Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 04, 2016 | |
Document Information | ||
Entity Registrant Name | American Homes 4 Rent | |
Entity Central Index Key | 1,562,401 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2016 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Class A common shares | ||
Document Information | ||
Entity Common Stock, Shares Outstanding | 237,646,752 | |
Class B common shares | ||
Document Information | ||
Entity Common Stock, Shares Outstanding | 635,075 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Single-family properties: | ||
Land | $ 1,474,902 | $ 1,229,017 |
Buildings and improvements | 6,434,859 | 5,469,533 |
Single-family properties held for sale | 123,575 | 7,432 |
Single-family properties excluding accumulated depreciation | 8,033,336 | 6,705,982 |
Less: accumulated depreciation | (472,147) | (416,044) |
Single-family properties, net | 7,561,189 | 6,289,938 |
Cash and cash equivalents | 71,438 | 57,686 |
Restricted cash | 132,082 | 111,282 |
Rent and other receivables, net | 16,998 | 13,936 |
Escrow deposits, prepaid expenses and other assets | 142,828 | 121,627 |
Deferred costs and other intangibles, net | 26,854 | 10,429 |
Asset-backed securitization certificates | 25,666 | 25,666 |
Goodwill | 120,655 | 120,655 |
Total assets | 8,097,710 | 6,751,219 |
Liabilities | ||
Credit facility | 438,000 | 0 |
Asset-backed securitizations, net | 2,799,267 | 2,473,643 |
Exchangeable senior notes, net | 105,618 | 0 |
Secured note payable | 50,522 | 50,752 |
Accounts payable and accrued expenses | 200,946 | 154,751 |
Amounts payable to affiliates | 0 | 4,093 |
Contingently convertible Series E units liability | 0 | 69,957 |
Preferred shares derivative liability | 63,090 | 62,790 |
Total liabilities | $ 3,657,443 | $ 2,815,986 |
Commitments and contingencies | ||
Shareholders’ equity: | ||
Preferred shares, $0.01 par value per share, 100,000,000 shares authorized, 17,060,000 shares issued and outstanding at March 31, 2016, and December 31, 2015 | $ 171 | $ 171 |
Additional paid-in capital | 3,997,747 | 3,554,063 |
Accumulated deficit | (313,364) | (296,865) |
Accumulated other comprehensive loss | (62) | (102) |
Total shareholders’ equity | 3,686,887 | 3,259,345 |
Noncontrolling interest | 753,380 | 675,888 |
Total equity | 4,440,267 | 3,935,233 |
Total liabilities and equity | 8,097,710 | 6,751,219 |
Class A common shares | ||
Shareholders’ equity: | ||
Common stock, value, issued | 2,389 | 2,072 |
Class B common shares | ||
Shareholders’ equity: | ||
Common stock, value, issued | $ 6 | $ 6 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Preferred shares, par value (in USD per share) | $ 0.01 | $ 0.01 |
Preferred shares, shares authorized | 100,000,000 | 100,000,000 |
Preferred shares, shares issued | 17,060,000 | 17,060,000 |
Preferred shares, shares outstanding | 17,060,000 | 17,060,000 |
Class A common shares | ||
Common shares, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common shares, shares authorized | 450,000,000 | 450,000,000 |
Common shares, shares issued | 238,919,417 | 207,235,510 |
Common shares, shares outstanding | 238,919,417 | 207,235,510 |
Class B common shares | ||
Common shares, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common shares, shares authorized | 50,000,000 | 50,000,000 |
Common shares, shares issued | 635,075 | 635,075 |
Common shares, shares outstanding | 635,075 | 635,075 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues: | ||
Rents from single-family properties | $ 167,995 | $ 120,680 |
Fees from single-family properties | 2,197 | 1,331 |
Tenant charge-backs | 21,016 | 8,372 |
Other | 3,985 | 1,365 |
Total revenues | 195,193 | 131,748 |
Expenses: | ||
Property operating expenses | 85,001 | 59,208 |
General and administrative expense | 8,057 | 6,131 |
Interest expense | 30,977 | 15,670 |
Noncash share-based compensation expense | (870) | (696) |
Acquisition fees and costs expensed | 5,653 | 5,908 |
Depreciation and amortization | 69,517 | 53,664 |
Other | 1,253 | 694 |
Total expenses | 201,328 | 141,971 |
Gain on conversion of Series E units | 11,463 | 0 |
Remeasurement of Series E units | 0 | 1,838 |
Remeasurement of preferred shares | (300) | 120 |
Net income (loss) | 5,028 | (8,265) |
Noncontrolling interest | 3,836 | 3,956 |
Dividends on preferred shares | 5,569 | 5,569 |
Net loss attributable to common shareholders | $ (4,377) | $ (17,790) |
Weighted-average shares outstanding—basic and diluted (in shares) | 219,157,870 | 211,481,727 |
Net loss per share - basic and diluted: | ||
Net loss attributable to common shareholders basic and diluted (in USD per share) | $ (0.02) | $ (0.08) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 5,028 | $ (8,265) |
Unrealized gain on interest rate cap agreement: | ||
Unrealized interest rate cap agreement gain arising during the period | 0 | 0 |
Reclassification adjustment for amortization of interest expense included in net income (loss) | 40 | 0 |
Unrealized gain on interest rate cap agreement | 40 | 0 |
Other comprehensive income (loss): | ||
Other comprehensive income | 40 | 0 |
Comprehensive income (loss) | 5,068 | (8,265) |
Comprehensive income attributable to noncontrolling interests | 3,836 | 3,956 |
Dividends on preferred shares | 5,569 | 5,569 |
Comprehensive loss attributable to common shareholders | $ (4,337) | $ (17,790) |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Equity - 3 months ended Mar. 31, 2016 - USD ($) $ in Thousands | Total | Class A common shares | Series D Convertible Units | Common Stock | Common StockClass A common shares | Common StockClass B common shares | Preferred shares | Additional paid-in capital | Additional paid-in capitalClass A common shares | Accumulated deficit | Accumulated other comprehensive loss | Shareholders’ equity | Shareholders’ equityClass A common shares | Noncontrolling interest | Noncontrolling interestClass A common shares | Noncontrolling interestSeries D Convertible Units |
Beginning balances at Dec. 31, 2015 | $ 3,935,233 | $ 2,072 | $ 6 | $ 171 | $ 3,554,063 | $ (296,865) | $ (102) | $ 3,259,345 | $ 675,888 | |||||||
Beginning balances (in shares) at Dec. 31, 2015 | 207,235,510 | 635,075 | 17,060,000 | |||||||||||||
Increase (Decrease) in Stockholders' Equity | ||||||||||||||||
Share-based compensation | 870 | 870 | 870 | |||||||||||||
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes (in shares) | 40,096 | |||||||||||||||
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes | 190 | $ 1 | 189 | 190 | ||||||||||||
Issuance of Class A common shares and units in connection with the ARPI merger (in shares) | 36,546,170 | |||||||||||||||
Issuance of Class A common shares and units in connection with the ARPI merger | $ 530,460 | $ 365 | $ 511,281 | $ 511,646 | $ 18,814 | |||||||||||
Redemptions of Class A units (in shares) | 28,424 | |||||||||||||||
Redemptions of Class A units | (291) | 370 | 370 | $ (661) | ||||||||||||
Repurchases of Class A common shares (in shares) | (4,930,783) | |||||||||||||||
Repurchases of Class A common shares | $ (76,045) | $ (49) | $ (75,996) | $ (76,045) | ||||||||||||
Assumption of exchangeable senior notes | 6,970 | 6,970 | 6,970 | |||||||||||||
Conversion of Series E units to Series D units | $ 58,494 | $ 58,494 | ||||||||||||||
Distributions to equity holders: | ||||||||||||||||
Preferred shares | (5,569) | (5,569) | (5,569) | |||||||||||||
Noncontrolling interests | (2,991) | (2,991) | ||||||||||||||
Common shares | (12,122) | (12,122) | (12,122) | |||||||||||||
Net income | 5,028 | 1,192 | 1,192 | 3,836 | ||||||||||||
Total other comprehensive income | 40 | 40 | 40 | |||||||||||||
Ending balances at Mar. 31, 2016 | $ 4,440,267 | $ 2,389 | $ 6 | $ 171 | $ 3,997,747 | $ (313,364) | $ (62) | $ 3,686,887 | $ 753,380 | |||||||
Ending balances (in shares) at Mar. 31, 2016 | 238,919,417 | 635,075 | 17,060,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operating activities | ||
Net income (loss) | $ 5,028 | $ (8,265) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 69,517 | 53,664 |
Noncash amortization of deferred financing costs | 2,838 | 1,377 |
Noncash amortization of discount on exchangeable senior notes | 290 | 0 |
Noncash amortization of discount on ARP 2014-SFR1 securitization | 286 | 0 |
Noncash share-based compensation | 870 | 696 |
Provision for bad debt | 1,069 | 1,271 |
Gain on conversion of Series E units to Series D units | (11,463) | 0 |
Remeasurement of Series E units | 0 | (1,838) |
Remeasurement of preferred shares | 300 | (120) |
Equity in net income of unconsolidated ventures | 232 | 96 |
Net (gain) loss on sale / impairment of single-family properties | 60 | 0 |
Other changes in operating assets and liabilities: | ||
Rent and other receivables | (3,277) | (2,578) |
Restricted cash for resident security deposits | (13,170) | (4,209) |
Prepaid expenses and other assets | 659 | (2,819) |
Deferred leasing costs | (1,929) | (2,410) |
Accounts payable and accrued expenses | (4,011) | (17,117) |
Resident security deposit liability | 13,170 | 4,209 |
Amounts payable to affiliates | (4,946) | 6,957 |
Net cash provided by operating activities | 55,403 | 28,914 |
Investing activities | ||
Cash paid for single-family properties | (34,181) | (292,735) |
Escrow deposits for purchase of single-family properties | (467) | (2,259) |
Decrease (increase) in restricted cash related to lender requirements | 1,891 | (5,039) |
Cash acquired in ARPI merger | 15,499 | 0 |
Payoff of credit facility assumed in ARPI merger | (350,000) | 0 |
Net proceeds received from sales of single-family properties | 7,582 | 0 |
Investment in unconsolidated joint ventures | 0 | (2) |
Investments in mortgage financing receivables | 0 | (6,633) |
Renovations to single-family properties | (12,118) | (60,047) |
Other capital expenditures for single-family properties | (4,526) | (6,457) |
Net cash used for investing activities | (376,320) | (373,172) |
Financing activities | ||
Proceeds from exercise of stock options | 337 | 0 |
Redemptions of Class A units | (291) | 0 |
Proceeds from asset-backed securitizations | 0 | 552,830 |
Payments on asset-backed securitizations | (6,381) | (3,831) |
Proceeds from credit facility | 521,000 | 346,000 |
Payments on credit facility | (83,000) | (508,000) |
Payments on secured note payable | (230) | (227) |
Distributions to noncontrolling interests | (2,991) | (6,054) |
Distributions to common shareholders | (12,122) | (10,574) |
Distributions to preferred shareholders | (5,569) | (5,569) |
Deferred financing costs paid | (40) | (13,411) |
Net cash provided by financing activities | 334,669 | 351,164 |
Net increase in cash and cash equivalents | 13,752 | 6,906 |
Cash and cash equivalents, beginning of period | 57,686 | 108,787 |
Cash and cash equivalents, end of period | 71,438 | 115,693 |
Supplemental cash flow information | ||
Cash payments for interest | (27,043) | (13,895) |
Supplemental schedule of noncash investing and financing activities | ||
Accounts payable and accrued expenses | (1,013) | 4,450 |
Accrued distribution to Series C convertible units | 0 | 4,698 |
Merger with ARPI (see Note 10) | ||
Cash acquired in ARPI merger | 15,499 | 0 |
Class A common shares | ||
Financing activities | ||
Repurchase of Class A common shares | (75,900) | |
Class A Units | ||
Financing activities | ||
Net proceeds from issuance of Class A common shares | 1 | 0 |
Repurchase of Class A common shares | (76,045) | 0 |
American Residential Properties Inc. | ||
Investing activities | ||
Cash acquired in ARPI merger | 15,499 | 0 |
Supplemental schedule of noncash investing and financing activities | ||
Accounts payable and accrued expenses | (38,485) | 0 |
Merger with ARPI (see Note 10) | ||
Single-family properties | 1,277,253 | 0 |
Cash acquired in ARPI merger | 15,499 | 0 |
Restricted cash | 9,521 | 0 |
Rent and other receivables | 843 | 0 |
Escrow deposits, prepaid expenses and other assets | 35,134 | 0 |
Deferred costs and other intangibles, net | 22,696 | 0 |
American Residential Properties Inc. | Class A common shares | ||
Merger with ARPI (see Note 10) | ||
Class A common shares and units issued | (530,460) | 0 |
American Residential Properties Inc. | Credit facility | ||
Merger with ARPI (see Note 10) | ||
Debt assumed | (350,000) | 0 |
American Residential Properties Inc. | Exchangeable senior notes | ||
Merger with ARPI (see Note 10) | ||
Debt assumed | (112,298) | 0 |
American Residential Properties Inc. | Asset-backed securitization | ||
Merger with ARPI (see Note 10) | ||
Debt assumed | $ (329,703) | $ 0 |
Organization and Operations
Organization and Operations | 3 Months Ended |
Mar. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | Organization and Operations American Homes 4 Rent (the “Company,” “we,” “our” and “us”) is a Maryland real estate investment trust (“REIT”) formed on October 19, 2012. We are focused on acquiring, renovating, leasing and operating single-family homes as rental properties. As of March 31, 2016 , the Company held 47,955 single-family properties in 22 states, including 1,581 properties held for sale. From our formation through June 10, 2013, we were externally managed and advised by American Homes 4 Rent Advisor, LLC (the “Advisor”) and the leasing, managing and advertising of our properties was overseen and directed by American Homes 4 Rent Management Holdings, LLC (the “Property Manager”), both of which were subsidiaries of American Homes 4 Rent, LLC (“AH LLC”). On June 10, 2013, we acquired the Advisor and the Property Manager from AH LLC in exchange for 4,375,000 Series D units and 4,375,000 Series E units in American Homes 4 Rent, L.P. (the “operating partnership”) (the “Management Internalization”). Under the terms of the contribution agreement, all administrative, financial, property management, marketing and leasing personnel, including executive management, became fully dedicated to us. Since the date of the Management Internalization, the Company has consolidated the Advisor and the Property Manager and the results of these operations are reflected in the condensed consolidated financial statements. Prior to the Management Internalization, AH LLC exercised control over the Company through the contractual rights provided to the Advisor through an advisory management agreement. Accordingly, the contribution of certain properties by AH LLC to the Company prior to the Management Internalization have been deemed to be transactions between entities under common control, and as such, the accounts relating to the properties contributed have been recorded by us as if they had been acquired by us on the dates such properties were acquired by AH LLC. Accordingly, the condensed consolidated financial statements include AH LLC’s historical carrying values of the properties that had been acquired by AH LLC. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Significant Accounting Policies Basis of Presentation The condensed consolidated financial statements are unaudited and include the accounts of the Company, 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”) when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity. The Company consolidates VIEs in accordance with Accounting Standards Codification (“ASC”) No. 810, Consolidation, if 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. 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 unconsolidated subsidiary and are included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets. Ownership interests in certain consolidated subsidiaries of the Company held by outside parties are included in noncontrolling interest within the condensed consolidated financial statements. 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, 2015 . In the opinion of management, all adjustments of a normal and recurring nature necessary for a fair presentation 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 and 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 January 1, 2016, in accordance with Accounting Standards Update (“ASU”) No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, deferred financing costs, net of amortization, related to our asset-backed securitizations have been classified in asset-backed securitizations, net within the condensed consolidated balance sheets. Prior to January 1, 2016, these costs were included in deferred costs and other intangibles, net within the condensed consolidated balance sheets. All prior period amounts have been reclassified to conform to the current presentation. This resulted in the reclassification of $56.6 million of deferred financing costs, net of amortization, from deferred costs and other intangibles, net to asset-backed securitizations, net as of December 31, 2015, in the condensed consolidated balance sheets. Effective January 1, 2016, due to the stabilization of our portfolio and the majority of our properties having been initially leased, vacant single-family properties and other expenses has been reclassified in the condensed consolidated statements of operations, with vacant single-family property operating expenses combined with leased single-family property operating expenses, which are both included in property operating expenses within the condensed consolidated statements of operations, and other expenses reclassified to other expenses within the condensed consolidated statements of operations. This resulted in the reclassification of the $6.0 million of vacant single-family properties and other expenses for the quarter ended March 31, 2015, with $5.3 million of vacant single-family property operating expenses reclassified to property operating expenses and $0.7 million of other expenses reclassified to other expenses in the condensed consolidated statements of operations. There have been no other changes to our significant accounting policies that have had a material impact on our condensed consolidated financial statements and related notes, compared to those policies disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2015. Therefore, notes to the condensed consolidated financial statements that would substantially duplicate the disclosures contained in our most recent audited consolidated financial statements have been omitted. Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board ("FASB") issued ASU No. 2016-09, Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (Topic 718), which simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2016, and for interim periods within those annual periods, with early adoption permitted. The Company is currently assessing the impact of the guidance on our financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which will require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than one year. Lessor accounting will remain similar to lessor accounting under previous GAAP, while aligning with the FASB's new revenue recognition guidance. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2018, and for interim periods within those annual periods, with early adoption permitted. The Company is currently assessing the impact of the guidance on our financial statements. In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , which amends certain aspects of recognition, measurement, presentation and disclosure of financial instruments, including the requirement to measure certain equity investments at fair value with changes in fair value recognized in net income. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2017, and for interim periods within those annual periods. The Company is currently assessing the impact of the guidance on our financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, rather than as an asset. The recognition and measurement guidance for debt issuance costs is not affected and amortization of such costs will continue to be reported as interest expense. In August 2015, the FASB issued ASU No. 2015-15, Interest-Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements , to clarify that debt issuance costs related to line-of-credit arrangements may be deferred and presented as an asset and subsequently amortized ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The guidance is effective for the Company for annual reporting periods beginning after December 15, 2015, and for interim periods within those annual periods, with early adoption permitted and retrospective application required. The Company adopted this guidance January 1, 2016, which had the impact of a reduction to deferred costs and other intangibles, net, for the deferred financing costs on our asset-backed securitizations, as well as a reduction to the corresponding associated debt liability in asset-backed securitizations, net within the condensed consolidated balance sheets. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. Among other changes, it modifies the criteria used in the variable interest model and eliminates the presumption that a general partner should consolidate a limited partnership in the voting model. The guidance is effective for the Company for annual reporting periods beginning after December 15, 2015, and for interim periods within those annual periods, with early adoption permitted. The Company adopted this guidance January 1, 2016, with no material impact on our financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which provides guidance on revenue recognition and supersedes the revenue recognition requirements in Topic 605, Revenue Recognition , most industry-specific guidance and some cost guidance included in Subtopic 605-35, “ Revenue Recognition—Construction-Type and Production-Type Contracts .” The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under current guidance. These judgments may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2017, and for interim periods within those annual periods. At that time, the Company may adopt the full retrospective approach or the modified retrospective approach. Early adoption is not permitted. The Company is currently evaluating the method of adoption of this guidance and does not anticipate that the adoption of this guidance will have a material impact on our financial statements. |
Single-Family Properties
Single-Family Properties | 3 Months Ended |
Mar. 31, 2016 | |
Real Estate [Abstract] | |
Single-Family Properties | Single-Family Properties Single-family properties, net, consisted of the following as of March 31, 2016 , and December 31, 2015 (dollars in thousands): March 31, 2016 Number of Net book Leased single-family properties 44,455 $ 7,116,267 Single-family properties being renovated 320 55,325 Single-family properties being prepared for re-lease 136 21,393 Vacant single-family properties available for lease 1,463 244,629 Single-family properties held for sale 1,581 123,575 Total 47,955 $ 7,561,189 December 31, 2015 Number of Net book Leased single-family properties 36,403 $ 5,895,482 Single-family properties being renovated 476 75,055 Single-family properties being prepared for re-lease 178 28,525 Vacant single-family properties available for lease 1,678 283,444 Single-family properties held for sale 45 7,432 Total 38,780 $ 6,289,938 Single-family properties, net increased $1.3 billion to $7.6 billion as of March 31, 2016 , compared to $6.3 billion as of December 31, 2015 , primarily related to the acquisition of 8,936 properties in connection with the Merger with American Residential Properties, Inc. ("ARPI") (see Note 10). Single-family properties, net at March 31, 2016 , and December 31, 2015 , included $8.9 million and $8.5 million , respectively, related to properties for which the recorded grant deed had not been received. For these properties, the trustee or seller had warranted that all legal rights of ownership had been transferred to us on the date of the sale, but there was a delay for the deeds to be recorded. Depreciation expense related to single-family properties was $60.8 million and $48.7 million for the three months ended March 31, 2016 and 2015 , respectively. |
Rent and Other Receivables
Rent and Other Receivables | 3 Months Ended |
Mar. 31, 2016 | |
Receivables [Abstract] | |
Rent and Other Receivables | Rent and Other Receivables Included in rent and other receivables, net is an allowance for doubtful accounts of $3.8 million and $3.0 million as of March 31, 2016 , and December 31, 2015 , respectively. Also included in rent and other receivables, net, are non-tenant receivables, which totaled $1.1 million and $1.0 million as of March 31, 2016 , and December 31, 2015 , respectively. |
Deferred Costs and Other Intang
Deferred Costs and Other Intangibles | 3 Months Ended |
Mar. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Costs and Other Intangibles | Deferred Costs and Other Intangibles Deferred costs and other intangibles, net, consisted of the following as of March 31, 2016 , and December 31, 2015 (in thousands): March 31, 2016 December 31, 2015 Deferred leasing costs $ 10,621 $ 8,692 Deferred financing costs 12,454 12,454 Intangible assets: In-place lease values 22,847 152 Trademark 3,100 3,100 Database 2,100 2,100 51,122 26,498 Less: accumulated amortization (24,268 ) (16,069 ) Total $ 26,854 $ 10,429 Deferred costs and other intangibles, net increased $16.5 million to $26.9 million as of March 31, 2016 , compared to $10.4 million as of December 31, 2015 , primarily related to the acquisition of $22.7 million of in-place leases in connection with the Merger with ARPI (see Note 10). Amortization expense related to deferred leasing costs, the value of in-place leases, trademark and database was $7.6 million and $3.2 million for the three months ended March 31, 2016 and 2015 , respectively, which has been included in depreciation and amortization within the condensed consolidated statements of operations. Deferred financing costs relate to our credit facility. Amortization of deferred financing costs was $0.6 million for the three months ended March 31, 2016 and 2015 , which has been included in gross interest, prior to interest capitalization (see Note 6 ). The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of March 31, 2016 , for future periods (in thousands): Year Deferred Deferred Value of Trademark Database Remaining 2016 $ 2,769 $ 1,870 $ 16,212 $ 495 $ 225 2017 506 1,017 1,426 660 300 2018 — 519 31 92 300 2019 — — — — 300 2020 — — — — 132 Total $ 3,275 $ 3,406 $ 17,669 $ 1,247 $ 1,257 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table presents the Company’s debt as of March 31, 2016 , and December 31, 2015 (in thousands): Outstanding Principal Balance Interest Rate (1) Maturity Date March 31, 2016 December 31, 2015 AH4R 2014-SFR1 securitization (2) 1.98 % June 9, 2019 $ 472,553 $ 473,755 ARP 2014-SFR1 securitization (3) 2.55 % September 9, 2019 342,115 — AH4R 2014-SFR2 securitization 4.42 % October 9, 2024 506,022 507,305 AH4R 2014-SFR3 securitization 4.40 % December 9, 2024 521,788 523,109 AH4R 2015-SFR1 securitization (4) 4.14 % April 9, 2045 547,739 549,121 AH4R 2015-SFR2 securitization (5) 4.36 % October 9, 2045 475,726 476,920 Total asset-backed securitizations 2,865,943 2,530,210 Exchangeable senior notes 3.25 % November 15, 2018 115,000 — Secured note payable 4.06 % July 1, 2019 50,522 50,752 Credit facility (6) 3.19 % September 30, 2018 438,000 — Total debt (7) 3,469,465 2,580,962 Unamortized discount on ARP 2014-SFR1 securitization (12,126 ) — Unamortized discount on exchangeable senior notes (2,614 ) — Equity component of exchangeable senior notes (6,768 ) — Deferred financing costs, net (8) (54,550 ) (56,567 ) Total debt per balance sheet $ 3,393,407 $ 2,524,395 (1) Interest rates are as of March 31, 2016 . Unless otherwise stated, interest rates are fixed percentages. (2) The 2014-SFR1 securitization bears interest at a duration-weighted blended interest rate of 1-month LIBOR plus 1.54% , subject to a LIBOR floor of 0.25% . The maturity date of June 9, 2019, reflects the fully extended maturity date based on an initial two -year loan term and three , 12 -month extension options, at the Company’s election, provided there is no event of default and compliance with certain other terms. (3) The ARP 2014-SFR1 securitization bears interest at an effective weighted-average interest rate of 1-month LIBOR plus 2.11% . The maturity date of September 9, 2019, reflects the fully extended maturity date based on an initial two -year term and three , 12 -month extension options, at the Company's election, provided there is no event of default and compliance with certain other terms. (4) The 2015-SFR1 securitization has a maturity date of April 9, 2045, with an anticipated repayment date of April 9, 2025. (5) The 2015-SFR2 securitization has a maturity date of October 9, 2045, with an anticipated repayment date of October 9, 2025. (6) The credit facility provides for a borrowing capacity of up to $800.0 million through June 2016 and bears interest at 1-month LIBOR plus 2.75% ( 3.125% beginning in March 2017). Any outstanding borrowings upon expiration of the credit facility period in June 2016 will become due in September 2018. (7) The Company was in compliance with all debt covenants associated with its asset-backed securitizations, exchangeable senior notes, secured note payable and credit facility as of March 31, 2016 , and December 31, 2015 . (8) Deferred financing costs relate to our AH4R asset-backed securitizations. Amortization of deferred financing costs was $2.1 million and $1.4 million for the three months ended March 31, 2016 and 2015 , respectively, which has been included in gross interest, prior to interest capitalization. Asset-Backed Securitization In connection with the merger with ARPI on February 29, 2016 (see Note 10), the Company assumed a securitization loan (the "ARP 2014-SFR1 securitization”), which involved the issuance and sale of single-family rental pass-through certificates that represent beneficial ownership interests in a loan secured by 2,876 homes held by a special purpose entity, ARP 2014-1 Borrower, LLC (the “Borrower”). The Borrower under the loan is wholly owned by another special purpose entity (the “Equity Owner”) and the Equity Owner is wholly owned by the operating partnership. The loan, at the time of its origination by ARPI in August 2014, had an original principal amount of $342.2 million and an initial term of two years, with three , 12 -month extension options, resulting in a fully extended maturity date of September 9, 2019. It is comprised of six floating rate components computed monthly based on 1-month LIBOR for each interest period plus a fixed component spread for each of the six components resulting in an effective weighted-average interest rate of 1-month LIBOR plus 2.11% . Interest on the loan is paid monthly. The 2,876 homes securing the loan are substantially similar to the other properties owned by the Company and are leased to tenants underwritten on substantially the same basis as the tenants in the Company’s other properties. During the duration of the loan, the Borrower’s properties may not generally be transferred, sold or otherwise securitized, the Company can substitute properties only if a property owned by the Borrower becomes a disqualified property under the terms of the loan, and the Borrower is limited in its ability to incur any additional indebtedness. The loan is also secured by a security interest in all of the Borrower’s personal property and a pledge of all of the assets of the Equity Owner, including a security interest in its membership interest in the Borrower. The Company provides a limited guaranty (i) for certain losses arising out of designated acts of intentional misconduct and (ii) for the principal amount of the loan and all other obligations under the loan agreement in the event of insolvency or bankruptcy proceedings. The loan requires that we maintain certain covenants, including but not limited to, a minimum debt yield on the collateral pool of properties. We were in compliance with all covenants as of March 31, 2016 . The Company consolidates, at the historical cost basis, which was adjusted to fair value at the time of the merger, the 2,876 properties placed as collateral for the loan and has recorded a $342.1 million asset-backed securitization liability, representing the principal balance outstanding on the loan as of March 31, 2016 , net of an unamortized discount of $12.1 million , which is included in asset-backed securitizations, net within the condensed consolidated balance sheets. The 2,876 collateral homes had a net book value of $456.9 million as of March 31, 2016 . We also assumed an interest rate cap agreement in connection with the assumption of the asset-backed securitization loan that has a LIBOR-based strike rate equal to 3.12% for the initial two -year term of the loan, based on ARPI’s issuance date of the loan in August 2014, to hedge against interest rate fluctuations. The fair value of the interest rate cap agreement is estimated to be zero as of March 31, 2016 . Exchangeable Senior Notes, Net In connection with the merger with ARPI on February 29, 2016 (see Note 10), the Company assumed 3.25% exchangeable senior notes due 2018 that have a $115.0 million aggregate principal amount and a fair value at assumption of $112.3 million . The exchangeable senior notes are senior unsecured obligations of the operating partnership and rank equally in right of payment with all other existing and future senior unsecured indebtedness of the operating partnership. Interest is payable in arrears on May 15 and November 15 of each year, beginning May 15, 2016, until the maturity date of November 15, 2018. The operating partnership’s obligations under the exchangeable senior notes are fully and unconditionally guaranteed by the Company. The exchangeable senior notes bear interest at a rate of 3.25% per annum and contain an exchange settlement feature, which provides that the exchangeable senior notes may, under certain circumstances, be exchangeable for cash, shares of our common stock or a combination of cash and shares of our common stock, at the option of the operating partnership, based on an initial exchange rate of 46.9423 shares of ARPI's common stock per $1,000 principal amount of the notes. The adjusted initial exchange rate would be 53.2795 shares of our common stock per $1,000 principal amount of the notes, based on the 1.135 exchange ratio of ARPI shares to our shares resulting from our merger with ARPI. The current exchange rate as of March 31, 2016, was 54.1851 shares of our common stock per $1,000 principal amount of the notes. The exchange rate changes over time based on our common share price and distributions to common shareholders. Prior to the close of business on the business day immediately preceding August 15, 2018, the notes will be exchangeable at the option of the holders only under the following circumstances: (1) during any calendar quarter beginning after December 31, 2013 (and only during such quarter) if the closing sale price per share of our common stock is more than 130% of the then-current exchange price for at least 20 trading days (whether or not consecutive) in the period of 30 consecutive trading days ending on the last trading day of the preceding calendar quarter; (2) during the five consecutive business-day period following any five consecutive trading-day period in which the trading price per $1,000 principal amount of notes was less than 98% of the product of the closing sale price per share of our common stock multiplied by the then-current exchange rate; or (3) upon the occurrence of specified corporate transactions described in the indenture. On or after August 15, 2018, the notes will be exchangeable at any time prior to the close of business on the second business day immediately preceding the maturity date. Subject to its election to satisfy its exchange obligations entirely in shares of our common stock, upon exchange, the operating partnership will pay or deliver, as the case may be, to exchanging holders in respect of each $1,000 principal amount of notes being exchanged a settlement amount either solely in cash, solely in common shares or in a combination of cash and shares of our common stock. The fair value of the exchangeable senior notes, which was calculated using a straight-debt rate of 6.7% at the time of assumption, was $112.3 million , which represents the $115.0 million face value less a discount of $2.7 million , which will be amortized using the effective interest method over the term of the notes. The amount recorded to exchangeable senior notes, net at the time of assumption was $105.3 million , which represents the fair value of $112.3 million , less the fair value of the exchange settlement feature of the notes of $7.0 million , which was recorded in additional paid-in capital. The fair value of the exchange settlement feature will be amortized using the effective interest method over the term of the notes. As of March 31, 2016 , the exchangeable senior notes, net had a balance of $105.6 million in the condensed consolidated balance sheets, which was net of an unamortized discount of $2.6 million and $6.8 million of unamortized fair value of the exchange settlement feature, which was included in additional paid-in capital within the condensed consolidated balance sheets. Credit Facility In March 2013, the Company entered into a $500.0 million senior secured revolving credit facility with a financial institution, which was subsequently amended in September 2013 to, among other things, expand our borrowing capacity to $800.0 million and extend the repayment period to September 30, 2018. Borrowings under the credit facility are available through June 7, 2016, at which point, any outstanding borrowings will convert to a term loan through September 30, 2018. We are in the process of extending or replacing this credit facility. All borrowings under the credit facility bear interest at 1-month LIBOR plus 2.75% until March 2017, and thereafter at 1-month LIBOR plus 3.125% . The credit facility is secured by our operating partnership’s membership interests in entities that own certain of our single-family properties and requires that we maintain certain financial covenants. As of March 31, 2016 and December 31, 2015 , the Company was in compliance with all loan covenants. The Company had $438.0 million of borrowings outstanding under the credit facility as of March 31, 2016 , compared to no borrowings outstanding under the credit facility at December 31, 2015 . Interest Expense The following table displays our total gross interest, which includes unused commitment and other fees on our credit facility and amortization of deferred financing costs, the discount on the ARP 2014-SFR1 securitization and the fair value of the exchange settlement feature of the exchangeable senior notes, and capitalized interest for the three months ended March 31, 2016 and 2015 (in thousands): For the Three Months Ended March 31, 2016 March 31, 2015 Gross interest $ 31,613 $ 20,239 Capitalized interest (636 ) (4,569 ) Interest expense $ 30,977 $ 15,670 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses The following table summarizes accounts payable and accrued expenses as of March 31, 2016 , and December 31, 2015 (in thousands): March 31, 2016 December 31, 2015 Accounts payable $ 139 $ 1,173 Accrued property taxes 64,634 46,024 Other accrued liabilities 41,818 26,031 Accrued construction and maintenance liabilities 10,995 11,429 Resident security deposits 66,989 53,819 Prepaid rent 16,371 16,275 Total $ 200,946 $ 154,751 |
Shareholders' Equity
Shareholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Shareholders' Equity | Shareholders’ Equity Issuance of Class A Common Shares and Class A Units In February 2016, the Company issued 36,546,170 Class A common shares, $0.01 par value per share, and 1,343,843 Class A units in connection with the merger with ARPI (see Note 10). Class A units represent voting equity interests in our operating partnership. Holders of Class A units in our operating partnership have the right to redeem the units for cash or, at the election of the Company, exchange the units for the Company's Class A common shares on a one -for-one basis. Conversion of Series C Convertible Units into Class A Units The Series C convertible units represented voting equity interests in our operating partnership owned by AH LLC. On February 28, 2016, the third anniversary of their original issue date, the 31,085,974 Series C convertible units converted into Class A units on a one -for-one basis in accordance with their terms. Conversion of Series E Convertible Units into Series D Convertible Units The Series E convertible units represented non-voting equity interests in our operating partnership. Series E convertible units did not participate in any distributions and were convertible into Series D convertible units on February 29, 2016, subject to an earn-out provision based on the level of pro forma annualized EBITDA contribution, as defined, of the Advisor and the Property Manager. The terms of the earn-out provision were met in full and, therefore, the 4,375,000 Series E convertible units were converted into Series D convertible units on a one -for-one basis on February 29, 2016. The fair value of the Series D convertible units was estimated using a Monte Carlo simulation model, which was primarily driven by the most recent trading price of the Company’s Class A common shares into which the Series D convertible units are ultimately convertible. Based on this valuation, the conversion of Series E convertible units into Series D convertible units resulted in a gain of $11.5 million which was recorded in gain on conversion of Series E units within the condensed consolidated statements of operations. As of March 31, 2016 , AH LLC owned all of the 8,750,000 outstanding Series D convertible units. Participating Preferred Shares As of March 31, 2016 , the initial liquidation preference on the Company’s participating preferred shares, as adjusted by an amount equal to 50% of the cumulative change in value of an index based on the purchase prices of single-family properties located in our top 20 markets, for all of the Company’s outstanding 5.0% Series A participating preferred shares, 5.0% Series B participating preferred shares and 5.5% Series C participating preferred shares was $457.8 million . Distributions Our board of trustees declared distributions that totaled $0.05 per share on our Class A and Class B common shares during the quarters ended March 31, 2016 and 2015 . Distributions declared on our 5.0% Series A participating preferred shares, 5.0% Series B participating preferred shares and 5.5% Series C participating preferred shares during the quarters ended March 31, 2016 and 2015 , totaled $0.3125 per share, $0.3125 per share and $0.34375 per share, respectively. Our board of trustees declared distributions that totaled zero and $0.15113 per share on our Series C convertible units during the quarters ended March 31, 2016 and 2015 , respectively. Former Series C convertible unit holders received a pro-rated distribution of $0.09739 per unit based on the period of time during the first quarter of 2016 prior to their conversion to Class A units on February 28, 2016. On December 10, 2015, the Series D convertible units became eligible to participate in 70% of distributions declared on Class A units. Noncontrolling Interest Noncontrolling interest as reflected in the Company’s condensed consolidated balance sheets primarily consists of the interest held by AH LLC in units in the Company’s operating partnership. AH LLC owned 45,526,644 and 14,440,670 , or approximately 15.9% and 6.5% , of the total 286,377,860 and 222,311,255 Class A units in the operating partnership as of March 31, 2016 , and December 31, 2015 , respectively. Additionally, AH LLC owned zero and all 31,085,974 of the Series C convertible units and owned all 8,750,000 and 4,375,000 of the Series D convertible units in the operating partnership as of March 31, 2016 , and December 31, 2015 , respectively. Noncontrolling interest also includes interests held by former ARPI employees in Class A units of the Company's operating partnership, which were issued in connection with the merger with ARPI in February 2016. Former ARPI Class A unit holders owned 1,296,724 , or approximately 0.5% of the total 286,377,860 Class A units in the operating partnership as of March 31, 2016 . Also included in noncontrolling interest is the outside ownership interest in a consolidated subsidiary of the Company. Noncontrolling interest as reflected in the Company’s condensed consolidated statements of operations for the three months ended March 31, 2016 , of $3.8 million , primarily consisted of $3.0 million of preferred income allocated to Series C convertible units prior to their conversion into Class A units on February 28, 2016, $0.8 million of net income allocated to Class A units, $0.1 million of net income allocated to Series D convertible units and $0.1 million of net loss allocated to the noncontrolling interest in a consolidated subsidiary of the Company. Noncontrolling interest for the three months ended March 31, 2015 , of $4.0 million , primarily consisted of $4.7 million of preferred income allocated to Series C convertible units, $0.8 million of net loss allocated to Class A units, and $0.1 million of net income allocated to noncontrolling interests in certain of the Company’s consolidated subsidiaries. 2012 Equity Incentive Plan During the three months ended March 31, 2016 and 2015 , the Company granted stock options for 688,000 and 553,500 Class A common shares, respectively, and 74,100 and 42,000 restricted stock units, respectively, to certain employees of the Company under the 2012 Equity Incentive Plan (the “Plan”). The options and restricted stock units granted during the three months ended March 31, 2016 and 2015 , vest over four years and expire 10 years from the date of grant. The following table summarizes stock option activity under the Plan for the three months ended March 31, 2016 and 2015 : Shares Weighted- Weighted- Aggregate Options outstanding at January 1, 2015 2,165,000 $ 16.17 8.8 $ 1,890 Granted 553,500 16.48 Exercised — — Forfeited (110,500 ) 16.57 Options outstanding at March 31, 2015 2,608,000 $ 16.22 8.7 $ 1,064 Options exercisable at March 31, 2015 597,500 $ 15.80 7.8 $ 466 Options outstanding at January 1, 2016 2,484,400 $ 16.22 8.0 $ 1,225 Granted 688,000 14.02 Exercised (22,500 ) 15.00 13 Forfeited (32,150 ) 16.70 Options outstanding at March 31, 2016 3,117,750 $ 15.74 8.3 $ 1,711 Options exercisable at March 31, 2016 1,137,125 $ 16.02 7.5 $ 314 (1) Intrinsic value for activities other than exercises is defined as the difference between the grant price and the market value on the last trading day of the period for those stock options where the market value is greater than the exercise price. For exercises, intrinsic value is defined as the difference between the grant price and the market value on the date of exercise. The following table summarizes the Black-Scholes Option Pricing Model inputs used for valuation of the stock options for Class A common shares issued during the three months ended March 31, 2016 and 2015 : 2016 2015 Weighted-average fair value $ 2.81 $ 4.57 Expected term (years) 7.0 7.0 Dividend yield 3.0 % 3.0 % Volatility 27.8 % 36.0 % Risk-free interest rate 1.5 % 1.9 % The following table summarizes the activity that relates to the Company’s restricted stock units under the Plan for the three months ended March 31, 2016 and 2015 : 2016 2015 Restricted stock units at beginning of period 91,650 85,000 Units awarded 74,100 42,000 Units vested (26,750 ) (21,250 ) Units forfeited (400 ) (6,000 ) Restricted stock units at end of the period 138,600 99,750 Total non-cash share-based compensation expense related to stock options and restricted stock units was $0.9 million and $0.7 million for the three months ended March 31, 2016 and 2015 , respectively. Share Repurchase Program On September 21, 2015 , the Company announced that our Board of Trustees approved a share repurchase program authorizing us to repurchase up to $300.0 million of our outstanding Class A common 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. In addition, the excess of the purchase price over the par value of shares repurchased is recorded as a reduction to additional paid-in capital. During the three months ended March 31, 2016 , we repurchased and retired approximately 4.9 million of our Class A common shares, on a settlement date basis, in accordance with the program at a weighted-average price of $15.40 per share and a total price of $75.9 million . As of March 31, 2016 , we had a remaining repurchase authorization of $166.8 million under the program. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions As of March 31, 2016 , and December 31, 2015 , AH LLC owned approximately 2.9% and 3.3% , respectively, of our outstanding Class A common shares. On a fully-diluted basis, AH LLC held (including consideration of 635,075 Class B common shares as of March 31, 2016 , and December 31, 2015 , 45,526,644 and 14,440,670 Class A common units as of March 31, 2016 , and December 31, 2015 , respectively, zero and 31,085,974 Series C convertible units as of March 31, 2016 , and December 31, 2015 , respectively, 8,750,000 and 4,375,000 Series D convertible units as of March 31, 2016 , and December 31, 2015 , respectively, and zero and 4,375,000 Series E convertible units as of March 31, 2016 , and December 31, 2015 , respectively) an approximate 19.8% and 22.1% interest at March 31, 2016 , and December 31, 2015 , respectively. As of March 31, 2016 , the Company had a net receivable of $0.9 million due from affiliates related to management fees, which was included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets. As of December 31, 2015 , the Company had a net payable of $4.1 million payable to affiliates related to declared and unpaid distributions on the Series C units, partially offset by expense reimbursements from affiliates, which was included in amounts payable to affiliates within the condensed consolidated balance sheets. In June 2014, the Company and the Alaska Permanent Fund Corporation ("APFC") formed a joint venture (the "Alaska Joint Venture II"). As of March 31, 2016 , and December 31, 2015 , we had contributed $40.0 million to the Alaska Joint Venture II and APFC had contributed $160.0 million . The Company accounts for its investment in the joint venture under the equity method of accounting as an investment in an unconsolidated subsidiary, which is included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets, as we do not have a majority interest or the ability to control the entity. The Company has a promoted interest in the Alaska Joint Venture II in addition to owning 20% of its equity. |
Acquisitions
Acquisitions | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Merger with American Residential Properties, Inc. On February 29, 2016, the Company completed a merger with ARPI, in which ARPI merged with and into a wholly owned subsidiary of us in a stock-for-stock transaction, with our subsidiary continuing as the surviving entity (the "Merger"). The purpose of this acquisition was to solidify our position as the largest public owner and operator of single-family rental properties, increase scale and achieve operating synergies. ARPI’s portfolio is substantially similar to our own, meets our high quality portfolio standards and the acquisition of their portfolio has allowed us to add density in key markets. As a result of the Merger, each holder of ARPI common stock received 1.135 of our Class A common shares for each share of ARPI common stock and each holder of limited partnership interests in ARPI’s operating partnership received 1.135 Class A units of our operating partnership. We issued 36,546,170 Class A common shares and 1,343,843 Class A units in connection with the Merger, representing 12.7% of the total Class A common shares, Class B common shares and units of our operating partnership, collectively, as of the acquisition date. The equity transaction consideration of $530.5 million was calculated based on the 36,546,170 Class A common shares and 1,343,843 Class A units issued in connection with the Merger valued at the Company’s closing share price on the acquisition date of $14.00 per share. Total transaction costs incurred by the Company related to the Merger were $5.0 million , of which $3.4 million was incurred during the first quarter of 2016. The following table summarizes the preliminary estimated fair values of the assets and liabilities acquired as part of the Merger as of the acquisition date (in thousands): Net assets acquired Land $ 262,396 Buildings and improvements 1,014,857 Cash and cash equivalents 15,499 Restricted cash 9,521 Rent and other receivables 843 Escrow deposits, prepaid expenses and other assets 35,134 In-place leases 22,696 Accounts payable and accrued expenses (38,485 ) Net assets acquired 1,322,461 Debt assumed Credit facility 350,000 Exchangeable senior notes 112,298 Asset-backed securitization 329,703 Total debt assumed 792,001 Equity transaction consideration 530,460 Total transaction consideration $ 1,322,461 Since the completion of the Merger, the Company has consolidated the 8,936 single-family properties acquired as part of the transaction and the related results of these operations are reflected in the Company’s condensed consolidated financial statements. The following table presents the total revenues and net loss attributable to the Merger that are included in our condensed consolidated statements of operations for the three months ended March 31, 2016 (in thousands): Period from February 29, 2016 to March 31, 2016 Total revenues $ 11,140 Net loss $ (2,569 ) Pro Forma Supplemental Information The following table presents the Company’s supplemental consolidated pro forma total revenues and net loss as if the Merger had occurred on January 1, 2015 (in thousands): For the Three Months Ended March 31, 2016 March 31, 2015 Pro forma total revenues (1) $ 217,262 $ 159,250 Pro forma net loss (1) $ (14,173 ) $ (10,711 ) Pro forma net loss per share (1) $ (0.08 ) $ (0.08 ) (1) This pro forma supplemental information does not purport to be indicative of what the Company's operating results would have been had the Merger occurred on January 1, 2015. |
Earnings per Share
Earnings per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings per Share | Earnings per Share The following table reflects the computation of net loss per share on a basic and diluted basis for the three months ended March 31, 2016 and 2015 (in thousands, except share data): For the Three Months Ended 2016 2015 Income (loss) (numerator): Net income (loss) $ 5,028 $ (8,265 ) Noncontrolling interest 3,836 3,956 Dividends on preferred shares 5,569 5,569 Net loss attributable to common shareholders $ (4,377 ) $ (17,790 ) Weighted-average shares (denominator) 219,157,870 211,481,727 Net loss per share—basic and diluted $ (0.02 ) $ (0.08 ) Total weighted-average shares for the three months ended March 31, 2016 , excludes an aggregate of 75,889,718 , and for the three months ended March 31, 2015 , excludes an aggregate of 74,044,394 , of shares or units in our operating partnership, Series A, B and C preferred shares, common shares issuable upon exercise of stock options, and restricted stock units because they were antidilutive. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies We are involved in various 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. |
Noncash Transactions
Noncash Transactions | 3 Months Ended |
Mar. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Noncash Transactions | Noncash Transactions On February 29, 2016 we completed our Merger with ARPI in a stock-for-stock transaction. Each holder of ARPI common stock received 1.135 of our Class A common shares for each share of ARPI common stock and each holder of limited partnership interests in ARPI's operating partnership received 1.135 Class A units of our operating partnership. We issued 36,546,170 Class A common shares and 1,343,843 Class A units in connection with the Merger, representing 12.7% of the total Class A common shares, Class B common shares and units of our operating partnership, collectively, as of the acquisition date (see Note 10). |
Fair Value
Fair Value | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 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 approximate fair value because of the short maturity of these amounts. The Company’s interest rate cap agreement and preferred shares derivative liability are the only financial instruments recorded at fair value on a recurring basis in the condensed consolidated financial statements. Our credit facility, asset-backed securitizations, exchangeable senior notes and secured note payable are also financial instruments, which are classified as Level 3 in the fair value hierarchy as they were estimated by using unobservable inputs. We estimated their fair values by modeling the contractual cash flows required under the instruments and discounting them back to their present values using estimates of current market rates. The following table displays the carrying values and fair values of our debt instruments as of March 31, 2016 , and December 31, 2015 (in thousands): March 31, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value AH4R 2014-SFR1 securitization $ 472,553 $ 480,021 $ 473,755 $ 472,258 ARP 2014-SFR1 securitization (1) 329,989 329,989 — — AH4R 2014-SFR2 securitization 506,022 511,289 507,305 476,952 AH4R 2014-SFR3 securitization 521,788 527,647 523,109 489,448 AH4R 2015-SFR1 securitization 547,739 549,515 549,121 496,673 AH4R 2015-SFR2 securitization 475,726 480,920 476,920 433,633 Total asset-backed securitizations, net (2) 2,853,817 2,879,381 2,530,210 2,368,964 Exchangeable senior notes, net (1) 105,618 105,618 — — Secured note payable 50,522 50,894 50,752 48,631 Credit facility (3) 438,000 438,000 — — Total debt $ 3,447,957 $ 3,473,893 $ 2,580,962 $ 2,417,595 (1) The ARP 2014-SFR1 securitization and exchangeable senior notes, net are presented net of unamortized discounts. As they were recently acquired in connection with the Merger with ARPI in February 2016, we believe their fair values approximate their carrying values. (2) The carrying values of the asset-backed securitizations exclude $54.6 million and $56.6 million of deferred financing costs as of March 31, 2016 , and December 31, 2015 , respectively. (3) As our credit facility bears interest at a floating rate based on an index plus a spread, which is 1-month LIBOR plus 2.75% , and the credit spread is consistent with those demanded in the market for credit facilities with similar risks and maturities, management believes that the carrying value of the credit facility as of March 31, 2016 , reasonably approximates fair value, which has been estimated by discounting future cash flows at market rates. Valuation of the preferred shares derivative liability considers scenarios in which the preferred shares would be redeemed or converted into Class A common shares by the Company and the subsequent payoffs under those scenarios. The valuation also considers certain variables such as the risk-free rate matching the assumed timing of either redemption or conversion, volatility of the underlying home price appreciation index, dividend payments, conversion rates, the assumed timing of either redemption or conversion and an assumed drift factor in home price appreciation across certain metropolitan statistical areas, or MSAs, as outlined in the agreement. The fair value of our interest rate cap agreement is determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rate of the interest rate cap. The variable interest rates used in the calculation of projected receipts on the cap are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. To comply with the provisions of ASC 820, Fair Value Measurements and Disclosures , the Company incorporates credit valuation adjustments to appropriately reflect the respective counterparty’s nonperformance risk in the fair value measurements. The following table sets forth the fair value of our interest rate cap agreement, the contingently convertible Series E units liability and preferred shares derivative liability as of March 31, 2016 , and December 31, 2015 (in thousands): March 31, 2016 Description Quoted Prices Significant Significant Total Assets: Interest rate cap agreement $ — $ — $ — $ — Liabilities: Preferred shares derivative liability $ — $ — $ 63,090 $ 63,090 December 31, 2015 Description Quoted Prices Significant Significant Total Assets: Interest rate cap agreement $ — $ — $ — $ — Liabilities: Contingently convertible Series E units liability $ — $ — $ 69,957 $ 69,957 Preferred shares derivative liability $ — $ — $ 62,790 $ 62,790 The following table presents changes in the fair values of our Level 3 financial instruments, consisting of our contingently convertible series E units liability and preferred shares derivative liability, which are measured on a recurring basis with changes in fair value recognized in remeasurement of Series E units and remeasurement of preferred shares, respectively, in the condensed consolidated statements of operations for the three months ended March 31, 2016 and 2015 (in thousands): Description January 1, 2016 Issuances Conversions Remeasurement March 31, 2016 Liabilities: Contingently convertible Series E units liability $ 69,957 $ — $ (69,957 ) $ — $ — Preferred shares derivative liability $ 62,790 $ — $ — $ 300 $ 63,090 Description January 1, 2015 Issuances Conversions Remeasurement March 31, 2015 Liabilities: Contingently convertible Series E units liability $ 72,057 $ — $ — $ (1,838 ) $ 70,219 Preferred shares derivative liability $ 57,960 $ — $ — $ (120 ) $ 57,840 Changes in inputs or assumptions used to value the preferred shares derivative liability may have a material impact on the resulting valuation. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events Subsequent Acquisitions From April 1, 2016 , through April 30, 2016 , we acquired 64 properties with an aggregate purchase price of approximately $9.0 million . Our acquisition pace for individually acquired properties has decreased over the past year and is expected to continue to decrease over the next year. Borrowings on Credit Facility From April 1, 2016 , through April 30, 2016 , the Company borrowed an additional $20.0 million under the credit facility and made payments on the credit facility totaling $40.0 million , resulting in an outstanding loan balance of $418.0 million as of April 30, 2016 . Share Repurchases From April 1, 2016 , through April 30, 2016 , the Company repurchased and retired approximately 1.3 million of our Class A common shares, on a settlement date basis, at a weighted-average price of $15.59 per share and a total price of $20.0 million in accordance with our share repurchase program. Declaration of Dividends On May 3, 2016 , our board of trustees declared quarterly dividends of $0.05 per Class A common share payable on June 30, 2016 , to shareholders of record on June 15, 2016 , and $0.05 per Class B common share payable on June 30, 2016 , to shareholders of record on June 15, 2016 . Additionally, our board of trustees also declared quarterly dividends of $0.3125 per share on the Company’s 5.0% Series A participating preferred shares payable on June 30, 2016 , to shareholders of record on June 15, 2016 , $0.3125 per share on the Company’s 5.0% Series B participating preferred shares payable on June 30, 2016 , to shareholders of record on June 15, 2016 , and $0.34375 per share on the Company’s 5.5% Series C participating preferred shares payable on June 30, 2016 , to shareholders of record on June 15, 2016 . |
Significant Accounting Polici23
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements are unaudited and include the accounts of the Company, 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”) when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity. The Company consolidates VIEs in accordance with Accounting Standards Codification (“ASC”) No. 810, Consolidation, if 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. 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 unconsolidated subsidiary and are included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets. Ownership interests in certain consolidated subsidiaries of the Company held by outside parties are included in noncontrolling interest within the condensed consolidated financial statements. 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, 2015 . In the opinion of management, all adjustments of a normal and recurring nature necessary for a fair presentation 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 and 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. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board ("FASB") issued ASU No. 2016-09, Compensation — Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (Topic 718), which simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2016, and for interim periods within those annual periods, with early adoption permitted. The Company is currently assessing the impact of the guidance on our financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) , which will require lessees to recognize assets and liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than one year. Lessor accounting will remain similar to lessor accounting under previous GAAP, while aligning with the FASB's new revenue recognition guidance. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2018, and for interim periods within those annual periods, with early adoption permitted. The Company is currently assessing the impact of the guidance on our financial statements. In January 2016, the FASB issued ASU No. 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities , which amends certain aspects of recognition, measurement, presentation and disclosure of financial instruments, including the requirement to measure certain equity investments at fair value with changes in fair value recognized in net income. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2017, and for interim periods within those annual periods. The Company is currently assessing the impact of the guidance on our financial statements. In April 2015, the FASB issued ASU No. 2015-03, Interest—Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, rather than as an asset. The recognition and measurement guidance for debt issuance costs is not affected and amortization of such costs will continue to be reported as interest expense. In August 2015, the FASB issued ASU No. 2015-15, Interest-Imputation of Interest (Subtopic 835-30): Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements , to clarify that debt issuance costs related to line-of-credit arrangements may be deferred and presented as an asset and subsequently amortized ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The guidance is effective for the Company for annual reporting periods beginning after December 15, 2015, and for interim periods within those annual periods, with early adoption permitted and retrospective application required. The Company adopted this guidance January 1, 2016, which had the impact of a reduction to deferred costs and other intangibles, net, for the deferred financing costs on our asset-backed securitizations, as well as a reduction to the corresponding associated debt liability in asset-backed securitizations, net within the condensed consolidated balance sheets. In February 2015, the FASB issued ASU No. 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis, which changes the analysis that a reporting entity must perform to determine whether it should consolidate certain types of legal entities. Among other changes, it modifies the criteria used in the variable interest model and eliminates the presumption that a general partner should consolidate a limited partnership in the voting model. The guidance is effective for the Company for annual reporting periods beginning after December 15, 2015, and for interim periods within those annual periods, with early adoption permitted. The Company adopted this guidance January 1, 2016, with no material impact on our financial statements. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) , which provides guidance on revenue recognition and supersedes the revenue recognition requirements in Topic 605, Revenue Recognition , most industry-specific guidance and some cost guidance included in Subtopic 605-35, “ Revenue Recognition—Construction-Type and Production-Type Contracts .” The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under current guidance. These judgments may include identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2017, and for interim periods within those annual periods. At that time, the Company may adopt the full retrospective approach or the modified retrospective approach. Early adoption is not permitted. The Company is currently evaluating the method of adoption of this guidance and does not anticipate that the adoption of this guidance will have a material impact on our financial statements. |
Single-Family Properties (Table
Single-Family Properties (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Real Estate [Abstract] | |
Single-Family Properties, Net | Single-family properties, net, consisted of the following as of March 31, 2016 , and December 31, 2015 (dollars in thousands): March 31, 2016 Number of Net book Leased single-family properties 44,455 $ 7,116,267 Single-family properties being renovated 320 55,325 Single-family properties being prepared for re-lease 136 21,393 Vacant single-family properties available for lease 1,463 244,629 Single-family properties held for sale 1,581 123,575 Total 47,955 $ 7,561,189 December 31, 2015 Number of Net book Leased single-family properties 36,403 $ 5,895,482 Single-family properties being renovated 476 75,055 Single-family properties being prepared for re-lease 178 28,525 Vacant single-family properties available for lease 1,678 283,444 Single-family properties held for sale 45 7,432 Total 38,780 $ 6,289,938 |
Deferred Costs and Other Inta25
Deferred Costs and Other Intangibles (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Deferred Costs and Other Intangibles | Deferred costs and other intangibles, net, consisted of the following as of March 31, 2016 , and December 31, 2015 (in thousands): March 31, 2016 December 31, 2015 Deferred leasing costs $ 10,621 $ 8,692 Deferred financing costs 12,454 12,454 Intangible assets: In-place lease values 22,847 152 Trademark 3,100 3,100 Database 2,100 2,100 51,122 26,498 Less: accumulated amortization (24,268 ) (16,069 ) Total $ 26,854 $ 10,429 |
Amortization Expense Related to Deferred Costs and Other Intangibles | The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of March 31, 2016 , for future periods (in thousands): Year Deferred Deferred Value of Trademark Database Remaining 2016 $ 2,769 $ 1,870 $ 16,212 $ 495 $ 225 2017 506 1,017 1,426 660 300 2018 — 519 31 92 300 2019 — — — — 300 2020 — — — — 132 Total $ 3,275 $ 3,406 $ 17,669 $ 1,247 $ 1,257 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table presents the Company’s debt as of March 31, 2016 , and December 31, 2015 (in thousands): Outstanding Principal Balance Interest Rate (1) Maturity Date March 31, 2016 December 31, 2015 AH4R 2014-SFR1 securitization (2) 1.98 % June 9, 2019 $ 472,553 $ 473,755 ARP 2014-SFR1 securitization (3) 2.55 % September 9, 2019 342,115 — AH4R 2014-SFR2 securitization 4.42 % October 9, 2024 506,022 507,305 AH4R 2014-SFR3 securitization 4.40 % December 9, 2024 521,788 523,109 AH4R 2015-SFR1 securitization (4) 4.14 % April 9, 2045 547,739 549,121 AH4R 2015-SFR2 securitization (5) 4.36 % October 9, 2045 475,726 476,920 Total asset-backed securitizations 2,865,943 2,530,210 Exchangeable senior notes 3.25 % November 15, 2018 115,000 — Secured note payable 4.06 % July 1, 2019 50,522 50,752 Credit facility (6) 3.19 % September 30, 2018 438,000 — Total debt (7) 3,469,465 2,580,962 Unamortized discount on ARP 2014-SFR1 securitization (12,126 ) — Unamortized discount on exchangeable senior notes (2,614 ) — Equity component of exchangeable senior notes (6,768 ) — Deferred financing costs, net (8) (54,550 ) (56,567 ) Total debt per balance sheet $ 3,393,407 $ 2,524,395 (1) Interest rates are as of March 31, 2016 . Unless otherwise stated, interest rates are fixed percentages. (2) The 2014-SFR1 securitization bears interest at a duration-weighted blended interest rate of 1-month LIBOR plus 1.54% , subject to a LIBOR floor of 0.25% . The maturity date of June 9, 2019, reflects the fully extended maturity date based on an initial two -year loan term and three , 12 -month extension options, at the Company’s election, provided there is no event of default and compliance with certain other terms. (3) The ARP 2014-SFR1 securitization bears interest at an effective weighted-average interest rate of 1-month LIBOR plus 2.11% . The maturity date of September 9, 2019, reflects the fully extended maturity date based on an initial two -year term and three , 12 -month extension options, at the Company's election, provided there is no event of default and compliance with certain other terms. (4) The 2015-SFR1 securitization has a maturity date of April 9, 2045, with an anticipated repayment date of April 9, 2025. (5) The 2015-SFR2 securitization has a maturity date of October 9, 2045, with an anticipated repayment date of October 9, 2025. (6) The credit facility provides for a borrowing capacity of up to $800.0 million through June 2016 and bears interest at 1-month LIBOR plus 2.75% ( 3.125% beginning in March 2017). Any outstanding borrowings upon expiration of the credit facility period in June 2016 will become due in September 2018. (7) The Company was in compliance with all debt covenants associated with its asset-backed securitizations, exchangeable senior notes, secured note payable and credit facility as of March 31, 2016 , and December 31, 2015 . (8) Deferred financing costs relate to our AH4R asset-backed securitizations. Amortization of deferred financing costs was $2.1 million and $1.4 million for the three months ended March 31, 2016 and 2015 , respectively, which has been included in gross interest, prior to interest capitalization. |
Summary of Activity that Relates to Capitalized Interest | The following table displays our total gross interest, which includes unused commitment and other fees on our credit facility and amortization of deferred financing costs, the discount on the ARP 2014-SFR1 securitization and the fair value of the exchange settlement feature of the exchangeable senior notes, and capitalized interest for the three months ended March 31, 2016 and 2015 (in thousands): For the Three Months Ended March 31, 2016 March 31, 2015 Gross interest $ 31,613 $ 20,239 Capitalized interest (636 ) (4,569 ) Interest expense $ 30,977 $ 15,670 |
Accounts Payable and Accrued 27
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | The following table summarizes accounts payable and accrued expenses as of March 31, 2016 , and December 31, 2015 (in thousands): March 31, 2016 December 31, 2015 Accounts payable $ 139 $ 1,173 Accrued property taxes 64,634 46,024 Other accrued liabilities 41,818 26,031 Accrued construction and maintenance liabilities 10,995 11,429 Resident security deposits 66,989 53,819 Prepaid rent 16,371 16,275 Total $ 200,946 $ 154,751 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Summary of Stock Option Activity under Plan | The following table summarizes stock option activity under the Plan for the three months ended March 31, 2016 and 2015 : Shares Weighted- Weighted- Aggregate Options outstanding at January 1, 2015 2,165,000 $ 16.17 8.8 $ 1,890 Granted 553,500 16.48 Exercised — — Forfeited (110,500 ) 16.57 Options outstanding at March 31, 2015 2,608,000 $ 16.22 8.7 $ 1,064 Options exercisable at March 31, 2015 597,500 $ 15.80 7.8 $ 466 Options outstanding at January 1, 2016 2,484,400 $ 16.22 8.0 $ 1,225 Granted 688,000 14.02 Exercised (22,500 ) 15.00 13 Forfeited (32,150 ) 16.70 Options outstanding at March 31, 2016 3,117,750 $ 15.74 8.3 $ 1,711 Options exercisable at March 31, 2016 1,137,125 $ 16.02 7.5 $ 314 (1) Intrinsic value for activities other than exercises is defined as the difference between the grant price and the market value on the last trading day of the period for those stock options where the market value is greater than the exercise price. For exercises, intrinsic value is defined as the difference between the grant price and the market value on the date of exercise. |
Summary of Black-Scholes Option Pricing Model Inputs used for Valuation of Stock Options Outstanding | The following table summarizes the Black-Scholes Option Pricing Model inputs used for valuation of the stock options for Class A common shares issued during the three months ended March 31, 2016 and 2015 : 2016 2015 Weighted-average fair value $ 2.81 $ 4.57 Expected term (years) 7.0 7.0 Dividend yield 3.0 % 3.0 % Volatility 27.8 % 36.0 % Risk-free interest rate 1.5 % 1.9 % |
Summary of Restricted Stock Units Activity Under Plan | The following table summarizes the activity that relates to the Company’s restricted stock units under the Plan for the three months ended March 31, 2016 and 2015 : 2016 2015 Restricted stock units at beginning of period 91,650 85,000 Units awarded 74,100 42,000 Units vested (26,750 ) (21,250 ) Units forfeited (400 ) (6,000 ) Restricted stock units at end of the period 138,600 99,750 |
Acquisitions (Tables)
Acquisitions (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary estimated fair values of the assets and liabilities acquired as part of the Merger as of the acquisition date (in thousands): Net assets acquired Land $ 262,396 Buildings and improvements 1,014,857 Cash and cash equivalents 15,499 Restricted cash 9,521 Rent and other receivables 843 Escrow deposits, prepaid expenses and other assets 35,134 In-place leases 22,696 Accounts payable and accrued expenses (38,485 ) Net assets acquired 1,322,461 Debt assumed Credit facility 350,000 Exchangeable senior notes 112,298 Asset-backed securitization 329,703 Total debt assumed 792,001 Equity transaction consideration 530,460 Total transaction consideration $ 1,322,461 |
Schedule of Related Party Transactions | The following table presents the total revenues and net loss attributable to the Merger that are included in our condensed consolidated statements of operations for the three months ended March 31, 2016 (in thousands): Period from February 29, 2016 to March 31, 2016 Total revenues $ 11,140 Net loss $ (2,569 ) |
Business Acquisition, Pro Forma Information | The following table presents the Company’s supplemental consolidated pro forma total revenues and net loss as if the Merger had occurred on January 1, 2015 (in thousands): For the Three Months Ended March 31, 2016 March 31, 2015 Pro forma total revenues (1) $ 217,262 $ 159,250 Pro forma net loss (1) $ (14,173 ) $ (10,711 ) Pro forma net loss per share (1) $ (0.08 ) $ (0.08 ) (1) This pro forma supplemental information does not purport to be indicative of what the Company's operating results would have been had the Merger occurred on January 1, 2015. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Computation of Net Loss per Share on Basic and Diluted Basis | The following table reflects the computation of net loss per share on a basic and diluted basis for the three months ended March 31, 2016 and 2015 (in thousands, except share data): For the Three Months Ended 2016 2015 Income (loss) (numerator): Net income (loss) $ 5,028 $ (8,265 ) Noncontrolling interest 3,836 3,956 Dividends on preferred shares 5,569 5,569 Net loss attributable to common shareholders $ (4,377 ) $ (17,790 ) Weighted-average shares (denominator) 219,157,870 211,481,727 Net loss per share—basic and diluted $ (0.02 ) $ (0.08 ) |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments | The following table displays the carrying values and fair values of our debt instruments as of March 31, 2016 , and December 31, 2015 (in thousands): March 31, 2016 December 31, 2015 Carrying Value Fair Value Carrying Value Fair Value AH4R 2014-SFR1 securitization $ 472,553 $ 480,021 $ 473,755 $ 472,258 ARP 2014-SFR1 securitization (1) 329,989 329,989 — — AH4R 2014-SFR2 securitization 506,022 511,289 507,305 476,952 AH4R 2014-SFR3 securitization 521,788 527,647 523,109 489,448 AH4R 2015-SFR1 securitization 547,739 549,515 549,121 496,673 AH4R 2015-SFR2 securitization 475,726 480,920 476,920 433,633 Total asset-backed securitizations, net (2) 2,853,817 2,879,381 2,530,210 2,368,964 Exchangeable senior notes, net (1) 105,618 105,618 — — Secured note payable 50,522 50,894 50,752 48,631 Credit facility (3) 438,000 438,000 — — Total debt $ 3,447,957 $ 3,473,893 $ 2,580,962 $ 2,417,595 (1) The ARP 2014-SFR1 securitization and exchangeable senior notes, net are presented net of unamortized discounts. As they were recently acquired in connection with the Merger with ARPI in February 2016, we believe their fair values approximate their carrying values. (2) The carrying values of the asset-backed securitizations exclude $54.6 million and $56.6 million of deferred financing costs as of March 31, 2016 , and December 31, 2015 , respectively. (3) As our credit facility bears interest at a floating rate based on an index plus a spread, which is 1-month LIBOR plus 2.75% , and the credit spread is consistent with those demanded in the market for credit facilities with similar risks and maturities, management believes that the carrying value of the credit facility as of March 31, 2016 , reasonably approximates fair value, which has been estimated by discounting future cash flows at market rates. |
Fair Value of Financial Instruments | The following table sets forth the fair value of our interest rate cap agreement, the contingently convertible Series E units liability and preferred shares derivative liability as of March 31, 2016 , and December 31, 2015 (in thousands): March 31, 2016 Description Quoted Prices Significant Significant Total Assets: Interest rate cap agreement $ — $ — $ — $ — Liabilities: Preferred shares derivative liability $ — $ — $ 63,090 $ 63,090 December 31, 2015 Description Quoted Prices Significant Significant Total Assets: Interest rate cap agreement $ — $ — $ — $ — Liabilities: Contingently convertible Series E units liability $ — $ — $ 69,957 $ 69,957 Preferred shares derivative liability $ — $ — $ 62,790 $ 62,790 |
Changes in Fair Value of Level 3 Financial Instruments | The following table presents changes in the fair values of our Level 3 financial instruments, consisting of our contingently convertible series E units liability and preferred shares derivative liability, which are measured on a recurring basis with changes in fair value recognized in remeasurement of Series E units and remeasurement of preferred shares, respectively, in the condensed consolidated statements of operations for the three months ended March 31, 2016 and 2015 (in thousands): Description January 1, 2016 Issuances Conversions Remeasurement March 31, 2016 Liabilities: Contingently convertible Series E units liability $ 69,957 $ — $ (69,957 ) $ — $ — Preferred shares derivative liability $ 62,790 $ — $ — $ 300 $ 63,090 Description January 1, 2015 Issuances Conversions Remeasurement March 31, 2015 Liabilities: Contingently convertible Series E units liability $ 72,057 $ — $ — $ (1,838 ) $ 70,219 Preferred shares derivative liability $ 57,960 $ — $ — $ (120 ) $ 57,840 |
Organization and Operations (De
Organization and Operations (Details) | Jun. 10, 2013shares | Mar. 31, 2016statesingle_family_property | Dec. 31, 2015single_family_property |
Real Estate Properties [Line Items] | |||
Number of properties | single_family_property | 47,955 | 38,780 | |
Number of states | state | 22 | ||
Operating Partnership | Series D Convertible Units | |||
Real Estate Properties [Line Items] | |||
Units issued to AH LLC (in shares) | shares | 4,375,000 | ||
Operating Partnership | Series E Convertible Units | |||
Real Estate Properties [Line Items] | |||
Units issued to AH LLC (in shares) | shares | 4,375,000 | ||
Properties Held for Sale | Single Family Homes | |||
Real Estate Properties [Line Items] | |||
Number of properties | single_family_property | 1,581 | 45 |
Significant Accounting Polici33
Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Debt Instrument [Line Items] | |||
Deferred financing costs, net | $ 54,550 | $ 56,567 | |
Property operating expenses | $ 85,001 | $ 59,208 | |
Asset-backed securitization | |||
Debt Instrument [Line Items] | |||
Deferred financing costs, net | 56,600 | ||
Deferred Costs and Other Intangibles | |||
Debt Instrument [Line Items] | |||
Deferred financing costs, net | $ (56,600) | ||
Property Operating Expense | |||
Debt Instrument [Line Items] | |||
Property operating expenses | 6,000 | ||
Vacant Single-Family Properties and Other | |||
Debt Instrument [Line Items] | |||
Property operating expenses | (6,000) | ||
Other operating expenses | (700) | ||
Other Expense | |||
Debt Instrument [Line Items] | |||
Other operating expenses | 700 | ||
Vacant Single Family | Property Operating Expense | |||
Debt Instrument [Line Items] | |||
Property operating expenses | 5,300 | ||
Vacant Single Family | Vacant Single-Family Properties and Other | |||
Debt Instrument [Line Items] | |||
Property operating expenses | $ (5,300) |
Single-Family Properties - Comp
Single-Family Properties - Components of Single-Family Properties (Details) $ in Thousands | Mar. 31, 2016USD ($)single_family_property | Dec. 31, 2015USD ($)single_family_property |
Property Subject to or Available for Operating Lease | ||
Number of properties | single_family_property | 47,955 | 38,780 |
Net book value | $ | $ 7,561,189 | $ 6,289,938 |
Single Family Homes | Properties being renovated | ||
Property Subject to or Available for Operating Lease | ||
Number of properties | single_family_property | 320 | 476 |
Net book value | $ | $ 55,325 | $ 75,055 |
Single Family Homes | Properties being prepared for re-lease | ||
Property Subject to or Available for Operating Lease | ||
Number of properties | single_family_property | 136 | 178 |
Net book value | $ | $ 21,393 | $ 28,525 |
Single Family Homes | Properties Held for Sale | ||
Property Subject to or Available for Operating Lease | ||
Number of properties | single_family_property | 1,581 | 45 |
Net book value | $ | $ 123,575 | $ 7,432 |
Leased | Single Family Homes | ||
Property Subject to or Available for Operating Lease | ||
Number of properties | single_family_property | 44,455 | 36,403 |
Net book value | $ | $ 7,116,267 | $ 5,895,482 |
Vacant | Single Family Homes | ||
Property Subject to or Available for Operating Lease | ||
Number of properties | single_family_property | 1,463 | 1,678 |
Net book value | $ | $ 244,629 | $ 283,444 |
Single-Family Properties - Narr
Single-Family Properties - Narrative (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2016USD ($)property | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | |
Property Subject to or Available for Operating Lease | |||
SEC Schedule III, Real Estate, Period Increase (Decrease) | $ 1,300,000 | ||
Net book value | $ 7,561,189 | $ 6,289,938 | |
Number of properties acquired | property | 8,936 | ||
Single Family Homes | |||
Property Subject to or Available for Operating Lease | |||
Net book value | $ 8,900 | $ 8,500 | |
Depreciation expense | $ 60,800 | $ 48,700 |
Rent and Other Receivables (Det
Rent and Other Receivables (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Receivables [Abstract] | ||
Allowance for doubtful accounts | $ 3.8 | $ 3 |
Non-tenant receivables | $ 1.1 | $ 1 |
Deferred Costs and Other Inta37
Deferred Costs and Other Intangibles - Components of Deferred Costs and Intangibles (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Acquired Indefinite-lived Intangible Assets | ||
Deferred leasing costs | $ 10,621 | $ 8,692 |
Deferred financing costs | 12,454 | 12,454 |
Intangible assets: | ||
Intangible assets | 51,122 | 26,498 |
Less: accumulated amortization | (24,268) | (16,069) |
Total | 26,854 | 10,429 |
In-place lease values | ||
Intangible assets: | ||
Intangible assets | 22,847 | 152 |
Trademark | ||
Intangible assets: | ||
Intangible assets | 3,100 | 3,100 |
Database | ||
Intangible assets: | ||
Intangible assets | $ 2,100 | $ 2,100 |
Deferred Costs and Other Inta38
Deferred Costs and Other Intangibles - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Feb. 29, 2016 | Dec. 31, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Increase in deferred cost and intangible assets | $ 16,500 | |||
Deferred costs and other intangibles, net | 26,854 | $ 10,429 | ||
Amortization expense related to deferred leasing costs, in-place leases, trademark and database | 7,600 | $ 3,200 | ||
Noncash amortization of deferred financing costs | 2,838 | 1,377 | ||
American Residential Properties Inc. | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Acquisition of in-place leases | $ 22,696 | |||
Line of Credit | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Noncash amortization of deferred financing costs | $ 600 | $ 600 |
Deferred Costs and Other Inta39
Deferred Costs and Other Intangibles - Amortization Expense (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Finite-Lived Intangible Assets [Line Items] | ||
Total | $ 54,550 | $ 56,567 |
Deferred Leasing Costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining 2,016 | 2,769 | |
2,017 | 506 | |
Total | 3,275 | |
Deferred Financing Costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining 2,016 | 1,870 | |
2,017 | 1,017 | |
2,018 | 519 | |
2,019 | 0 | |
2,020 | 0 | |
Total | 3,406 | |
In-place lease values | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining 2,016 | 16,212 | |
2,017 | 1,426 | |
2,018 | 31 | |
Total | 17,669 | |
Trademark | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining 2,016 | 495 | |
2,017 | 660 | |
2,018 | 92 | |
Total | 1,247 | |
Database | ||
Finite-Lived Intangible Assets [Line Items] | ||
Remaining 2,016 | 225 | |
2,017 | 300 | |
2,018 | 300 | |
2,019 | 300 | |
2,020 | 132 | |
Total | $ 1,257 |
Debt - Components of Debt (Deta
Debt - Components of Debt (Details) | Feb. 29, 2016USD ($)extension_option | Sep. 30, 2013USD ($) | Mar. 31, 2016USD ($)extension_option | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Mar. 31, 2013USD ($) |
Debt Instrument [Line Items] | ||||||
Asset-backed securitizations, gross | $ 2,865,943,000 | $ 2,530,210,000 | ||||
Debt outstanding, net | 3,393,407,000 | 2,524,395,000 | ||||
Secured note payable | 50,522,000 | 50,752,000 | ||||
Credit facility | 438,000,000 | 0 | ||||
Total debt, gross | 3,469,465,000 | 2,580,962,000 | ||||
Deferred financing costs, net | (54,550,000) | (56,567,000) | ||||
Amortization of financing costs | 2,838,000 | $ 1,377,000 | ||||
Asset-backed securitization | ||||||
Debt Instrument [Line Items] | ||||||
Amortization of financing costs | $ 2,100,000 | $ 1,400,000 | ||||
Asset-backed securitization | ARP 2014-SFR1 | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument initial term | 2 years | |||||
Number of extension options | extension_option | 3 | |||||
Period of extension options | 12 months | |||||
2014-SFR 1 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 1.98% | |||||
Debt instrument initial term | 2 years | |||||
Number of extension options | extension_option | 3 | |||||
Period of extension options | 12 months | |||||
2014-SFR 1 | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 0.25% | |||||
2014-SFR 2 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.42% | |||||
2014-SFR 3 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.40% | |||||
2015-SFR 1 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.14% | |||||
2015-SFR 2 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.36% | |||||
Secured Notes Payable | Note Payable | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.06% | |||||
Secured note payable | $ 50,522,000 | 50,752,000 | ||||
Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 3.19% | |||||
Credit facility | $ 438,000,000 | 0 | ||||
Credit facility amount, maximum | $ 800,000,000 | $ 800,000,000 | $ 500,000,000 | |||
Weighted blended interest rate | Asset-backed securitization | ARP 2014-SFR1 | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.11% | |||||
Weighted blended interest rate | 2014-SFR 1 | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 1.54% | |||||
Until March 2017 | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.75% | |||||
Until March 2017 | Senior Secured Revolving Credit Facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.75% | |||||
March 2017 and Thereafter | Senior Secured Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 3.125% | |||||
March 2017 and Thereafter | Senior Secured Revolving Credit Facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 3.125% | |||||
Borrower | Asset-backed securitization | ARP 2014-SFR1 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 2.55% | |||||
Principal amount | $ 342,200,000 | |||||
Debt outstanding, net | $ 342,115,000 | 0 | ||||
Unamortized discount | (12,126,000) | 0 | ||||
Debt instrument initial term | 2 years | |||||
Number of extension options | extension_option | 3 | |||||
Period of extension options | 12 months | |||||
Borrower | 2015-SFR 1 | ||||||
Debt Instrument [Line Items] | ||||||
Asset-backed securitizations, gross | 547,739,000 | 549,121,000 | ||||
Borrower | 2015-SFR 2 | ||||||
Debt Instrument [Line Items] | ||||||
Asset-backed securitizations, gross | $ 475,726,000 | 476,920,000 | ||||
Borrower | Weighted blended interest rate | Asset-backed securitization | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 2.11% | |||||
Convertible Debt | 3.25% Exchangeable Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 3.25% | 3.25% | ||||
Principal amount | $ 115,000,000 | $ 115,000,000 | 0 | |||
Unamortized discount | (2,700,000) | (2,614,000) | 0 | |||
Convertible instrument carrying amount | $ (7,000,000) | (6,768,000) | 0 | |||
Single Family Homes | 2014-SFR 1 | ||||||
Debt Instrument [Line Items] | ||||||
Asset-backed securitizations, gross | 472,553,000 | 473,755,000 | ||||
Single Family Homes | 2014-SFR 2 | ||||||
Debt Instrument [Line Items] | ||||||
Asset-backed securitizations, gross | 506,022,000 | 507,305,000 | ||||
Single Family Homes | 2014-SFR 3 | ||||||
Debt Instrument [Line Items] | ||||||
Asset-backed securitizations, gross | $ 521,788,000 | $ 523,109,000 |
Debt - Asset-Backed Securitizat
Debt - Asset-Backed Securitization Narrative (Details) | Feb. 29, 2016USD ($)extension_optionfloating_rate_componentproperty | Mar. 31, 2016USD ($)single_family_propertyproperty | Dec. 31, 2015USD ($)single_family_property |
Debt Instrument [Line Items] | |||
Number of properties | single_family_property | 47,955 | 38,780 | |
Debt outstanding | $ 3,393,407,000 | $ 2,524,395,000 | |
Net book value | 7,561,189,000 | 6,289,938,000 | |
Fair value of interest rate cap agreement | $ 0 | 0 | |
Asset-backed securitization | ARP 2014-SFR1 | |||
Debt Instrument [Line Items] | |||
Debt instrument initial term | 2 years | ||
Number of extension options | extension_option | 3 | ||
Period of extension options | 12 months | ||
Borrower | Asset-backed securitization | ARP 2014-SFR1 | |||
Debt Instrument [Line Items] | |||
Number of properties | property | 2,876 | 2,876 | |
Principal amount | $ 342,200,000 | ||
Debt instrument initial term | 2 years | ||
Number of extension options | extension_option | 3 | ||
Period of extension options | 12 months | ||
Number of floating rate components | floating_rate_component | 6 | ||
Debt outstanding | $ 342,115,000 | 0 | |
Unamortized discount | (12,126,000) | $ 0 | |
Net book value | 456,900,000 | ||
Weighted blended interest rate | Asset-backed securitization | ARP 2014-SFR1 | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 2.11% | ||
Weighted blended interest rate | Borrower | Asset-backed securitization | LIBOR | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 2.11% | ||
Interest Rate Cap | Borrower | Asset-backed securitization | ARP 2014-SFR1 | |||
Debt Instrument [Line Items] | |||
Interest rate cap | 3.12% | ||
Fair value of interest rate cap agreement | $ 0 |
Debt - Exchangeable Senior Note
Debt - Exchangeable Senior Notes Narrative (Details) | Feb. 29, 2016USD ($)day | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Debt Instrument [Line Items] | |||
Exchangeable senior notes, net | $ 105,618,000 | $ 0 | |
Convertible Debt | 3.25% Exchangeable Senior Notes | |||
Debt Instrument [Line Items] | |||
Interest rate | 3.25% | 3.25% | |
Principal amount | $ 115,000,000 | $ 115,000,000 | 0 |
Fair value of convertible debt | $ 112,300,000 | ||
Debt exchange ratio | 54.1851 | ||
Current exchange price percentage | 98.00% | ||
Minimum trading days | day | 20 | ||
Consecutive trading days | 5 days | ||
Exchangeable senior notes, net | $ 105,300,000 | $ 105,600,000 | |
Unamortized discount | 2,700,000 | 2,614,000 | 0 |
Convertible instrument carrying amount | $ 7,000,000 | $ 6,768,000 | $ 0 |
Convertible Debt | 3.25% Exchangeable Senior Notes | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Current exchange price percentage | 130.00% | ||
Consecutive trading days | 30 days | ||
American Residential Properties Inc. | Convertible Debt | 3.25% Exchangeable Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt exchange ratio | 46.9423 | ||
Ownership units exchange ratio | 1.135 | ||
Scenario, Adjustment | American Residential Properties Inc. | Convertible Debt | 3.25% Exchangeable Senior Notes | |||
Debt Instrument [Line Items] | |||
Debt exchange ratio | 53.2795 |
Debt - Credit Facility Narrativ
Debt - Credit Facility Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Sep. 30, 2013 | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2013 | |
Line of Credit Facility [Line Items] | ||||
Credit facility | $ 438,000,000 | $ 0 | ||
Senior Secured Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Credit facility amount, maximum | $ 800,000,000 | 800,000,000 | $ 500,000,000 | |
Credit facility | $ 438,000,000 | $ 0 | ||
Until March 2017 | Senior Secured Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.75% | |||
Until March 2017 | LIBOR | Senior Secured Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 2.75% | |||
March 2017 and Thereafter | Senior Secured Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 3.125% | |||
March 2017 and Thereafter | LIBOR | Senior Secured Revolving Credit Facility | ||||
Line of Credit Facility [Line Items] | ||||
Debt instrument, basis spread on variable rate | 3.125% |
Debt - Interest Expense (Detail
Debt - Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Debt Disclosure [Abstract] | ||
Gross interest | $ 31,613 | $ 20,239 |
Capitalized interest | (636) | (4,569) |
Interest expense | $ 30,977 | $ 15,670 |
Accounts Payable and Accrued 45
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 139 | $ 1,173 |
Accrued property taxes | 64,634 | 46,024 |
Other accrued liabilities | 41,818 | 26,031 |
Accrued construction and maintenance liabilities | 10,995 | 11,429 |
Resident security deposits | 66,989 | 53,819 |
Prepaid rent | 16,371 | 16,275 |
Total | $ 200,946 | $ 154,751 |
Shareholders' Equity - Issuance
Shareholders' Equity - Issuance, Conversion, and NCI Narrative (Details) $ / shares in Units, $ in Thousands | Dec. 10, 2015 | Feb. 29, 2016$ / sharesshares | Mar. 31, 2016USD ($)market$ / sharesshares | Mar. 31, 2015USD ($)$ / shares | Feb. 28, 2016shares | Dec. 31, 2015$ / sharesshares |
Class of Stock | ||||||
Gain on conversion of Series E units | $ | $ 11,463 | $ 0 | ||||
Cumulative change in value of index based on purchase prices | 50.00% | |||||
Number of top markets used for purchase price index | market | 20 | |||||
Liquidation preference value | $ | $ 457,800 | |||||
Income (loss) allocated to noncontrolling interest | $ | $ 3,836 | $ 3,956 | ||||
Series C Convertible Units | ||||||
Class of Stock | ||||||
Declared distributions (in USD per share) | $ / shares | $ 0 | $ 0.15113 | ||||
Convertible unit distributions (in dollars per share) | $ / shares | 0.09739 | |||||
Percentage of participation eligibility on distributions | 70.00% | |||||
Class A common shares | ||||||
Class of Stock | ||||||
Common shares issued | shares | 36,546,170 | |||||
Common shares, par value (in USD per share) | $ / shares | $ 0.01 | 0.01 | $ 0.01 | |||
Common stock dividend declared (in USD per share) | $ / shares | 0.05 | |||||
Declared distributions (in USD per share) | $ / shares | 0.05 | |||||
Class B common shares | ||||||
Class of Stock | ||||||
Common shares, par value (in USD per share) | $ / shares | 0.01 | $ 0.01 | ||||
Declared distributions (in USD per share) | $ / shares | $ 0.05 | 0.05 | ||||
5.0% Series A Participating Preferred Shares | ||||||
Class of Stock | ||||||
Preferred stock, dividend rate, percentage | 5.00% | |||||
Preferred stock dividends declared (in USD per share) | $ / shares | 0.3125 | |||||
Preferred Class B [Member] | ||||||
Class of Stock | ||||||
Preferred stock dividends declared (in USD per share) | $ / shares | 0.3125 | |||||
5.0% Series B Participating Preferred Shares | ||||||
Class of Stock | ||||||
Preferred stock, dividend rate, percentage | 5.00% | |||||
Preferred stock dividends declared (in USD per share) | $ / shares | 0.3125 | |||||
5.5% Series C Participating Preferred Shares | ||||||
Class of Stock | ||||||
Preferred stock, dividend rate, percentage | 5.50% | |||||
Preferred stock dividends declared (in USD per share) | $ / shares | $ 0.34375 | |||||
Operating Partnership | Class A Units | ||||||
Class of Stock | ||||||
Operating partnership units | shares | 1,343,843 | 286,377,860 | 222,311,255 | |||
Ownership units exchange ratio | 1 | |||||
Operating Partnership | Series C Convertible Units | ||||||
Class of Stock | ||||||
Income (loss) allocated to noncontrolling interest | $ | $ 3,000 | $ 4,700 | ||||
Certain consolidated subsidiaries with noncontrolling interest | ||||||
Class of Stock | ||||||
Income (loss) allocated to noncontrolling interest | $ | (100) | 100 | ||||
Certain consolidated subsidiaries with noncontrolling interest | Class A Units | ||||||
Class of Stock | ||||||
Income (loss) allocated to noncontrolling interest | $ | 800 | $ (800) | ||||
Certain consolidated subsidiaries with noncontrolling interest | Series D Convertible Units | ||||||
Class of Stock | ||||||
Income (loss) allocated to noncontrolling interest | $ | $ 100 | |||||
AH LLC | ||||||
Class of Stock | ||||||
Percentage of units outstanding | 19.80% | 22.10% | ||||
AH LLC | Class A Units | ||||||
Class of Stock | ||||||
Ownership units owned (in shares) | shares | 45,526,644 | 14,440,670 | ||||
AH LLC | Series C Convertible Units | ||||||
Class of Stock | ||||||
Ownership units owned (in shares) | shares | 0 | 31,085,974 | ||||
AH LLC | Series D Convertible Units | ||||||
Class of Stock | ||||||
Ownership units owned (in shares) | shares | 8,750,000 | 4,375,000 | ||||
AH LLC | Series E Convertible Units | ||||||
Class of Stock | ||||||
Ownership units owned (in shares) | shares | 0 | 4,375,000 | ||||
AH LLC | Class A common shares | ||||||
Class of Stock | ||||||
Percentage of units outstanding | 2.90% | 3.30% | ||||
AH LLC | Operating Partnership | Class A Units | ||||||
Class of Stock | ||||||
Ownership units owned (in shares) | shares | 45,526,644 | 14,440,670 | ||||
Percentage of units outstanding | 15.90% | 6.50% | ||||
AH LLC | Operating Partnership | Series C Convertible Units | ||||||
Class of Stock | ||||||
Ownership units exchange ratio | 1 | |||||
Ownership units owned (in shares) | shares | 31,085,974 | 31,085,974 | ||||
AH LLC | Operating Partnership | Series D Convertible Units | ||||||
Class of Stock | ||||||
Ownership units owned (in shares) | shares | 8,750,000 | 4,375,000 | ||||
AH LLC | Operating Partnership | Series E Convertible Units | ||||||
Class of Stock | ||||||
Ownership units exchange ratio | 1 | |||||
Ownership units owned (in shares) | shares | 4,375,000 | |||||
American Residential Properties Inc. | Class A common shares | ||||||
Class of Stock | ||||||
Ownership units exchange ratio | 1.135 | |||||
American Residential Properties Inc. | Operating Partnership | Class A Units | ||||||
Class of Stock | ||||||
Operating partnership units | shares | 1,296,724 | |||||
Percentage of units outstanding | 0.50% |
Shareholders' Equity - Stock Op
Shareholders' Equity - Stock Options Activity (Details) - 2012 Equity Incentive Plan - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Stock options | ||||
Stock Options | ||||
Outstanding at beginning of the period (in shares) | 2,484,400 | 2,165,000 | 2,165,000 | |
Granted (in shares) | 688,000 | 553,500 | ||
Exercised (in shares) | (22,500) | 0 | ||
Forfeited (in shares) | (32,150) | (110,500) | ||
Outstanding at end of the period (in shares) | 3,117,750 | 2,608,000 | 2,484,400 | 2,165,000 |
Exercisable at end of the period (in shares) | 1,137,125 | 597,500 | ||
Weighted Average Exercise Price | ||||
Outstanding at beginning of the period (in USD per share) | $ 16.22 | $ 16.17 | $ 16.17 | |
Granted (in USD per share) | 14.02 | 16.48 | ||
Exercised (in USD per share) | 15 | 0 | ||
Forfeited (in USD per share) | 16.70 | 16.57 | ||
Outstanding at end of the period (in USD per share) | 15.74 | 16.22 | $ 16.22 | $ 16.17 |
Exercisable at end of the period (in USD per share) | $ 16.02 | $ 15.80 | ||
Aggregate intrinsic value | ||||
Weighted average remaining life (years) | 8 years 3 months 18 days | 8 years 8 months 12 days | 8 years | 8 years 9 months 18 days |
Weighted average exercisable (years) | 7 years 5 months 16 days | 7 years 9 months 18 days | ||
Aggregate intrinsic value | $ 1,711 | $ 1,064 | $ 1,225 | $ 1,890 |
Aggregate intrinsic value exercised | 13 | |||
Aggregate intrinsic value exercisable | $ 314 | $ 466 | ||
Restricted stock units | ||||
Class of Stock | ||||
Restricted stock unit grants in period (in shares) | 74,100 | 42,000 | ||
Stock options and Restricted stock units | ||||
Class of Stock | ||||
Vesting period for stock options and restricted stock units | 4 years | 4 years | ||
Expiration period for stock options and restricted stock units | 10 years | 10 years |
Shareholders' Equity - Valuatio
Shareholders' Equity - Valuation Inputs (Details) - Class A common shares - $ / shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Weighted-average fair value | $ 2.81 | $ 4.57 |
Expected term (years) | 7 years | 7 years |
Dividend yield | 3.00% | 3.00% |
Volatility | 27.80% | 36.00% |
Risk-free interest rate | 1.50% | 1.90% |
Shareholders' Equity - Restrict
Shareholders' Equity - Restricted Stock Units (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Number of Restricted Stock Units | ||
Noncash share-based compensation expense | $ 870 | $ 696 |
Restricted stock units | 2012 Equity Incentive Plan | ||
Number of Restricted Stock Units | ||
Restricted stock units at beginning of period (in shares) | 91,650 | 85,000 |
Units awarded (in shares) | 74,100 | 42,000 |
Units vested (in shares) | (26,750) | (21,250) |
Units forfeited (in shares) | (400) | (6,000) |
Restricted stock units at end of the period (in shares) | 138,600 | 99,750 |
Shareholders' Equity - Share Re
Shareholders' Equity - Share Repurchase Narrative (Details) - Class A common shares - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Sep. 21, 2015 | |
Class of Stock | ||
Repurchase of Class A common stock, authorized amount | $ 300,000,000 | |
Average price per share of Class A common shares | $ 15.40 | |
Total price from repurchase of common shares | $ 75,900,000 | |
Remaining repurchase authorization | $ 166,800,000 | |
Common Stock | ||
Class of Stock | ||
Repurchases of Class A common shares (in shares) | 4,930,783 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
AH LLC | ||
Related Party Transaction | ||
Noncontrolling interest equity interest ownership | 19.80% | 22.10% |
Due from affiliates | $ 0.9 | |
Due to affiliate | $ 4.1 | |
AH LLC | Class A Units | ||
Related Party Transaction | ||
Units owned (in shares) | 45,526,644 | 14,440,670 |
AH LLC | Series C Convertible Units | ||
Related Party Transaction | ||
Units owned (in shares) | 0 | 31,085,974 |
AH LLC | Series D Convertible Units | ||
Related Party Transaction | ||
Units owned (in shares) | 8,750,000 | 4,375,000 |
AH LLC | Series E Convertible Units | ||
Related Party Transaction | ||
Units owned (in shares) | 0 | 4,375,000 |
AH LLC | Class A common shares | ||
Related Party Transaction | ||
Noncontrolling interest equity interest ownership | 2.90% | 3.30% |
AH LLC | Class B common shares | ||
Related Party Transaction | ||
Shares owned (in shares) | 635,075 | 635,075 |
Alaska Joint Venture Acquisition | ||
Related Party Transaction | ||
Contribution to join venture | $ 40 | $ 40 |
Equity ownership percentage in joint venture | 20.00% | |
Alaska Joint Venture Acquisition | Alaska Permanent Fund Corporation | ||
Related Party Transaction | ||
Contribution to join venture | $ 160 | $ 160 |
Acquisitions - Narrative (Detai
Acquisitions - Narrative (Details) - American Residential Properties Inc. $ / shares in Units, $ in Thousands | Feb. 29, 2016USD ($)single_family_property$ / sharesshares | Mar. 31, 2016USD ($) |
Business Acquisition [Line Items] | ||
Equity interest in acquiree (percent) | 12.70% | |
Equity transaction consideration | $ 530,460 | |
Share price at acquisition | $ / shares | $ 14 | |
Acquisition transaction costs | $ 5,000 | |
Number of single-family properties acquired | single_family_property | 8,936 | |
Acquisitions costs incurred | $ 3,400 | |
Class A common shares | ||
Business Acquisition [Line Items] | ||
Equity interest issued, number of shares, multiplier | 1.135 | |
Equity interest issued, number of shares | shares | 36,546,170 | |
Class A Units | ||
Business Acquisition [Line Items] | ||
Equity interest issued, number of shares, multiplier | 1.135 | |
Equity interest issued, number of shares | shares | 1,343,843 |
Acquisitions - Estimated Fair V
Acquisitions - Estimated Fair Values of Assets and Liabilities Acquired (Details) - American Residential Properties Inc. - USD ($) $ in Thousands | Feb. 29, 2016 | Mar. 31, 2016 | Mar. 31, 2015 |
Business Acquisition [Line Items] | |||
Land | $ 262,396 | ||
Buildings and improvements | 1,014,857 | ||
Net assets acquired | 15,499 | ||
Restricted cash | 9,521 | ||
Rent and other receivables | 843 | ||
Escrow deposits, prepaid expenses and other assets | 35,134 | ||
In-place leases | 22,696 | ||
Accounts payable and accrued expenses | (38,485) | ||
Net assets acquired | 1,322,461 | ||
Total debt assumed | 792,001 | ||
Equity transaction consideration | 530,460 | ||
Total transaction consideration | 1,322,461 | ||
Credit facility | |||
Business Acquisition [Line Items] | |||
Total debt assumed | 350,000 | $ 350,000 | $ 0 |
Exchangeable senior notes | |||
Business Acquisition [Line Items] | |||
Total debt assumed | 112,298 | 112,298 | 0 |
Asset-backed securitization | |||
Business Acquisition [Line Items] | |||
Total debt assumed | $ 329,703 | $ 329,703 | $ 0 |
Acquisitions - Total Revenues a
Acquisitions - Total Revenues and Net Loss Attributable to Acquisition (Details) - American Residential Properties Inc. $ in Thousands | 1 Months Ended |
Mar. 31, 2016USD ($) | |
Business Acquisition [Line Items] | |
Total revenues | $ 11,140 |
Net loss | $ (2,569) |
Acquisitions - Pro Forma Revenu
Acquisitions - Pro Forma Revenue and Net Income Attributable to Acquisition (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Business Acquisition [Line Items] | ||
Pro forma total revenues | $ 217,262 | $ 159,250 |
Pro forma net loss | $ (14,173) | $ (10,711) |
Pro forma net loss per share | $ (0.02) | $ (0.08) |
Pro Forma | ||
Business Acquisition [Line Items] | ||
Pro forma net loss per share | $ (0.08) | $ (0.08) |
Earnings per Share (Details)
Earnings per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income (loss) (numerator): | ||
Net income (loss) | $ 5,028 | $ (8,265) |
Noncontrolling interest | 3,836 | 3,956 |
Dividends on preferred shares | 5,569 | 5,569 |
Net loss attributable to common shareholders | $ (4,377) | $ (17,790) |
Weighted-average shares (denominator) | 219,157,870 | 211,481,727 |
Net loss per share-basic and diluted: | ||
Net loss per share-basic and diluted (in USD per share) | $ (0.02) | $ (0.08) |
Earnings per Share (Details 2)
Earnings per Share (Details 2) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings Per Share [Abstract] | ||
Total weighted average shares | 75,889,718 | 74,044,394 |
Noncash Transactions (Details)
Noncash Transactions (Details) - American Residential Properties Inc. | Feb. 29, 2016shares |
Noncash or Part Noncash Acquisitions [Line Items] | |
Equity interest in acquiree (percent) | 12.70% |
Class A common shares | |
Noncash or Part Noncash Acquisitions [Line Items] | |
Equity interest issued, number of shares, multiplier | 1.135 |
Equity interest issued, number of shares | 36,546,170 |
Class A Units | |
Noncash or Part Noncash Acquisitions [Line Items] | |
Equity interest issued, number of shares, multiplier | 1.135 |
Equity interest issued, number of shares | 1,343,843 |
Fair Value - Carrying Value and
Fair Value - Carrying Value and Fair Value (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Carrying Value | ||
Asset-backed securitizations, net | $ 2,799,267 | $ 2,473,643 |
Exchangeable senior notes, carrying value | 105,618 | 0 |
Asset-backed securitization, net of discount, carrying value | 2,853,817 | 2,530,210 |
Notes payable, carrying value | 50,522 | 50,752 |
Credit facility, carrying value | 438,000 | 0 |
Total debt, carrying value | 3,447,957 | 2,580,962 |
Fair Value | ||
Deferred financing costs, net | (54,550) | (56,567) |
Significant Unobservable Inputs (Level 3) | ||
Fair Value | ||
Asset-backed securitization, fair value | 2,879,381 | 2,368,964 |
Exchangeable senior notes, fair value | 105,618 | 0 |
Notes payable, fair value | 50,894 | 48,631 |
Credit facility, fair value | 438,000 | 0 |
Total debt, fair value | 3,473,893 | 2,417,595 |
2014-SFR 1 | ||
Carrying Value | ||
Asset-backed securitizations, net | 472,553 | 473,755 |
2014-SFR 1 | Significant Unobservable Inputs (Level 3) | ||
Fair Value | ||
Asset-backed securitization, fair value | 480,021 | 472,258 |
ARP 2014-SFR1 | ||
Carrying Value | ||
Asset-backed securitizations, net | 329,989 | 0 |
ARP 2014-SFR1 | Significant Unobservable Inputs (Level 3) | ||
Fair Value | ||
Asset-backed securitization, fair value | 329,989 | 0 |
2014-SFR 2 | ||
Carrying Value | ||
Asset-backed securitizations, net | 506,022 | 507,305 |
2014-SFR 2 | Significant Unobservable Inputs (Level 3) | ||
Fair Value | ||
Asset-backed securitization, fair value | 511,289 | 476,952 |
2014-SFR 3 | ||
Carrying Value | ||
Asset-backed securitizations, net | 521,788 | 523,109 |
2014-SFR 3 | Significant Unobservable Inputs (Level 3) | ||
Fair Value | ||
Asset-backed securitization, fair value | 527,647 | 489,448 |
2015-SFR 1 | ||
Carrying Value | ||
Asset-backed securitizations, net | 547,739 | 549,121 |
2015-SFR 1 | Significant Unobservable Inputs (Level 3) | ||
Fair Value | ||
Asset-backed securitization, fair value | 549,515 | 496,673 |
2015-SFR 2 | ||
Carrying Value | ||
Asset-backed securitizations, net | 475,726 | 476,920 |
2015-SFR 2 | Significant Unobservable Inputs (Level 3) | ||
Fair Value | ||
Asset-backed securitization, fair value | 480,920 | 433,633 |
Senior Secured Revolving Credit Facility | ||
Carrying Value | ||
Credit facility, carrying value | $ 438,000 | $ 0 |
Until March 2017 | Senior Secured Revolving Credit Facility | ||
Fair Value | ||
Debt instrument, basis spread on variable rate | 2.75% |
Fair Value - Fair Value Hierarc
Fair Value - Fair Value Hierarchy (Details) - USD ($) $ in Thousands | Mar. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 |
Assets: | ||||
Interest rate cap agreement | $ 0 | $ 0 | ||
Liabilities: | ||||
Contingently convertible Series E units liability | 0 | 69,957 | $ 70,219 | $ 72,057 |
Preferred shares derivative liability | 63,090 | 62,790 | $ 57,840 | $ 57,960 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | Recurring | ||||
Assets: | ||||
Interest rate cap agreement | 0 | 0 | ||
Liabilities: | ||||
Contingently convertible Series E units liability | 0 | |||
Preferred shares derivative liability | 0 | 0 | ||
Significant Other Observable Inputs (Level 2) | Recurring | ||||
Assets: | ||||
Interest rate cap agreement | 0 | 0 | ||
Liabilities: | ||||
Contingently convertible Series E units liability | 0 | |||
Preferred shares derivative liability | 0 | 0 | ||
Significant Unobservable Inputs (Level 3) | Recurring | ||||
Assets: | ||||
Interest rate cap agreement | 0 | 0 | ||
Liabilities: | ||||
Contingently convertible Series E units liability | 69,957 | |||
Preferred shares derivative liability | $ 63,090 | $ 62,790 |
Fair Value - Changes in Fair Va
Fair Value - Changes in Fair Value of Level 3 Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Contingently convertible Series E units liability, Beginning Balance | $ 69,957 | $ 72,057 |
Convertible Series E Units Liability Issuance | 0 | 0 |
Conversion of Series E units to Series D units. | (69,957) | 0 |
Remeasurement of Series E units | 0 | (1,838) |
Contingently convertible Series E units liability, Ending Balance | 0 | 70,219 |
Preferred shares derivative liability, Beginning Balance | 62,790 | 57,960 |
Preferred shares derivative liability, Issuance | 0 | 0 |
Preferred share conversions | 0 | 0 |
Remeasurement of preferred shares | 300 | (120) |
Preferred shares derivative liability, Ending Balance | $ 63,090 | $ 57,840 |
Subsequent Events (Details)
Subsequent Events (Details) $ / shares in Units, $ in Thousands, shares in Millions | May. 03, 2016$ / shares | Apr. 30, 2016USD ($)single_family_property$ / sharesshares | Mar. 31, 2016USD ($)property$ / shares | Mar. 31, 2015USD ($)$ / shares |
Subsequent Event | ||||
Number of properties acquired | property | 8,936 | |||
Aggregate purchase price of properties acquired | $ | $ 34,181 | $ 292,735 | ||
Proceeds from credit facility | $ | 521,000 | 346,000 | ||
Repayment on credit facility | $ | $ 83,000 | $ 508,000 | ||
Class A common shares | ||||
Subsequent Event | ||||
Weighted-average price per share | $ 15.40 | |||
Quarterly dividend (in USD per share) | $ 0.05 | |||
5.0% Series A Participating Preferred Shares | ||||
Subsequent Event | ||||
Quarterly preferred dividend (in USD per share) | $ 0.3125 | |||
Preferred stock, dividend rate, percentage | 5.00% | |||
5.0% Series B Participating Preferred Shares | ||||
Subsequent Event | ||||
Quarterly preferred dividend (in USD per share) | 0.3125 | |||
Preferred stock, dividend rate, percentage | 5.00% | |||
5.5% Series C Participating Preferred Shares | ||||
Subsequent Event | ||||
Quarterly preferred dividend (in USD per share) | $ 0.34375 | |||
Preferred stock, dividend rate, percentage | 5.50% | |||
Subsequent Events | ||||
Subsequent Event | ||||
Number of properties acquired | single_family_property | 64 | |||
Aggregate purchase price of properties acquired | $ | $ 9,000 | |||
Proceeds from credit facility | $ | $ 20,000 | |||
Subsequent Events | Class A common shares | ||||
Subsequent Event | ||||
Stock repurchased (in shares) | shares | 1.3 | |||
Weighted-average price per share | $ 15.59 | |||
Total price of stock repurchased | $ | $ 20,000 | |||
Quarterly dividend (in USD per share) | $ 0.05 | |||
Subsequent Events | Class B common shares | ||||
Subsequent Event | ||||
Quarterly dividend (in USD per share) | 0.05 | |||
Subsequent Events | 5.0% Series A Participating Preferred Shares | ||||
Subsequent Event | ||||
Quarterly preferred dividend (in USD per share) | $ 0.3125 | |||
Subsequent Events | 5.0% Series A Participating Preferred Shares | Dividend Declared | ||||
Subsequent Event | ||||
Preferred stock, dividend rate, percentage | 5.00% | |||
Subsequent Events | 5.0% Series B Participating Preferred Shares | ||||
Subsequent Event | ||||
Quarterly preferred dividend (in USD per share) | $ 0.3125 | |||
Subsequent Events | 5.0% Series B Participating Preferred Shares | Dividend Declared | ||||
Subsequent Event | ||||
Preferred stock, dividend rate, percentage | 5.00% | |||
Subsequent Events | 5.5% Series C Participating Preferred Shares | ||||
Subsequent Event | ||||
Quarterly preferred dividend (in USD per share) | $ 0.34375 | |||
Subsequent Events | 5.5% Series C Participating Preferred Shares | Dividend Declared | ||||
Subsequent Event | ||||
Preferred stock, dividend rate, percentage | 5.50% | |||
Senior Secured Revolving Credit Facility | Subsequent Events | ||||
Subsequent Event | ||||
Repayment on credit facility | $ | 40,000 | |||
Credit facility | Subsequent Events | ||||
Subsequent Event | ||||
Line of credit outstanding | $ | $ 418,000 |