CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | ||
In Thousands | Dec. 31, 2009
| Dec. 31, 2008
|
Real estate: | ||
Land | $1,250,679 | $1,119,221 |
Buildings and improvements | 5,988,330 | 5,281,134 |
Furniture, fixtures and equipment | 186,301 | 170,466 |
Total operating real estate | 7,425,310 | 6,570,821 |
Less accumulated depreciation | (1,477,772) | (1,268,557) |
Net operating real estate | 5,947,538 | 5,302,264 |
Construction in progress, including land | 531,299 | 867,040 |
Land held for development | 237,095 | 239,456 |
Operating real estate assets held for sale, net | 117,555 | 240,983 |
Total real estate, net | 6,833,487 | 6,649,743 |
Cash and cash equivalents | 105,691 | 64,935 |
Cash in escrow | 210,676 | 192,681 |
Resident security deposits | 23,646 | 29,708 |
Investments in unconsolidated real estate entities | 74,570 | 55,025 |
Deferred financing costs, net | 34,531 | 31,350 |
Deferred development costs | 87,763 | 57,365 |
Prepaid expenses and other assets | 87,241 | 93,546 |
Total assets | 7,457,605 | 7,174,353 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Unsecured notes, net | 1,658,029 | 2,002,965 |
Variable rate unsecured credit facility | 0 | 124,000 |
Mortgage notes payable | 2,316,843 | 1,527,757 |
Dividends payable | 72,773 | 208,209 |
Payables for construction | 49,623 | 64,363 |
Accrued expenses and other liabilities | 229,299 | 218,280 |
Accrued interest payable | 35,069 | 32,651 |
Resident security deposits | 33,646 | 38,643 |
Liabilities related to real estate assets held for sale | 6,399 | 31,136 |
Total liabilities | 4,401,681 | 4,248,004 |
Redeemable noncontrolling interests | 5,797 | 10,234 |
Stockholders' Equity [Abstract] | ||
Common stock, $0.01 par value; 140,000,000 shares authorized at both December 31, 2009 and December 31, 2008; 81,528,957 and 77,119,963 shares issued and outstanding at December 31, 2009 and December 31, 2008, respectively | 815 | 771 |
Additional paid-in capital | 3,200,367 | 2,940,499 |
Accumulated earnings less dividends | (149,988) | (22,223) |
Accumulated other comprehensive loss | (1,067) | (2,932) |
Total stockholders' equity | 3,050,127 | 2,916,115 |
Total liabilities and stockholders' equity | $7,457,605 | $7,174,353 |
PARANTHETICAL DATA TO THE CONSO
PARANTHETICAL DATA TO THE CONSOLIDATED BALANCE SHEETS (USD $) | ||
Dec. 31, 2009
| Dec. 31, 2008
| |
Stockholders' Equity [Abstract] | ||
Common stock, par value (in dollars per share) | 0.01 | 0.01 |
Common stock, shares authorized (in shares) | 140,000,000 | 140,000,000 |
Common stock, shares issued (in shares) | 81,528,957 | 77,119,963 |
Preferred stock, par value (in dollars per share) | 0.01 | 0.01 |
Preferred stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND OTHER COMPREHENSIVE INCOME (USD $) | |||
In Thousands, except Per Share data | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Revenue: | |||
Rental and other income | $844,254 | $807,656 | $721,644 |
Management, development and other fees | 7,328 | 6,568 | 6,142 |
Total revenue | 851,582 | 814,224 | 727,786 |
Expenses: | |||
Operating expenses, excluding property taxes | 261,752 | 248,862 | 222,332 |
Property taxes | 83,809 | 73,937 | 67,240 |
Interest expense, net | 150,323 | 114,910 | 92,175 |
(Gain) loss on extinguishment of debt, net | 25,910 | (1,839) | 0 |
Depreciation expense | 209,746 | 183,748 | 157,895 |
General and administrative expense | 28,748 | 42,781 | 28,494 |
Impairment loss - land holdings | 21,152 | 57,899 | 0 |
Total expenses | 781,440 | 720,298 | 568,136 |
Equity in income of unconsolidated entities | 1,441 | 4,566 | 59,169 |
Gain on sale of land | 4,830 | 0 | 545 |
Income from continuing operations | 76,413 | 98,492 | 219,364 |
Discontinued operations: | |||
Income from discontinued operations | 13,974 | 27,353 | 33,894 |
Gain on sale of communities | 63,887 | 284,901 | 106,487 |
Total discontinued operations | 77,861 | 312,254 | 140,381 |
Net income | 154,274 | 410,746 | 359,745 |
Net (income) loss attributable to redeemable noncontrolling interests | 1,373 | 741 | (1,585) |
Net income attributable to the Company | 155,647 | 411,487 | 358,160 |
Dividends attributable to preferred stock | 0 | (10,454) | (8,700) |
Net income attributable to common stockholders | 155,647 | 401,033 | 349,460 |
Other comprehensive income: | |||
Unrealized gain on cash flow hedges | 1,865 | 434 | 213 |
Comprehensive income | $157,512 | $401,467 | $349,673 |
Earnings per common share - basic: | |||
Income from continuing operations attributable to common stockholders (net of dividends attributable to preferred stock) | 0.97 | 1.15 | 2.65 |
Discontinued operations attributable to common stockholders | 0.97 | 4.06 | 1.78 |
Net income attributable to common stockholders | 1.94 | 5.21 | 4.43 |
Earnings per common share - diluted: | |||
Income from continuing operations attributable to common stockholders, net of preferred stock dividends | 0.96 | 1.15 | 2.62 |
Discontinued operations attributable to common stockholders | 0.97 | 4.02 | 1.76 |
Net income attributable to common stockholders | 1.93 | 5.17 | 4.38 |
Dividends per common share: | 3.57 | 5.3775 | 3.4 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (USD $) | ||||||
In Thousands, except Share data | Common stock
| Preferred stock
| Additional paid-in capital
| Accumulated earnings less dividends
| Accumulated other comprehensive loss
| Total
|
Balance, shares at Dec. 31, 2006 | 74,668,372 | 4,000,000 | ||||
Balance at Dec. 31, 2006 | $747 | $40 | $2,482,516 | $90,199 | ($3,579) | $2,569,923 |
Net income attributable to the Company | 358,160 | 358,160 | ||||
Unrealized gains on cash flow hedges | 213 | 213 | ||||
Change in redemption value of redeemable noncontrolling interest | (3,826) | (3,826) | ||||
Dividends declared to common and preferred stockholders | (276,823) | (276,823) | ||||
Issuance of common stock | 51 | 619,359 | (1,741) | 617,669 | ||
Issuance of common stock (in shares) | 5,130,855 | |||||
Purchase of common stock | (25) | (93,501) | (164,403) | (257,929) | ||
Purchase of comon stock (in shares) | (2,480,616) | |||||
Amortization of deferred compensation | 18,334 | 18,334 | ||||
Ending Balance at Dec. 31, 2007 | 773 | 40 | 3,026,708 | 1,566 | (3,366) | 3,025,721 |
Ending Balance, shares at Dec. 31, 2007 | 77,318,611 | 4,000,000 | ||||
Net income attributable to the Company | 411,487 | 411,487 | ||||
Unrealized gains on cash flow hedges | 434 | 434 | ||||
Change in redemption value of redeemable noncontrolling interest | 12,095 | 12,095 | ||||
Dividends declared to common and preferred stockholders | (423,118) | (423,118) | ||||
Issuance of common stock | 3 | 5,838 | (185) | 5,656 | ||
Issuance of common stock (in shares) | 323,085 | |||||
Purchase of common stock | (5) | (18,086) | (24,068) | (42,159) | ||
Purchase of comon stock (in shares) | (521,733) | |||||
Redemption of preferred stock | (40) | (96,425) | (96,465) | |||
Redemption of preferred stock (in shares) | (4,000,000) | |||||
Amortization of deferred compensation | 22,464 | 22,464 | ||||
Ending Balance at Dec. 31, 2008 | 771 | 2,940,499 | (22,223) | (2,932) | 2,916,115 | |
Ending Balance, shares at Dec. 31, 2008 | 77,119,963 | |||||
Net income attributable to the Company | 155,647 | 155,647 | ||||
Unrealized gains on cash flow hedges | 1,865 | 1,865 | ||||
Change in redemption value of redeemable noncontrolling interest | 3,373 | 3,373 | ||||
Dividends declared to common and preferred stockholders | (287,983) | (287,983) | ||||
Issuance of common stock | 44 | 245,676 | 1,198 | 246,918 | ||
Issuance of common stock (in shares) | 4,442,180 | |||||
Purchase of comon stock (in shares) | (33,186) | |||||
Amortization of deferred compensation | 14,192 | 14,192 | ||||
Ending Balance at Dec. 31, 2009 | $815 | $3,200,367 | ($149,988) | ($1,067) | $3,050,127 | |
Ending Balance, shares at Dec. 31, 2009 | 81,528,957 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | |||
In Thousands | 12 Months Ended
Dec. 31, 2009 | 12 Months Ended
Dec. 31, 2008 | 12 Months Ended
Dec. 31, 2007 |
Cash flows from operating activities: | |||
Net income | $154,274 | $410,746 | $359,745 |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Depreciation expense | 209,746 | 183,748 | 157,895 |
Depreciation expense from discontinued operations | 8,540 | 15,704 | 23,830 |
Amortization of deferred financing costs and debt premium/discount | 8,139 | 5,892 | 4,934 |
Amortization of stock-based compensation | 6,098 | 11,888 | 14,353 |
Return on investment of unconsolidated entities | 0 | 0 | 130 |
Equity in income of unconsolidated entities, net of eliminations | (810) | (3,436) | (58,122) |
Impairment loss - land holdings | 21,152 | 57,899 | 0 |
Abandonment of development pursuits | 2,461 | 9,428 | 3,429 |
(Gain) loss on extinguishment of debt, net | 25,910 | (1,839) | 0 |
Gain on sale of real estate assets | (68,717) | (284,901) | (107,032) |
(Increase) decrease in cash in operating escrows | (2,434) | 3,054 | (7,403) |
(Increase) decrease in resident security deposits, prepaid expenses and other assets | 2,391 | (5,673) | 8,747 |
Increase (decrease) in accrued expenses, other liabilities and accrued interest payable | 11,850 | (16,426) | 54,368 |
Net cash provided by operating activities | 378,600 | 386,084 | 454,874 |
Cash flows from investing activities: | |||
Development/redevelopment of real estate assets including land acquisitions and deferred development costs | (560,155) | (881,503) | (1,112,590) |
Acquisition of real estate assets, including partner equity interest | 0 | 0 | (13,841) |
Capital expenditures - existing real estate assets | (11,114) | (15,534) | (13,851) |
Capital expenditures - non-real estate assets | (834) | (5,290) | (1,424) |
Proceeds from sale of real estate, net of selling costs | 189,417 | 529,777 | 261,089 |
Increase (decrease) in payables for construction | (14,740) | (27,018) | 32,348 |
Decrease in cash in construction escrows | 77,754 | 126,611 | 54,149 |
(Increase) decrease in investments in unconsolidated real estate entities | (13,887) | 6,648 | (15,127) |
Net cash used in investing activities | (333,559) | (266,309) | (809,247) |
Cash flows from financing activities: | |||
Issuance of common stock | 108,860 | 7,433 | 621,029 |
Repurchase of common stock | 0 | (42,159) | (257,929) |
Redemption of preferred stock | 0 | (100,000) | 0 |
Dividends paid | (283,710) | (278,795) | (268,966) |
Net borrowings (repayments) under unsecured credit facility | (124,000) | (390,500) | 514,500 |
Issuance of mortgage notes payable and draws on construction loans | 741,140 | 697,046 | 59,126 |
Repayments of mortgage notes payable | (65,229) | (67,442) | (27,256) |
Issuance of unsecured notes | 500,000 | 330,000 | 0 |
Repayment of unsecured notes | (868,564) | (219,050) | (260,000) |
Payment of deferred financing costs | (12,523) | (9,491) | (6,550) |
Redemption of units for cash by minority partners | (202) | (1,756) | (6,851) |
Contributions from minority and profit-sharing partners | 0 | 0 | 1,333 |
Distributions to DownREIT partnership unitholders | (57) | (216) | (280) |
Distributions to joint venture and profit-sharing partners | 0 | (181) | (1,796) |
Net cash provided by (used in) financing activities | (4,285) | (75,111) | 366,360 |
Net increase in cash and cash equivalents | 40,756 | 44,664 | 11,987 |
Cash and cash equivalents, beginning of year | 64,935 | 20,271 | 8,284 |
Cash and cash equivalents, end of year | 105,691 | 64,935 | 20,271 |
Cash paid during the year for interest, net of amount capitalized | $168,651 | $110,290 | $98,594 |
1. Organization and Basis of Pr
1. Organization and Basis of Presentation | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Organization and Basis of Presentation | 1.Organization and Basis of Presentation Organization AvalonBay Communities, Inc. (the Company, which term, unless the context otherwise requires, refers to AvalonBay Communities, Inc. together with its consolidated subsidiaries), is a Maryland corporation that has elected to be taxed as a real estate investment trust (REIT) under the Code. The Company focuses on the development, acquisition, ownership and operation of apartment communities in high barrier to entry markets of the United States. These markets are located in the New England, Metro New York/New Jersey, Mid-Atlantic, Midwest, Pacific Northwest, and Northern and Southern California regions of the country. At December 31, 2009, the Company owned or held a direct or indirect ownership interest in 165 operating apartment communities containing 47,926 apartment homes in ten states and the District of Columbia, of which seven communities containing 2,615 apartment homes were under reconstruction.In addition, the Company owned or held a direct or indirect ownership interest in seven communities under construction that are expected to contain an aggregate of 2,438 apartment homes when completed.The Company also owned or held a direct or indirect ownership interest in rights to develop an additional 28 communities that, if developed as expected, will contain an estimated 7,180 apartment homes. All capitalized terms have the meaning as provided in this Form 10-K. Principles of Consolidation The accompanying Consolidated Financial Statements include the accounts of the Company and its wholly owned subsidiaries, certain joint venture partnerships, subsidiary partnerships structured as DownREITs and any variable interest entities that qualified for consolidation.All significant intercompany balances and transactions have been eliminated in consolidation. The Company accounts for joint venture entities and subsidiary partnerships, including those structured as DownREITs, that are not variable interest entities in accordance with the guidance applicable to limited partnerships or similar entities. The Company evaluates the partnership of each joint venture entity and determines whether control over the partnership lies with the general partner or, when the limited partners have certain rights, with the limited partners. The Company consolidates an investment when both (i) the Company is the general partner, and (ii) the limited partner interests do not overcome the Company's presumption of control by having either substantive participating rights, the ability to remove the Company as the general partner or the ability to dissolve the partnership. The Company generally uses the equity method under all other potential scenarios, including (i) where the Company holds a general partner interest but the presumption of control by the Company is overcome by the limited partner interests as described in the preceding paragraph, and (ii) where the Company holds a limited partner interest in a joint venture. Investments in which the Company has little or no influence are accounted for using the cost method. In each of the partnerships structured as DownREITs, either the Compa |
2. Interest Capitalized
2. Interest Capitalized | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Interest Capitalized | 2.Interest Capitalized The Company capitalizes interest during the development and redevelopment of real estate assets. Capitalized interest associated with the Companys development or redevelopment activities totaled $48,226 for 2009, $74,621 for 2008 and $73,118 for 2007. |
3. Notes Payable, Unsecured Not
3. Notes Payable, Unsecured Notes and Credit Facility | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Notes Payable, Unsecured Notes and Credit Facility | 3.Notes Payable, Unsecured Notes and Credit Facility The Companys mortgage notes payable, unsecured notes and Credit Facility, as defined below, as of December 31, 2009 and December 31, 2008 are summarized below.The following amounts and discussion do not include the mortgage notes related to the communities classified as held for sale, if any, as of December 31, 2009 and 2008, as shown in the Consolidated Balance Sheets (see Note 7, Real Estate Disposition Activities). 12-31-09 12-31-08 Fixed rate unsecured notes(1) $1,358,257 $1,672,965 Variable rate unsecured notes(2) 299,772 330,000 Fixed rate mortgage notes payable - conventional and tax-exempt 1,632,605 901,181 Variable rate mortgage notes payable - conventional and tax-exempt 684,238 646,311 Total notes payable and unsecured notes 3,974,872 3,550,457 Variable rate unsecured credit facility -- 124,000 Total mortgage notes payable, unsecured notes and Credit Facility $3,974,872 $3,674,457 (1) Balances at December 31, 2009 and December 31, 2008 include $2,220 and $2,035 of debt discount. (2) Balance at December 31, 2009 includes $228 basis adjustments resulting from qualifying fair value hedging relationships. The following debt activity occurred during the year ended December 31, 2009: In January 2009, the Company made a cash tender offer for any and all of its 7.5% unsecured notes due August 2009 and December 2010. The Company purchased $37,438 principal amount of its $150,000, 7.5% unsecured notes due August 2009 at par. In addition, the Company purchased $64,423 principal amount of its $200,000, 7.5% unsecured notes due December 2010 at 98% of par, for approximately $63,135, representing a yield to maturity of 8.66%. The Company recorded a gain of approximately $1,062, net of the write-off of related deferred financing costs during the first quarter of 2009 in conjunction with the purchase of the unsecured notes due December 2010 as a gain on extinguishment of debt, net. All of the notes purchased in the tender offer were cancelled. In April 2009, the Company completed a 5.86% fixed rate, pooled secured financing transaction for aggregate borrowing of $741,140.The financing consists of fourteen separate mortgage loans each with a 10-year term. Each loan provides for payment of interest only during the first and second years of the loan term, with payment of principal and interest (based on a 30 year amortization schedule) thereafter and the remaining principal amount and any unpaid interest due at maturity on the tenth anniversary. In April 2009, the Company repaid the $4,143 principal, 8.08% fixed rate loan secured by a real estate asset formerly classified as a Development Right pursuant to its scheduled maturity. In May 2009, the Company repaid $105,600 in unsecured debt, representing the first tranche of its $330,000 unsecured variable rate term loan (the Term Loan), pursuant to its schedule maturity. In May 2009, the Company |
4. Stockholders' Equity
4. Stockholders' Equity | |
1/1/2009 - 12/31/2009
USD / shares | |
Notes to Financial Statements [Abstract] | |
Stockholders' Equity | 4.Stockholders Equity As of December 31, 2009 and 2008, the Company had authorized for issuance 140,000,000 shares of common stock and 50,000,000 shares of preferred stock. In October 2008, the Company redeemed all 4,000,000 outstanding shares of Series H Cumulative Redeemable Preferred Stock, including accrued but unpaid dividends, for $100,701.The average dividend for all non-redeemed preferred shares was $1.81 per share in 2008 and $2.18 per share in 2007. During the year ended December 31, 2009, the Company: (i) issued 1,504,901 shares of common stock through public offerings; (ii) issued 115,675 shares of common stock in connection with stock options exercised; (iii) issued 2,624,641 shares in connection with the dividend declared in December 2008; (iv) issued 11,172 common shares through the Companys dividend reinvestment plan; (v) issued 169,851 common shares in connection with stock grants; (vi) issued 16,971 common shares through the Companys employee stock purchase plan; (vii) withheld 33,186 common shares to satisfy employees tax withholding and other liabilities; and (viii) had 1,031 shares of restricted common stock forfeited. In addition, the Company granted 344,801 options for common stock to employees.Any deferred compensation related to the Companys stock option and restricted stock grants during 2009 is not reflected on the Companys Consolidated Balance Sheet as of December 31, 2009, and will not be reflected until earned as compensation cost. Dividends per common share were $3.57 for the year ended December 31, 2009, and $5.3775 for the year ended December 31, 2008. Dividends per common share for December 31, 2008 included a special dividend declared in December 2008, of $1.8075 per share (the Special Dividend) in conjunction with the fourth quarter 2008 regular dividend of $0.8925 per share. The Special Dividend was declared to distribute a portion of the excess income attributable to gains on asset sales from the Companys disposition activities during 2008. The Special Dividend was declared to qualify for the dividends paid deduction for tax purposes and to minimize corporate level income taxes for 2008 and reduce federal excise taxes. In August 2009, the Company commenced the CEP, under which the Company may sell up to $400,000 of its common stock until August 2012.The Company may sell common stock in amounts and at times to be determined by the Company. Actual sales will depend on a variety of factors to be determined by the Company, including market conditions, the trading price of the Companys common stock and determinations by the Company of the appropriate sources of funding for the Company. In conjunction with the CEP, the Company engaged sales agents who received compensation of 1.5% of the gross sales price per share for the common stock sold.During the three months ended December 31, 2009, the Company sold 37,900 shares under this program at an average sales price of $74.34 per share, for net proceeds of $2,775.For the year ended December 31, 2009, the Company sold 1,504,901 shares under this program at an average sales pri |
5. Derivative Instruments and H
5. Derivative Instruments and Hedging Activities | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Derivative Instruments and Hedging Activities | 5.Derivative Instruments and Hedging Activities The Company enters into interest rate swap and interest rate cap agreements (collectively, the Hedging Derivatives) for interest rate risk management purposes and in conjunction with certain variable rate secured debt to satisfy lender requirements.The Company does not enter into derivative transactions for trading or other speculative purposes.The following table summarizes the consolidated Hedging Derivatives at December 31, 2009, excluding derivatives executed to hedge debt on communities classified as held for sale (dollars in thousands): Non-designated Hedges Cash Flow Hedges Fair Value Hedges Interest Interest Interest Interest Rate Caps Rate Caps Rate Swaps Rate Swaps Notional balance $109,847 $15,743 $43,435 $300,000 Weighted average interest rate (1) 1.5% 1.7% 6.5% 5.4% Weighted average capped interest rate 6.9% 6.0% n/a n/a Earliest maturity date Apr-11 Jun-12 Jun-10 Dec-10 Latest maturity date Mar-14 Jun-12 Jun-10 Jan-12 Estimated fair value, asset/(liability) $126 $24 $(900) $(228) (1) For interest rate caps, this represents the weighted average interest rate on the debt. In October 2009, the Company executed $300,000 notional amount of interest rate swaps to convert $300,000 principal amount of the Companys fixed rate unsecured notes with a weighted average maturity of approximately two years to effective floating rate instruments at a weighted average rate of three month LIBOR plus 5.42%. The Company designated the interest rate swaps as fair value hedges of the unsecured notes. Excluding derivatives executed to hedge debt on communities classified as held for sale, the Company had three derivatives designated as cash flow hedges, five derivatives designated as fair value hedges and five derivatives not designated as hedges at December 31, 2009. Fair value changes for derivatives that are not in qualifying hedge relationships are reported as a component of general and administrative expenses on the accompanying Consolidated Statements of Operations and Other Comprehensive Income.Fair value changes for derivatives not in qualifying hedge relationships for the full year ended December 31, 2009, were not material. For the derivative positions that the Company has determined qualify as effective cash flow hedges, the Company has recorded the effective portion of cumulative changes in the fair value of the Hedging Derivatives in other comprehensive income.Amounts recorded in other comprehensive income will be reclassified into earnings in the periods in which earnings are affected by the hedged cash flow.To adjust the Hedging Derivatives in qualifying cash flow hedges to their fair value and recognize the impact of hedge accounting, the Company recorded an increase in other comprehensive income of $1,865, $434 and $213 during the years ended December 31, 2009, 2008 and 2007, respectively. The amount reclassified into earnings in 2009, as well as the estim |
6. Investments in Real Estate E
6. Investments in Real Estate Entities | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Investments in Real Estate Entities | 6.Investments in Real Estate Entities The Company accounts for its investments in unconsolidated real estate entities under the equity method of accounting, except as otherwise noted below, as discussed in Note 1, Organization and Basis of Presentation, under Principles of Consolidation. As of December 31, 2009, the Company had investments in the following real estate entities: CVP I, LLC In February 2004, the Company entered into a joint venture agreement with an unrelated third-party for the development of Avalon Chrystie Place, a 361 apartment-home community located in New York, New York, for which construction was completed in late 2005. The Company has contributed $6,270 to this joint venture and holds a 20% equity interest (with a right to 50% of distributions after achievement of a threshold return, which was achieved in 2009).The Company is the managing member of CVP I, LLC, however, property management services at the community are performed by an unrelated third party. As of December 31, 2009, CVP I, LLC has outstanding tax-exempt, variable rate bonds maturing in November 2036 in the amount of $117,000, which have permanent credit enhancement.The Company has agreed to guarantee, under limited circumstances, the repayment to the credit enhancer of any advances it may make in fulfillment of CVP I, LLCs repayment obligations under the bonds. The Company has also guaranteed to the credit enhancer that CVP I, LLC will obtain a final certificate of occupancy for the project (Chrystie Place in New York City), which is expected in 2010. Our 80% partner in this venture has agreed that it will reimburse us its pro rata share of any amounts paid relative to these guaranteed obligations. The estimated fair value of and our obligation under these guarantees, both at inception and as of December 31, 2009, were not significant.As a result the Company has not recorded any obligation associated with these guarantees at December 31, 2009. MVP I, LLC In December 2004, the Company entered into a joint venture agreement with an unrelated third-party for the development of Avalon at Mission Bay North II.Construction for Avalon at Mission Bay North II, a 313 apartment-home community located in San Francisco, California, was completed in December 2006. The Company has contributed $6,433 to this venture and holds a 25% equity interest.The Company is responsible for the day-to-day operations of the community and is the management agent subject to the terms of a management agreement. In December 2007, MVP I, LLC executed a seven-year, fixed rate conventional loan, which is secured by the underlying real estate assets of the community for $105,000.The loan is a fixed rate, interest-only note bearing interest at 6.02%, maturing in December 2015.The Company has not guaranteed the debt of MVP I, LLC, nor does the Company have any obligation to fund this debt should MVP I, LLC be unable to do so. Avalon Del Rey Apartments, LLC In March 2004, the Company entered into an agreement with an unrelated third party which provided that, upon construction completion, Avalon Del Rey would be owned and operated by a joint venture between the Company |
7. Real Estate Disposition Acti
7. Real Estate Disposition Activities | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Real Estate Disposition Activities | 7.Real Estate Disposition Activities During the year ended December 31, 2009, the Company sold five wholly owned communities for an aggregate gross sales price of $179,675. These dispositions resulted in a gain in accordance with GAAP of approximately $61,117. In conjunction with the settlement of previously disclosed litigation with the Equal Rights Center involving accessibility of our communities, the Company recognized an additional gain of approximately $2,770 associated with communities sold in prior years, which was previously deferred. Details regarding the community asset sales are summarized in the following table: Period Apartment Gross sales Net Community Name Location of sale homes Debt price proceeds Avalon at River Oaks San Jose, CA Q309 226 $-- $42,250 $41,626 Avalon at Faxon Park Quincy, MA Q309 171 -- 27,250 26,633 Avalon at Parkside Sunnyvale, CA Q409 192 -- 43,800 43,283 Avalon Orange Orange, CT Q409 168 -- 25,500 24,858 Avalon at Flanders Hill Westborough, MA Q409 280 -- 40,875 40,081 Total of all 2009 asset sales 1,037 $-- $179,675 $176,481 Total of all 2008 asset sales 3,059 $43,715 $564,950 $503,377 Total of all 2007 asset sales 1,384 $8,116 $268,096 $257,396 The operations for any real estate assets sold from January 1, 2007 through December 31, 2009 and the real estate assets that qualified as discontinued operations and held for sale as of December 31, 2009 have been presented as such in the accompanying Consolidated Financial Statements. Accordingly, certain reclassifications have been made to prior years to reflect discontinued operations consistent with current year presentation. The following is a summary of income from discontinued operations for the periods presented: For the year ended 12-31-09 12-31-08 12-31-07 Rental income $35,086 $68,481 $95,866 Operating and other expenses (11,891) (22,127) (32,085) Interest expense, net (681) (3,297) (6,057) Depreciation expense (8,540) (15,704) (23,830) Income from discontinued operations $13,974 $27,353 $33,894 The Companys Consolidated Balance Sheets include other assets (excluding net real estate) of $2,185 and $2,965 as of December 31, 2009 and 2008, respectively, $0 and $19,735 of mortgage notes as of December 31, 2009 and 2008, respectively and other liabilities of $6,399 and $11,401 as of December 31, 2009 and 2008, respectively relating to real estate assets sold or classified as held for sale. During the year ended December 31, 2009, the Company sold two land parcels, one of which was previously impaired by the Company.The Company had gains on the sale of land parcels of $4,830, $0 and $545 in 2009, |
8. Commitments and Contingencie
8. Commitments and Contingencies | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Commitments and Contingencies | 8.Commitments and Contingencies Employment Agreements and Arrangements As of December 31, 2009, the Company had employment agreements with four executive officers.The employment agreements provide for severance payments and generally provide for accelerated vesting of stock options and restricted stock in the event of a termination of employment (except for a termination by the Company with cause or a voluntary termination by the employee).The current terms of these agreements end on dates that vary between November 2010 and June 2011. The employment agreements provide for one-year automatic renewals (two years in the case of the Chief Executive Officer (CEO)) after the initial term unless an advance notice of non-renewal is provided by either party.Upon a notice of non-renewal by the Company, each of the officers may terminate his employment and receive a severance payment.Upon a change in control, the agreements provide for an automatic extension of up to three years from the date of the change in control.The employment agreements provide for base salary and incentive compensation in the form of cash awards, stock options and stock grants subject to the discretion of, and attainment of performance goals established by, the Compensation Committee of the Board of Directors. The Companys stock incentive plan, as described in Note 10, Stock-Based Compensation Plans, provides that upon an employees Retirement (as defined in the plan documents) from the Company, all outstanding stock options and restricted shares of stock held by the employee will vest, and the employee will have up to 12 months to exercise any options held upon retirement.Under the plan, Retirement means a termination of employment, other than for cause, after attainment of age 50, provided that (i) the employee has worked for the Company for at least 10 years, (ii) the employees age at Retirement plus years of employment with the Company equals at least 70, (iii) the employee provides at least six months written notice of his intent to retire, and (iv) the employee enters into a one year non-compete and employee non-solicitation agreement. The Company also has an Officer Severance Program (the Program) for the benefit of those officers of the Company who do not have employment agreements.Under the Program, in the event an officer who is not otherwise covered by a severance arrangement is terminated (other than for cause) within two years following a change in control (as defined) of the Company, such officer will generally receive a cash lump sum payment equal to the sum of such officers base salary and cash bonus, as well as accelerated vesting of stock options and restricted stock.Costs related to the Companys employment agreements and the Program are deferred and recognized over the requisite service period when considered by management to be probable and estimable. Construction and Development Contingencies The Company holds a 99% controlling interest in PHVP I, LLC, a consolidated joint venture. In conjunction with the development of an operating community, Avalon Walnut Creek, PHVP I, LLC constructed a public garage adjacent to the community. As part o |
9. Segment Reporting
9. Segment Reporting | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Segment Reporting | 9.Segment Reporting The Companys reportable operating segments include Established Communities, Other Stabilized Communities, and Development/Redevelopment Communities.Annually as of January 1st, the Company determines which of its communities fall into each of these categories and maintains that classification, unless disposition plans regarding a community change, throughout the year for the purpose of reporting segment operations. Established Communities (also known as Same Store Communities) are communities where a comparison of operating results from the prior year to the current year is meaningful, as these communities were owned and had stabilized occupancy and operating expenses as of the beginning of the prior year.For the year 2009, the Established Communities are communities that are consolidated for financial reporting purposes, had stabilized occupancy and operating expenses as of January 1, 2008, are not conducting or planning to conduct substantial redevelopment activities and are not held for sale or planned for disposition within the current year.A community is considered to have stabilized occupancy at the earlier of (i) attainment of 95% physical occupancy or (ii) the one-year anniversary of completion of development or redevelopment. Other Stabilized Communities includes all other completed communities that have stabilized occupancy, as defined above.Other Stabilized Communities do not include communities that are conducting or planning to conduct substantial redevelopment activities within the current year. Development/Redevelopment Communities consists of communities that are under construction and have not received a final certificate of occupancy, communities where the Company owns a majority interest and where substantial redevelopment is in progress or is planned to begin during the current year and communities under lease-up that had not reached stabilized occupancy, as defined above, as of January 1, 2009. In addition, the Company owns land for future development and has other corporate assets that are not allocated to an operating segment. The Companys segment disclosures present the measure(s) used by the chief operating decision maker for purposes of assessing such segments performance.The Companys chief operating decision maker is comprised of several members of its executive management team who use NOI as the primary financial measure for Established Communities and Other Stabilized Communities.NOI is defined by the Company as total revenue less direct property operating expenses.Although the Company considers NOI a useful measure of a communitys or communities operating performance, NOI should not be considered an alternative to net income or net cash flow from operating activities, as determined in accordance with GAAP.NOI excludes a number of income and expense categories as detailed in the reconciliation of NOI to net income. A reconciliation of NOI to net income for years ended December 31, 2009, 2008 and 2007 is as follows: For the year ended 12-31-09 12-31-08 12-31-07 Net income $154,274 $410,746 $ |
10. Stock-Based Compensation Pl
10. Stock-Based Compensation Plans | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Stock-Based Compensation Plans | 10.Stock-Based Compensation Plans On May 21, 2009, the stockholders of the Company, upon the recommendation of the Board of Directors, approved the AvalonBay Communities, Inc. 2009 Stock Option and Incentive Plan (the 2009 Plan). The 2009 Plan includes an authorization to issue up to 4,199,822 shares of the Companys common stock, par value $0.01 per share, (2,930,000 newly authorized shares plus 1,269,822 shares that were available for grant as of May 21, 2009 under the Companys 1994 Stock Option and Incentive Plan (the 1994 Plan)), pursuant to awards under the 2009 Plan. The 2009 Plan provides for various types of equity awards to employees, officers, non-employee directors and other key personnel of the Company and its subsidiaries. The types of awards that may be granted under the 2009 Plan include restricted and deferred stock, stock options that qualify as incentive stock options (ISOs) under Section 422 of the Code, non-qualified stock options, and stock appreciation rights. The 2009 Plan will expire on May 21, 2019. Effective as of the close of business on May 21, 2009, and as part of the proposal to approve the 2009 Plan described above, the Board of Directors terminated the 1994 Plan with respect to new awards. The 1994 Plan provided for the same types of equity awards as the 2009 Plan, and would have expired by its terms on May 8, 2011. Outstanding awards previously granted under the 1994 Plan will not be affected by termination of the 1994 Plan, the terms of which shall continue to govern such previously granted awards.In addition to the 4,199,822 shares authorized for issue under the 2009 Plan as described above, any awards that were outstanding under the 1994 Plan on May 21, 2009 that are subsequently forfeited, canceled, surrendered or terminated (other than by exercise) will become available for awards under the 2009 Plan. Information with respect to stock options granted under the 1994 Plan is as follows: Weighted Avalon 1995 Weighted average and Avalon average 1994 Plan exercise price 1993 Plan exercise price shares per share shares per share Options Outstanding, December 31, 2006 2,487,239 $69.65 4,240 $36.81 Exercised (471,024) 56.57 (3,472) 36.86 Granted 344,429 147.39 -- -- Forfeited (38,929) 110.28 -- -- Options Outstanding, December 31, 2007 2,321,715 $83.15 768 $36.61 Exercised (154,523) 46.15 (768) 36.61 Granted 401,212 89.06 -- -- Forfeited (23,413) 112.51 -- -- Special Dividend Option Adjustment (1) 78,144 n/a -- -- Options Outstanding, December 31, 2008 2,623,135 $83.49 0 n/a Exercised (115,675) 44.20 -- -- Granted 344,801 48.60 -- -- Forfeited (16,007) 98.83 -- -- Options Outstanding, December 31, 2009 2,836,254 $80.76 0 n/a Options E |
11. Fair Value
11. Fair Value | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Fair Value | 11.Fair Value Fair Value Methodology As a basis for applying a market-based approach in fair value measurements, GAAP establishes a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity and the reporting entitys own assumptions about market participant assumptions. The valuation of financial instruments can be determined using widely accepted valuation techniques. The Company applies valuation models such as discounted cash flow analysis on the expected cash flows of each instrument which considers the contractual terms of the instruments, including the period to maturity, and uses observable market-based inputs, including interest rate curves and market prices, as available and applicable.In addition, the Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterpartys nonperformance risk in the fair value measurements as discussed below.When market-based inputs are not available in valuing the Companys financial instruments, such as for valuing redeemable noncontrolling interests, the Company uses unobservable inputs considering the assumptions that market participants would make in deriving the fair value.The use of different market assumptions and/or estimation methodologies may have a material effect on the Companys estimates of fair value. Financial Instruments Carried at Fair Value Derivative Financial Instruments Currently, the Company uses interest rate swap and interest rate cap agreements to manage its interest raterisk.These instruments are carried at fair value in the Companys financial statements.See Note 5, Derivative Instruments and Hedging Activities, for derivative values at December 31, 2009 and a description of where these amounts are recorded in the financial statements.In adjusting the fair value of its derivative contracts for the effect of counterparty nonperformance risk, the Company has considered the impact of its net position with a given counterparty, as well as any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees.Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives use Level 3 inputs, such as estimates of current credit spreads, to evaluate the likelihood of default by itself and its counterparties. As of December 31, 2009, the Company assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined it is not significant.As a result, the Company has determined that its derivative valuations are classified in Level 2 of the fair value hierarchy. Redeemable Noncontrolling Interests Redeemable noncontrolling interests are reported at fair value, with reductions in fair value recorded only to the extent that the Company has previously recorded increases in fair value above the redeemable noncontrolling interests initial basis. |
12. Related Party Arrangements
12. Related Party Arrangements | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Related Party Arrangements | 12.Related Party Arrangements Unconsolidated Entities The Company manages unconsolidated real estate entities for which it receives asset management, property management, development and redevelopment fee revenue.From these entities, the Company received fees of $7,328, $6,568 and $6,142 in the years ended December 31, 2009, 2008 and 2007, respectively.These fees are included in management, development and other fees on the accompanying Consolidated Statements of Operations and Other Comprehensive Income. In addition, the Company has outstanding receivables associated with its management role of $2,344 and $5,043 as of December 31, 2009 and 2008, respectively. Director Compensation Directors of the Company who are also employees receive no additional compensation for their services as a director.Following each annual meeting of stockholders starting with the 2006 annual meeting, non-employee directors receive (i) a number of shares of restricted stock (or deferred stock awards) having a value of $100 and (ii) a cash payment of $40, payable in quarterly installments of $10.After September 20, 2007, the cash payment increased to $50, payable in quarterly installments of $12.5.The value of the restricted stock or deferred stock award increased to $125 following the 2008 annual meeting.The number of shares of restricted stock (or deferred stock awards) is calculated based on the closing price on the day of the award.Non-employee directors may elect to receive all or a portion of cash payments in the form of a deferred stock award.In addition, the Lead Independent Director receives an annual fee of $30 payable in equal monthly installments of $2.5. The Company recorded non-employee director compensation expense relating to the restricted stock grants and deferred stock awards in the amount of $856, $2,170 and $855 for the years ended December 31, 2009, 2008 and 2007, respectively as a component of general and administrative expense.Deferred compensation relating to these restricted stock grants and deferred stock awards was $365 and $137 on December 31, 2009 and December 31, 2008, respectively.Compensation expense during 2008 includes additional expense associated primarily with the accelerated award vesting for directors. |
13. Quarterly Financial Informa
13. Quarterly Financial Information (Unaudited) | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Quarterly Financial Information | 13.Quarterly Financial Information The following summary represents the quarterly results of operations for the years ended December 31, 2009 and 2008: (unaudited) For the three months ended (4) 3-31-09 6-30-09 9-30-09 12-31-09 Total revenue (1) $209,733 $212,259 $215,160 $214,429 Income (loss) from continuing operations (1) (2) (3) $43,153 $13,076 $27,623 $(7,437) Income from discontinued operations (1) $3,948 $3,647 $30,478 $39,787 Net income attributable to common stockholders $47,425 $17,674 $58,154 $32,394 Net income per common share - basic $0.60 $0.22 $0.72 $0.40 Net income per common share - diluted $0.59 $0.22 $0.72 $0.40 For the three months ended (4) 3-31-08 6-30-08 9-30-08 12-31-08 Total revenue (1) $194,314 $201,165 $208,378 $210,366 Income (loss) from continuing operations (1) (5) $40,145 $44,636 $43,460 $(29,749) Income from discontinued operations(1) $8,411 $82,803 $189,426 $31,615 Net income (loss) attributable to common stockholders $46,275 $125,159 $231,406 $(1,806) Net income (loss) per common share - basic $0.60 $1.63 $3.00 $(0.02) Net income (loss) per common share - diluted $0.60 $1.61 $2.98 $(0.02) (1) Amounts may not equal previously reported results due to reclassification between income from continuing operations and income from discontinued operations. (2) Income from continuing operations for the second quarter of 2009 includes an impairment charge of approximately $20,302 associated with the Company's planned reduction in development activity. (3) Income from continuing operations for the fourth quarter of 2009 includes an impairment charge of approximately $850 associated with the Company's planned reduction in development activity and a charge of approximately $26,000 related to the October 2009 tender offer. (4) Amounts may not equal full year results due to rounding. (5) Income from continuing operations for the fourth quarter of 2008 includes an impairment charge of approximately $57,899 associated with the Company's planned reduction in development activity. |
14. Subsequent Events
14. Subsequent Events | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Notes to Financial Statements [Abstract] | |
Subsequent Events | 14.Subsequent Events The Company has evaluated subsequent events through the date on which this Form 10-K was filed, the date on which these financial statements were issued, and identified the items below for discussion. In January 2010, the Company sold one community, Avalon at Danada Farms, located in Wheaton, Illinois. Avalon at Danada Farms contains 295 apartment homes and was sold for $45,450. The Company estimates that it will record at gain of approximately $18,000 related to this disposition. In February 2010, Fund II purchased its third community, located in Gaithersburg, Maryland. The community, renamed Avalon Rothbury, contains 203 homes and was acquired for a purchase price of $31,250. In February 2010, the Company sold one community, Avalon Knoll, located in Germantown, Maryland. Avalon Knoll contains 300 apartment homes and was sold for $37,500. The Company estimates that it will record a gain of approximately $32,000 related to this disposition. Also in February 2010, the Company repaid a 6.47% fixed rate secured mortgage note in the amount of $13,961 in advance of its March 2012 schedule maturity date. |
Schedule III - Real Estate and
Schedule III - Real Estate and Accumulated Depreciation | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Schedule to Financial Statements [Abstract] | |
Schedule III - Real Estate and Accumulated Depreciation | AVALONBAY COMMUNITIES, INC. REAL ESTATE AND ACCUMULATED DEPRECIATION December 31, 2009 (Dollars in thousands) Initial Cost Total Cost City and state Land Building / Construction in Progress Improvements Costs Subsequent to Acquisition / Construction Land Building / Construction in Progress Improvements Total Accumulated Depreciation Total Cost, Net of Accumulated Depreciation Encumbrances Year of Completion / Acquisition Current Communities Avalon at Lexington Lexington, MA $2,124 $12,599 $1,737 $2,124 $14,336 $16,460 $7,665 $8,795 $11,226 1994 Avalon Oaks Wilmington, MA 2,129 18,656 505 2,129 19,161 21,290 7,377 13,913 16,794 1999 Avalon Summit Quincy, MA 1,743 14,670 1,281 1,743 15,951 17,694 7,650 10,044 -- 1986/1996 Avalon Essex Peabody, MA 5,184 16,303 536 5,184 16,839 22,023 5,879 16,144 -- 2000 Avalon at Prudential Center Boston, MA 25,811 104,399 27,123 25,811 131,522 157,333 48,332 109,001 -- 1968/1998 Avalon Oaks West Wilmington, MA 3,318 13,467 199 3,318 13,666 16,984 3,887 13,097 16,661 2002 Avalon Orchards Marlborough, MA 2,983 18,037 397 2,983 18,434 21,417 5,157 16,260 19,011 2002 Avalon at Newton Highlands Newton, MA 11,039 45,527 692 11,039 46,219 57,258 10,424 46,834 -- 2003 Avalon at The Pinehills I Plymouth, MA 3,623 16,292 93 3,623 16,385 20,008 3,157 16,851 -- 2004 Avalon at Crane Brook Peabody, MA 12,381 42,298 282 12,381 42,580 54,961 8,233 46,728 30,440 2004 Essex Place Peabody, MA 4,645 19,007 11,759 4,645 30,766 35,411 4,203 31,208 -- 2004 Avalon at Bedford Center Bedford, MA 4,257 20,547 - 4,257 20,547 24,804 2,974 21,830 15,871 2005 Avalon Chestnut Hill Chestnut Hill, MA 14,572 45,911 - 14,572 45,911 60,483 5,190 55,293 41,501 2007 Avalon Shrewsbury Shrewsbury, MA 5,152 30,608 - 5,152 30,608 35,760 3,501 32,259 21,130 2007 Avalon Danvers Danvers, MA 7,009 75,947 - 7,009 75,947 82,956 5,981 76,975 -- 2006 Avalon Woburn Woburn, MA 20,649 62,678 - 20,649 62,678 83,327 6,028 77,299 55,805 2007 Avalon at Lexington Hills Lexington, MA 8,544 78,440 - 8,544 78,440 86,984 5,278 81,706 -- 2007 |
Document Information
Document Information | |
12 Months Ended
Dec. 31, 2009 USD / shares | |
Document Information [Text Block] | |
Document Type | 10-K |
Amendment Flag | false |
Document Period End Date | 2009-12-31 |
Entity Information
Entity Information (USD $) | |
12 Months Ended
Dec. 31, 2009 | |
Entity [Text Block] | |
Entity Registrant Name | AVALONBAY COMMUNITIES INC |
Entity Central Index Key | 0000915912 |
Current Fiscal Year End Date | --12-31 |
Entity Well-known Seasoned Issuer | Yes |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Public Float | $4,435,004,264 |
Entity Common Stock, Shares Outstanding | 81,546,465 |