Apartment Income REIT Corp., a Maryland corporation (“AIR”), has filed a Registration Statement on Form 10 (as amended, the “Registration Statement”) with the U.S. Securities and Exchange Commission (the “SEC”) in connection with Apartment Investment and Management Company’s (“Aimco”) previously announced separation (the “Separation”) of AIR, which is more fully described in AIR’s information statement, dated November 30, 2020 (the “Information Statement”), which is filed with this Current Report on Form
8-K
as Exhibit 99.1. The Registration Statement was declared effective by the SEC on November 30, 2020. Aimco will mail the notice of availability of the Information Statement to its stockholders of record as of the close of business on December 5, 2020, the record date for the distribution.
The Separation will be effected through (i) the pro rata distribution by Aimco to its stockholders of all of the outstanding shares of common stock of AIR and (ii) the pro rata distribution by AIMCO Properties, L.P. (“AIR OP”), the operating partnership of Aimco, to the holders of AIR OP common limited partnership units and the holders of AIR OP Class I High Performance partnership units of all of the outstanding common limited partnership units of Aimco OP L.P. After the Separation, AIR and AIR OP’s portfolio is expected to include 98 apartment communities, which had 26,599 apartment homes as of September 30, 2020, diversified by both geography and price point. AIR and AIR OP are expected to own properties with an estimated gross asset value of $10.4 billion, and an estimated Net Asset Value, or NAV (as defined in the Information Statement), of $7.8 billion, in each case, as of March 31, 2020.
Cautionary Statement Regarding Forward Looking Statements
This document contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include all statements that are not historical statements of fact and those regarding our intent, belief, or expectations, including, but not limited to: the anticipated timing, structure and benefits of the Separation; and tax treatment and tax consequences of the Separation. In addition, we may not complete the Separation at all. We caution investors not to place undue reliance on any such forward-looking statements.
Words such as “anticipate(s),” “expect(s),” “intend(s),” “plan(s),” “believe(s),” “may,” “will,” “would,” “could,” “should,” “seek(s)” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. These statements are based on management’s current expectations and beliefs and are subject to a number of risks and uncertainties that could lead to actual results differing materially from those projected, forecasted or expected. Although we believe that the assumptions underlying the forward-looking statements are reasonable, we can give no assurance that our expectations will be attained.
Risks and uncertainties that could cause actual results to differ materially from our expectations include, but are not limited to: whether or not we complete the Separation on the anticipated terms or at all; the effects of the coronavirus pandemic on Aimco’s and AIR’s respective businesses and on the global and U.S. economies generally; real estate and operating risks, including fluctuations in real estate values and the general economic climate in the markets in which Aimco and AIR will operate and competition for residents in such markets; national and local economic conditions, including the pace of job growth and the level of unemployment; the amount, location and quality of competitive new housing supply; the timing and effects of acquisitions, dispositions, redevelopments and developments; changes in operating costs, including energy costs; negative economic conditions in our geographies of operation; loss of key personnel; Aimco’s or AIR’s ability to maintain current or meet projected occupancy, rental rates and property operating results; Aimco’s or AIR’s ability to meet budgeted costs and timelines, and, if applicable, achieve budgeted rental rates related to redevelopment and development investments; expectations regarding sales of apartment communities and the use of the proceeds thereof; the ability to successfully operate as two separate companies each with more narrowed focus; insurance risks, including the cost of insurance, and natural disasters and severe weather such as hurricanes; financing risks, including the availability and cost of financing; the risk that cash flows from operations may be insufficient to meet required payments of principal and interest; the risk that earnings may not be sufficient to maintain compliance with debt covenants, including financial coverage ratios; legal and regulatory risks, including costs associated with prosecuting or defending claims and any adverse outcomes; the terms of laws and governmental regulations that affect us and interpretations of those laws and regulations; possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of apartment communities presently or previously owned by Aimco; activities by stockholder activists, including a proxy contest; Aimco’s and AIR’s relationship with each other after the consummation of the Separation; the ability and willingness of Aimco and AIR and their subsidiaries to meet and/or perform their obligations under any contractual arrangements that are entered into among the parties in connection with the Separation and any of their obligations to indemnify, defend and hold the other party harmless
