A transformative combination creating the pre-eminent Sunbelt Multifamily REIT June 2013 Exhibit 99.2 |
Two highly complementary multifamily REIT platforms coming together to establish the pre-eminent Sunbelt multifamily REIT 100% all stock combination of Mid-America Apartment Communities (NYSE: MAA) with Colonial Properties Trust (NYSE: CLP) Fixed exchange ratio of 0.36x MAA shares for each CLP share Pro forma ownership of approximately 56.2% MAA / 43.8% CLP Transaction consideration Expected close Q3 2013 Corporate name and headquarters MAA to retain its corporate name and ticker symbol (NYSE: MAA) Memphis, TN Management & Board Eric Bolton, Chairman & CEO Al Campbell, EVP & CFO Tom Grimes, EVP & COO Ongoing support from CLP management in integration efforts New MAA board will be composed of 12 directors, including 7 directors from MAA board and 5 directors from CLP board Gross G&A synergies Expected $25 million annual run rate Dividend MAA will maintain its quarterly dividend at an annual rate of $2.78 per share Positioned to drive superior long-term investment returns to capital 1 |
Strategic rationale and transaction benefits Higher efficiency in on-site product and service procurement in addition to back-office and system platforms Ability to further scale local and regional management operations Cost elimination from duplicative public company costs and platform Enhanced margins and synergy opportunities Leading Sunbelt footprint to drive superior deal flow and opportunistic new growth opportunities Superior cost of capital benefits over full cycle to enhance accretive capital deployment opportunities Platform scale drives operating cost advantages and enhances the ability to attract top talent Strengthened platform through integration of best practices of both companies Enhanced competitive advantage Enhanced portfolio strength Second largest multifamily REIT by number of units Improved diversification across high-growth region and markets Enhanced ability to increase pro-active and opportunistic capital re-cycling “Full cycle” capital deployment and performance strategy strengthened Improved investment grade metrics and limited near-term debt maturities Larger scale enhances capital market opportunities Long-term cost of capital benefits Enhanced balance sheet Shared vision for success; enhanced platform to execute 2 |
Combination of complementary portfolios to create market-leading platform 1 As of 5/31/13 2 Includes all multifamily properties, including operating, lease up, joint venture communities 3 Multifamily assets weighted by 3/31/13 NOI 4 Represents multifamily portfolio occupancy as of 3/31/13 Formation date Mid-America Apartments Colonial Properties New MAA Equity market cap ($bn) Age 3 Occupancy January 1994 September 1993 Q3 2013 $3.0 $2.1 $5.1 168 117 285 15.4 yrs 14.5 yrs 15.0 yrs 96% 96% 96% Total market cap ($bn) 1 $4.7 $3.9 $8.6 Units 49,591 35,181 84,772 Revenue / unit $994 $966 $982 Communities 3 1 2 2 4 |
Second largest multifamily REIT by units with a market cap of over $8.6bn Units 1 Total market capitalization ($bn) 2 Source: Company 1Q’13 Financial Supplements 1 As of 3/31/2013 2 As of 5/31/13 4 $33.8 New MAA AIMCO UDR Essex Property Trust Post Properties Home Properties AvalonBay Communities Essex Property Trust New MAA Home Properties Post Properties Camden Property Trust |
Portfolio distribution by total units Note: Other large markets includes 3 additional MSAs; Other secondary markets includes 29 additional MSAs 1 Breakdown based on number of total multifamily 1Q’13 NOI, including operating, lease-up and joint venture communities (at share) Continued commitment to a portfolio strategy focused on high-growth markets across the Sunbelt region, allocated across both large and secondary markets, to capture superior risk-adjusted performance over full market cycles Distribution by secondary markets (38% of total) Distribution by large markets (62% of total) Alabama Arizona Arkansas California Florida Georgia Kentucky Louisiana Nevada New Mexico North Carolina Oklahoma South Carolina Tennessee Texas Virginia Mississippi 2,000–5,000 units Greater than 5,000 units Less than 2,000 units Missouri Note: Includes all multifamily properties, including operating, lease up, joint venture communities Enhanced diversification across high-growth Sunbelt region Large markets % of total Q1'13 NOI 1 Dallas / Fort Worth 11.7% 2 Atlanta 6.9% 3 Austin 6.4% 4 Raleigh 6.3% 5 Charlotte 5.8% 6 Nashville 4.9% 7 Jacksonville 4.6% 8 Tampa 4.0% 9 Orlando 3.9% 10 Houston 3.4% Secondary markets % of total Q1'13 NOI 1 Memphis 3.2% 2 Charleston 3.0% 3 Savannah 2.9% 4 Birmingham 2.4% 5 Richmond 2.2% 6 Jackson 2.0% 7 Greenville 1.6% 8 Columbus 1.6% 9 San Antonio 1.6% 10 Little Rock 1.5% 5 1 1 1 |
Significant presence in large, high growth markets Source: Moody’s Note: Highlighted markets represent 58.7% of New MAA’s multifamily portfolio (weighted by units) U.S. average: 2.2% Large markets with meaningful presence MAA’s combined new, large markets are on a weighted average basis projected to show 3.0% job growth over the next 5 years vs. U.S. average of 2.2% Major non-MAA markets 6 5-year projected employment growth CAGR (%) |
MAA’s two-tier market strategy has delivered stable, long-term outperformance over the “full cycle” MAA has generated higher average growth combined with lower volatility than peers MAA average: 2.8% Peer average: 2.6% Source: Third party research Note: Multifamily peers include BRE, CLP, CPT, ESS, HME, PPS, UDR 2009 trough: (5.1%) 2009 trough: (1.8%) 7 Same store NOI growth |
New MAA will have an enhanced large market focus across the Sunbelt region Top 10 markets by NOI 1Q’13 unit count by market % of 1Q’13 same store NOI by market 1 2 3 4 5 6 7 8 9 10 MAA DFW Jacksonville Nashville Houston Atlanta Memphis Austin Tampa Raleigh Columbus CLP DFW Charlotte Raleigh Austin Atlanta Orlando Charleston Savannah Birmingham Tampa New MAA DFW Atlanta Austin Raleigh Charlotte Nashville Jacksonville Tampa Orlando Houston 49,591 35,181 84,772 Source: REIS Markets with 5-year projected employment growth above national average 8 25,846 24,646 50,492 23,745 10,535 34,280 |
Synergy and value creation potential through integration Significant overlap in asset footprint creates potential for margin improvement Significant overlap in technology to drive and track performance, leading to minimal business disruption Opportunity to improve cost structure by leveraging a combined business platform across a significantly larger asset portfolio Estimated total run-rate annual synergies of $25mm Potential for additional synergies include improved debt costs and opportunities for scale efficiencies Strengthened platform through integration of best practices of both companies Market Station - Kansas City, MO Colonial Grand at Double Creek - Austin, TX 9 |
2 Q1 2013 dividend / share annualized 3 Excludes the write-off of original issuance costs for preferred shares redeemed 4 Mid point of 2013E FFO / share guidance MAA management’s proven record of disciplined capital deployment and performance 359% 224% 211% Note: Multifamily peers include AIV, AVB, BRE, CLP, CPT, EQR, ESS, HME, PPS, UDR 1 20 day simple moving average 4 2 3 3 10 (20.0)% 30.0% 80.0% 130.0% 180.0% 230.0% 280.0% 330.0% 380.0% 05/30/03 05/29/04 05/29/05 05/30/06 05/30/07 05/30/08 05/30/09 05/30/10 05/31/11 05/30/12 05/31/13 MAA MSCIUS REIT Index Multifamily peers Total return performance 10 years 1 $2.34 $2.34 $2.35 $2.38 $2.42 $2.46 $2.46 $2.46 $2.51 $2.64 $2.78 2003 2005 2007 2009 2011 2013E Dividend / share $2.87 $3.00 $3.20 $3.33 $3.55 $3.73 $3.79 $3.77 $3.98 $4.57 $4.87 2003 2005 2007 2009 2011 2013E FFO / share MAA dividend growth 10 years MAA FFO growth 10 years 2004 2006 2008 2010 2012 2004 2006 2008 2010 2012 – – – |
New MAA will maintain a disciplined approach to development Expected stabilized NOI yields between 6% and 8% Cost to Cost to Expected cost Expected MSA Total units date complete Total Per unit ($000) stabilization MAA River's Walk Charleston 270 21.9 11.5 33.4 124 4Q14 1225 South Church Phase II Charlotte 210 $26.3 $1.2 $27.5 $131 1Q14 Subtotal: MAA 774 $56.3 $45.0 $101.3 $131 CLP CR at South End Charlotte 353 31.7 27.6 59.3 168 4Q14 CG at Ayrsley (Phase II) Charlotte 81 $5.4 $3.7 $9.1 $113 4Q13 CG at Randal Lakes Orlando 462 24.2 32.8 57.0 123 1Q15 CG at Lake Mary (Phase III) Orlando 132 2.4 13.7 16.1 122 3Q14 Subtotal: CLP 1,028 $63.7 $77.8 $141.5 $138 Total 1,802 $120.0 $122.8 $242.8 $135 220 Riverside Jacksonville 294 8.1 32.3 40.4 137 4Q15 11 Active multifamily development pipeline ($mm, except per unit costs) |
New MAA will continue to recycle capital into high quality properties in growth markets Allure at Brookwood Colonial Grand at Windemere Legends at Lowe’s Farm Colonial Reserve at Las Colinas MAA purchase: Sept. 2011 MSA: Dallas, TX Acquisition price: $47mm Total units: 456 Year built: 2008 Occupancy: 95% MAA purchased: July 2012 MSA: Atlanta, GA Acquisition price: $64mm Total units: 349 Year built: 2008 Occupancy: 94% CLP purchase: March 2013 MSA: Orlando, FL Acquisition price: $43mm Total units: 280 Year built: 2009 Occupancy: 95% CLP purchase: Nov. 2012 MSA: Dallas, TX Acquisition price: $43mm Total units: 306 Year built: 2006 Occupancy: 91% 12 |
Total unencumbered assets to book value Debt / LTM EBITDA Debt / gross assets Debt / market capitalization Secured debt / gross assets LTM fixed charge coverage ratio MAA 57.4% 6.5x 44.9% 36.2% 29.8% 4.3x CLP 69.7% 7.7x 44.2% 45.6% 17.6% 2.5x New MAA 63.7% 6.7x 44.5% 40.5% 23.6% 3.4x Debt maturity profile ($mm) Note: As of 3/31/13 2 Excludes pro rata share of unconsolidated joint venture debt Strong investment grade balance sheet and manageable debt maturity profile 3% 14% 15% 8% 47% % maturing 13% Credit metrics Note: As of 3/31/13 1 Includes pro rata share of unconsolidated joint venture debt 2 New MAA EBITDA includes $25mm of synergies pro forma for the transaction $511 $285 13 1 2 2 2 |
Strong investment grade balance sheet - capital structure profile New MAA capital structure Debt / market capitalization: 40.5% Note: As of 3/31/13. Includes pro rata share of unconsolidated joint venture debt Floating vs. fixed rate debt Unsecured vs. secured debt % of unencumbered assets 14 |
Source: Company filings, SNL Financial 1 EBITDA includes $25mm of synergies pro forma for the transaction Investment grade balance sheet metrics Debt / gross assets Debt / LTM EBITDA Secured debt / gross assets LTM fixed charge coverage ratio 15 |
Strategy and long-term outlook Optimize cash flow growth through “full-cycle” Support growing and secure dividend Deliver superior long-term risk-adjusted returns Focus on high-growth Sunbelt markets Prudent capital deployment practices Proactive capital recycling program Build competitive advantages in local markets Limited and disciplined approach to development Develop New MAA brand value 16 |
Certain matters in this presentation may constitute forward-looking statements within the meaning of Section 27-A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934. Such statements include, but are not limited to, statements made about anticipated economic and market conditions, expectations for future demographics, the impact of competition, general changes in the apartment industry, expectations for acquisition and joint venture performance, ability to pay dividends and the ability to obtain financing at reasonable rates. Actual results and the timing of certain events could differ materially from those projected in or contemplated by the forward-looking statements due to a number of factors, including a downturn in general economic conditions or the capital markets, competitive factors including overbuilding or other supply/demand imbalances in some or all of our markets, changes in interest rates and other items that are difficult to control such as the impact of legislation, as well as the other general risks inherent in the apartment and real estate businesses. Reference is hereby made to the filings of Mid-America Apartment Communities, Inc., with the Securities and Exchange Commission, including quarterly reports on Form 10-Q, reports on Form 8-K, and its annual report on Form 10-K, particularly including the risk factors contained in the latter filing. Eric Bolton, MAA CEO 901-248-4127 eric.bolton@maac.com Al Campbell, MAA CFO 901-248-4169 al.campbell@maac.com Leslie Wolfgang, MAA Investor Relations 901-248-4126 leslie.wolfgang@maac.com Jennifer Patrick, MAA Investor Relations 901-435-5371 jennifer.patrick@maac.com http://ir.maac.com Tom Lowder, CLP CEO 205-250-8700 tlowder@colonialprop.com Jerry Brewer, CLP Executive Vice President 800-645-3917 jbrewer@colonialprop.com 17 |
Additional Information about the Proposed Transaction and Where to Find It In connection with the proposed transaction, MAA expects to file with the SEC a registration statement on Form S-4 that will include a joint proxy statement of MAA and Colonial Properties Trust that also constitutes a prospectus of MAA. MAA and Colonial Properties Trust also plan to file other relevant documents with the SEC regarding the proposed transaction. INVESTORS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT DOCUMENTS FILED WITH THE SEC IF AND WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. You may obtain a free copy of the joint proxy statement/prospectus (if and when it becomes available) and other relevant documents filed by MAA and Colonial Properties Trust with the SEC at the SEC’s website at www.sec.gov. Copies of the documents filed by MAA with the SEC will be available free of charge on MAA’s website at www.maac.com or by contacting MAA Investor Relations at 901-682-6600. Copies of the documents filed by Colonial Properties Trust with the SEC will be available free of charge on Colonial Properties Trust’s website at www.colonialprop.com or by contacting Colonial Properties Trust Investor Relations at 205-250-8700. MAA and Colonial Properties Trust and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. You can find information about MAA’s executive officers and directors in MAA’s definitive proxy statement filed with the SEC on March 22, 2013. You can find information about Colonial Properties Trust’s executive officers and directors in Colonial Properties Trust’s definitive proxy statement filed with the SEC on March 13, 2013. Additional information regarding the interests of such potential participants will be included in the joint proxy statement/prospectus and other relevant documents filed with the SEC if and when they become available. You may obtain free copies of these documents from MAA or Colonial Properties Trust using the sources indicated above. This document shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offering of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the U.S. Securities Act of 1933, as amended. |