used for investing activities	Net cash used for investing activities	(1,191,461)		(437,092)		(754,369)		Net cash used for investing activities	(512,764)		(208,230)		(304,534)
Net cash provided by financing activities	Net cash provided by financing activities	630,185		287,589		342,596		Net cash provided by financing activities	369,235		3,260		365,975
Net (decrease) increase in cash, cash equivalents and restricted cash		$	(63,083)	$	277,908	$	(340,991)
Net increase (decrease) in cash, cash equivalents and restricted cash								Net increase (decrease) in cash, cash equivalents and restricted cash	$	15,213	$	(52,973)	$	68,186

Operating Activities

Our cash flows provided by operating activities, which is our principal source of cash flows, depend on numerous factors, including the occupancy level of our properties, the rental rates achieved on our leases, the collection of rent from our tenants and the level of property operating expenses, property management expenses and general and administrative expenses. Net cash provided by

operating activities increased ~~$70.8~~$6.7 million, or ~~16.6%~~4.4%, from ~~$427.4~~$152.0 million for the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 to ~~$498.2~~$158.7 million for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 primarily as a result of increased cash flows generated from a larger number of occupied properties, ~~and increases in~~higher rental rates ~~on lease renewals~~ and ~~re-leasing of our single-family properties,~~lower uncollectible rents, partially offset by higher cash outflows for property ~~taxes~~related expenses as a result of inflationary increases and ~~a decrease~~growth in ~~collections on rent associated with the COVID-19 pandemic.~~our portfolio.

Investing Activities

Net cash used for investing activities increased ~~$754.4~~$304.5 million, or ~~172.6%~~146%, from ~~$437.1~~$208.2 million for the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 to ~~$1.2 billion~~$512.8 million for the ~~nine~~three months ended ~~September 30, 2021.~~March 31, 2022. Our investing activities are most significantly impacted by the strategic expansion of our portfolio through traditional acquisition channels, the development of “built-for-rental” homes through our AMH Development Program and the acquisition of newly built properties through our National Builder Program. Cash outflows for the addition of single-family properties to our portfolio through these channels increased ~~$597.0~~$298.0 million during the ~~nine~~three months ended ~~September 30, 2021.~~March 31, 2022. We use cash generated from operating and financing activities and by recycling capital through the sale of single-family properties to invest in this strategic expansion. ~~Net~~Renovations to single-family properties increased $12.7 million as a result of an increased volume in purchases of homes through our traditional acquisition channel during the three months ended March 31, 2022. These increases in net cash used for investing activities were partially offset by an increase of $5.1 million in net proceeds received from sales of single-family properties and other decreased $83.6 million during the nine months ended September 30, 2021 driven by a decrease in homes sold. Net cash used for investing activities also includes recurring and other capital expenditures for single-family properties and renovations to single-family properties, which increased $28.5 million during the nine months ended September 30, 2021 as a result of ~~investments in properties to increase future revenues or reduce maintenance expenditures.~~higher average per home realized sales prices during the three months ended March 31, 2022. The development of “built-for-rental” homes and our property-enhancing capital expenditures may reduce recurring and other capital expenditures on an average per home basis in the future. Net cash used for investing activities also increased as a result of a $39.3 million reduction in distributions, net of investments, from our unconsolidated joint ventures and a $4.2 million increase in purchases of other productive assets during the nine months ended September 30, 2021.

Financing Activities

Net cash provided by financing activities increased ~~$342.6~~$366.0 million from ~~$287.6~~$3.3 million for the ~~nine~~three months ended ~~September 30, 2020~~March 31, 2021 to ~~$630.2~~$369.2 million for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 primarily ~~driven by a $179.3~~due to $375.6 million ~~increase in~~of net proceeds from the issuance of Class A common shares, ~~and $737.2~~an $8.0 million ~~of net proceeds from the issuance of unsecured senior notes during the nine months ended September 30, 2021. These increases~~reduction in ~~cash inflows were partially offset by $498.8 million~~distributions to preferred shareholders as a result of ~~cash outflows for~~ the redemption of our Series D and E perpetual preferred shares ~~$49.7~~in June 2021 and $19.8 million of ~~increased distributions~~proceeds from liabilities related to ~~share~~consolidated land not owned during the three months ended March 31, 2022 (see Note 6. Escrow Deposits, Prepaid Expenses and ~~unit holders, $18.0~~Other Assets to our condensed consolidated financial statements in this report for further discussion). These increases were partially offset by a $20.0 million reduction in borrowing activity, net of ~~deferred financing costs paid for the amendment of~~paydowns, under our revolving credit facility and ~~the issuance of unsecured senior notes~~a $16.6 million increase in distributions paid to common share and ~~$4.0 million for the settlement of a cash flow hedging instrument during the nine months ended September 30, 2021.~~unit holders resulting from an 80% increase in distributions paid per common share and unit.

~~Unsecured Senior Notes~~

~~Revolving Credit Facility~~

During the second quarter of 2021, the Company closed a $1.25 billion revolving credit facility, amending its existing $800 million revolving credit facility. The amended revolving credit facility provides for expanded borrowing capacity, reflects a more favorable pricing grid based on current market conditions, and includes a sustainability component based upon third-party performance measures through which overall pricing can further improve if the Company meets certain targets. The interest rate on the amended revolving credit facility is at either LIBOR plus a margin ranging from 0.725% to 1.45% or a base rate (determined according to the greater of a prime rate, federal funds rate plus 0.5% or daily LIBOR rate plus 1.0%) plus a margin ranging from 0.00% to 0.45%. In each case the actual margin is determined based on the Company’s credit ratings in effect from time to time. The amended revolving credit facility matures on April 15, 2025, with two six-month extension options at the Company’s election if certain conditions are met.

Class A Common Share ~~/ Unit~~ Offering

right to elect settlement prior to that time subject to certain conditions. Although the Company expects to physically settle, the January 2022 Forward Sale Agreements allow the Company to cash or net-share settle all or a portion of its obligations. If the Company elects to cash or net share settle the January 2022 Forward Sale Agreements, the Company may not receive any proceeds, and may owe cash or Class A common shares to the forward purchasers in certain circumstances. The January 2022 Forward Sale Agreements are subject to early termination or settlement under certain circumstances.

~~Redemptions of Perpetual Preferred Shares~~

During the second quarter of 2021, the Company redeemed all 10,750,000 shares of the outstanding 6.500% Series D perpetual preferred shares, $0.01 par value per share, for cash at a liquidation preference of $25.00 per share plus any accrued and unpaid dividends in accordance with the terms of such shares. The Operating Partnership also redeemed its corresponding Series D perpetual preferred units. As a result of the redemption, the Company recorded an $8.5 million allocation of income to the Series D perpetual preferred shareholders within the condensed consolidated statements of operations in the second quarter of 2021, which represents the initial liquidation value of the Series D perpetual preferred shares in excess of its carrying value as of the redemption date.

At-the-Market Common Share Offering Program

~~During the second quarter of 2020, the~~The Company ~~extended its~~maintains an at-the-market common share offering program under which it can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $500.0 million (the “At-the-Market Program”). The At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers. The Company intends to use any net proceeds from the At-the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility, (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with ~~the Company’s~~its business strategy and (iv) for working capital and general corporate purposes, including repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company’s portfolio. The At-the-Market Program may be suspended or terminated by the Company at any time. During the three ~~and nine~~ months ended ~~September 30, 2020, 86,130~~March 31, 2022 and 2021, no shares were issued under the At-the-Market ~~Program, raising $2.4 million in gross proceeds before commissions and other expenses of approximately $0.4 million.~~Program. As of ~~September 30, 2021, 86,130~~March 31, 2022, 1,835,416 shares have been issued under the At-the-Market Program and ~~$497.6~~$425.2 million remained available for future share issuances.

Share Repurchase Program

Distributions

As a REIT, we generally are required to distribute annually to our shareholders at least 90% of our REIT taxable income (determined without regard to the deduction for dividends paid and any net capital gains) and to pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains). The Operating Partnership funds the payment of distributions. As of December 31, ~~2020,~~2021, AH4R had ~~an NOL~~a net operating loss (“NOL”) for U.S. federal income tax purposes of ~~$66.9~~an estimated $25.4 million. We intend to use our NOL (to the extent available) to reduce our REIT taxable income to the extent that REIT taxable income is not reduced by our deduction for dividends paid.

~~Off-Balance Sheet Arrangements~~

During the third quarter of 2020, one of our unconsolidated joint ventures entered into a loan agreement to borrow up to a $201.0 million aggregate commitment. During the initial two-year term, the loan bears interest at LIBOR plus a 3.50% marginthree months ended March 31, 2022 and ~~matures on August 11, 2022. The loan agreement provides for three one-year extension options that include additional fees and interest. As of September 30,~~ 2021, the ~~joint venture’s loan had~~Company distributed an aggregate $77.7 million and $69.1 million, respectively, to common shareholders, preferred shareholders and noncontrolling interests on a $161.3 million outstanding principal balance. The Company has provided a customary non-recourse guarantee that may become a liability for us upon a voluntary bankruptcy filing by the joint venture or occurrence of other actions such as fraud or a material misrepresentation by us or the joint venture. To date, the guarantee has not been invoked and we believe that the actions that would trigger a guarantee would generally be disadvantageous to the joint venture and us, and therefore are unlikely to occur. However, there can be no assurances that actions that could trigger the guarantee will not occur.cash basis.

~~We have no other material obligations, assets or liabilities that would be considered off-balance sheet arrangements.~~

~~Contractual Obligations and Commitments~~

~~Material changes to our aggregate indebtedness, if any, are described in Note 8. Debt to our condensed consolidated financial statements in this report.~~

Except as described in Note 15. Commitments and Contingencies to our condensed consolidated financial statements in this report, as of September 30, 2021, there have been no other material changes outside of the ordinary course of business to our other known contractual obligations, which are set forth in the table included in Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2020 Annual Report.

4739

Additional Non-GAAP Measures

Funds from Operations (“FFO”) / Core FFO / Adjusted FFO attributable to common share and unit holders

FFO attributable to common share and unit holders is a non-GAAP financial measure that we calculate in accordance with the definition approved by the National Association of Real Estate Investment Trusts (“NAREIT”), which defines FFO as net income or loss calculated in accordance with GAAP, excluding gains and losses from sales or impairment of real estate, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs and depreciation of non-real estate assets), and after adjustments for unconsolidated partnerships and joint ventures to reflect FFO on the same basis.

Core FFO attributable to common share and unit holders is a non-GAAP financial measure that we use as a supplemental measure of our performance. We compute this metric by adjusting FFO attributable to common share and unit holders for (1) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (2) noncash share-based compensation expense, (3) hurricane-related charges, net, which result in material charges to the impacted single-family properties, (4) gain or loss on early extinguishment of debt and (5) the allocation of income to our perpetual preferred shares in connection with their redemption.

Adjusted FFO attributable to common share and unit holders is a non-GAAP financial measure that we use as a supplemental measure of our performance. We compute this metric by adjusting Core FFO attributable to common share and unit holders for (1) Recurring Capital Expenditures that are necessary to help preserve the value and maintain functionality of our properties and (2) capitalized leasing costs incurred during the period. As a portion of our homes are recently developed, acquired and/or renovated, we estimate Recurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual Recurring Capital Expenditures per Same-Home Property by (b) our total number of properties, excluding newly acquired non-stabilized properties and properties classified as held for sale.

We present FFO attributable to common share and unit holders because we consider this metric to be an important measure of the performance of real estate companies, as do many investors and analysts in evaluating the Company. We believe that FFO attributable to common share and unit holders provides useful information to investors because this metric excludes depreciation, which is included in computing net income and assumes the value of real estate diminishes predictably over time. We believe that real estate values fluctuate due to market conditions and in response to inflation. We also believe that Core FFO and Adjusted FFO attributable to common share and unit holders provide useful information to investors because they allow investors to compare our operating performance to prior reporting periods without the effect of certain items that, by nature, are not comparable from period to period.

FFO, Core FFO and Adjusted FFO attributable to common share and unit holders are not a substitute for net income or net cash provided by operating activities, each as determined in accordance with GAAP, as a measure of our operating performance, liquidity or ability to pay dividends. These metrics also are not necessarily indicative of cash available to fund future cash needs. Because other REITs may not compute these measures in the same manner, they may not be comparable among REITs.

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The following is a reconciliation of the Company’s net income attributable to common shareholders, determined in accordance with GAAP, to FFO attributable to common share and unit holders, Core FFO attributable to common share and unit holders and Adjusted FFO attributable to common share and unit holders for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands):
For the Three Months Ended
September 30, For the Nine Months Ended
September 30,
2021 2020 2021 2020
Net income attributable to common shareholders $ 36,869 $ 22,552 $ 87,185 $ 58,165
Adjustments:
Noncontrolling interests in the Operating Partnership 5,869 3,819 14,012 9,976
Gain on sale and impairment of single-family properties and other, net (9,572) (12,206) (36,401) (28,522)
Adjustments for unconsolidated joint ventures 723 393 1,554 1,019
Depreciation and amortization 94,494 86,996 275,682 254,653
Less: depreciation and amortization of non-real estate assets (2,894) (2,296) (8,287) (6,552)
FFO attributable to common share and unit holders $ 125,489 $ 99,258 $ 333,745 $ 288,739
Adjustments:
Acquisition, other transaction costs and other (1)
3,279 4,753 11,093 9,265
Noncash share-based compensation - general and administrative 1,557 1,723 7,722 4,741
Noncash share-based compensation - property management 680 447 2,278 1,327
Redemption of perpetual preferred shares — — 15,879 —
Core FFO attributable to common share and unit holders $ 131,005 $ 106,181 $ 370,717 $ 304,072
Recurring Capital Expenditures (16,921) (15,397) (39,789) (36,292)
Leasing costs (792) (1,157) (2,672) (3,059)
Adjusted FFO attributable to common share and unit holders $ 113,292 $ 89,627 $ 328,256 $ 264,721

~~(1)~~Included in acquisition, other transaction costs and other is a net $2.9 million nonrecurring expense related to a legal matter involving a former employee during the three and nine months ended September 30, 2020.


	For the Three Months Ended March 31,
	2022		2021

Net income attributable to common shareholders	$	55,939	$	30,214
Adjustments:
Noncontrolling interests in the Operating Partnership	8,312		4,925
Gain on sale and impairment of single-family properties and other, net	(22,044)		(16,069)
Adjustments for unconsolidated joint ventures	(371)		382
Depreciation and amortization	99,954		90,071
Less: depreciation and amortization of non-real estate assets	(2,992)		(2,788)
FFO attributable to common share and unit holders	$	138,798	$	106,735
Adjustments:
Acquisition, other transaction costs and other	5,974		4,846
Noncash share-based compensation - general and administrative	4,030		4,342
Noncash share-based compensation - property management	999		999




Core FFO attributable to common share and unit holders	$	149,801	$	116,922
Recurring Capital Expenditures	(11,178)		(9,651)
Leasing costs	(535)		(975)
Adjusted FFO attributable to common share and unit holders	$	138,088	$	106,296

EBITDA / EBITDAre / Adjusted EBITDAre / Fully Adjusted EBITDAre

EBITDA is defined as earnings before interest, taxes, depreciation and amortization. EBITDA is a non-GAAP financial measure and is used by us and others as a supplemental measure of performance. EBITDAre is a supplemental non-GAAP financial measure, which we calculate in accordance with the definition approved by NAREIT by adjusting EBITDA for gains and losses from sales or impairments of single-family properties and adjusting for unconsolidated partnerships and joint ventures on the same basis. Adjusted EBITDAre is a supplemental non-GAAP financial measure calculated by adjusting EBITDAre for (1) acquisition and other transaction costs incurred with business combinations and the acquisition or disposition of properties as well as nonrecurring items unrelated to ongoing operations, (2) noncash share-based compensation expense, (3) hurricane-related charges, net which result in material charges to the impacted single-family properties, and (4) gain or loss on early extinguishment of debt. Fully Adjusted EBITDAre is a supplemental non-GAAP financial measure calculated by adjusting Adjusted EBITDAre for (1) Recurring Capital Expenditures and (2) leasing costs. As a portion of our homes are recently developed, acquired and/or renovated, we estimate Recurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual Recurring Capital Expenditures per Same-Home Property by (b) our total number of properties, excluding newly acquired non-stabilized properties and properties classified as held for sale. We believe these metrics provide useful information to investors because they exclude the impact of various income and expense items that are not indicative of operating performance.

4941

The following is a reconciliation of net income, as determined in accordance with GAAP, to EBITDA, EBITDAre, Adjusted EBITDAre and Fully Adjusted EBITDAre for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020 (in~~(amounts in thousands):

For the Three Months Ended
September 30, For the Nine Months Ended
September 30,
2021 2020 2021 2020
Net income $ 48,501 $ 40,153 $ 149,236 $ 109,487
Interest expense 31,097 29,267 86,630 88,540
Depreciation and amortization 94,494 86,996 275,682 254,653
EBITDA $ 174,092 $ 156,416 $ 511,548 $ 452,680
Gain on sale and impairment of single-family properties and other, net (9,572) (12,206) (36,401) (28,522)
Adjustments for unconsolidated joint ventures 723 393 1,554 1,019
EBITDAre $ 165,243 $ 144,603 $ 476,701 $ 425,177
Noncash share-based compensation - general and administrative 1,557 1,723 7,722 4,741
Noncash share-based compensation - property management 680 447 2,278 1,327
Acquisition, other transaction costs and other (1)
3,279 4,753 11,093 9,265
Adjusted EBITDAre $ 170,759 $ 151,526 $ 497,794 $ 440,510
Recurring Capital Expenditures (16,921) (15,397) (39,789) (36,292)
Leasing costs (792) (1,157) (2,672) (3,059)
Fully Adjusted EBITDAre $ 153,046 $ 134,972 $ 455,333 $ 401,159


	For the Three Months Ended March 31,
	2022		2021

Net income	$	70,014	$	48,921
Interest expense	27,567		28,005
Depreciation and amortization	99,954		90,071
EBITDA	$	197,535	$	166,997

Gain on sale and impairment of single-family properties and other, net	(22,044)		(16,069)
Adjustments for unconsolidated joint ventures	(371)		382
EBITDAre	$	175,120	$	151,310

Noncash share-based compensation - general and administrative	4,030		4,342
Noncash share-based compensation - property management	999		999
Acquisition, other transaction costs and other	5,974		4,846


Adjusted EBITDAre	$	186,123	$	161,497

Recurring Capital Expenditures	(11,178)		(9,651)
Leasing costs	(535)		(975)
Fully Adjusted EBITDAre	$	174,410	$	150,871

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Interest Rate Risk

During the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, the Company borrowed an additional ~~$1.1 billion~~$420.0 million and paid down ~~$1.1 billion~~$360.0 million on its revolving credit facility, resulting in no$410.0 million of outstanding variable rate debt as of ~~September 30, 2021 and therefore no exposure to interest rate risk on its current borrowings.~~March 31, 2022. We may incur additional variable rate debt in the future, including additional amounts that we may borrow under our revolving credit facility.

As of March 31, 2022, assuming no change in the outstanding balance of our existing variable rate debt, which bears interest at the London Inter-Bank Offered Rate (“LIBOR”) plus 1.10% and is subject to a zero percent LIBOR floor, a hypothetical 100 basis point increase or decrease in LIBOR would increase or decrease our projected annual interest expense by approximately $4.1 million or $1.9 million, respectively. This analysis does not consider the effects of the reduced level of overall economic activity that could exist in such an environment. Further, in the event of a change of such magnitude, we would consider taking actions to further mitigate our exposure to the change. However, because of the uncertainty of the specific actions that would be taken and their possible effects, the sensitivity analysis assumes no changes in our capital structure.

Treasury lock agreements are used from time to time to manage the potential change in interest rates in anticipation of the possible issuance of fixed rate debt. We do not hold or issue these derivative contracts for trading or speculative purposes.

There have been no other material changes to our market risk from those disclosed in section Part II, “Item 7A. Quantitative and Qualitative Disclosures About Market Risk” of ~~our 2020~~the 2021 Annual Report.

5042

Item 4. Controls and Procedures

American Homes 4 Rent

Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in reports we file and submit under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) is recorded, processed, summarized and reported within the time periods specified in accordance with SEC guidelines and that such information is communicated to our management, including our Chief Executive Officer and Chief Financial Officer, to allow timely decisions regarding required disclosure based on the definition of “disclosure controls and procedures” in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures in reaching that level of reasonable assurance.

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we evaluated the effectiveness of our disclosure controls and procedures, as required by Exchange Act Rule 13a-15(b), as of the end of the period covered by this report. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective, at a reasonable assurance level.

Internal Control over Financial Reporting

There were no changes in the Company’s internal control over financial reporting during the quarter ended ~~September 30, 2021,~~March 31, 2022, that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

American Homes 4 Rent, L.P.

Disclosure Controls and Procedures

The Operating Partnership maintains disclosure controls and procedures that are designed to ensure that information required to be disclosed in reports we file and submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in accordance with SEC guidelines and that such information is communicated to the Operating Partnership’s management, including the Chief Executive Officer and Chief Financial Officer of its general partner, to allow timely decisions regarding required disclosure based on the definition of “disclosure controls and procedures” in Rules 13a-15(e) and 15d-15(e) of the Exchange Act. In designing and evaluating the disclosure controls and procedures, the Operating Partnership’s management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives and management necessarily is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures in reaching that level of reasonable assurance.

Under the supervision and with the participation of the Operating Partnership’s management, including the Chief Executive Officer and Chief Financial Officer of its general partner, the Operating Partnership evaluated the effectiveness of its disclosure controls and procedures, as required by Exchange Act Rule 13a-15(b), as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer of the Operating Partnership’s general partner concluded that the Operating Partnership’s disclosure controls and procedures were effective, at a reasonable assurance level.

Internal Control over Financial Reporting

There were no changes in the Operating Partnership’s internal control over financial reporting during the quarter ended ~~September 30, 2021,~~March 31, 2022, that have materially affected, or are reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.

5143

PART II—OTHER INFORMATION

Item 1. Legal Proceedings

For a description of the Company’s legal proceedings, see Note 15. Commitments and Contingencies to our condensed consolidated financial statements in this report.

Item 1A. Risk Factors

In addition to the other information in this Quarterly Report on Form 10-Q, you should carefully consider the risks described in ~~our 2020~~the 2021 Annual Report in Part I, “Item 1A. Risk Factors” and in our other filings with the SEC. These factors may materially affect our business, financial condition and operating results and could cause our actual results to differ materially from expectations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

The exhibits listed below are filed herewith or incorporated herein by reference.


Exhibit Number						Exhibit Document



















3.1						Articles of Amendment and Restatement of Declaration of Trust of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)

3.2						First Articles of Amendment to Articles of Amendment and Restatement of Declaration of Trust of American Homes 4 Rent (Incorporated by reference to Exhibit 3.2 to Amendment No. 2 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed July 19, 2013.)





~~3.3~~						Articles Supplementary for American Homes 4 Rent 5.875% Series F Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on April 21, 2017.)

~~3.4~~3.3						Articles Supplementary for American Homes 4 Rent 5.875% Series G Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on July 12, 2017.)

~~3.5~~3.4						Articles Supplementary for American Homes 4 Rent 6.25% Series H Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on September 13, 2018.)

~~3.6~~3.5						Amended and Restated Bylaws of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed March 10, 2020.)

4.1						Indenture, dated as of February 7, 2018, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed February 7, 2018.)

4.2						First Supplemental Indenture, dated as of February 7, 2018, between American Homes 4 Rent, L.P., American Residential Properties OP, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed February 7, 2018.)

4.3						Form of Global Note representing the 2028 Notes (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed February 7, 2018.)


Exhibit Number						~~Exhibit Document~~

4.4						Second Supplemental Indenture, dated as of January 23, 2019, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed January 23, 2019.)


Exhibit Number		Exhibit Document


4.5		Form of Global Note representing the 2029 Notes (Incorporated by reference to and included in Exhibit 4.3 to the Company’s Current Report on Form 8-K filed January 23, 2019.)

4.6		Third Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed July 8, 2021.)

4.7		Form of Global Note representing the 2031 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed July 8, 2021.)

4.8		Fourth Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K filed July 8, 2021.)

4.9		Form of Global Note representing the 2051 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed July 8, 2021.)

4.10		Fifth Supplemental Indenture, dated as of April 7, 2022, among American Homes 4 Rent, L.P. and U.S. Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed April 7, 2022).

4.11		Form of Global Note representing the 2032 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed April 7, 2022).

4.12		Sixth Supplemental Indenture, dated as of April 7, 2022, among American Homes 4 Rent, L.P. and U.S. Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed April 7, 2022).

4.13		Form of Global Note representing the 2052 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed April 7, 2022).

10.1	†	Form of Severance and Change of Control Letter Agreement (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on February 15, 2022.)











31.1		Certification of Chief Executive Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.

31.2		Certification of Chief Financial Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.

31.3		Certification of Chief Executive Officer of American Homes 4 Rent, L.P. pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.

31.4		Certification of Chief Financial Officer of American Homes 4 Rent, L.P. pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.

32.1		Certification of Chief Executive Officer and Chief Financial Officer of American Homes 4 Rent pursuant to 18 U.S.C. 1350. Filed herewith.

32.2		Certification of Chief Executive Officer and Chief Financial Officer of American Homes 4 Rent, L.P. pursuant to 18 U.S.C. 1350. Filed herewith.

101.INS		Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

101.SCH		Inline XBRL Taxonomy Extension Schema Document

101.CAL		Inline XBRL Taxonomy Extension Calculation Linkbase Document

101.DEF		Inline XBRL Taxonomy Extension Definition Linkbase Document

101.LAB		Inline XBRL Taxonomy Label Linkbase Document

101.PRE		Inline XBRL Taxonomy Extension Presentation Linkbase Document

104		Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

† Indicates management contract or compensatory plan

5345

SIGNATURES

Pursuant to the requirement 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.


AMERICAN HOMES 4 RENT

/s/ Christopher C. Lau

Christopher C. Lau
Chief Financial Officer
(Principal Financial Officer and duly authorized signatory of registrant)
Date: ~~November 5, 2021~~May 6, 2022


AMERICAN HOMES 4 RENT, L.P.

By: American Homes 4 Rent, its General Partner

/s/ Christopher C. Lau

Christopher C. Lau
Chief Financial Officer
(Principal Financial Officer and duly authorized signatory of registrant)
Date: ~~November 5, 2021~~May 6, 2022

5446


	September 30,				December 31,
	2021		2020		2020		2019
Cash and cash equivalents	$	63,997	$	315,808	$	137,060	$	37,575
Restricted cash	137,997		126,219		128,017		126,544
Total cash, cash equivalents and restricted cash	$	201,994	$	442,027	$	265,077	$	164,119


	September 30, 2021
Remaining 2021	$	254,285
2022	423,791
2023	27,305
2024	61


Total	$	705,442


Joint Venture Description	% Ownership at September 30, 2021		Completed Homes at September 30, 2021	Balances at September 30, 2021		Balances at December 31, 2020
Alaska JV	20	%	335	$	21,970	$	26,020
Institutional Investor JV	20	%	966	28,774		34,112
J.P. Morgan JV	20	%	428	59,842		32,977
			1,729	$	110,586	$	93,109


	Debt Maturities
Remaining 2021	$	5,179
2022	20,714
2023	20,714
2024	952,795
2025	10,302
Thereafter	2,570,727
Total debt	$	3,580,431