UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,Washington, D.C. 20549



FORM 10-Q

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

For the quarterly period ended SeptemberJune 30, 20172023
or
¨☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _______ to _______

COMMISSION FILE NUMBER:Commission File Number: 001-36013 (American Homes 4 Rent)
Commission File Number: 333-221878-02 (American Homes 4 Rent, L.P.)


AMH_Master-Logo-v1.0_rgb.jpg
AMERICAN HOMES 4 RENT
AMERICAN HOMES 4 RENT, L.P.
(Exact name of registrant as specified in its charter)


MarylandAmerican Homes 4 RentMaryland46-1229660
American Homes 4 Rent, L.P.
Delaware80-0860173
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification No.)
30601 Agoura
280 Pilot Road Suite 200
Agoura Hills, California 91301Las Vegas, Nevada 89119
(Address of principal executive offices) (Zip Code)

(805) 413-5300
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading symbolsName of each exchange on which registered
Class A common shares of beneficial interest, $.01 par valueAMHNew York Stock Exchange
Series G perpetual preferred shares of beneficial interest, $.01 par valueAMH-GNew York Stock Exchange
Series H perpetual preferred shares of beneficial interest, $.01 par valueAMH-HNew York Stock Exchange


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.ý
    American Homes 4 Rent ☒ Yes ¨☐ No                American Homes 4 Rent, L.P. ☒ Yes ☐ No
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).ý
    American Homes 4 Rent ☒ Yes ¨☐ No
                American Homes 4 Rent, L.P. ☒ Yes ☐ No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging“emerging growth company"company” in Rule 12b-2 of the Exchange Act.
American Homes 4 Rent
Large accelerated filerý☒Accelerated filer¨
☐
Non-accelerated filer
¨

☐		(Do not check if a smaller reporting company)Smaller reporting company¨
☐
Emerging growth company
¨

☐
American Homes 4 Rent, L.P.
Large accelerated filer☐Accelerated filer☐
Non-accelerated filer☒Smaller reporting company☐
Emerging growth company☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.¨

    American Homes 4 Rent ☐                     American Homes 4 Rent, L.P. ☐ 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).¨
    American Homes 4 Rent ☐Yes ý☒ No
                American Homes 4 Rent, L.P. ☐ Yes ☒ No
There were 286,103,292361,366,257 shares of American Homes 4 Rent'sRent’s Class A common shares, of beneficial interest, $0.01 par value per share, and 635,075 shares of American Homes 4 Rent'sRent’s Class B common shares, of beneficial interest, $0.01 par value per share, outstanding on November 1, 2017.July 28, 2023.






EXPLANATORY NOTE


This report combines the quarterly reportreports on Form 10-Q for the period ended SeptemberJune 30, 2017,2023 of American Homes 4 Rent also includes the financial results ofand American Homes 4 Rent, L.P. Unless stated otherwise or the context otherwise requires, references to “AH4R"“AMH” or the “General Partner” mean American Homes 4 Rent, a Maryland real estate investment trust (“REIT”), and references to “the Operating Partnership," "our Operating Partnership"the “Operating Partnership” or “the OP”the “OP” mean American Homes 4 Rent, L.P., a Delaware limited partnership, and its subsidiaries taken as a whole. References to “the Company,the “Company,” “we,” "our,"“our” and “us” mean collectively AH4R,AMH, the Operating Partnership and those entities/subsidiaries owned or controlled by AH4RAMH and/or the Operating Partnership.


AH4RAMH is the general partner of, and as of SeptemberJune 30, 2017,2023 owned an approximate 83.2%approximately 87.6% of the common partnership interest in, the Operating Partnership. The remaining 16.8%12.4% of the common partnership interest was owned by limited partners. As the sole general partner of the Operating Partnership, AH4RAMH has exclusive control of the Operating Partnership’s day-to-day management. The Company’s management operates AH4RAMH and the Operating Partnership as one business, and the management of AH4RAMH consists of the same members as the management of the Operating Partnership.


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

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

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

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

The Company believes it is important to understand the few differences between AH4RAMH and the Operating Partnership in the context of how AH4RAMH and the Operating Partnership operate as a consolidated company. AH4R’sAMH’s primary function is acting as the general partner of the Operating Partnership. The only material asset of AH4RAMH is its partnership interest in the Operating Partnership. As a result, AH4RAMH generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership. AH4RAMH itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity. One difference between the Company and the Operating Partnership is $25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AH4R.AMH. The asset-backed securitization certificates are recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership. AH4RAMH contributes all net proceeds from its various equity offerings to the Operating Partnership. In return for those contributions, AH4RAMH receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering. Based on the terms of the Agreement of Limited Partnership of the Operating Partnership, as amended, OP units can be exchanged for shares on a one-for-one basis. Except for net proceeds from equity issuances by AH4R,AMH, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of units of partnership interest.OP units.


Shareholders'Shareholders’ equity, partners'partners’ capital and noncontrolling interests are the main areas of difference between the condensed consolidated financial statements of the Company and those of the Operating Partnership. The limited partnership interests in the Operating Partnership are accounted for as partners'partners’ capital in the Operating Partnership'sPartnership’s financial statements and as noncontrolling interests in the Company'sCompany’s financial statements. The noncontrolling interests in the Operating Partnership's financial statements include an outside ownership interest in a consolidated subsidiary of the Company. The noncontrolling interests in the Company's financial statements include the same noncontrolling interests at the Operating Partnership level, as well as the limited partnership interests in the Operating Partnership. The differences between shareholders'shareholders’ equity and partners'partners’ capital result from differences in the equity and capital issued at the Company and Operating Partnership levels.


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


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


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

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





American Homes 4 Rent
Form 10-QAmerican Homes 4 Rent, L.P.
INDEX
TABLE OF CONTENTS
Page
i1
PART I
Item 1.
Financial Statements
1
American Homes 4 Rent
Condensed Consolidated Balance Sheets as of SeptemberJune 30 2017,, 2023 and December 31, 20162022
1
Condensed Consolidated Statements of Operations for the three and ninesix months ended SeptemberJune 30, 20172023 and 20162022
2
Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine six months ended SeptemberJune 30 2017, 2023 and 20162022
3
Condensed Consolidated StatementStatements of Equity for the nine three and six months ended SeptemberJune 30 2017, 2023 and 2022
4
Condensed Consolidated Statements of Cash Flows for the ninesix months ended SeptemberJune 30 2017, 2023 and 20162022
56
Condensed Consolidated Balance Sheets as of SeptemberJune 30 2017,, 2023 and December 31, 20162022
78
Condensed Consolidated Statements of Operations for the three and nine six months ended SeptemberJune 30 2017, 2023 and 20162022
89
Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine six months ended SeptemberJune 30 2017, 2023 and 20162022
910
Condensed Consolidated StatementStatements of Capital for the nine three and six months ended SeptemberJune 30 2017, 2023 and 2022
1011
Condensed Consolidated Statements of Cash Flows for the ninesix months ended SeptemberJune 30 2017, 2023 and 20162022
1113
Notes to Unaudited Condensed Consolidated Financial Statements
1315
3029
4645
46
47
47
Risk Factors
47
Item 2.
47
47
47
47
47
Item 6.
4749
Exhibit Index
48
Signatures
50






CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Various statements contained in this Quarterly Report on Form 10-Q, of American Homes 4 Rent (the “Company,” “we,” “our” and “us”), including those that express a belief, expectation or intention, as well as those that are not statements of historical fact, are forward-looking statements. These forward-looking statements may include projectionsrelate to beliefs, expectations or intentions and estimatessimilar statements concerning the timingmatters that are not of historical fact and success of specific projects and our future revenues, income and capital spending. Our forward-looking statements are generally accompanied by words such as “estimate,” “project,” “predict,” “believe,” “expect,” “intend,“anticipate,” “anticipate,“intend,” “potential,” “plan,” “goal”“goal,” “outlook,” “guidance” or other words that convey the uncertainty of future events or outcomes. We have based these forward-looking statements on our current expectations and assumptions about future events. While our management considers these expectations and assumptions to be reasonable, they are inherently subject to significant business, economic, competitive, regulatory and other risks, contingencies and uncertainties, most of which are difficult to predict and many of which are beyond our control. control and could cause actual results to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements.

These and other important factors, including those discussed or incorporated by reference under Part II, Item“Item 1A.”Risk Factors”,Factors,” Part I, Item“Item 2. “Management’sManagement’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this report and in our Annual Report on Form 10-K for the year ended December 31, 2016, and in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2017,2022 (the “2022 Annual Report”) filed with the Securities and Exchange Commission (the “SEC”) may cause our actual results, performance or achievements to differ materially from any future results, performance or achievements expressed or implied by these forward-looking statements.

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




i




PART I
I—FINANCIAL INFORMATION
Item 1. Financial Statements.Statements
American Homes 4 Rent
Condensed Consolidated Balance Sheets
(Amounts in thousands, except share data)

September 30, 2017 December 31, 2016June 30, 2023December 31, 2022
(Unaudited)  (Unaudited) 
Assets 
  
Assets  
Single-family properties: 
  
Single-family properties:  
Land$1,600,906
 $1,512,183
Land$2,208,667 $2,197,233 
Buildings and improvements7,020,774
 6,614,953
Buildings and improvements10,351,621 10,127,891 
Single-family properties held for sale, net50,370
 87,430
8,672,050
 8,214,566
Single-family properties in operationSingle-family properties in operation12,560,288 12,325,124 
Less: accumulated depreciation(869,551) (666,710)Less: accumulated depreciation(2,552,998)(2,386,452)
Single-family properties, net7,802,499
 7,547,856
Single-family properties in operation, netSingle-family properties in operation, net10,007,290 9,938,672 
Single-family properties under development and development landSingle-family properties under development and development land1,339,508 1,187,221 
Single-family properties and land held for sale, netSingle-family properties and land held for sale, net154,190 198,716 
Total real estate assets, netTotal real estate assets, net11,500,988 11,324,609 
Cash and cash equivalents243,547
 118,799
Cash and cash equivalents199,601 69,155 
Restricted cash119,574
 131,442
Restricted cash162,169 148,805 
Rent and other receivables, net35,429
 17,618
Rent and other receivablesRent and other receivables45,911 47,752 
Escrow deposits, prepaid expenses and other assets149,366
 133,594
Escrow deposits, prepaid expenses and other assets359,473 331,446 
Deferred costs and other intangibles, net13,516
 11,956
Investments in unconsolidated joint venturesInvestments in unconsolidated joint ventures108,351 107,347 
Asset-backed securitization certificates25,666
 25,666
Asset-backed securitization certificates25,666 25,666 
Goodwill120,279
 120,279
Goodwill120,279 120,279 
Total assets$8,509,876
 $8,107,210
Total assets$12,522,438 $12,175,059 
   
Liabilities 
  
Liabilities  
Revolving credit facility$—
 $—
Revolving credit facility$— $130,000 
Term loan facility, net197,913
 321,735
Asset-backed securitizations, net1,981,444
 2,442,863
Asset-backed securitizations, net1,880,348 1,890,842 
Exchangeable senior notes, net110,771
 108,148
Secured note payable49,107
 49,828
Unsecured senior notes, netUnsecured senior notes, net2,497,691 2,495,156 
Accounts payable and accrued expenses263,745
 177,206
Accounts payable and accrued expenses594,154 484,403 
Participating preferred shares derivative liability68,469
 69,810
Total liabilities2,671,449
 3,169,590
Total liabilities4,972,193 5,000,401 
   
Commitments and contingencies

 

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

   
Equity 
  
Equity  
Shareholders’ equity: 
  
Shareholders’ equity:  
Class A common shares, $0.01 par value per share, 450,000,000 shares authorized, 273,605,703 and 242,740,482 shares issued and outstanding at September 30, 2017, and December 31, 2016, respectively2,736
 2,427
Class B common shares, $0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at September 30, 2017, and December 31, 20166
 6
Preferred shares, $0.01 par value per share, 100,000,000 shares authorized, 47,810,000 and 37,010,000 shares issued and outstanding at September 30, 2017, and December 31, 2016, respectively478
 370
Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 361,365,692 and 352,881,826 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively)Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 361,365,692 and 352,881,826 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively)3,614 3,529 
Class B common shares ($0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at June 30, 2023 and December 31, 2022)Class B common shares ($0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at June 30, 2023 and December 31, 2022)6 6 
Preferred shares ($0.01 par value per share, 100,000,000 shares authorized, 9,200,000 shares issued and outstanding at June 30, 2023 and December 31, 2022)Preferred shares ($0.01 par value per share, 100,000,000 shares authorized, 9,200,000 shares issued and outstanding at June 30, 2023 and December 31, 2022)92 92 
Additional paid-in capital5,517,978
 4,568,616
Additional paid-in capital7,244,204 6,931,819 
Accumulated deficit(417,609) (378,578)Accumulated deficit(385,434)(440,791)
Accumulated other comprehensive income—
 95
Accumulated other comprehensive income1,090 1,332 
Total shareholders’ equity5,103,589
 4,192,936
Total shareholders’ equity6,863,572 6,495,987 
   
Noncontrolling interest734,838
 744,684
Noncontrolling interest686,673 678,671 
Total equity5,838,427
 4,937,620
Total equity7,550,245 7,174,658 
   
Total liabilities and equity$8,509,876
 $8,107,210
Total liabilities and equity$12,522,438 $12,175,059 


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


1



American Homes 4 Rent
Condensed Consolidated Statements of Operations
(Amounts in thousands, except share and per share data)
(Unaudited)

 For the Three Months Ended
September 30,		 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
Revenues: 
  
  
  
Rents from single-family properties$207,490
 $197,137
 $613,245
 $558,623
Fees from single-family properties2,843
 2,898
 8,137
 7,819
Tenant charge-backs36,094
 30,808
 91,849
 72,077
Other409
 5,214
 4,367
 12,811
Total revenues246,836
 236,057
 717,598
 651,330
        
Expenses: 
  
  
  
Property operating expenses97,944
 92,488
 267,203
 238,987
Property management expenses17,447
 18,335
 52,367
 53,177
General and administrative expense8,525
 8,043
 26,746
 24,544
Interest expense26,592
 32,851
 86,873
 99,309
Acquisition fees and costs expensed1,306
 1,757
 3,814
 10,899
Depreciation and amortization74,790
 75,392
 221,459
 224,513
Hurricane-related charges, net10,136
 —
 10,136
 —
Other1,285
 3,142
 4,202
 6,482
Total expenses238,025
 232,008
 672,800
 657,911
        
Gain on sale of single-family properties and other, net1,895
 11,682
 6,375
 12,574
Loss on early extinguishment of debt—
 (13,408) (6,555) (13,408)
Gain on conversion of Series E units—
 —
 —
 11,463
Remeasurement of participating preferred shares8,391
 (2,490) 1,341
 (2,940)
        
Net income (loss)19,097
 (167) 45,959
 1,108
        
Noncontrolling interest309
 7,316
 (22) 10,391
Dividends on preferred shares17,253
 13,669
 46,122
 26,650
        
Net income (loss) attributable to common shareholders$1,535
 $(21,152) $(141) $(35,933)
        
Weighted-average shares outstanding:       
Basic266,767,313
 238,401,343
 256,768,343
 232,036,802
Diluted289,153,060
 238,401,343
 256,768,343
 232,036,802
        
Net income (loss) attributable to common shareholders per share:       
Basic$0.01
 $(0.09) $—
 $(0.15)
Diluted$—
 $(0.09) $—
 $(0.15)
        
Dividends declared per common share$0.05
 $0.05
 $0.15
 $0.15
For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
 2023202220232022
Rents and other single-family property revenues$395,548 $361,876 $793,251 $717,981 
Expenses:    
Property operating expenses142,553 129,270 289,621 262,913 
Property management expenses30,666 28,768 61,466 54,802 
General and administrative expense19,937 18,847 37,792 36,129 
Interest expense34,844 34,801 70,726 62,368 
Acquisition and other transaction costs4,175 7,658 9,251 13,632 
Depreciation and amortization113,199 104,415 225,916 204,369 
Total expenses345,374 323,759 694,772 634,213 
Gain on sale and impairment of single-family properties and other, net62,758 32,811 147,417 54,855 
Other income and expense, net2,482 3,627 7,217 5,946 
Net income115,414 74,555 253,113 144,569 
Noncontrolling interest13,899 8,343 30,647 16,655 
Dividends on preferred shares3,486 4,346 6,972 10,109 
Redemption of perpetual preferred shares— 5,276 — 5,276 
Net income attributable to common shareholders$98,029 $56,590 $215,494 $112,529 
Weighted-average common shares outstanding:
Basic362,148,911 348,484,158 361,267,035 347,123,576 
Diluted362,479,942 349,002,624 361,593,174 347,751,958 
Net income attributable to common shareholders per share:
Basic$0.27 $0.16 $0.59 $0.32 
Diluted$0.27 $0.16 $0.59 $0.32 
The accompanying notes are an integral part of these condensed consolidated financial statements.

American Homes 4 Rent
Condensed Consolidated Statements of Comprehensive Income (Loss)
(Amounts in thousands)
(Unaudited)
 For the Three Months Ended
September 30,		 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
Net income (loss)$19,097
 $(167) $45,959
 $1,108
Other comprehensive income (loss): 
  
  
  
Unrealized gain on interest rate cap agreement: 
  
  
  
Reclassification adjustment for amortization of interest expense included in net income (loss)—
 28
 (28) 130
Unrealized gain on investment in equity securities:    

 

Reclassification adjustment for realized gain included in net income (loss)—
 —
 (67) —
Other comprehensive income (loss)—
 28
 (95) 130
Comprehensive income (loss)19,097
 (139) 45,864
 1,238
Comprehensive income (loss) attributable to noncontrolling interests309
 7,308
 (5) 10,366
Dividends on preferred shares17,253
 13,669
 46,122
 26,650
Comprehensive income (loss) attributable to common shareholders$1,535
 $(21,116) $(253) $(35,778)

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



2



American Homes 4 Rent
Condensed Consolidated StatementStatements of EquityComprehensive Income
(Amounts in thousands, except share data)thousands)
(Unaudited)

 Class A common shares Class B common shares Preferred shares            
 Number
of shares		 Amount Number
of shares		 Amount Number
of shares		 Amount Additional
paid-in
capital		 Accumulated
deficit		 Accumulated other
comprehensive
income		 Shareholders’
equity		 Noncontrolling
interest		 Total
equity
                        
Balances at December 31, 2016242,740,482
 $2,427
 635,075
 $6
 37,010,000
 $370
 $4,568,616
 $(378,578) $95
 $4,192,936
 $744,684
 $4,937,620
                        
Share-based compensation—
 —
 —
 —
 —
 —
 3,175
 —
 —
 3,175
 —
 3,175
                        
Common shares issued under share-based compensation plans, net of shares withheld for employee taxes89,829
 1
 —
 —
 —
 —
 629
 —
 —
 630
 —
 630
                        
Issuance of Class A common shares, net of offering costs of $10,75930,676,080
 307
 —
 —
 —
 —
 683,700
 —
 —
 684,007
 —
 684,007
                        
Issuance of perpetual preferred shares, net of offering costs of $9,355—
 —
 —
 —
 10,800,000
 108
 260,537
 —
 —
 260,645
 —
 260,645
                        
Redemptions of Class A units99,312
 1
 —
 —
 —
 —
 1,321
 —
 —
 1,322
 (1,491) (169)
                        
Distributions to equity holders:         
  
  
  
    
    
Preferred shares—
 —
 —
 —
 —
 —
 —
 (46,122) —
 (46,122) —
 (46,122)
Noncontrolling interests—
 —
 —
 —
 —
 —
 —
 —
 —
 —
 (8,333) (8,333)
Common shares—
 —
 —
 —
 —
 —
 —
 (38,890) —
 (38,890) —
 (38,890)
                        
Net income (loss)—
 —
 —
 —
 —
 —
 —
 45,981
 —
 45,981
 (22) 45,959
                        
Total other comprehensive loss—
 —
 —
 —
 —
 —
 —
 —
 (95) (95) —
 (95)
                        
Balances at September 30, 2017273,605,703
 $2,736
 635,075
 $6
 47,810,000
 $478
 $5,517,978
 $(417,609) $—
 $5,103,589
 $734,838
 $5,838,427
For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
 2023202220232022
Net income$115,414 $74,555 $253,113 $144,569 
Other comprehensive loss:
Cash flow hedging instruments:
Reclassification adjustment for amortization of interest expense included in net income(140)(141)(281)(282)
Other comprehensive loss(140)(141)(281)(282)
Comprehensive income115,274 74,414 252,832 144,287 
Comprehensive income attributable to noncontrolling interests13,881 8,325 30,608 16,612 
Dividends on preferred shares3,486 4,346 6,972 10,109 
Redemption of perpetual preferred shares— 5,276 — 5,276 
Comprehensive income attributable to common shareholders$97,907 $56,467 $215,252 $112,290 

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


3



American Homes 4 Rent
Condensed Consolidated Statements of Equity
(Amounts in thousands, except share and per share data)
(Unaudited)

 Class A common sharesClass B common sharesPreferred shares      
Number
of shares		AmountNumber
of shares		AmountNumber
of shares		AmountAdditional
paid-in
capital		Accumulated
deficit		Accumulated other comprehensive incomeShareholders’
equity		Noncontrolling
interest		Total
equity
Balances at December 31, 2021337,362,716 $3,374 635,075 $6 15,400,000 $154 $6,492,933 $(438,710)$1,814 $6,059,571 $678,858 $6,738,429 
Share-based compensation— — — — — — 7,405 — — 7,405 — 7,405 
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes280,172 2 — — — — (2,621)— — (2,619)— (2,619)
Issuance of Class A common shares, net of offering costs of $20010,000,000 100 — — — — 375,540 — — 375,640 — 375,640 
Distributions to equity holders:
Preferred shares (Note 10)— — — — — — — (5,763)— (5,763)— (5,763)
Noncontrolling interests— — — — — — — — — — (9,248)(9,248)
Common shares ($0.18 per share)— — — — — — — (62,938)— (62,938)— (62,938)
Net income— — — — — — — 61,702 — 61,702 8,312 70,014 
Total other comprehensive loss— — — — — — — — (116)(116)(25)(141)
Balances at March 31, 2022347,642,888 $3,476 635,075 $6 15,400,000 $154 $6,873,257 $(445,709)$1,698 $6,432,882 $677,897 $7,110,779 
Share-based compensation— — — — — — 10,643 — — 10,643 — 10,643 
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes53,606 1 — — — — 54 — — 55 — 55 
Redemption of Series F perpetual preferred shares— — — — (6,200,000)(62)(149,662)(5,276)— (155,000)— (155,000)
Distributions to equity holders:
Preferred shares (Note 10)— — — — — — — (4,346)— (4,346)— (4,346)
Noncontrolling interests— — — — — — — — — — (9,248)(9,248)
Common shares ($0.18 per share)— — — — — — — (63,036)— (63,036)— (63,036)
Net income— — — — — — — 66,212 — 66,212 8,343 74,555 
Total other comprehensive loss— — — — — — — — (123)(123)(18)(141)
Balances at June 30, 2022347,696,494 $3,477 635,075 $6 9,200,000 $92 $6,734,292 $(452,155)$1,575 $6,287,287 $676,974 $6,964,261 


4



American Homes 4 Rent
Condensed Consolidated Statements of Equity (continued)
(Amounts in thousands, except share and per share data)
(Unaudited)

 Class A common sharesClass B common sharesPreferred shares      
Number
of shares		AmountNumber
of shares		AmountNumber
of shares		AmountAdditional
paid-in
capital		Accumulated
deficit		Accumulated other comprehensive incomeShareholders’
equity		Noncontrolling
interest		Total
equity
Balances at December 31, 2022352,881,826 $3,529 635,075 $6 9,200,000 $92 $6,931,819 $(440,791)$1,332 $6,495,987 $678,671 $7,174,658 
Share-based compensation— — — — — — 5,824 — — 5,824 — 5,824 
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes264,466 2 — — — — (3,744)— — (3,742)— (3,742)
Issuance of Class A common shares8,000,000 80 — — — — 298,292 — — 298,372 — 298,372 
Distributions to equity holders:
Preferred shares (Note 10)— — — — — — — (3,486)— (3,486)— (3,486)
Noncontrolling interests— — — — — — — — — — (11,303)(11,303)
Common shares ($0.22 per share)— — — — — — — (79,977)— (79,977)— (79,977)
Net income— — — — — — — 120,951 — 120,951 16,748 137,699 
Total other comprehensive loss— — — — — — — — (120)(120)(21)(141)
Balances at March 31, 2023361,146,292 $3,611 635,075 $6 9,200,000 $92 $7,232,191 $(403,303)$1,212 $6,833,809 $684,095 $7,517,904 
Share-based compensation— — — — — — 8,508 — — 8,508 — 8,508 
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes219,400 3 — — — — 3,505 — — 3,508 — 3,508 
Distributions to equity holders:
Preferred shares (Note 10)— — — — — — — (3,486)— (3,486)— (3,486)
Noncontrolling interests— — — — — — — — — — (11,303)(11,303)
Common shares ($0.22 per share)— — — — — — — (80,160)— (80,160)— (80,160)
Net income— — — — — — — 101,515 — 101,515 13,899 115,414 
Total other comprehensive loss— — — — — — — — (122)(122)(18)(140)
Balances at June 30, 2023361,365,692 $3,614 635,075 $6 9,200,000 $92 $7,244,204 $(385,434)$1,090 $6,863,572 $686,673 $7,550,245 

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

5



American Homes 4 Rent
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)
For the Six Months Ended
June 30,
 20232022
Operating activities  
Net income$253,113 $144,569 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization225,916 204,369 
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments6,108 5,502 
Noncash share-based compensation14,332 18,048 
Equity in net income of unconsolidated joint ventures(711)(2,457)
Return on investment from unconsolidated joint ventures1,788 3,986 
Gain on sale and impairment of single-family properties and other, net(147,417)(54,855)
Other changes in operating assets and liabilities:
Rent and other receivables1,841 1,605 
Prepaid expenses and other assets(2,117)(3,924)
Deferred leasing costs(1,576)(1,179)
Accounts payable and accrued expenses62,511 73,887 
Amounts due from related parties1,888 (10,555)
Net cash provided by operating activities415,676 378,996 
Investing activities  
Cash paid for single-family properties(3,181)(531,249)
Change in escrow deposits for purchase of single-family properties558 6,225 
Net proceeds received from sales of single-family properties and other311,878 113,002 
Proceeds received from storm-related insurance claims— 1,981 
Proceeds from notes receivable related to the sale of properties349 33,186 
Investment in unconsolidated joint ventures(4,278)(12,759)
Distributions from joint ventures13,155 38,347 
Renovations to single-family properties(14,891)(54,961)
Recurring and other capital expenditures for single-family properties(67,564)(53,770)
Cash paid for development activity(452,967)(473,637)
Other investing activities(20,881)(19,876)
Net cash used for investing activities(237,822)(953,511)
Financing activities  
Proceeds from issuance of Class A common shares298,372 375,840 
Payments of Class A common share issuance costs— (200)
Redemption of perpetual preferred shares— (155,000)
Proceeds from issuances under share-based compensation plans3,580 1,516 
Payments related to tax withholding for share-based compensation(3,814)(4,080)
Payments on asset-backed securitizations(12,999)(11,277)
Proceeds from revolving credit facility— 420,000 
Payments on revolving credit facility(130,000)(770,000)
Proceeds from unsecured senior notes, net of discount— 876,813 
Proceeds from liabilities related to consolidated land not owned— 33,821 
Distributions to noncontrolling interests(22,511)(18,394)
Distributions to common shareholders(159,700)(125,781)
Distributions to preferred shareholders(6,972)(10,109)
Deferred financing costs paid— (8,236)
Net cash (used for) provided by financing activities(34,044)604,913 
Net increase in cash, cash equivalents and restricted cash143,810 30,398 
Cash, cash equivalents and restricted cash, beginning of period (see Note 3)217,960 191,767 
Cash, cash equivalents and restricted cash, end of period (see Note 3)$361,770 $222,165 

6
 For the Nine Months Ended
September 30,
 2017 2016
Operating activities 
  
Net income$45,959
 $1,108
Adjustments to reconcile net income to net cash provided by operating activities: 
  
Depreciation and amortization221,459
 224,513
Noncash amortization of deferred financing costs6,285
 7,912
Noncash amortization of discount on exchangeable senior notes2,624
 1,955
Noncash amortization of discount on ARP 2014-SFR1 securitization—
 1,744
Noncash share-based compensation3,175
 2,744
Provision for bad debt5,142
 5,092
Hurricane-related charges, net10,136
 —
Loss on early extinguishment of debt6,555
 13,408
Gain on conversion of Series E units to Series D units—
 (11,463)
Remeasurement of participating preferred shares(1,341) 2,940
Equity in net earnings of unconsolidated ventures(1,367) (418)
Net gain on sale of single-family properties and other(6,375) (12,574)
Loss on impairment of single-family properties3,786
 1,467
Net gain on resolutions of mortgage loans(17) (7,205)
Other changes in operating assets and liabilities: 
  
Rent and other receivables(11,929) (12,110)
Prepaid expenses and other assets(5,690) (429)
Deferred leasing costs(5,361) (6,199)
Accounts payable and accrued expenses71,325
 47,920
Amounts payable to affiliates5,009
 (5,425)
Net cash provided by operating activities349,375
 254,980
    
Investing activities 
  
Cash paid for single-family properties(462,875) (187,886)
Change in escrow deposits for purchase of single-family properties(2,710) (821)
Cash acquired in noncash business combinations—
 25,020
Payoff of credit facility in connection with ARPI merger—
 (350,000)
Net proceeds received from sales of single-family properties and other68,618
 71,894
Net proceeds received from sales of non-performing loans—
 44,538
Purchase of commercial office buildings—
 (27,105)
Collections from mortgage financing receivables83
 17,687
Distributions from unconsolidated joint ventures5,981
 6,400
Renovations to single-family properties(31,208) (21,710)
Other capital expenditures for single-family properties(26,725) (22,026)
Other purchases of productive assets(38,060) —
Net cash used for investing activities(486,896) (444,009)
    
Financing activities 
  
Proceeds from issuance of Class A common shares694,765
 —
Payments of Class A common share issuance costs(10,444) —
Proceeds from issuance of perpetual preferred shares270,000
 498,750
Payments of perpetual preferred share issuance costs(9,229) (15,922)
Proceeds from exercise of stock options988
 2,777
Repurchase of Class A common shares—
 (96,098)
Redemptions of Class A units(169) (399)
Payments on asset-backed securitizations(472,470) (374,031)
Proceeds from revolving credit facility62,000
 951,000
Payments on revolving credit facility(112,000) (876,000)
Proceeds from term loan facility25,000
 250,000
Payments on term loan facility(100,000) —
Payments on secured note payable(721) (687)
Distributions to noncontrolling interests(8,333) (8,582)
Distributions to common shareholders(38,890) (35,997)
Distributions to preferred shareholders(46,122) (26,650)
Deferred financing costs paid(3,974) (10,425)
Net cash provided by financing activities250,401
 257,736
    
Net increase in cash, cash equivalents and restricted cash112,880
 68,707
Cash, cash equivalents and restricted cash, beginning of period250,241
 168,968
Cash, cash equivalents and restricted cash, end of period (see Note 3)$363,121
 $237,675




American Homes 4 Rent
Condensed Consolidated Statements of Cash Flows (continued)
(Amounts in thousands)
(Unaudited)
For the Six Months Ended
June 30,
20232022
Supplemental cash flow information  
Cash payments for interest, net of amounts capitalized$(64,872)$(49,323)
Supplemental schedule of noncash investing and financing activities  
Accrued property renovations and development expenditures$94,592 $79,596 
Transfers of completed homebuilding deliveries to properties286,060 226,993 
Property and land contributions to unconsolidated joint ventures(11,647)(25,053)
Property and land distributions from unconsolidated joint ventures— 8,397 
Noncash right-of-use assets obtained in exchange for operating lease liabilities— 3,679 
Accrued distributions to affiliates841 241 
Accrued distributions to non-affiliates139 112 
 For the Nine Months Ended
September 30,
 2017 2016
Supplemental cash flow information 
  
Cash payments for interest, net of amounts capitalized$(77,964) $(87,707)
    
Supplemental schedule of noncash investing and financing activities 
  
Accounts payable and accrued expenses related to property acquisitions and renovations$7,151
 $(226)
Transfer of term loan borrowings to revolving credit facility$50,000
 $—
Transfer of deferred financing costs from term loan to revolving credit facility$1,524
 $—
Transfers of completed homebuilding deliveries to properties$3,010
 $—
Note receivable related to a bulk sale of properties, net of discount$5,635
 $—
    
Merger with ARPI   
Single-family properties$—
 $1,277,253
Restricted cash$—
 $9,521
Rent and other receivables, net$—
 $843
Escrow deposits, prepaid expenses and other assets$—
 $35,134
Deferred costs and other intangibles, net$—
 $22,696
Asset-backed securitization$—
 $(329,703)
Exchangeable senior notes, net$—
 $(112,298)
Accounts payable and accrued expenses$—
 $(38,485)
Class A common shares and units issued$—
 $(530,460)


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


7



American Homes 4 Rent, L.P.
Condensed Consolidated Balance Sheets
(Amounts in thousands, except unit data)

September 30, 2017 December 31, 2016June 30, 2023December 31, 2022
(Unaudited)  (Unaudited) 
Assets   Assets
Single-family properties:   Single-family properties:
Land$1,600,906
 $1,512,183
Land$2,208,667 $2,197,233 
Buildings and improvements7,020,774
 6,614,953
Buildings and improvements10,351,621 10,127,891 
Single-family properties held for sale, net50,370
 87,430
8,672,050
 8,214,566
Single-family properties in operationSingle-family properties in operation12,560,288 12,325,124 
Less: accumulated depreciation(869,551) (666,710)Less: accumulated depreciation(2,552,998)(2,386,452)
Single-family properties, net7,802,499
 7,547,856
Single-family properties in operation, netSingle-family properties in operation, net10,007,290 9,938,672 
Single-family properties under development and development landSingle-family properties under development and development land1,339,508 1,187,221 
Single-family properties and land held for sale, netSingle-family properties and land held for sale, net154,190 198,716 
Total real estate assets, netTotal real estate assets, net11,500,988 11,324,609 
Cash and cash equivalents243,547
 118,799
Cash and cash equivalents199,601 69,155 
Restricted cash119,574
 131,442
Restricted cash162,169 148,805 
Rent and other receivables, net35,429
 17,618
Rent and other receivablesRent and other receivables45,911 47,752 
Escrow deposits, prepaid expenses and other assets149,184
 128,403
Escrow deposits, prepaid expenses and other assets359,473 331,446 
Investments in unconsolidated joint venturesInvestments in unconsolidated joint ventures108,351 107,347 
Amounts due from affiliates25,848
 30,857
Amounts due from affiliates25,666 25,666 
Deferred costs and other intangibles, net13,516
 11,956
Goodwill120,279
 120,279
Goodwill120,279 120,279 
Total assets$8,509,876
 $8,107,210
Total assets$12,522,438 $12,175,059 
   
Liabilities   Liabilities
Revolving credit facility$—
 $—
Revolving credit facility$— $130,000 
Term loan facility, net197,913
 321,735
Asset-backed securitizations, net1,981,444
 2,442,863
Asset-backed securitizations, net1,880,348 1,890,842 
Exchangeable senior notes, net110,771
 108,148
Secured note payable49,107
 49,828
Unsecured senior notes, netUnsecured senior notes, net2,497,691 2,495,156 
Accounts payable and accrued expenses263,745
 177,206
Accounts payable and accrued expenses594,154 484,403 
Participating preferred units derivative liability68,469
 69,810
Total liabilities2,671,449
 3,169,590
Total liabilities4,972,193 5,000,401 
   
Commitments and contingencies
 
Commitments and contingencies (see Note 15)Commitments and contingencies (see Note 15)
   
Capital   Capital
Partners' capital:   
Partners’ capital:Partners’ capital:
General partner:   General partner:
Common units (274,240,778 and 243,375,557 units issued and outstanding at September 30, 2017, and December 31, 2016, respectively)4,008,095
 3,357,992
Preferred units (47,810,000 and 37,010,000 units issued and outstanding at September 30, 2017, and December 31, 2016, respectively)1,095,494
 834,849
Limited partners:   
Common units (55,449,466 and 55,555,960 units issued and outstanding at September 30, 2017, and December 31, 2016, respectively)736,320
 746,174
Common units (362,000,767 and 353,516,901 units issued and outstanding at June 30, 2023 and December 31, 2022, respectively)Common units (362,000,767 and 353,516,901 units issued and outstanding at June 30, 2023 and December 31, 2022, respectively)6,640,642 6,272,815 
Preferred units (9,200,000 units issued and outstanding at June 30, 2023 and December 31, 2022)Preferred units (9,200,000 units issued and outstanding at June 30, 2023 and December 31, 2022)221,840 221,840 
Limited partner:Limited partner:
Common units (51,376,980 units issued and outstanding at June 30, 2023 and December 31, 2022)Common units (51,376,980 units issued and outstanding at June 30, 2023 and December 31, 2022)686,518 678,477 
Accumulated other comprehensive income—
 95
Accumulated other comprehensive income1,245 1,526 
Total partners' capital5,839,909
 4,939,110
   
Noncontrolling interest(1,482) (1,490)
Total capital5,838,427
 4,937,620
Total capital7,550,245 7,174,658 
   
Total liabilities and capital$8,509,876
 $8,107,210
Total liabilities and capital$12,522,438 $12,175,059 


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



8



American Homes 4 Rent, L.P.
Condensed Consolidated Statements of Operations
(Amounts in thousands, except unit and per unit data)
(Unaudited)

 For the Three Months Ended
September 30,		 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
Revenues:       
Rents from single-family properties$207,490
 $197,137
 $613,245
 $558,623
Fees from single-family properties2,843
 2,898
 8,137
 7,819
Tenant charge-backs36,094
 30,808
 91,849
 72,077
Other409
 5,214
 4,367
 12,811
Total revenues246,836
 236,057
 717,598
 651,330
        
Expenses:       
Property operating expenses97,944
 92,488
 267,203
 238,987
Property management expenses17,447
 18,335
 52,367
 53,177
General and administrative expense8,525
 8,043
 26,746
 24,544
Interest expense26,592
 32,851
 86,873
 99,309
Acquisition fees and costs expensed1,306
 1,757
 3,814
 10,899
Depreciation and amortization74,790
 75,392
 221,459
 224,513
Hurricane-related charges, net10,136
 —
 10,136
 —
Other1,285
 3,142
 4,202
 6,482
Total expenses238,025
 232,008
 672,800
 657,911
        
Gain on sale of single-family properties and other, net1,895
 11,682
 6,375
 12,574
Loss on early extinguishment of debt—
 (13,408) (6,555) (13,408)
Gain on conversion of Series E units—
 —
 —
 11,463
Remeasurement of participating preferred units8,391
 (2,490) 1,341
 (2,940)
        
Net income (loss)19,097
 (167) 45,959
 1,108
        
Noncontrolling interest(31) (226) 8
 (446)
Preferred distributions17,253
 13,669
 46,122
 26,650
Income allocated to Series C and D limited partners—
 10,915
 —
 16,478
        
Net income (loss) attributable to common unitholders$1,875
 $(24,525) $(171) $(41,574)
        
Weighted-average common units outstanding:       
Basic322,303,138
 285,208,489
 312,315,728
 271,994,345
Diluted344,688,885
 285,208,489
 312,315,728
 271,994,345
        
Net income (loss) attributable to common unitholders per unit:       
Basic$0.01
 $(0.09) $—
 $(0.15)
Diluted$—
 $(0.09) $—
 $(0.15)
For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
2023202220232022
Rents and other single-family property revenues$395,548 $361,876 $793,251 $717,981 
Expenses:
Property operating expenses142,553 129,270 289,621 262,913 
Property management expenses30,666 28,768 61,466 54,802 
General and administrative expense19,937 18,847 37,792 36,129 
Interest expense34,844 34,801 70,726 62,368 
Acquisition and other transaction costs4,175 7,658 9,251 13,632 
Depreciation and amortization113,199 104,415 225,916 204,369 
Total expenses345,374 323,759 694,772 634,213 
Gain on sale and impairment of single-family properties and other, net62,758 32,811 147,417 54,855 
Other income and expense, net2,482 3,627 7,217 5,946 
Net income115,414 74,555 253,113 144,569 
Preferred distributions3,486 4,346 6,972 10,109 
Redemption of perpetual preferred units— 5,276 — 5,276 
Net income attributable to common unitholders$111,928 $64,933 $246,141 $129,184 
Weighted-average common units outstanding:
Basic413,525,891 399,861,138 412,644,015 398,500,556 
Diluted413,856,922 400,379,604 412,970,154 399,128,938 
Net income attributable to common unitholders per unit:
Basic$0.27 $0.16 $0.59 $0.32 
Diluted$0.27 $0.16 $0.59 $0.32 

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





9



American Homes 4 Rent, L.P.
Condensed Consolidated Statements of Comprehensive Income (Loss)
(Amounts in thousands)
(Unaudited)

For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
2023202220232022
Net income$115,414 $74,555 $253,113 $144,569 
Other comprehensive loss:
Cash flow hedging instruments:
Reclassification adjustment for amortization of interest expense included in net income(140)(141)(281)(282)
Other comprehensive loss(140)(141)(281)(282)
Comprehensive income115,274 74,414 252,832 144,287 
Preferred distributions3,486 4,346 6,972 10,109 
Redemption of perpetual preferred units— 5,276 — 5,276 
Comprehensive income attributable to common unitholders$111,788 $64,792 $245,860 $128,902 
 For the Three Months Ended
September 30,		 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
Net income (loss)$19,097
 $(167) $45,959
 $1,108
Other comprehensive income (loss):       
Unrealized gain on interest rate cap agreement:       
Reclassification adjustment for amortization of interest expense included in net income (loss)—
 28
 (28) 130
Unrealized gain on investment in equity securities:       
Reclassification adjustment for realized gain included in net income (loss)—
 —
 (67) —
Other comprehensive income (loss)—
 28
 (95) 130
Comprehensive income (loss)19,097
 (139) 45,864
 1,238
Comprehensive (loss) income attributable to noncontrolling interests(31) (226) 8
 (446)
Preferred distributions17,253
 13,669
 46,122
 26,650
Income allocated to Series C and D limited partners—
 10,915
 —
 16,478
Comprehensive income (loss) attributable to common unitholders$1,875
 $(24,497) $(266) $(41,444)

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



10



American Homes 4 Rent, L.P.
Condensed Consolidated StatementStatements of Capital
(Amounts in thousands, except unit and per unit data)
(Unaudited)

General PartnerLimited PartnersAccumulated other comprehensive incomeTotal capital
Common capitalPreferred capital amountCommon capital
Number of unitsAmountNumber of unitsAmount
Balances at December 31, 2021337,997,791 $5,686,193 $371,564 51,376,980 $678,582 $2,090 $6,738,429 
Share-based compensation— 7,405 — — — — 7,405 
Common units issued under share-based compensation plans, net of units withheld for employee taxes280,172 (2,619)— — — — (2,619)
Issuance of Class A common units, net of offering costs of $20010,000,000 375,640 — — — — 375,640 
Distributions to capital holders:
Preferred units (Note 10)— — (5,763)— — — (5,763)
Common units ($0.18 per unit)— (62,938)— — (9,248)— (72,186)
Net income— 55,939 5,763 — 8,312 — 70,014 
Total other comprehensive loss— — — — — (141)(141)
Balances at March 31, 2022348,277,963 $6,059,620 $371,564 51,376,980 $677,646 $1,949 $7,110,779 
Share-based compensation— 10,643 — — — — 10,643 
Common units issued under share-based compensation plans, net of units withheld for employee taxes53,606 55 — — — — 55 
Redemption of Series F perpetual preferred units— (5,276)(149,724)— — — (155,000)
Distributions to capital holders:
Preferred units (Note 10)— — (4,346)— — — (4,346)
Common units ($0.18 per unit)— (63,036)— — (9,248)— (72,284)
Net income— 61,866 4,346 — 8,343 — 74,555 
Total other comprehensive loss— — — — — (141)(141)
Balances at June 30, 2022348,331,569 $6,063,872 $221,840 51,376,980 $676,741 $1,808 $6,964,261 

11



 General Partner Limited Partners Accumulated other comprehensive income Total partners' capital Noncontrolling interest Total capital
 Common capital Preferred capital amount Common capital    
 Units Amount  Units Amount    
                  
Balances at December 31, 2016243,375,557
 $3,357,992
 $834,849
 55,555,960
 $746,174
 $95
 $4,939,110
 $(1,490) $4,937,620
                  
Share-based compensation—
 3,175
 —
 —
 —
 —
 3,175
 —
 3,175
                  
Common units issued under share-based compensation plans, net of units withheld for employee taxes89,829
 630
 —
 —
 —
 —
 630
 —
 630
                  
Issuance of Class A common units, net of offering costs of $10,75930,676,080
 684,007
 —
 —
 —
 —
 684,007
 —
 684,007
                  
Issuance of perpetual preferred units, net of offering costs of $9,355—
 —
 260,645
 —
 —
 —
 260,645
 —
 260,645
                  
Redemptions of Class A units99,312
 1,322
 —
 (106,494) (1,491) —
 (169) —
 (169)
                  
Distributions to capital holders:                 
Preferred units—
 —
 (46,122) —
 —
 —
 (46,122) —
 (46,122)
Noncontrolling interests—
 —
 —
 —
 —
 —
 —
 —
 —
Common units—
 (38,890) —
 —
 (8,333) —
 (47,223) —
 (47,223)
                  
Net income (loss)—
 (141) 46,122
 —
 (30) —
 45,951
 8
 45,959
                  
Total other comprehensive loss—
 —
 —
 —
 —
 (95) (95) —
 (95)
                  
Balances at September 30, 2017274,240,778
 $4,008,095
 $1,095,494
 55,449,466
 $736,320
 $—
 $5,839,909
 $(1,482) $5,838,427
American Homes 4 Rent, L.P.
Condensed Consolidated Statements of Capital (continued)
(Amounts in thousands, except unit and per unit data)
(Unaudited)

General PartnerLimited PartnersAccumulated other comprehensive incomeTotal capital
Common capitalPreferred capital amountCommon capital
Number of unitsAmountNumber of unitsAmount
Balances at December 31, 2022353,516,901 $6,272,815 $221,840 51,376,980 $678,477 $1,526 $7,174,658 
Share-based compensation— 5,824 — — — — 5,824 
Common units issued under share-based compensation plans, net of units withheld for employee taxes264,466 (3,742)— — — — (3,742)
Issuance of Class A common units8,000,000 298,372 — — — — 298,372 
Distributions to capital holders:
Preferred units (Note 10)— — (3,486)— — — (3,486)
Common units ($0.22 per unit)— (79,977)— — (11,303)— (91,280)
Net income— 117,465 3,486 — 16,748 — 137,699 
Total other comprehensive loss— — — — — (141)(141)
Balances at March 31, 2023361,781,367 $6,610,757 $221,840 51,376,980 $683,922 $1,385 $7,517,904 
Share-based compensation— 8,508 — — — — 8,508 
Common units issued under share-based compensation plans, net of units withheld for employee taxes219,400 3,508 — — — — 3,508 
Distributions to capital holders:
Preferred units (Note 10)— — (3,486)— — — (3,486)
Common units ($0.22 per unit)— (80,160)— — (11,303)— (91,463)
Net income— 98,029 3,486 — 13,899 — 115,414 
Total other comprehensive loss— — — — — (140)(140)
Balances at June 30, 2023362,000,767 $6,640,642 $221,840 51,376,980 $686,518 $1,245 $7,550,245 

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



12



American Homes 4 Rent, L.P.
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)
For the Six Months Ended
June 30,
20232022
Operating activities
Net income$253,113 $144,569 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization225,916 204,369 
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments6,108 5,502 
Noncash share-based compensation14,332 18,048 
Equity in net income of unconsolidated joint ventures(711)(2,457)
Return on investment from unconsolidated joint ventures1,788 3,986 
Gain on sale and impairment of single-family properties and other, net(147,417)(54,855)
Other changes in operating assets and liabilities:
Rent and other receivables1,841 1,605 
Prepaid expenses and other assets(2,117)(3,924)
Deferred leasing costs(1,576)(1,179)
Accounts payable and accrued expenses62,511 73,887 
Amounts due from related parties1,888 (10,555)
Net cash provided by operating activities415,676 378,996 
Investing activities
Cash paid for single-family properties(3,181)(531,249)
Change in escrow deposits for purchase of single-family properties558 6,225 
Net proceeds received from sales of single-family properties and other311,878 113,002 
Proceeds received from storm-related insurance claims— 1,981 
Proceeds from notes receivable related to the sale of properties349 33,186 
Investment in unconsolidated joint ventures(4,278)(12,759)
Distributions from joint ventures13,155 38,347 
Renovations to single-family properties(14,891)(54,961)
Recurring and other capital expenditures for single-family properties(67,564)(53,770)
Cash paid for development activity(452,967)(473,637)
Other investing activities(20,881)(19,876)
Net cash used for investing activities(237,822)(953,511)
Financing activities
Proceeds from issuance of Class A common units298,372 375,840 
Payments of Class A common unit issuance costs— (200)
Redemption of perpetual preferred units— (155,000)
Proceeds from issuances under share-based compensation plans3,580 1,516 
Payments related to tax withholding for share-based compensation(3,814)(4,080)
Payments on asset-backed securitizations(12,999)(11,277)
Proceeds from revolving credit facility— 420,000 
Payments on revolving credit facility(130,000)(770,000)
Proceeds from unsecured senior notes, net of discount— 876,813 
Proceeds from liabilities related to consolidated land not owned— 33,821 
Distributions to common unitholders(182,211)(144,175)
Distributions to preferred unitholders(6,972)(10,109)
Deferred financing costs paid— (8,236)
Net cash (used for) provided by financing activities(34,044)604,913 
Net increase in cash, cash equivalents and restricted cash143,810 30,398 
Cash, cash equivalents and restricted cash, beginning of period (see Note 3)217,960 191,767 
Cash, cash equivalents and restricted cash, end of period (see Note 3)$361,770 $222,165 

13
 For the Nine Months Ended
September 30,
 2017 2016
Operating activities   
Net income$45,959
 $1,108
Adjustments to reconcile net income to net cash provided by operating activities:   
Depreciation and amortization221,459
 224,513
Noncash amortization of deferred financing costs6,285
 7,912
Noncash amortization of discount on exchangeable senior notes2,624
 1,955
Noncash amortization of discount on ARP 2014-SFR1 securitization—
 1,744
Noncash share-based compensation3,175
 2,744
Provision for bad debt5,142
 5,092
Hurricane-related charges, net10,136
 —
Loss on early extinguishment of debt6,555
 13,408
Gain on conversion of Series E units to Series D units—
 (11,463)
Remeasurement of participating preferred units(1,341) 2,940
Equity in net earnings of unconsolidated ventures(1,367) (418)
Net gain on sale of single-family properties and other(6,375) (12,574)
Loss on impairment of single-family properties3,786
 1,467
Net gain on resolutions of mortgage loans(17) (7,205)
Other changes in operating assets and liabilities:   
Rent and other receivables(11,929) (12,110)
Prepaid expenses and other assets(5,690) (429)
Deferred leasing costs(5,361) (6,199)
Accounts payable and accrued expenses71,325
 47,920
Amounts payable to affiliates5,009
 (5,425)
Net cash provided by operating activities349,375
 254,980
    
Investing activities   
Cash paid for single-family properties(462,875) (187,886)
Change in escrow deposits for purchase of single-family properties(2,710) (821)
Cash acquired in noncash business combinations—
 25,020
Payoff of credit facility in connection with ARPI merger—
 (350,000)
Net proceeds received from sales of single-family properties and other68,618
 71,894
Net proceeds received from sales of non-performing loans—
 44,538
Purchase of commercial office buildings—
 (27,105)
Collections from mortgage financing receivables83
 17,687
Distributions from unconsolidated joint ventures5,981
 6,400
Renovations to single-family properties(31,208) (21,710)
Other capital expenditures for single-family properties(26,725) (22,026)
Other purchases of productive assets(38,060) —
Net cash used for investing activities(486,896) (444,009)
    
Financing activities   
Proceeds from issuance of Class A common units694,765
 —
Payments of Class A common unit issuance costs(10,444) —
Proceeds from issuance of perpetual preferred units270,000
 498,750
Payments of perpetual preferred unit issuance costs(9,229) (15,922)
Proceeds from exercise of stock options988
 2,777
Repurchase of Class A common units—
 (96,098)
Redemptions of Class A units(169) (399)
Payments on asset-backed securitizations(472,470) (374,031)
Proceeds from revolving credit facility62,000
 951,000
Payments on revolving credit facility(112,000) (876,000)
Proceeds from term loan facility25,000
 250,000
Payments on term loan facility(100,000) —
Payments on secured note payable(721) (687)
Distributions to noncontrolling interests—
 (230)
Distributions to common unitholders(47,223) (43,493)
Distributions to preferred unitholders(46,122) (26,650)
Distributions to Series D convertible unitholders—
 (856)
Deferred financing costs paid(3,974) (10,425)
Net cash provided by financing activities250,401
 257,736
    
Net increase in cash, cash equivalents and restricted cash112,880
 68,707
Cash, cash equivalents and restricted cash, beginning of period250,241
 168,968
Cash, cash equivalents and restricted cash, end of period (see Note 3)$363,121
 $237,675




American Homes 4 Rent, L.P.
Condensed Consolidated Statements of Cash Flows (continued)
(Amounts in thousands)
(Unaudited)
For the Six Months Ended
June 30,
20232022
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized$(64,872)$(49,323)
Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures$94,592 $79,596 
Transfers of completed homebuilding deliveries to properties286,060 226,993 
Property and land contributions to unconsolidated joint ventures(11,647)(25,053)
Property and land distributions from unconsolidated joint ventures— 8,397 
Noncash right-of-use assets obtained in exchange for operating lease liabilities— 3,679 
Accrued distributions to affiliates841 241 
Accrued distributions to non-affiliates139 112 
 For the Nine Months Ended
September 30,
 2017 2016
Supplemental cash flow information   
Cash payments for interest, net of amounts capitalized$(77,964) $(87,707)
    
Supplemental schedule of noncash investing and financing activities   
Accounts payable and accrued expenses related to property acquisitions and renovations$7,151
 $(226)
Transfer of term loan borrowings to revolving credit facility$50,000
 $—
Transfer of deferred financing costs from term loan to revolving credit facility$1,524
 $—
Transfers of completed homebuilding deliveries to properties$3,010
 $—
Note receivable related to a bulk sale of properties, net of discount$5,635
 $—
    
Merger with ARPI   
Single-family properties$—
 $1,277,253
Restricted cash$—
 $9,521
Rent and other receivables, net$—
 $843
Escrow deposits, prepaid expenses and other assets$—
 $35,134
Deferred costs and other intangibles, net$—
 $22,696
Asset-backed securitization$—
 $(329,703)
Exchangeable senior notes, net$—
 $(112,298)
Accounts payable and accrued expenses$—
 $(38,485)
Class A common units issued$—
 $(530,460)


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



14



American Homes 4 Rent
American Homes 4 Rent, L.P.
Notes to Unaudited Condensed Consolidated Financial Statements


Note 1. Organization and Operations


American Homes 4 Rent (“AH4R"AMH” or the “General Partner”) is aan internally managed Maryland real estate investment trust (“REIT”) formed on October 19, 2012 for the purpose of acquiring, developing, renovating, leasing and operatingmanaging single-family homes as rental properties. American Homes 4 Rent, L.P., a Delaware limited partnership formed on October 22, 2012, and its consolidated subsidiaries (collectively, the "Operating Partnership," our "Operating Partnership"“Operating Partnership” or the "OP"“OP”) is the entity through which the Company conducts substantially all of ourits business and owns, directly or through subsidiaries, substantially all of ourits assets. References to “the Company,the “Company,” “we,” "our,"“our” and “us” mean collectively AH4R,AMH, the Operating Partnership and those entities/subsidiaries owned or controlled by AH4RAMH and/or the Operating Partnership. As of SeptemberJune 30, 2017,2023, the Company held 50,01558,693 single-family properties in 2221 states, including 469648 properties classified as held for sale.


AH4RAMH is the general partner of, and as of SeptemberJune 30, 2017,2023 owned an approximate 83.2%approximately 87.6% of the common partnership interest in, the Operating Partnership, withPartnership. The remaining 12.4% of the remaining 16.8% common partnership interest was owned by limited partners. As the sole general partner of the Operating Partnership, AH4RAMH has exclusive control of the Operating Partnership’s day-to-day management. The Company’s management operates AH4RAMH and the Operating Partnership as one business, and the management of AH4RAMH consists of the same members as the management of the Operating Partnership. AH4R’sAMH’s primary function is acting as the general partner of the Operating Partnership. The only material asset of AH4RAMH is its partnership interest in the Operating Partnership. As a result, AH4RAMH generally does not conduct business itself, other than acting as the sole general partner of the Operating Partnership, issuing equity from time to time and guaranteeing certain debt of the Operating Partnership. AH4RAMH itself is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The Operating Partnership owns substantially all of the assets of the Company, including the Company’s ownership interests in its joint ventures, either directly or through its subsidiaries, conducts the operations of the Company’s business and is structured as a limited partnership with no publicly traded equity. One difference between the Company and the Operating Partnership is $25.7 million of asset-backed securitization certificates issued by the Operating Partnership and purchased by AH4R.AMH. The asset-backed securitization certificates are recorded as an asset-backed securitization certificates receivable by the Company and as an amount due from affiliates by the Operating Partnership. AH4RAMH contributes all net proceeds from its various equity offerings to the Operating Partnership. In return for those contributions, AH4RAMH receives Operating Partnership units (“OP units”) equal to the number of shares it has issued in the equity offering. Based on the terms of the Agreement of Limited Partnership of the Operating Partnership, as amended, OP units can be exchanged for shares on a one-for-one basis. Except for net proceeds from equity issuances by AH4R,AMH, the Operating Partnership generates the capital required by the Company’s business through the Operating Partnership’s operations, by the Operating Partnership’s incurrence of indebtedness or through the issuance of units of partnership interest.OP units.


From our formation through June 10, 2013, the Company was externally managed and advised by American Homes 4 Rent Advisor, LLC (the “Advisor”) and the leasing, managing and advertising of our properties were 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 convertible units and 4,375,000 Series E convertible units from the Operating Partnership, therefore internalizing our management including all administrative, financial, property management, marketing and leasing personnel, including executive management. The Company consolidates the Advisor and the Property Manager and the results of these operations are reflected in the condensed consolidated financial statements. Effective August 31, 2016, AH LLC was liquidated and its ownership interests in the Operating Partnership were distributed to its members.

Note 2. Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements are unaudited and include the accounts of AH4R, the Operating Partnership and their 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, 2016.2022. Any references in this report to the number of properties is outside the scope of our independent registered public accounting firm’s review of our financial statements, in accordance with the standards of the Public Company Accounting Oversight Board. In the opinion of management, all adjustments of a normal and recurring nature necessary for a fair presentationstatement of the condensed consolidated financial statements for the interim periods have been made. The operating results for interim periods are not necessarily indicative of results for other interim periods or the full year. 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 December 31, 2016,

15



Principles of Consolidation

The condensed consolidated financial statements present the accounts of both (i) the Company, which include AMH, the Operating Partnership and their consolidated subsidiaries, and (ii) the Operating Partnership, which include the Operating Partnership and its consolidated subsidiaries. Intercompany accounts and transactions have been eliminated.

The Company consolidates real estate partnerships and other entities that are not variable interest entities (“VIEs”) in accordance with our adoption of Accounting Standards Update ("ASU"Codification (“ASC”) No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash810, Consolidation (“ASC 810”),when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity. Entities that are not VIEs and for which the Company includes restricted cash together with cashowns an interest and cash equivalents when reconciling the beginning and ending balances shown in the statements of cash flows, which has the effectability to exercise significant influence but does not control are accounted for under the equity method of excluding the presentation of transfers between restrictedaccounting as an investment in an unconsolidated entity and unrestricted cash amountsare included in the statements of cash flows. Prior to the adoption, the beginning and ending balances presentedinvestments in the statements of cash flows included only cash and cash equivalents, and transfers between restricted and unrestricted cash amounts were presented within operating and investing activities based on the nature of the amounts. All prior period amounts have been reclassified to conform to the current presentation. This resulted in $131.4 million and $111.3 million of restricted cash as of September 30, 2016, and December 31, 2015, respectively, being added to cash, cash equivalents and restricted cash in the condensed consolidated statements of cash flows.
Effective January 1, 2017,in order to include share-based compensation costs for employees in the same financial statement line item as the cash compensation paid to the employees, noncash share-based compensation expense has been reclassified with the amounts related to corporate administrative employees and centralized and field property management employees reflected in general and administrative expense and property management expenses, respectively,unconsolidated joint ventures within the condensed consolidated statementsbalance sheets.

The Company consolidates VIEs in accordance with ASC 810 if it is the primary beneficiary of operations. Additionally, all costs associatedthe VIE as determined by its power to direct the VIE’s activities and the obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE. The Company holds investments in venture capital funds and deposits with operating our proprietary property management platform such as salary expensesland banking entities that we determined are VIEs. As the Company does not control the activities that most significantly impact the economic performance of these entities, the Company was deemed not to be the primary beneficiary and therefore did not consolidate the entities.

The investments in the unconsolidated venture capital funds are accounted for both centralizedunder the equity method of accounting and field property management personnel, leaseincluded in escrow deposits, prepaid expenses and operating costs for property management offices and technology expenses for maintaining the property management platform, which were previously included in property operating expenses, have been reclassified into property management expenses. This resulted in the reclassification of $0.9 million and $2.7 million of noncash share-based compensation expense for the three and nine months ended September 30, 2016, respectively, with $0.4 million and $1.1 million of noncash share-based compensation expense reclassified to property management expenses, respectively, and $0.5 million and $1.6 million of noncash share-based compensation expense reclassified to general and administrative expense, respectively, inother assets within the condensed consolidated statementsbalance sheets. As of operations. This also resultedJune 30, 2023, the carrying value of the investments in $17.9these venture capital funds was $13.5 million and $52.0the Company’s maximum exposure to loss was $16.1 million, of property management expenses for the threewhich includes all future capital funding requirements.

The deposits with land banking entities are held at cost and nine months ended September 30, 2016, respectively, which were previously included in property operatingescrow deposits, prepaid expenses being reclassified to property management expenses inand other assets within the condensed consolidated statementsbalance sheets. As 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 forJune 30, 2023, the fiscal year ended December 31, 2016. 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 August 2017, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, to amend ASC No. 815, Derivatives and Hedging, to more closely align hedge accounting with a company’s risk management strategies, provide additional transparency and understandability of hedge results, as well as to simplify the application of hedge accounting. The guidance eliminates the requirement to separately measure and report hedge ineffectiveness. Instead, the entire change in the faircarrying value of the hedging instrument included in the assessment of hedge effectiveness will be recorded in other comprehensive income,deposits with land banking entities and amounts deferred in other comprehensive income will be reclassified into earnings and presented in the same income statement line item that is used to present the earnings effect of the hedged item when the hedged item affects earnings. This guidance will be effective for public companies for annual reporting periods beginning after December 15, 2018, and for interim periods within those annual periods, with early adoption permitted. The Company adopted this guidance effective September 30, 2017, which will impact our hedge accounting policy as disclosed above. The adoption of this guidance did not have a material impact on our financial statements.


In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment, to simplify the accounting for goodwill impairment by removing Step 2 of the goodwill impairment test, which had involved determining the fair value of individual assets and liabilities of a reporting unit to measure goodwill. Instead, goodwill impairment will be determined as the excess of a reporting unit’s carrying value over its fair value, not to exceed the carrying amount of goodwill. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2019, and for interim periods within those annual periods. Early adoption is permitted for any goodwill impairment tests performed after January 1, 2017. The Company is currently assessing the impact of the guidance on our financial statements.

In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which changed the definition of a business and will now require management to determine whether substantially all of the fair value of gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. When this is the case, the transferred assets and activities is not a business. This determination is important as the accounting treatment for business combinations and asset acquisitions differs since transactions costs are expensed in a business combination and capitalized in an asset acquisition. The guidance will be effective for public companies for annual reporting periods beginning after December 15, 2017, and for interim periods within those annual periods, with early adoption permitted. The guidance will be applied prospectively to any transactions occurring within the period of adoption. The Company adopted this guidance as of January 1, 2017, on a prospective basis, which results in our leased properties no longer meeting the definition of a business. Therefore, dispositions of leased properties will no longer result in a reduction to goodwill. The adoption of this guidance did not have a material impact on our financial statements.

In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which is intended to reduce the existing diversity in practice by addressing eight specific cash flow issues related to how certain cash receipts and cash payments are presented and classified in the statement of cash flows. 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 with early adoption permitted. If early adopted, an entity must adopt all of the amendments in the same period. The Company is currently assessing the impact of the adoption of this guidance and does not anticipate that the adoption of this guidance will have a material impact on our financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326), to amend the accounting for credit losses for certain financial instruments by requiring companies to recognize an estimate of expected credit losses as an allowance in order to recognize such losses more timely than under previous guidance that had allowed companies to wait until it was probable such losses had been incurred. The guidance will be effective for the Company for annual reporting periods beginning after December 15, 2019, and for interim periods within those annual periods. Early adoption is permitted for annual reporting periods beginning after December 15, 2018, and interim periods within those annual periods. The Company is currently assessing the impact of the guidance on our financial statements.

In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, 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 became effective for the Company for annual reporting periods beginning after December 15, 2016, and for interim periods within those annual periods. The Company adopted this guidance effective January 1, 2017, which resulted in our election to recognize forfeitures of share-based compensation as they occur. The adoption of this guidance did not have a material impact 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 for non-lease components. The new guidance will also require lessees and lessors to capitalize, as initial direct costs, only those costs that are incurred due to the execution of a lease. Any other costs incurred, including allocated indirect costs, will no longer be capitalized and instead will be expensed as incurred. 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, and requires the use of the modified retrospective transition method. The Company is currently assessing the impact of the adoption of this 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 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 include identifying “distinct” performance obligations in multi-element contracts, estimating the amount of variable consideration to include in the transaction price at contract inception, allocating the transaction price to each separate performance obligation, and determining at contract inception whether the performance obligation is satisfied over time or at a point in time. Since lease contracts under ASC 840, "Leases", are specifically excluded from ASU No. 2014-09’s scope, most of the Company’s rental contract revenue will continuemaximum exposure to follow current leasing guidance. We have reviewed our other sources of revenue and identified that the non-lease components (tenant chargebacks and recovery revenue) in our single-family home and office leases will continue being accounted for under ASC 840 until the adoption of ASU 2016-02 beginning January 1, 2019.loss was $14.5 million.


As part of ASU No. 2014-09, the FASB issued consequential amendments to other sections, eliminating ASC 360-20, Real Estate Sales and adding ASU No. 2017-05 Other Income-Gains and Losses from the Derecognition of Nonfinancial Assets, Subtopic 610-20, "Other Income". Real estate sales to noncustomers will follow new guidance from ASC 610-20, while sales to customers will follow the general revenue guidance in ASC 606. While the Company’s property sales are not part of our ordinary customer activity and will fall under ASC 610-20, there is little economic difference in the accounting for real estate sales to customer versus noncustomer, with exception to presentation of comprehensive income (revenue and expense when sale to customer or gain and loss when sale to noncustomer).

In our initial assessment, the Company’s current accounting policies for tenant chargebacks, recovery revenue, and real estate property sales are aligned with the new revenue recognition principles prescribed by the new guidance. Although we do not expect the new standards to ultimately change the amount or timing of our revenue recognition, the Company will continue to assess the potential effects of ASU No. 2014-09 and ASU No. 2017-05, noting that the underlying principles and processes used to record that revenue are changing under ASC 606 and ASC 610-20. The guidance will be effective for the Company in fiscal years (interim and annual reporting periods) that begin after December 15, 2017, with early adoption permitted. At that time, the Company may adopt the full retrospective approach or the modified retrospective approach. The Company does not anticipate that adoption of this guidance will have a material impact on our financial statements.

Note 3. Cash, Cash Equivalents and Restricted Cash

We consider all demand deposits, cashier's checks, money market accounts and certificates of deposit with a maturity of three months or less to be cash equivalents. We maintain our cash and cash equivalents and escrow deposits at financial institutions. The combined account balances typically exceed the Federal Deposit Insurance Corporation ("FDIC") insurance coverage, and, as a result, there is a concentration of credit risk related to amounts on deposit. We believe that the risk is not significant.

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


The following table provides a reconciliation of cash, cash equivalents and restricted cash per the Company's and the Operating Partnership's condensed consolidated statements of cash flows to the corresponding financial statement line items in the condensed consolidated balance sheets as of September 30, 2017 and 2016:(amounts in thousands):
June 30,December 31,
2023202220222021
Cash and cash equivalents$199,601 $70,375 $69,155 $48,198 
Restricted cash162,169 151,790 148,805 143,569 
Total cash, cash equivalents and restricted cash$361,770 $222,165 $217,960 $191,767 


16
 September 30, 2017 September 30, 2016
Balance Sheet:   
Cash and cash equivalents$243,547
 $106,308
Restricted cash119,574
 131,367
Statement of Cash Flows:   
Cash, cash equivalents and restricted cash$363,121
 $237,675





Note 4. Single-Family PropertiesReal Estate Assets, Net

Single-family properties,The net book values of real estate assets consisted of the following as of SeptemberJune 30, 2017,2023 and December 31, 2016 (dollars2022 (amounts in thousands):
June 30, 2023December 31, 2022
Occupied single-family properties$9,583,609 $9,419,098 
Single-family properties leased, not yet occupied80,120 52,325 
Single-family properties in turnover process264,493 281,356 
Single-family properties recently renovated or developed79,068 182,336 
Single-family properties newly acquired and under renovation— 3,557 
Single-family properties in operation, net10,007,290 9,938,672 
Development land588,510 631,539 
Single-family properties under development750,998 555,682 
Single-family properties and land held for sale, net154,190 198,716 
Total real estate assets, net$11,500,988 $11,324,609 
 September 30, 2017
 Number of
properties		 Net book
value
Leased single-family properties46,026
 $7,130,878
Single-family properties being renovated858
 179,208
Single-family properties being prepared for re-lease392
 49,341
Vacant single-family properties available for lease2,270
 392,702
Single-family properties held for sale, net469
 50,370
Total50,015
 $7,802,499
 December 31, 2016
 Number of
properties		 Net book
value
Leased single-family properties44,798
 $7,040,000
Single-family properties being renovated312
 57,200
Single-family properties being prepared for re-lease91
 14,453
Vacant single-family properties available for lease2,102
 348,773
Single-family properties held for sale, net1,119
 87,430
Total48,422
 $7,547,856

Single-family properties, net as of September 30, 2017, and December 31, 2016, included $27.5 million and $14.3 million, respectively, related to properties for which the recorded grant deed had not been received. For these properties, the trustee or seller has warranted that all legal rights of ownership have 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 $71.2$108.3 million and $67.2$100.6 million for the three months ended SeptemberJune 30, 20172023 and 2016,2022, respectively, and $208.9$216.1 million and $194.2$196.8 million for the ninesix months ended SeptemberJune 30, 20172023 and 2016,2022, respectively.


DuringThe following table summarizes the Company’s dispositions of single-family properties and land for the three and ninesix months ended SeptemberJune 30, 2017, the Company sold 1072023 and 738 homes, respectively,2022 (amounts in thousands, except property data):
For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
2023202220232022
Single-family properties:
Properties sold415 197 1,081 366 
Net proceeds (1)
$126,795 $60,801 $310,379 $111,060 
Net gain on sale$62,622 $33,147 $148,325 $57,692 
Land:
Net proceeds$573 $794 $1,499 $1,942 
Net gain on sale$135 $148 $169 $426 
(1)Net proceeds are net of deductions for working capital prorations.

Note 5. Rent and Other Receivables

Included in rents and other single-family property revenues are variable lease payments for tenant charge-backs, which generated total net proceeds of $14.4primarily relate to cost recoveries on utilities, and variable lease payments for fees from single-family properties. Variable lease payments for tenant charge-backs were $45.8 million and $54.2$43.1 million respectively, and resulted in a net gain on sale of $1.9 million and $3.1 million, respectively. Total net proceeds for the nine months ended September 30, 2017, included a $7.0 million note receivable, before a $1.5 million discount, that was recorded during the first quarter of 2017. During the three and nine months ended September 30, 2016, the Company sold 453 and 587 homes, respectively, which generated total net proceeds of $56.2 million and $71.9 million, respectively, and resulted in a net gain on sale of $11.7 million and $12.6 million, respectively.

Hurricanes Harvey and Irma impacted certain properties in our Houston, Florida and Southeast markets during the third quarter of 2017. Approximately 140 homes sustained major damage and nearly 3,400 homes incurred minor damage, consisting primarily of downed trees and damaged roofs and fences. The Company’s property and casualty insurance policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles and limits. During the three months ended September 30, 2017, the Company recognized a $12.6 million impairment charge to write down the net book values of the impacted properties, of which we believe it is probable that we will recover an estimated $11.0 million through insurance claims, and accrued $8.5 million of additional repair, remediation and other costs. The $10.1 million of net charges were included in hurricane-related charges, net within the condensed consolidated statement of operations for the three months ended SeptemberJune 30, 2017. After2023 and 2022, respectively, and $101.2 million and $95.4 million for the $12.6six months ended June 30, 2023 and 2022, respectively. Variable lease payments for fees from single-family properties were $7.4 million impairment charge,and $6.9 million for the impactedthree months ended June 30, 2023 and 2022, respectively, and $14.8 million and $13.0 million for the six months ended June 30, 2023 and 2022, respectively.

The Company generally rents its single-family properties had an aggregate net book valueunder non-cancelable lease agreements with a term of $8.3 million.one year. The impairment charge represents the difference between management’s estimatesfollowing table summarizes future minimum rental revenues under existing leases on our properties as of the fair valuesJune 30, 2023 (amounts in thousands):
June 30, 2023
Remaining 2023$509,166 
2024250,774 
20257,422 
Total$767,362 

As of the impacted propertiesJune 30, 2023 and their carrying values. The fair values were based on current market prices of the components of the properties that did not sustain damage. As these fair value measurements were estimated using unobservable inputs, we classify them within Level 3 of the valuation hierarchy.

Note 5. Rent and Other Receivables, Net
Included inDecember 31, 2022, rent and other receivables net is an allowance for doubtful accounts of $9.3included $5.2 million and $5.7$5.0 million, respectively, of insurance claims receivables related to Hurricane Ian and Winter Storm Elliott.


17



Note 6. Escrow Deposits, Prepaid Expenses and Other Assets

The following table summarizes the components of escrow deposits, prepaid expenses and other assets as of SeptemberJune 30, 2017,2023 and December 31, 2016,2022 (amounts in thousands):
June 30, 2023December 31, 2022
Consolidated land not owned$125,682 $108,114 
Escrow deposits, prepaid expenses and other113,978 105,811 
Commercial real estate, software, vehicles and FF&E, net91,355 85,772 
Operating lease right-of-use assets17,389 19,129 
Deferred costs and other intangibles, net9,035 10,237 
Notes receivable, net2,034 2,383 
Total$359,473 $331,446 

Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $4.2 million and $3.1 million for the three months ended June 30, 2023 and 2022, respectively, and $8.4 million and $6.1 million for the six months ended June 30, 2023 and 2022, respectively. Also included in rent and other receivables, net, is $11.0 million of


hurricane-related insurance claims receivable and $0.9 million of non-tenant receivables as of September 30, 2017, compared to $0.6 million of non-tenant receivables as of December 31, 2016.
Note 6. Deferred Costs and Other Intangibles, Net

Deferred costs and other intangibles, net consisted of the following as of SeptemberJune 30, 2017,2023 and December 31, 2016 (in2022 (amounts in thousands):
 June 30, 2023December 31, 2022
Deferred leasing costs$2,753 $2,375 
Deferred financing costs22,491 22,491 
 25,244 24,866 
Less: accumulated amortization(16,209)(14,629)
Total$9,035 $10,237 
 September 30, 2017 December 31, 2016
Deferred leasing costs$12,831
 $7,470
Deferred financing costs11,244
 6,552
Intangible assets: 
  
Value of in-place leases4,623
 4,739
Trademark3,100
 3,100
Database2,100
 2,100
 33,898
 23,961
Less: accumulated amortization(20,382) (12,005)
Total$13,516
 $11,956


Amortization expense related to deferred leasing costs the value of in-place leases, trademark and database was $2.1 million and $6.9$0.7 million for both the three months ended SeptemberJune 30, 20172023 and 2016, respectively,2022 and $7.2$1.4 million and $26.7$1.5 million for the ninesix months ended SeptemberJune 30, 20172023 and 2016,2022, respectively, which has beenand is included in depreciation and amortization within the condensed consolidated statements of operations. Deferred financing costs that relate to our revolving credit facility are included in deferred costs and other intangibles, net within the condensed consolidated balance sheets. Amortization of deferred financing costs that relaterelated to our revolving credit facility was $0.5$0.6 million and $0.7 million for the three months ended SeptemberJune 30, 20172023 and 2016,2022, respectively, and $1.3 million and $1.9$1.4 million for the ninesix months ended SeptemberJune 30, 20172023 and 2016,2022, respectively, which has beenand is included in gross interest, prior to interest capitalization (see Note 7)8. Debt).

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of SeptemberJune 30, 2017,2023 for future periods (in(amounts in thousands):
Deferred
Leasing Costs		Deferred
Financing Costs		Total
Remaining 2023$1,013 $1,378 $2,391 
2024408 2,730 3,138 
2025— 2,722 2,722 
2026— 784 784 
Total$1,421 $7,614 $9,035 

Year Deferred
Leasing
Costs		 Deferred
Financing
Costs		 Value of
In-place
Leases		 Trademark Database
Remaining 2017 $1,240
 $495
 $31
 $165
 $75
2018 1,835
 1,964
 21
 92
 300
2019 —
 1,964
 2
 —
 300
2020 —
 1,969
 —
 —
 132
2021 —
 1,964
 —
 —
 —
Thereafter —
 967
 —
 —
 —
Total $3,075
 $9,323
 $54
 $257
 $807


Note 7. DebtInvestments in Unconsolidated Joint Ventures

As of June 30, 2023, the Company held 20% ownership interests in three unconsolidated joint ventures. In evaluating the Company’s 20% ownership interests in these joint ventures, we concluded that the joint ventures are not VIEs after applying the variable interest model and, therefore, we account for our interests in the joint ventures as investments in unconsolidated subsidiaries after applying the voting interest model using the equity method of accounting. Equity in net income (losses) of unconsolidated joint ventures is included in other income and expense, net within the condensed consolidated statements of operations.


18



The Company entered into a joint venture with (i) the Alaska Permanent Fund Corporation (the “Alaska JV”) during the second quarter of 2014 to invest in homes acquired through traditional acquisition channels, (ii) another leading institutional investor (the “Institutional Investor JV”) during the third quarter of 2018 to invest in newly constructed single-family rental homes, and (iii) institutional investors advised by J.P. Morgan Asset Management (the “J.P. Morgan JV”) during the first quarter of 2020 focused on constructing and operating newly built rental homes. During the first quarter of 2023, the parties to the J.P. Morgan JV agreed to reinvest proceeds from debt financing obtained in the first quarter of 2022 (see below) to increase the size of the joint venture up to approximately $900.0 million. The changes do not impact the accounting treatment of the joint venture.

In July 2023, the Company entered into a $625 million second strategic joint venture with institutional investors advised by J.P. Morgan Asset Management focused on constructing and operating newly built rental homes. The Company holds a 20% ownership interest in the joint venture, which has an evergreen term. Additionally, the Company will earn fees for development and management services provided to the joint venture and have an opportunity to earn a promoted interest after construction and initial operation of the joint venture’s properties.

The following table summarizes our investments in unconsolidated joint ventures as of June 30, 2023 and December 31, 2022 (amounts in thousands, except percentages and property data):
Joint Venture Description% Ownership at
June 30, 2023		Completed Homes at
June 30, 2023		Balances at
June 30, 2023		Balances at
December 31, 2022
Alaska JV20 %232 $16,690 $18,890 
Institutional Investor JV20 %1,012 15,854 16,567 
J.P. Morgan JV20 %1,602 75,807 71,890 
2,846 $108,351 $107,347 

The Company provides various services to these joint ventures, which are considered to be related parties, including property management and development services and has opportunities to earn promoted interests. Management fee and development fee income from unconsolidated joint ventures was $2.9 million and $3.6 million for the three months ended June 30, 2023 and 2022, respectively, and $6.2 million and $6.4 million for the six months ended June 30, 2023 and 2022, respectively, and is included in other income and expense, net within the condensed consolidated statements of operations. As a result of the Company’s management of these joint ventures, certain related party receivables and payables arise in the ordinary course of business and are included in escrow deposits, prepaid expenses and other assets or amounts payable to affiliates in the condensed consolidated balance sheets.

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

During the first quarter of 2022, the J.P. Morgan JV entered into a loan agreement to borrow up to a $375.0 million aggregate commitment. During the initial three-year term, the loan bears interest at the Secured Overnight Financing Rate (“SOFR”) plus a 1.5% margin and matures on January 28, 2025. The loan agreement provides for one one-year extension option that includes additional fees and interest. As of June 30, 2023, the joint venture’s loan had a $324.0 million outstanding principal balance.

During the third quarter of 2022, the Institutional Investor JV amended its existing loan agreement to increase borrowing capacity to $250.0 million. During the initial two-year term, the loan bears interest at SOFR plus a 2.4% margin and matures on July 1, 2024. The loan agreement provides for two one-year extension options that include additional fees and interest. As of June 30, 2023, the joint venture’s loan had a $232.7 million outstanding principal balance.

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


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Note 8. Debt

All of the Company'sCompany’s indebtedness is debt of the Operating Partnership. AH4RAMH is not directly obligated under any indebtedness, but guarantees some of the debt of the Operating Partnership. The following table presents the Company’s debt as of SeptemberJune 30, 2017,2023 and December 31, 2016 (in2022 (amounts in thousands):
     Outstanding Principal Balance
 Interest Rate (1) Maturity Date September 30, 2017 December 31, 2016
AH4R 2014-SFR1 securitization (2)N/A N/A $—
 $456,074
AH4R 2014-SFR2 securitization4.42% October 9, 2024 497,743
 501,810
AH4R 2014-SFR3 securitization4.40% December 9, 2024 513,361
 517,827
AH4R 2015-SFR1 securitization (3)4.14% April 9, 2045 539,199
 543,480
AH4R 2015-SFR2 securitization (4)4.36% October 9, 2045 468,461
 472,043
Total asset-backed securitizations    2,018,764
 2,491,234
Exchangeable senior notes3.25% November 15, 2018 115,000
 115,000
Secured note payable4.06% July 1, 2019 49,107
 49,828
Revolving credit facility (5)2.43% June 30, 2022 —
 —
Term loan facility (6)2.58% June 30, 2022 200,000
 325,000
Total debt (7)    2,382,871
 2,981,062
Unamortized discount on exchangeable senior notes    (1,156) (1,883)
Equity component of exchangeable senior notes    (3,073) (4,969)
Deferred financing costs, net (8)    (39,407) (51,636)
Total debt per balance sheet    $2,339,235
 $2,922,574
   Outstanding Principal Balance
 
Interest Rate (1)
Maturity DateJune 30, 2023December 31, 2022
AMH 2014-SFR2 securitization4.42%October 9, 2024$464,582 $468,138 
AMH 2014-SFR3 securitization4.40%December 9, 2024480,082 482,964 
AMH 2015-SFR1 securitization (2)
4.14%April 9, 2045505,167 508,672 
AMH 2015-SFR2 securitization (3)
4.36%October 9, 2045438,798 441,854 
Total asset-backed securitizations  1,888,629 1,901,628 
2028 unsecured senior notes (4)
4.08%February 15, 2028500,000 500,000 
2029 unsecured senior notes4.90%February 15, 2029400,000 400,000 
2031 unsecured senior notes (5)
2.46%July 15, 2031450,000 450,000 
2032 unsecured senior notes3.63%April 15, 2032600,000 600,000 
2051 unsecured senior notes3.38%July 15, 2051300,000 300,000 
2052 unsecured senior notes4.30%April 15, 2052300,000 300,000 
Revolving credit facility (6)
6.09%April 15, 2026— 130,000 
Total debt  4,438,629 4,581,628 
Unamortized discounts on unsecured senior notes(34,539)(36,099)
Deferred financing costs, net (7)
(26,051)(29,531)
Total debt per balance sheet$4,378,039 $4,515,998 

(1)Interest rates are as of September 30, 2017. Unless otherwise stated, interest rates are fixed percentages.
(2)The AH4R 2014-SFR1 securitization was paid off in full during the second quarter of 2017.
(3)The AH4R 2015-SFR1 securitization has a maturity date of April 9, 2045, with an anticipated repayment date of April 9, 2025.
(4)The AH4R 2015-SFR2 securitization has a maturity date of October 9, 2045, with an anticipated repayment date of October 9, 2025.
(5)
The revolving credit facility provides for a borrowing capacity of up to $800.0 million, with a fully extended maturity date of June 2022, and bears interest at a LIBOR rate plus a margin ranging from 0.825% to 1.55% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.55%. The interest rate stated represents the applicable spread for LIBOR based borrowings as of September 30, 2017, plus 1-month LIBOR.
(6)
The term loan facility provides for a borrowing capacity of up to $200.0 million, with a maturity date of June 2022, and bears interest at a LIBOR rate plus a margin ranging from 0.90% to 1.75% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.75%. The interest rate stated represents the applicable spread for LIBOR based borrowings as of September 30, 2017, plus 1-month LIBOR.
(7)The Company was in compliance with all debt covenants associated with its asset-backed securitizations, secured note payable, revolving credit facility and term loan facility as of September 30, 2017, and December 31, 2016.
(8)Deferred financing costs relate to our asset-backed securitizations and our term loan facility. Amortization of deferred financing costs was $1.4 million and $2.2 million for the three months ended September 30, 2017 and 2016, respectively, and $5.0 million and $6.3 million for the nine months ended September 30, 2017 and 2016, respectively, which has been included in gross interest, prior to interest capitalization.

(1)Interest rates are rounded and as of June 30, 2023. Unless otherwise stated, interest rates are fixed percentages.
Early Extinguishment(2)The AMH 2015-SFR1 securitization has an anticipated repayment date of DebtApril 9, 2025. If the securitization is not repaid by this date, the duration-adjusted weighted-average interest rate will increase by a minimum of 3.00%.

(3)The AMH 2015-SFR2 securitization has an anticipated repayment date of October 9, 2025. If the securitization is not repaid by this date, the duration-adjusted weighted-average interest rate will increase by a minimum of 3.00%.
(4)The stated interest rate on the 2028 unsecured senior notes is 4.25%, which was hedged to yield an interest rate of 4.08%.
(5)The stated interest rate on the 2031 unsecured senior notes is 2.38%, which was hedged to yield an interest rate of 2.46%.
(6)The revolving credit facility provides for a borrowing capacity of up to $1.25 billion, and the Company had approximately $4.0 million committed to outstanding letters of credit that reduced our borrowing capacity as of both June 30, 2023 and December 31, 2022. During the second quarter of 2017,2023, the Company paid off the outstanding principal on the AH4R 2014-SFR1 asset-backed securitization of approximately $455.4 million using proceeds from the Class A common share offering in the first quarter of 2017 and available cash, which resulted in $6.6 million of charges primarily related to the write-off of unamortized deferred financing costs that were included in loss on early extinguishment of debt within the condensed consolidated statements of operations. The payoff of the AH4R 2014-SFR1 asset-backed securitization also resulted in the release of the 3,799 homes pledged as collateral and $9.4 million of restricted cash for lender requirements.

Exchangeable Senior Notes, Net

The exchangeable senior notes, which were assumedamended its revolving credit facility in connection with the Company's merger (the "ARPI Merger") with American Residential Properties, Inc. ("ARPI") during 2016, 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. 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, our Class A common shares or a combination of cash and our Class A common shares, 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. Settlements for cash will be paid for by the Operating Partnership, while settlements for the Company's Class A common shares will be issued by AH4R with the Operating Partnership issuing an equivalent number of Class A units to AH4R. The adjusted initial exchange rate would be 53.2795 of our Class A common shares per $1,000 principal amount of the notes, based on the 1.135 exchange ratio of ARPI shares to our shares resultingtransition from the ARPI Merger.London Inter-Bank Offered Rate to the SOFR. The current exchange rate as of September 30, 2017, was 55.1453 of our Class A common shares per $1,000 principal amount of the notes. The exchange rate is adjusted based on our Class A common share price and distributions to common shareholders.

As of September 30, 2017, the exchangeable senior notes, net had a balance of $110.8 million in the condensed consolidated balance sheets, which was net of an unamortized discount of $1.2 million and $3.1 million of unamortized fair value of the exchange settlement feature, which was included in additional paid-in capital within the Company's condensed consolidated balance sheets and was included in general partner's common capital within the Operating Partnership's condensed consolidated balance sheets.

Credit Facilities
During 2016, the Company entered into a $1.0 billion credit agreement, which was subsequently amended in June 2017. The amendment expanded our borrowing capacity on the revolving credit facility to $800.0 million and reduced the term loan facility to $200.0 million. The amendment also lowered our cost of borrowing and provides a more flexible borrowing structure. The interest rate on the revolving credit facility is, at the Company’s election, a LIBOR rate plus a margin ranging from 0.825% to 1.55% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.55%. Borrowings under the term loan facility accrue interest, at the Company’s election, at either a LIBOR rate plus a margin ranging from 0.90% to 1.75% or a base rate plus a margin ranging from 0.00% to 0.75%. In each case, the actual margin is determined based on the Company's credit ratings in effect from time to time. Based on current corporate ratings for LIBOR-based borrowings as of September 30, 2017, the revolving credit facility bears interest at 1-month LIBORSOFR, as adjusted for the Company’s SOFR spread, plus 1.20%, and the term loan facility bears interest at 1-month LIBOR plus 1.35%. The credit agreement includes an accordion feature allowing the revolving credit facility or the term loan facility to be increased to an aggregate amount not to exceed $1.75 billion, subject to certain conditions. The revolving credit facility matures on0.90% as of June 30, 2021, with two six-month extension options at2023.
(7)Deferred financing costs relate to our asset-backed securitizations and unsecured senior notes. Amortization of deferred financing costs related to our asset-backed securitizations and unsecured senior notes was $1.8 million and $1.7 million for the Company's election upon payment of an extension fee, and the term loan facility matures onthree months ended June 30, 2022. No amortization payments are required on2023 and 2022, respectively, and $3.5 million and $3.3 million for the term loan facilitysix months ended June 30, 2023 and 2022, respectively, and is included in gross interest, prior to the maturity date. The credit agreement requires that we maintain certain financial covenants. As of September 30, 2017 and December 31, 2016, the Company had no outstanding borrowings against the revolving credit facility, $200.0 million and $325.0 million, respectively, of outstanding borrowings against the term loan facility and was in compliance with all loan covenants.interest capitalization.

Interest ExpenseDebt Maturities

The following table displayssummarizes the contractual maturities of the Company’s principal debt balances on a fully extended basis as of June 30, 2023 (amounts in thousands):
Debt Maturities
Remaining 2023$10,358 
2024949,759 
202510,302 
202610,302 
202710,302 
Thereafter3,447,606 
Total debt$4,438,629 


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Interest Expense

The following table summarizes our total(i) gross interest cost, which includes unused commitment and other fees on our credit facilities and amortization of deferred financing costs and the discounts on the ARP 2014-SFR1 securitization and exchangeableunsecured senior notes, and the fair value of the exchange settlement feature of the exchangeable senior notes, and(ii) capitalized interest for the three and ninesix months ended SeptemberJune 30, 20172023 and 2016 (in2022 (amounts in thousands):
 For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
 2023202220232022
Gross interest cost$48,577 $48,461 $97,547 $88,922 
Capitalized interest(13,733)(13,660)(26,821)(26,554)
Interest expense$34,844 $34,801 $70,726 $62,368 

 For the Three Months Ended For the Nine Months Ended
 September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016
Gross interest$28,125
 $33,433
 $90,044
 $100,886
Capitalized interest(1,533) (582) (3,171) (1,577)
Interest expense$26,592
 $32,851

$86,873
 $99,309


Note 8.9. Accounts Payable and Accrued Expenses

The following table summarizes accounts payable and accrued expenses as of SeptemberJune 30, 2017,2023 and December 31, 2016 (in2022 (amounts in thousands):
June 30, 2023December 31, 2022
Accrued property taxes$129,269 $51,586 
Resident security deposits122,692 119,386 
Accrued construction and maintenance liabilities113,188 86,775 
Liability for consolidated land not owned87,040 69,434 
Accrued interest39,872 40,126 
Prepaid rent30,334 26,922 
Operating lease liabilities19,048 20,755 
Accounts payable3,925 5,719 
Other accrued liabilities48,786 63,700 
Total$594,154 $484,403 

 September 30, 2017 December 31, 2016
Accounts payable$1,091
 $9
Accrued property taxes110,572
 46,091
Other accrued liabilities40,490
 31,262
Accrued construction and maintenance liabilities17,107
 9,899
Resident security deposits74,285
 70,430
Prepaid rent20,200
 19,515
Total$263,745
 $177,206
Note 9.10. Shareholders’ Equity / Partners'Partners’ Capital


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


Class A Common Share Offering


During the first quarter of 2017,2022, the Company issued 14,842,982completed an underwritten public offering for 23,000,000 of its Class A common shares of beneficial interest, $0.01 par value per share, in an underwritten public offering and concurrent private placement, raising gross proceeds toof which 10,000,000 shares were issued directly by the Company and 13,000,000 shares were offered on a forward basis at the request of $336.5 million after underwriter's discount and beforethe Company by the forward sellers. In connection with this offering, costs of approximately $0.3 million.the Company entered into forward sale agreements with the forward purchasers (the “January 2022 Forward Sale Agreements”) for these 13,000,000 shares which were accounted for in equity. The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the netCompany did not initially receive proceeds from the issuance.

sale of the Class A common shares offered on a forward basis. During the third quarter of 2017,2022, the Company issued 13,800,000and physically settled 5,000,000 Class A common shares of beneficial interest, $0.01 par value per share, in an underwritten public offering, raising grossunder the January 2022 Forward Sale Agreements, receiving net proceeds of $312.0 million before offering costs$185.6 million. During the first quarter of approximately $9.2 million. The Operating Partnership2023, the Company issued an equivalent number of correspondingand physically settled the remaining 8,000,000 Class A units to AH4R in exchange forcommon shares under the January 2022 Forward Sale Agreements, receiving net proceeds from the issuance.of $298.4 million, which it used to repay indebtedness under its revolving credit facility and for general corporate purposes.


At-the-Market Common Share Offering Program

In November 2016,June 2023, the Company established anentered into a new at-the-market common share offering program, replacing the previously expiring program, under which we were able toit can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $400.0 million$1.0 billion (the "Original“June 2023 At-the-Market Program"), which was replaced in August 2017 with an at-the-market common share offering program with a $500.0 million capacity on the same terms (the "At-the-Market Program"Program”). The program was established in orderJune 2023 At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers. The Company intends to use theany net proceeds from share issuancesthe June 2023 At-the-Market Program (i) to repay borrowings againstindebtedness the Company’sCompany has incurred or expects to incur under its revolving credit facility or other debt obligations under its securitizations, (ii) to develop new single-family properties and term loan facilities,communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with the Company’s business strategy and (iv) for working capital and general corporate purposes.purposes, including repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of

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properties in the Company’s portfolio. The programJune 2023 At-the-Market Program may be suspended or terminated by the Company at any time. During the nine months ended SeptemberAs of June 30, 2017, the Company2023, no shares have been issued and sold 2.0 million Class A common shares under the OriginalJune 2023 At-the-Market Program for gross proceeds of $46.2 million, or $22.74 per share, and net proceeds of $45.6 million, after commissions and other expenses of approximately $0.6 million. The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the net proceeds from the share issuances. As of September 30, 2017, $500.0 million$1.0 billion remained available for future share issuances under the At-the-Market Program.issuances.


Share Repurchase Program


In September 2015, the Company announced that ourThe Company’s board of trustees approved aauthorized the establishment of our share repurchase program authorizing us tofor the repurchase of up to $300.0 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares from time to time in the open market or in privately negotiated transactions. The program does not have an expiration date, but may be suspended or discontinued at any time without notice. All repurchased shares are constructively retired and returned to an authorized and unissued status. The Operating Partnership funds the repurchases and constructively retires an equivalent number of corresponding Class A units. During the ninesix months ended SeptemberJune 30, 2017,2023 and 2022, we did not repurchase and retire any of our Class A common shares. During the nine months ended September 30, 2016, we repurchased and retired 6.2 million of our Class A common shares on a settlement date basis, in accordance with the program at a weighted-average price of $15.44 per share and a total price of $96.0 million.or preferred shares. As of SeptemberJune 30, 2017,2023, we had a remaining repurchase authorization of $146.7up to $265.1 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares under the program.



ParticipatingPerpetual Preferred Shares

As of SeptemberJune 30, 2017, 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 shares2023 and 5.5% Series C participating preferred shares was $490.7 million. As of September 30, 2017, the Operating Partnership had a liquidation preference on its corresponding participating preferred units for the same amount.

Conversion of Series A and B Participating Preferred Shares into Class A Common Shares

On October 3, 2017,December 31, 2022, the Company converted all 5,060,000 shareshad the following series of the outstanding 5.0% Series A participating preferred shares and all 4,400,000 shares of the outstanding 5.0% Series B participating preferred shares into Class A common shares of beneficial interest, $0.01 par value, in accordance with the conversion terms in the Articles Supplementary. This resulted in 12,398,276 total Class A common shares issued from the conversion, based on a conversion ratio of 1.3106 Class A common shares issued per Series A and B participating preferred share. The Operating Partnership also converted its corresponding Series A and B participating preferred units into Class A units on October 3, 2017. The conversion ratio was calculated by dividing (1) the initial liquidation preference on the Series A and B 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, plus unaccrued dividends by (2) the one-day volume weighted-average price (“VWAP”) of the Company’s Class A common shares on September 27, 2017, the date the Company delivered the required notice of conversion. As a result of the conversion, the Company will record a $27.6 million allocation of income to the Series A and B participating preferred shareholders in the fourth quarter of 2017, which represents the initial liquidation value in excess of initial recorded equity carrying value, due to the bifurcation of the home price appreciation amount as a liability upon issuance. As the Series A and B participating preferred shares were converted into Class A common shares on October 3, 2017, the related participating preferred shares derivative liability was therefore remeasured based on the actual liquidation value at September 30, 2017.

Perpetual Preferred Shares

During the second quarter of 2017, the Company issued 6,200,000 5.875% Series F cumulative redeemable perpetual preferred shares outstanding (amounts in an underwritten public offering, raising gross proceeds of $155.0 million before offering costs of approximately $5.3 million, with a liquidation preference of $25.00 per share. The Operating Partnership issued an equivalent number of the same class of perpetual preferred units to AH4R in exchange for the net proceeds from thethousands, except share issuance.data):

June 30, 2023December 31, 2022
SeriesIssuance DateEarliest Redemption DateDividend RateOutstanding SharesCurrent Liquidation ValueOutstanding SharesCurrent Liquidation Value
Series G perpetual preferred sharesJuly 17, 2017July 17, 20225.875 %4,600,000 $115,000 4,600,000 $115,000 
Series H perpetual preferred sharesSeptember 19, 2018September 19, 20236.250 %4,600,000 115,000 4,600,000 115,000 
Total preferred shares9,200,000 $230,000 9,200,000 $230,000 
During the third quarter of 2017, the Company issued 4,600,000 5.875% Series G cumulative redeemable perpetual preferred shares in an underwritten public offering, raising gross proceeds of $115.0 million before offering costs of approximately $4.1 million, with a liquidation preference of $25.00 per share. The Operating Partnership issued an equivalent number of the same class of perpetual preferred units to AH4R in exchange for the net proceeds from the share issuance.


Distributions

During the quarter ended September 30, 2017, ourThe Company’s board of trustees declared the following distributions that totaled $0.05 per share on our Class A and Class B common shares, $0.31 on our 5.0% Series A participating preferred shares, $0.31 on our 5.0% Series B participating preferred shares, $0.34 on our 5.5% Series C participating preferred shares, $0.41 on our 6.5% Series D perpetual preferred shares, $0.40 on our 6.35% Series E perpetual preferred shares and $0.37 on our 5.875% Series F perpetual preferred shares. Distributions declared on our 5.875% Series G perpetual preferred shares were for a pro-rated amount of $0.30 during the quarter ended September 30, 2017. During the quarter ended September 30, 2016, our board of trustees declared distributions that totaled $0.05 per share on our Class A and Class B common shares, $0.31 on our5.0% Series A participating preferred shares, $0.31 on our5.0% Series B participating preferred shares, $0.34 on our5.5% Series C participating preferred shares and $0.41 on our 6.5% Series D perpetual preferred shares. Distributions declared on our 6.35% Series E perpetual preferred shares were for a pro-rated amount of $0.41 per share during the quarter ended September 30, 2016. Distributions declared on our Series D convertible units totaled $0.04 per unit for the quarter ended September 30, 2016, which represented 70% of distributions declared on Class A units.respective quarters. The Operating Partnership funds the payment of distributions, and the board of trustees declared an equivalent amount of distributions were declared on the corresponding Operating PartnershipOP units.
For the Three Months Ended
SecurityJune 30,
2023		March 31,
2023		June 30,
2022		March 31,
2022
Class A and Class B common shares$0.22 $0.22 $0.18 $0.18 
5.875% Series F perpetual preferred shares (1)
— — 0.14 0.37 
5.875% Series G perpetual preferred shares0.37 0.37 0.37 0.37 
6.250% Series H perpetual preferred shares0.39 0.39 0.39 0.39 
(1)The 5.875% Series F perpetual preferred shares were redeemed on May 5, 2022 and the distributions for the three months ended June 30, 2022 represent the accrued and unpaid dividends paid to shareholders as part of the redemption.

Noncontrolling Interest


Noncontrolling interest as reflected in the Company’s condensed consolidated balance sheets primarily consists of the interests held by former American Homes 4 Rent, LLC (“AH LLCLLC”) members in units in the Operating Partnership. Former AH LLC members owned 54,276,644,50,779,990, or approximately 16.5%12.3% and 18.2%12.5%, of the total 329,690,244413,377,747 and 298,931,517404,893,881 Class A units in the Operating Partnership as of SeptemberJune 30, 2017,2023 and December 31, 2016,2022, respectively. Noncontrolling interest also includes interests held by non-affiliates in

Class A units in the Operating Partnership. Non-affiliate Class A unitholders owned 1,172,822 and 1,279,316,596,990, or approximately 0.3%0.1% and 0.4%0.2%, of the total 329,690,244413,377,747 and 298,931,517404,893,881 Class A units in the Operating Partnership as of SeptemberJune 30, 2017,2023 and December 31, 2016,2022, respectively. Also included in noncontrolling interest is the outside ownership interest in a consolidated subsidiary of the Operating Partnership.

The following table summarizes the income or loss allocated to noncontrolling interests as reflected in the Company's condensed consolidated statements of operations for the three and nine months ended September 30, 2017 and 2016:
 For the Three Months Ended For the Nine Months Ended
 September 30, 2017 September 30, 2016 September 30, 2017 September 30, 2016
Preferred income allocated to Series C convertible units$—
 $—
 $—
 $3,027
Net income (loss) allocated to Class A units340
 (27) (30) 108
Net income allocated to Series D convertible units—
 —
 —
 133
Beneficial conversion feature—
 7,569
 —
 7,569
Net (loss) income allocated to noncontrolling interest in a consolidated subsidiary(31) (226) 8
 (446)
 $309
 $7,316
 $(22) $10,391
Noncontrolling interest as reflected in the Operating Partnership's condensed consolidated balance sheets consists solely of the outside ownership interest in a consolidated subsidiary of the Operating Partnership. Income and loss allocated to the Operating Partnership's noncontrolling interest is reflected in noncontrolling interest within the Operating Partnership's condensed consolidated statements of operations. The Operating PartnershipOP units owned by former AH LLC members and non-affiliates that are reflected as noncontrolling interest in the Company'sCompany’s condensed consolidated balance sheets are reflected asand limited partner capital in the Operating Partnership'sPartnership’s condensed consolidated balance sheets.


Note 11. Share-Based Compensation

2021 Equity Incentive Plan

The Company’s 2021 Equity Incentive Plan (the “2021 Plan”), which replaced the 2012 Equity Incentive Plan

The Company's employees are compensated (the “2012 Plan”), provides for the issuance of Class A common shares through the Operating Partnership,grant of a variety of awards including share-based compensation.stock options, stock

22



appreciation rights, restricted share units (“RSUs”), unrestricted shares, dividend equivalent rights and performance-based awards. When the Company issues Class A common shares under the 2012 Equity Incentive Plan (the "Plan"),and 2021 Plan, the Operating Partnership issues an equivalent number of Class A units to AH4R.AMH.

DuringRSUs granted to employees during the ninesix months ended SeptemberJune 30, 20172023 and 2016,2022 generally vest over a three-year service period. RSUs granted to non-management trustees during the Companysix months ended June 30, 2023 and 2022 vest over a one-year service period.

Performance-based restricted share units (“PSUs”) granted stock options for 385,600 and 708,000 Class A common shares, respectively, and 174,000 and 74,100 restricted stock units, respectively, to certain senior employees during the six months ended June 30, 2023 and 2022 cliff vest at the end of a three-year service period based on satisfaction of performance conditions. The performance conditions of the Company underPSUs are measured over the Plan. The options and restricted stock unitsthree-year performance period January 1, 2023 through December 31, 2025 for PSUs granted during the ninesix months ended SeptemberJune 30, 20172023 and 2016,January 1, 2022 through December 31, 2024 for PSUs granted during the six months ended June 30, 2022. A portion of the PSUs are based on (i) the achievement of relative total shareholder return compared to a specified peer group (the “TSR Awards”), and a portion are based on (ii) average annual growth in core funds from operations per share (the “Core FFO Awards”). The number of PSUs that may ultimately vest range from zero to 200% of the number of PSUs granted based on the level of achievement of these performance conditions. For the TSR Awards, grant date fair value was determined using a multifactor Monte Carlo model and the resulting compensation cost is amortized over four years and expire 10 years fromthe service period regardless of whether the performance condition is achieved. For the Core FFO Awards, fair value is based on the market value on the date of grant.grant and compensation cost is recognized based on the probable achievement of the performance condition at each reporting period.


The following table summarizes stock option activity under the 2012 Plan and 2021 Plan for the ninesix months ended SeptemberJune 30, 20172023 and 2016:2022:
For the Six Months Ended
June 30,
 20232022
Options outstanding at beginning of period730,550 824,300 
Granted— — 
Exercised(129,750)(33,750)
Forfeited— — 
Options outstanding at end of period600,800 790,550 
Options exercisable at end of period600,800 785,550 
 Shares Weighted-
Average
Exercise Price		 Weighted-
Average
Remaining
Contractual 
Life (in years)		 Aggregate
Intrinsic
Value (1)
(in thousands)
Options outstanding at January 1, 20162,484,400
 $16.22
 8.0 $1,225
Granted708,000
 14.15
    
Exercised(172,250) 16.12
   680
Forfeited(153,150) 16.36
    
Options outstanding at September 30, 20162,867,000
 $15.70
 7.8 $17,021
Options exercisable at September 30, 20161,051,125
 $16.04
 7.1 $5,885
        
Options outstanding at January 1, 20172,826,500
 $15.69
 7.6 $14,956
Granted385,600
 23.38
    
Exercised(62,655) 15.77
   444
Forfeited(85,250) 16.24
    
Options outstanding at September 30, 20173,064,195
 $16.64
 7.1 $16,149
Options exercisable at September 30, 20171,681,595
 $15.90
 6.3 $9,764

(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 RSU activity under the Black-Scholes Option Pricing Model inputs2012 Plan and 2021 Plan for the six months ended June 30, 2023 and 2022:
For the Six Months Ended
June 30,
 20232022
RSUs outstanding at beginning of period1,024,722 1,050,599 
Awarded498,557 446,883 
Vested(414,772)(375,039)
Forfeited(19,772)(28,140)
RSUs outstanding at end of period1,088,735 1,094,303 

The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the six months ended June 30, 2023 and 2022:
For the Six Months Ended
June 30,
 20232022
PSUs outstanding at beginning of period294,423 92,319 
Awarded227,033 202,104 
Vested— — 
Forfeited(693)— 
PSUs outstanding at end of period520,763 294,423 


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For the TSR Awards, the following assumptions were used in the calculation of fair value using the Monte Carlo simulation model:
For the Six Months Ended
June 30,
20232022
Expected term (years)3.03.0
Dividend yield2.09%1.03%
Estimated volatility (1)
27.45%27.62%
Risk-free interest rate4.16%1.39%
(1)Estimated volatility for valuationthe performance period is based on 50% historical volatility and 50% implied volatility.

2021 Employee Stock Purchase Plan

The 2021 Employee Stock Purchase Plan (the “2021 ESPP”) provides for the issuance of up to 3,000,000 Class A common shares and allows employees to acquire the stock optionsCompany’s Class A common shares through payroll deductions, subject to maximum purchase limitations, during six-month purchase periods. The purchase price for Class A common shares granted duringmay be set at a maximum discount equal to 85% of the nine months ended September 30, 2017 and 2016:lower of the closing price of the Company’s Class A common shares on the first day or the last day of the applicable purchase period. The 2021 ESPP terminates in June 2031 or the date on which there are no longer any Class A common shares available for issuance. When the Company issues Class A common shares under the 2021 ESPP, the Operating Partnership issues an equivalent number of Class A units to AMH.

 2017 2016
Weighted-average fair value$3.82
 $2.82
Expected term (years) 7.0
  7.0
Dividend yield 3.0%  3.0%
Volatility 21.3%  27.3%
Risk-free interest rate 2.2%  1.5%
Share-Based Compensation Expense

The following table summarizes the activity that relates to the Company’s restricted stock units under the Plan for the nine months ended September 30, 2017 and 2016:
 2017 2016
Restricted stock units at beginning of period130,150
 91,650
Units awarded174,000
 74,100
Units vested(42,475) (27,250)
Units forfeited(16,200) (6,550)
Restricted stock units at end of the period245,475

131,950
For the three months ended September 30, 2017 and 2016, total non-cashnoncash share-based compensation expense related to stock options and restricted stock units was $1.1 million and $0.9 million, respectively, of which $0.7 million and $0.5 million, respectively, relatedrelating to corporate administrative employees and wasis included in general and administrative expense and $0.4 million relatedthe noncash share-based compensation expense relating to centralized and field property management employees and wasis included in property management expenses within the condensed consolidated statements of operations. For the nine months ended September 30, 2017 and 2016, total non-cashexpenses. Noncash share-based compensation expense relating to employees involved in the purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties is included in acquisition and other transaction costs. The following table summarizes the activity related to the Company’s noncash share-based compensation expense for the three and six months ended June 30, 2023 and 2022 (amounts in thousands):
For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
2023202220232022
General and administrative expense$5,982 $5,932 $9,725 $9,962 
Property management expenses1,132 1,132 2,198 2,131 
Acquisition and other transaction costs1,394 3,579 2,409 5,955 
Total noncash share-based compensation expense$8,508 $10,643 $14,332 $18,048 


24



Note 12. Earnings per Share / Unit
American Homes 4 Rent

The following table reflects the Company’s computation of net income per common share on a basic and diluted basis for the three and six months ended June 30, 2023 and 2022 (amounts in thousands, except share and per share data):
For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
 2023202220232022
Numerator:    
Net income$115,414 $74,555 $253,113 $144,569 
Less:
Noncontrolling interest13,899 8,343 30,647 16,655 
Dividends on preferred shares3,486 4,346 6,972 10,109 
Redemption of perpetual preferred shares— 5,276 — 5,276 
Allocation to participating securities (1)
288 198 633 395 
Numerator for income per common share–basic and diluted$97,741 $56,392 $214,861 $112,134 
Denominator:
Weighted-average common shares outstanding–basic362,148,911 348,484,158 361,267,035 347,123,576 
Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)
331,031 518,466 326,139 628,382 
Weighted-average common shares outstanding–diluted (3)
362,479,942 349,002,624 361,593,174 347,751,958 
Net income per common share:
Basic$0.27 $0.16 $0.59 $0.32 
Diluted$0.27 $0.16 $0.59 $0.32 
(1)Unvested RSUs that have nonforfeitable rights to participate in dividends declared on common stock are accounted for as participating securities and reflected in the calculation of basic and diluted earnings per share using the two-class method.
(2)Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options for the three and restrictedsix months ended June 30, 2023 and 2022 and the dilutive effect of forward sale equity contracts under the treasury stock method for the three and six months ended June 30, 2022 (see Note 10. Shareholders’ Equity / Partners’ Capital).
(3)The effect of the potential conversion of OP units was $3.2 millionis not reflected in the computation of basic and $2.7 million, respectively, of which $1.9 milliondiluted earnings per share, as they are exchangeable for Class A common shares on a one-for-one basis. The income allocable to the OP units is allocated on this same basis and $1.6 million, respectively, related to corporate administrative employees and was includedreflected as noncontrolling interest in general and administrative expense and $1.3 million and $1.1 million, respectively, related to centralized and field property management employees and was included in property management expenses within the accompanying condensed consolidated statementsfinancial statements. As such, the assumed conversion of operations.the OP units would have no net impact on the determination of diluted earnings per share.




25



American Homes 4 Rent, L.P.

The following table reflects the Operating Partnership’s computation of net income per common unit on a basic and diluted basis for the three and six months ended June 30, 2023 and 2022 (amounts in thousands, except unit and per unit data):
For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
 2023202220232022
Numerator:    
Net income$115,414 $74,555 $253,113 $144,569 
Less:
Preferred distributions3,486 4,346 6,972 10,109 
Redemption of perpetual preferred units— 5,276 — 5,276 
Allocation to participating securities (1)
288 198 633 395 
Numerator for income per common unit–basic and diluted$111,640 $64,735 $245,508 $128,789 
Denominator:
Weighted-average common units outstanding–basic413,525,891 399,861,138 412,644,015 398,500,556 
Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)
331,031 518,466 326,139 628,382 
Weighted-average common units outstanding–diluted413,856,922 400,379,604 412,970,154 399,128,938 
Net income per common unit:
Basic$0.27 $0.16 $0.59 $0.32 
Diluted$0.27 $0.16 $0.59 $0.32 
(1)Unvested RSUs that have nonforfeitable rights to participate in dividends declared on common stock are accounted for as participating securities and reflected in the calculation of basic and diluted earnings per unit using the two-class method.
(2)Reflects the effect of potentially dilutive securities issuable upon the assumed exercise of stock options for the three and six months ended June 30, 2023 and 2022 and the dilutive effect of forward sale equity contracts under the treasury stock method for the three and six months ended June 30, 2022 (see Note 10. Shareholders’ Equity / Partners’ Capital).

Note 13. Fair Value

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

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

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


26



The following table displays the carrying values and fair values of our debt instruments as of June 30, 2023 and December 31, 2022 (amounts in thousands):
June 30, 2023December 31, 2022
Carrying ValueFair ValueCarrying ValueFair Value
AMH 2014-SFR2 securitization$462,945 $465,962 $465,864 $469,192 
AMH 2014-SFR3 securitization478,223 478,040 480,467 484,350 
AMH 2015-SFR1 securitization502,902 506,554 505,738 509,714 
AMH 2015-SFR2 securitization436,278 440,014 438,773 442,286 
Total asset-backed securitizations1,880,348 1,890,570 1,890,842 1,905,542 
2028 unsecured senior notes, net496,350 470,110 495,956 463,920 
2029 unsecured senior notes, net396,825 383,612 396,543 377,680 
2031 unsecured senior notes, net441,653 358,016 441,133 347,243 
2032 unsecured senior notes, net582,527 517,386 581,533 504,294 
2051 unsecured senior notes, net291,344 196,164 291,189 189,750 
2052 unsecured senior notes, net288,992 233,817 288,802 221,922 
Total unsecured senior notes, net2,497,691 2,159,105 2,495,156 2,104,809 
Revolving credit facility— — 130,000 130,000 
Total debt$4,378,039 $4,049,675 $4,515,998 $4,140,351 

Note 10.14. Related Party Transactions

Concurrently withAs of June 30, 2023 and December 31, 2022, affiliates owned approximately 12.7% and 12.9%, respectively, of the Company's public offering ofCompany’s outstanding Class A common shares in the first quartershares. On a fully-diluted basis, affiliates held (including consideration of 2017, the Chairman of our Board of Trustees, B. Wayne Hughes, purchased $50.0 million of our635,075 Class AB common shares in a private placement at the public offering price. The Operating Partnership issued an equivalent number of correspondingand 50,622,165 Class A units to AH4R in exchange foras of June 30, 2023 and December 31, 2022) an approximate 23.5% and 23.9% interest as of June 30, 2023 and December 31, 2022, respectively.

As of June 30, 2023 and December 31, 2022, the net proceedsOperating Partnership had a receivable from the issuance.

Note 11. Earnings per Share / Unit
American Homes 4 Rent

The following table reflects the Company's computationaffiliates of net income (loss) per share on a basic and diluted basis for the three and nine months ended September 30, 2017 and 2016 (in thousands, except share and per share data): 
 For the Three Months Ended
September 30,		 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
Numerator: 
  
  
  
Net income (loss)$19,097
 $(167) $45,959
 $1,108
Less:       
Noncontrolling interest309
 7,316
 (22) 10,391
Dividends on preferred shares17,253
 13,669
 46,122
 26,650
Allocation to participating securities (1)12
 —
 —
 —
Numerator for basic income (loss) per common share$1,523
 $(21,152) $(141) $(35,933)
Add back:       
Dividends on participating preferred shares (2)5,569
 —
 —
 —
Remeasurement of participating preferred shares (2)(8,391) —
 —
 —
Numerator for diluted loss per common share$(1,299) $(21,152) $(141) $(35,933)
        
Denominator:       
Weighted-average common shares outstanding–basic266,767,313
 238,401,343
 256,768,343
 232,036,802
Effect of dilutive securities:       
Participating preferred shares (2)22,385,747
 —
 —
 —
Weighted-average common shares outstanding–diluted289,153,060
 238,401,343
 256,768,343
 232,036,802
        
Net income (loss) per common share:       
Basic$0.01
 $(0.09) $—
 $(0.15)
Diluted$—
 $(0.09) $—
 $(0.15)
(1)Participating securities include unvested restricted stock units that have nonforfeitable rights to participate in dividends declared on common stock.
(2)Reflects the dilutive effect of the assumed conversion of the participating preferred shares into Class A common shares.

The computation of diluted earnings per share for the three months ended September 30, 2017 and 2016, excludes an aggregate of 7,078,066 and 26,342,332 potentially dilutive securities, respectively, and for the nine months ended September 30, 2017 and 2016, excludes an aggregate of 29,474,000 and 26,342,332 potentially dilutive securities, respectively, which include a combination of Series A, B and C participating preferred shares, exchangeable senior notes, common shares issuable upon exercise of stock options and unvested restricted stock units, because their effect would have been antidilutive$25.7 million related to the respective periods.


American Homes 4 Rent, L.P.

The following table reflectsasset-backed securitization certificates held by AMH, which is included in amounts due from affiliates on the Operating Partnership's computationPartnership’s condensed consolidated balance sheets.

See Note 7. Investments in Unconsolidated Joint Ventures for a description of net income (loss) per unit on a basicrelated party transactions between the Company and diluted basis for the three and nine months ended September 30, 2017 and 2016 (in thousands, except unit and per unit data): its unconsolidated joint ventures.

 For the Three Months Ended
September 30,		 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
Numerator: 
  
  
  
Net income (loss)$19,097
 $(167) $45,959
 $1,108
Less:       
Noncontrolling interest(31) (226) 8
 (446)
Preferred distributions17,253
 13,669
 46,122
 26,650
Income allocated to Series C and D limited partners—
 10,915
 —
 16,478
Allocation to participating securities (1)12
 —
 —
 —
Numerator for basic income (loss) per common unit$1,863
 $(24,525) $(171) $(41,574)
Add back:       
Distributions to participating preferred units (2)5,569
 —
 —
 —
Remeasurement of participating preferred units (2)(8,391) —
 —
 —
Numerator for diluted loss per common unit$(959) $(24,525) $(171) $(41,574)
        
Denominator:       
Weighted-average common units outstanding–basic322,303,138
 285,208,489
 312,315,728
 271,994,345
Effect of dilutive securities:       
Participating preferred units (2)22,385,747
 —
 —
 —
Weighted-average common units outstanding–diluted344,688,885
 285,208,489
 312,315,728
 271,994,345
        
Net income (loss) per common unit:       
Basic$0.01
 $(0.09) $—
 $(0.15)
Diluted$—
 $(0.09) $—
 $(0.15)

(1)Participating securities include unvested restricted stock units that have nonforfeitable rights to participate in dividends declared on common stock.
(2)Reflects the dilutive effect of the assumed conversion of the participating preferred units into Class A common units.

The computation of diluted earnings per unit for the three months ended September 30, 2017 and 2016, excludes an aggregate of 7,078,066 and 26,342,332 potentially dilutive securities, respectively, and for the nine months ended September 30, 2017 and 2016, excludes an aggregate of 29,474,000 and 26,342,332 potentially dilutive securities, respectively, which include a combination of Series A, B and C participating preferred units, exchangeable senior notes, common units issuable upon exercise of stock options and unvested restricted stock units, because their effect would have been antidilutive to the respective periods.

There was no income or loss allocated to Series C convertible units during the three months ended September 30, 2017 and 2016, and zero and $0.87 of net income per basic and diluted unit were allocated to Series D convertible units during the three months ended September 30, 2017 and 2016, respectively. Zero and $0.46 of net income per basic and diluted unit were allocated to Series C convertible units during the nine months ended September 30, 2017 and 2016, respectively, and zero and $0.99 of net income per basic and diluted unit were allocated to Series D convertible units during the nine months ended September 30, 2017 and 2016, respectively. There was no income or loss allocated to Series E convertible units during the three and nine months ended September 30, 2017 and 2016.

Note 12.15. Commitments and Contingencies

As of SeptemberJune 30, 2017,2023, the Company had commitments to acquire 51137 single-family properties through our National Builder Program for an aggregate purchase price of $122.6$8.7 million, and $13.7 as well as $163.1 million in purchase commitments for land relating to our AMH Development Program, which includes certain land deals expected to close beyond twelve months when development is ready to commence. Purchase commitments exclude option contracts where we have acquired the right to purchase commitments. As of December 31, 2016, the Company had commitments to acquire 203land for our AMH Development Program or single-family properties for an aggregate purchase price of $41.7 million and $3.9 million in land purchase commitments.because the contracts do not contain provisions requiring our specific performance.


As of SeptemberJune 30, 2017, and December 31, 2016,2023, the Company had sales in escrow for 184 and 57approximately 101 of our single-family properties respectively,and 265 of our land lots for aggregate selling prices of $17.1 million$67.0 million.

As of June 30, 2023, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $200.7 million.

Legal Matters

During the third quarter of 2020, we received a notice from the Georgia Attorney General’s Office (the “Georgia AG”) seeking certain information relevant to an investigation they are conducting about our customary landlord-tenant matters. We have been cooperating with the Georgia AG and $6.6 million, respectively.have been discussing a possible negotiated resolution with the Georgia AG.



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

Radian Group Inc. (“Radian”), the indirect parent company of Green River Capital LLC (“GRC”), which has been a service provider that provided certain broker price opinions (“BPO”) to us, disclosed in its Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2017, that GRC had received a letter in March 2017 from the staff of the SEC stating that it is conducting an investigation captioned “In the Matter of Certain Single Family Rental Securitizations” and requesting information from market participants. Radian disclosed that the letter asked GRC to provide information regarding BPOs that GRC provided on properties included in single family rental securitization transactions (“Securitizations”). On September 13, 2017, we received a letter from the staff of the SEC stating that it is conducting an investigation captioned “In the Matter of Certain Single Family Rental Securitizations.” The letter enclosed a subpoena that requests the production of certain documents and communications related to our Securitizations, including, without limitation, those related to BPOs provided by GRC on properties included in Securitizations. The letter does not allege any violation of law and we are cooperating with the SEC. We understand that other transaction parties in Securitizations have received requests in this matter. We do not believe this matter will have a material adverse impact on our financial position or results of operations upon resolution.

Note 13. Fair Value
The carrying amount of rents and other receivables, restricted cash, escrow deposits, prepaid expenses and other assets, and accounts payable and accrued expenses approximate fair value because of the short maturity of these amounts. The Company’s participating preferred shares derivative liability is the only financial instrument recorded at fair value on a recurring basis in the condensed consolidated financial statements.

Our revolving credit facility, term loan facility, asset-backed securitizations 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. Our exchangeable senior notes are also financial instruments, which are classified as Level 2 in the fair value hierarchy as their fair value is estimated using observable inputs, based on the market value of the last trade at the end of the period.

The following table displays the carrying values and fair values of our debt instruments as of September 30, 2017, and December 31, 2016 (in thousands):

27
 September 30, 2017 December 31, 2016
 Carrying Value Fair Value Carrying Value Fair Value
AH4R 2014-SFR1 securitization$—
 $—
 $456,074
 $465,343
AH4R 2014-SFR2 securitization497,743
 506,835
 501,810
 510,941
AH4R 2014-SFR3 securitization513,361
 523,653
 517,827
 530,549
AH4R 2015-SFR1 securitization539,199
 546,630
 543,480
 553,689
AH4R 2015-SFR2 securitization468,461
 477,401
 472,043
 483,901
Total asset-backed securitizations (1)2,018,764
 2,054,519
 2,491,234
 2,544,423
Exchangeable senior notes, net (2)110,771
 143,297
 108,148
 142,808
Secured note payable49,107
 49,383
 49,828
 50,053
Term loan facility (3)200,000
 200,000
 325,000
 325,000
Total debt$2,378,642
 $2,447,199
 $2,974,210
 $3,062,284


(1)The carrying values of the asset-backed securitizations exclude $37.3 million and $48.4 million of deferred financing costs as of September 30, 2017, and December 31, 2016, respectively.
(2)The carrying value of the exchangeable senior notes, net is presented net of an unamortized discount.
(3)The carrying value of the term loan facility excludes $2.1 million and $3.3 million of deferred financing costs as of September 30, 2017, and December 31, 2016, respectively. As our term loan facility bears interest at a floating rate based on an index plus a spread, which is a LIBOR rate plus a margin ranging from 0.90% to 1.75% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.75%, management believes that the carrying value of the term loan facility reasonably approximates fair value.


Valuation of the participating preferred shares derivative liability considers scenarios in which the participating 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 Series A and B participating preferred shares were converted into Class A common shares on October 3, 2017, and the related participating preferred shares derivative liability was therefore remeasured based on the actual liquidation value at September 30, 2017 (see Note 9).
The following tables set forth the fair value of the participating preferred shares derivative liability as of September 30, 2017, and December 31, 2016 (in thousands):

  September 30, 2017
Description Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)		 Significant
Other
Observable
Inputs
(Level 2)		 Significant
Unobservable
Inputs
(Level 3)		 Total
Liabilities:  
  
  
  
Participating preferred shares derivative liability $—
 $—
 $68,469
 $68,469
  December 31, 2016
Description Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)		 Significant
Other
Observable
Inputs
(Level 2)		 Significant
Unobservable
Inputs
(Level 3)		 Total
Liabilities:  
  
  
  
Participating preferred shares derivative liability $—
 $—
 $69,810
 $69,810

The following tables present changes in the fair values of our Level 3 financial instruments that are measured on a recurring basis with changes in fair value recognized in remeasurement of participating preferred shares within the condensed consolidated statements of operations for the nine months ended September 30, 2017 and 2016 (in thousands):
Description January 1, 2017 Conversions Remeasurement included in earnings September 30, 2017
Liabilities:  
    
  
Participating preferred shares derivative liability $69,810
 $—
 $(1,341) $68,469
Description January 1, 2016 Conversions Gain and remeasurement
included in
earnings		 September 30, 2016
Liabilities:  
    
  
Contingently convertible Series E units liability $69,957
 $(58,494) $(11,463) $—
Participating preferred shares derivative liability $62,790
 $—
 $2,940
 $65,730
Changes in inputs or assumptions used to value the participating preferred shares derivative liability may have a material impact on the resulting valuation.
Note 14.16. Subsequent Events


Subsequent Acquisitions

From OctoberJuly 1, 2017,2023 through October 31, 2017,July 21, 2023, the Company acquired 471added 129 newly constructed properties to its portfolio for a total cost of approximately $44.5 million through its AMH Development Program.

Subsequent Dispositions

From July 1, 2023 through July 21, 2023, the Company disposed of 67 properties for an aggregate purchase pricenet proceeds of approximately $106.1 million, which included four homes developed through our internal construction program.$22.3 million.


Conversion of Series A and B Participating Preferred Shares into Class A Common Shares28


On October 3, 2017, the Company converted all 5,060,000 shares of the outstanding 5.0% Series A participating preferred shares and all 4,400,000 shares of the outstanding 5.0% Series B participating preferred shares into 12,398,276 Class A common shares, in accordance with the conversion terms in the Articles Supplementary, based on a conversion ratio of 1.3106 Class A common shares issued per Series A and B participating preferred share (see Note 9).


Declaration of Distributions
On November 2, 2017, our board of trustees declared quarterly distributions of $0.05 per share on the Company's Class A and Class B common shares are payable on January 5, 2018, to shareholders of record on January 2, 2018. Our board of trustees also declared quarterly distributions of $0.34 per share on the Company's 5.5% Series C participating preferred shares, $0.41 per share on the Company’s 6.5% Series D perpetual preferred shares, $0.40 per share on the Company’s 6.35% Series E perpetual preferred shares, $0.37 per share on the Company’s 5.875% Series F perpetual preferred shares, and $0.37 per share on the Company's 5.875% Series G perpetual preferred shares. The quarterly distributions are payable on January 2, 2018, to shareholders of record on December 15, 2017. The Operating Partnership funds the payment of distributions, and an equivalent amount of distributions were declared on the corresponding Operating Partnership units.




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

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


Overview

The Company isWe are a Maryland REIT focused on acquiring, developing, renovating, leasing and operatingmanaging single-family homes as rental properties. The Operating Partnership is the entity through which the Company conductswe conduct substantially all of our business and owns,own, directly or through subsidiaries, substantially all of our assets. We commenced operations in November 2012 and we have elected to continue the investment activities of AH LLC, which was founded by our chairman, B. Wayne Hughes, in 2011 to take advantage of the dislocation in the single-family home market. Effective August 31, 2016, AH LLC was liquidated and its ownership interests in the Operating Partnership were distributed to its members.be taxed as a REIT.

As of SeptemberJune 30, 2017,2023, we owned 50,01558,693 single-family properties in selected sub-marketsselect submarkets of MSAsmetropolitan statistical areas (“MSAs”) in 2221 states, including 469648 properties held for sale, of which 384 properties were former ARPI properties, compared to 48,42258,993 single-family properties in 2221 states, including 1,1191,115 properties held for sale, as of December 31, 2016,2022 and 48,15358,715 single-family properties in 22 states, including 1,238955 properties held for sale, as of SeptemberJune 30, 2016.2022. As of SeptemberJune 30, 2017, we had commitments to acquire an additional 511 single-family properties for an aggregate purchase price of $122.6 million. As of September 30, 2017, 46,026, or 92.9%,2023, 56,000 of our total properties (excluding properties held for sale properties)sale) were leased,occupied, compared to 44,798, or 94.7%,55,605 of our total properties (excluding properties held for sale properties)sale) as of December 31, 2016,2022 and 44,746, or 95.4%,55,220 of our total properties (excluding properties held for sale properties)sale) as of SeptemberJune 30, 2016. As2022. Also, as of SeptemberJune 30, 2017, our2023, the Company had an additional 2,846 properties held in unconsolidated joint ventures, compared to 2,540 properties held in unconsolidated joint ventures as of December 31, 2022 and 2,046 properties held in unconsolidated joint ventures as of June 30, 2022. Our portfolio of single-family properties, wasincluding those held in our unconsolidated joint ventures, is internally managed through our proprietary property management platform.

Our PropertiesKey Single-Family Property and Key OperatingLeasing Metrics

The following table provides a summary of oursummarizes certain key single-family properties metrics as of SeptemberJune 30, 2017:2023:
Total Single-Family Properties (1)
MarketNumber of Single-Family Properties% of Total Single-Family PropertiesGross Book Value (millions)% of Gross Book Value TotalAvg. Gross Book Value per PropertyAvg.
Sq. Ft.		Avg. Property Age (years)Avg. Year
Purchased or Delivered
 Atlanta, GA5,790 10.0 %$1,271.5 10.1 %$219,605 2,169 17.32016
 Dallas-Fort Worth, TX4,143 7.1 %724.5 5.8 %174,885 2,101 19.02014
 Charlotte, NC4,003 6.9 %862.9 6.9 %215,573 2,109 17.72015
 Phoenix, AZ3,380 5.8 %711.5 5.7 %210,510 1,840 19.02015
 Nashville, TN3,257 5.6 %791.5 6.3 %243,004 2,113 15.92016
 Jacksonville, FL2,981 5.1 %633.6 5.0 %212,553 1,929 14.52016
 Indianapolis, IN2,870 4.9 %496.0 3.9 %172,818 1,927 20.42014
 Tampa, FL2,806 4.8 %633.5 5.0 %225,765 1,943 15.42016
 Houston, TX2,516 4.3 %445.4 3.5 %177,021 2,089 17.52014
 Raleigh, NC2,181 3.8 %432.8 3.4 %198,446 1,889 17.32015
 Cincinnati, OH2,126 3.7 %415.8 3.3 %195,570 1,843 20.52014
 Columbus, OH2,126 3.7 %406.9 3.2 %191,382 1,873 20.92015
 Las Vegas, NV2,017 3.5 %557.9 4.4 %276,595 1,924 12.32016
 Salt Lake City, UT1,899 3.3 %576.0 4.6 %303,337 2,243 16.72016
 Orlando, FL1,934 3.3 %407.4 3.2 %210,636 1,904 18.82015
 Greater Chicago area, IL and IN1,575 2.7 %298.6 2.4 %189,583 1,866 21.82013
 Charleston, SC1,520 2.6 %345.8 2.8 %227,477 1,963 12.62017
 San Antonio, TX1,294 2.2 %253.5 2.0 %195,927 1,926 14.62015
 Seattle, WA1,153 2.0 %377.1 3.0 %327,028 2,000 13.42017
 Savannah/Hilton Head, SC1,042 1.8 %217.5 1.7 %208,751 1,889 14.72016
All Other (2)
7,432 12.9 %1,700.6 13.8 %228,820 1,907 17.22015
Total/Average58,045 100.0 %$12,560.3 100.0 %$216,389 1,990 17.32015
(1)Excludes 648 single-family properties held for sale as of June 30, 2023.
(2)Represents 15 markets in 13 states.


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Market Number of Single-family Properties (1) % of Total Single-family Properties Avg. Gross Book Value
per Property		 Avg.
Sq. Ft.		 Avg. Property Age
(years)		 Avg. Year Purchased
Dallas-Fort Worth, TX 4,354
 8.8% $162,364
 2,121
 13.9
 2014
Atlanta, GA 4,319
 8.7% 165,430
 2,114
 16.4
 2014
Houston, TX 3,158
 6.4% 159,123
 2,113
 11.8
 2014
Charlotte, NC 3,248
 6.6% 181,934
 2,064
 14.1
 2014
Indianapolis, IN 2,897
 5.8% 151,377
 1,933
 15.0
 2013
Phoenix, AZ 2,768
 5.6% 162,343
 1,815
 14.9
 2014
Nashville, TN 2,557
 5.2% 202,594
 2,108
 13.3
 2014
Greater Chicago area, IL and IN 2,033
 4.1% 180,753
 1,896
 16.1
 2013
Cincinnati, OH 1,993
 4.0% 172,939
 1,852
 15.3
 2013
Raleigh, NC 1,968
 4.0% 179,187
 1,858
 12.9
 2014
All Other (2) 20,251
 40.8% 179,481
 1,904
 14.4
 2014
Total / Average 49,546
 100.0% $174,014
 1,968
 14.4
 2014


(1)Excludes 469 held for sale properties as of September 30, 2017.
(2)Represents 32 markets in 19 states.





The following table summarizes certain key leasing metrics as of SeptemberJune 30, 2017:2023:
Total Single-Family Properties (1)
Market
Avg. Occupied Days
Percentage (2)
Avg. Monthly Realized Rent per property (3)
Avg. Original Lease Term (months) (4)
Avg. Remaining Lease Term (months) (4)
Avg. Blended Change in
Rent (5)
Atlanta, GA96.3 %$2,079 12.0 6.3 8.4 %
Dallas-Fort Worth, TX96.8 %2,140 12.0 6.2 7.8 %
Charlotte, NC96.9 %1,993 12.1 6.4 8.2 %
Phoenix, AZ96.3 %2,005 12.0 6.3 8.0 %
Nashville, TN96.2 %2,182 12.0 6.4 7.6 %
Jacksonville, FL96.6 %2,039 12.0 6.2 6.9 %
Indianapolis, IN96.9 %1,741 12.1 6.3 6.4 %
Tampa, FL96.5 %2,215 12.0 6.7 9.9 %
Houston, TX97.5 %1,930 12.0 5.6 6.0 %
Raleigh, NC96.2 %1,905 12.0 6.6 7.1 %
Cincinnati, OH96.8 %1,970 12.0 6.0 8.1 %
Columbus, OH96.8 %2,015 12.0 6.3 7.2 %
Las Vegas, NV91.8 %2,139 12.0 7.0 4.8 %
Salt Lake City, UT96.5 %2,299 12.0 6.4 6.5 %
Orlando, FL95.8 %2,155 12.0 6.7 9.8 %
Greater Chicago area, IL and IN97.5 %2,243 12.1 5.8 7.1 %
Charleston, SC96.7 %2,120 12.0 5.8 7.5 %
San Antonio, TX94.7 %1,885 12.0 6.5 3.7 %
Seattle, WA95.6 %2,559 12.0 6.8 8.4 %
Savannah/Hilton Head, SC98.2 %2,006 12.0 5.6 10.0 %
All Other (6)
95.0 %2,042 12.0 6.2 7.3 %
Total/Average96.2 %$2,063 12.0 6.3 7.5 %
  Total Single-family Properties (1)
Market Leased Percentage (2) Occupancy Percentage (2) Avg. Contractual Monthly Rent Per Property (2) Avg. Original Lease Term (months) (2) Avg. Remaining Lease Term (months) (2) Avg. Blended Change in Rent (3)
Dallas-Fort Worth, TX 94.0% 92.9% $1,662
 11.9 6.4 4.9%
Atlanta, GA 94.0% 93.5% 1,465
 12.0 6.8 5.8%
Houston, TX 90.2% 89.3% 1,595
 12.3 6.8 1.5%
Charlotte, NC 88.6% 88.2% 1,508
 12.0 6.7 4.1%
Indianapolis, IN 95.0% 94.3% 1,350
 12.8 6.9 3.9%
Phoenix, AZ 97.7% 97.3% 1,238
 12.4 6.6 6.9%
Nashville, TN 92.1% 91.4% 1,656
 12.1 6.5 3.6%
Greater Chicago area, IL and IN 95.4% 94.4% 1,784
 13.0 7.3 3.5%
Cincinnati, OH 94.5% 93.8% 1,519
 12.7 7.2 3.7%
Raleigh, NC 93.6% 92.7% 1,456
 12.0 6.7 3.7%
All Other (4) 92.2% 91.4% 1,527
 12.2 6.6 4.0%
Total / Average 92.9% 92.2% $1,523
 12.2 6.7 4.1%
(1)Excludes 648 single-family properties held for sale as of June 30, 2023.

(2)For the three months ended June 30, 2023, Average Occupied Days Percentage represents the number of days a property is occupied in the period divided by the total number of days the property is owned during the same period after initially being placed in-service.
(1) Leasing information excludes held for sale properties.
(2) Leased percentage, occupancy percentage, average contractual monthly rent per property, average original lease term and average remaining lease term are reflected as of period end.
(3) Average blended change in rent represents the percentage change in rent on all non-month-to-month lease renewals and re-leases during the third quarter of 2017, compared to the annual rent of the previously expired non-month-to-month lease for each individual property.
(4) Represents 32 markets in 19 states.

(3)For the three months ended June 30, 2023, Average Monthly Realized Rent is calculated as the lease component of rents and other single-family property revenues (i.e., rents from single-family properties) divided by the product of (a) number of properties and (b) Average Occupied Days Percentage, divided by the number of months. For properties partially owned during the period, this is adjusted to reflect the number of days of ownership.
(4)Average Original Lease Term and Average Remaining Lease Term are reflected as of period end.
(5)Represents the percentage change in rent on all non-month-to-month lease renewals and re-leases during the three months ended June 30, 2023, compared to the annual rent of the previously expired non-month-to-month comparable long-term lease for each property.
(6)Represents 15 markets in 13 states.

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

Factors That Affect Our Results of Operations and Financial Condition

Our results of operations and financial condition are affected by numerous factors, many of which are beyond our control. Key factors that impact our results of operations and financial condition include our ability tothe pace at which we identify and acquire properties; our pace of property acquisitions;suitable land and properties, the time and cost required to gain accessrenovate the acquired properties, the pace and cost of our property developments, the time to the properties and then to renovate and lease a newly acquired propertyor developed properties at acceptable rental rates;rates, occupancy levels;levels, rates of tenant turnover;turnover, the length of vacancy in properties between tenant leases;leases, our expense ratios;ratios, property taxes including changes in rates and valuation assessments of our properties, our ability to raise capital;capital and our capital structure. Additionally, further supply chain disruptions, inflationary increases in labor and material costs and labor shortages may have the potential to impact certain aspects of our business, including our AMH Development Program, our renovation program associated with acquired properties and our maintenance program.

Property Acquisitions, Development and Dispositions
 
Since our formation, we have rapidly but systematically grown our portfolio of single-family homes.properties. Our ability to identify and acquire single-family homes that meet our investment criteria is impacted by home prices in our target markets, the inventory of properties available-for-sale through ourtraditional acquisition channels, competition for our target assets and our available capital. Additionally, opportunitiesWe are increasingly focused on developing “built-for-rental” homes through our internal AMH Development Program. In addition, we also acquire newly constructed homes from third-party developers through our National Builder Program. Opportunities from these new

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construction acquisition channels are impacted by the availability of undevelopedvacant developed lots, development land assets and inventory of homes currently under construction or newly developed. Our level of acquisitioninvestment activity has fluctuated based on the number of suitable investmentsopportunities and the level of capital available to invest. Recently, we have strategically scaled back acquisitions through our National Builder Program and traditional acquisition channel as the housing market adjusts to the current macroeconomic environment. We anticipate beginning to grow in these acquisition channels when the housing and capital markets stabilize. During the quarterthree months ended SeptemberJune 30, 2017, our total portfolio increased by 1,0332023, we developed or acquired 469 homes, including 806468 newly constructed homes delivered through our AMH Development Program and one home acquired through broker acquisitions, 213our National Builder Program, offset by 415 homes acquiredsold to third parties. During the three months ended June 30, 2023, we also developed an additional 166 newly constructed properties which were delivered to our unconsolidated joint ventures, aggregating to 634 total program deliveries through trustee acquisitionsour AMH Development Program.

Our properties held for sale were identified based on submarket analysis, as well as individual property-level operational review. As of June 30, 2023 and 124 homes acquiredDecember 31, 2022, there were 648 and 1,115 properties, respectively, classified as held for sale. We will continue to evaluate our properties for potential disposition going forward as a normal course of business.

Property Operations

Homes added to our portfolio through new construction acquisitions, of which 13 homes werechannels include properties developed through our internal AMH Development Program and newly constructed properties acquired from third-party developers through our National Builder Program. Rental homes developed through our AMH Development Program involve substantial up-front costs, time to acquire and develop land, time to build the rental home, and time to lease the rental home before the home generates income. This process is dependent upon the nature of each lot acquired and the timeline varies primarily due to land development requirements. Once land development requirements have been met, historically it has taken approximately four to six months to complete the rental home vertical construction process. However, delivery of homes may be staggered to facilitate leasing absorption. Our internal construction program offsetis managed by 110our team of development professionals that oversee the full rental home construction process including all land development and work performed by subcontractors. We typically incur costs between $250,000 and $450,000 to acquire and develop land and build a rental home. Homes added through our AMH Development Program are available for lease immediately upon or shortly after receipt of a certificate of occupancy. Rental homes sold or rescinded,acquired from third-party developers through our National Builder Program are dependent on the inventory of which 67 properties were former ARPI properties. Rescinded properties represent properties for which the sale has been unwound, as in certain jurisdictions,newly constructed homes and homes currently under construction.

Homes added to our purchases of single-family properties at foreclosure and judicial auctions are subject to the right of rescission, which is generally caused by the borrower filing for bankruptcy.
Property Operations
Theportfolio through traditional acquisition of properties involveschannels require expenditures in addition to payment of the purchase price, including property inspections, closing costs, liens, title insurance, transfer taxes, recording fees, broker commissions, property taxes and homeowner association (“HOA”) fees, when applicable. In addition, we typically incur costs between $10,000$20,000 and $25,000$40,000 to renovate a home acquired through traditional acquisition channels to prepare it for rental. Renovation work varies, but may include paint, flooring, carpeting, cabinetry, appliances, plumbing hardware and other items required to prepare the home for rental. The time and cost involved in initially accessingto prepare our homes to prepare them for rental can impact our financial performance and varies among properties based on several factors, including the source of acquisition channel whether the property is located in a judicial or non-judicial foreclosure state, if applicable, and whether or not the home is occupied at the time of acquisition. This process of finalizing the acquisition and gaining initial access to the home can range from

immediate access to multiple months and, on average, takes approximately 20 to 30 days. Additionally, after gaining access to the home, the time to renovate a property can vary significantly among properties and is most impacted by the age and condition of the property. On average,Historically, it takeshas taken approximately 5020 to 7090 days to complete the renovation process, after gaining initial access to the home. which will fluctuate based on our overall acquisition volume as well as availability of construction labor and materials.

Our operating results are also impacted by the amount of time it takes to market and lease a property, which can vary greatly among properties, and is impacted by local demand, our marketing techniques and the size of our available inventory. On average,Typically, it takes approximately 2010 to 4030 days to lease a property after acquiring or developing a new property through our new construction channels and 20 to 40 days after completing the renovation process.process for a traditionally acquired property. Lastly, our operating results are impacted by the length of stay of our tenants and the amount of time it takes to prepare and re-lease a property after a tenant vacates. This process, which we refer to as “turnover,” is impacted by numerous factors, including the condition of the home upon move-out of the previous tenant, and by local demand, our marketing techniques and the size of our available inventory at the time of the turnover. On average,Typically, it takes approximately 4520 to 5550 days to complete the turnover process.

RevenueRevenues

Our revenue isrevenues are derived primarily from rents collected under lease agreements withfrom tenants for our single-family properties. These include short-term leases that we enter into directly with our tenants,properties under lease agreements which typically have a term of one year. Our rental rates and occupancy levels are affected by macroeconomic factors and local and property-level factors, including market conditions, seasonality and tenant defaults, and the amount of time it takes to renovate and re-leaseturn properties when tenants vacate. Additionally, our ability to collect revenues and related operating results are impacted by the credit worthiness and quality of our tenants. On average,Typically, our tenantsincoming residents have household incomes ranging from $70,000$80,000 to $100,000$140,000 and primarily consist of families with approximately two adults and one or more children.

In addition to rental revenues, we receive fees

31



Our rents and other reimbursements, referred to as “tenant charge-backs”,single-family property revenues are comprised of rental revenue from single-family properties, fees from our tenants,single-family property rentals and “tenant charge-backs,” which are primarily designedrelated to recover costs for certain items, such as utilities, damages and maintenance. In accordance with GAAP, these fees and tenant charge-backs are presented gross in the condensed consolidated statements of operations.cost recoveries on utilities.

Our ability to maintain and grow revenues from our existing portfolio of homes will be dependent on our ability to retain tenants and increase rental rates. We believe thatBased on our platform will allow us to achieve strong tenant retention and rental rate increases. The averageSame-Home population of properties (defined below), the year-over-year increase in rent for renewalsAverage Monthly Realized Rent per property was 3.6% and 3.4% and the average increase in rent for re-leases was 4.9% and 5.0%7.2% for the three months ended SeptemberJune 30, 20172023, and 2016,we experienced turnover rates, which represents the number of tenant move-outs during the period divided by the total number of properties, of 8.4% and 7.7% during the three months ended June 30, 2023 and 2022, respectively. Based on our Same-Home population of properties, the year-over-year increase in Average Monthly Realized Rent per property was 7.6% for the six months ended June 30, 2023, and we experienced turnover rates of 11.1%14.7% and 11.5% for13.8% during the threesix months ended SeptemberJune 30, 20172023 and 2016, respectively. The average increase in rent for renewals was 3.3% and 3.8% and the average increase in rent for re-leases was 5.1% and 5.8% for the nine months ended September 30, 2017 and 2016, respectively. Based on our Same-Home population of properties, we experienced turnover rates of 31.7% and 32.9% for the nine months ended September 30, 2017 and 2016,2022, respectively.

Expenses

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

Property Operating Expenses

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

Property Management Expenses

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

Seasonality

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


General and Administrative Expense

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expenses, audit and tax fees, state taxes, trustee fees and other expenses associated with our corporate and administrative functions. In addition, we also continue to make corporate level investments to support certain initiatives which will impact expenses based on given investment programs during the year. Also included in general and administrative expense is noncash share-based compensation expense related to corporate administrative employees.

Results of Operations

Net income totaled $19.1$115.4 million for the three months ended SeptemberJune 30, 2017,2023, compared to a net loss of $0.2$74.6 million for the three months ended SeptemberJune 30, 2016.2022. This improvementincrease was primarily attributabledue to higher revenuesnet gains on property sales, a larger number of occupied properties and the remeasurement of our participating preferred shares, partially offset by hurricane-related charges in the third quarter of 2017, as well as a loss on early extinguishment of debt in the third quarter of 2016.higher rental rates. Net income totaled $46.0$253.1 million for the ninesix months ended SeptemberJune 30, 2017,2023, compared to net income of $1.1$144.6 million for the ninesix months ended SeptemberJune 30, 2016.2022. This improvementincrease was primarily attributabledue to higher revenuesnet gains on property sales, a larger number of occupied properties and lower interest expense, partially offset by an increase in property operating expenses and hurricane-related charges in the third quarter of 2017, as well as a gain on the conversion of Series E convertible units into Series D convertible units in the first quarter of 2016.higher rental rates.


As we continue to grow our portfolio with a portion of our homes still recently developed, acquired and / and/or renovated, we distinguish our portfolio of homes between Same-Home properties and Non-Same-Home and Other properties and Former ARPI properties in evaluating our operating performance. We classify a property as Same-Home if it has been stabilized longer than 90 days prior to the beginning of the earliest

32



period presented under comparison and if it has not been classified as held for sale or taken out of service as a result ofexperienced a casualty loss, which allows the performance of these properties to be compared between periods. Single-family properties that we acquire individually (i.e., not through a bulk purchase) are classified as either stabilized or non-stabilized. A property is classified as stabilized once it has been renovated by the Company or newly constructed and then initially leased or available for rent for a period greater than 90 days. Properties acquired through a bulk purchase are first considered stabilized,non-stabilized, as an entire group, provideduntil (1) we have owned them for an adequate period of time to allow for complete on-boarding to our operating platform, and (2) a substantial portion of the properties have experienced tenant turnover at least once under our ownership, providing the opportunity for renovations and improvements to meet our property standards. We classify a property as Former ARPI if it wasAfter such time has passed, properties acquired through the ARPI Merger and is not classified as held for sale as of the end of the current period.a bulk purchase are then evaluated on an individual property basis under our standard stabilization criteria. All other properties, including those classified as held for sale or taken out of service as a result of a casualty loss, are classified as Non-Same-Home and Other.
 
One of the primary financial measures we use in evaluating the operating performance of our single-family properties is Core Net Operating Income (“Core NOI”), which we also present separately for our Same-Home portfolio. Core NOI is a supplemental non-GAAP financial measure that we define as core revenues, which is calculated as rents and fees fromother single-family properties, net of bad debt expense,property revenues, excluding expenses reimbursed by tenant charge-backs, less core property operating expenses, which is calculated as property operating and property management expenses, excluding noncash share-based compensation expense and expenses reimbursed by tenant charge-backs and bad debt expense.charge-backs.


Core NOI also excludes (1) noncash fair value adjustments associated with remeasuring our participating preferred shares derivative liability to fair value, (2) noncash gain or loss on conversion of convertible units, (3) gain or loss on early extinguishment of debt, (4)(2) hurricane-related charges, net, (5) gainwhich result in material charges to our single-family property portfolio, (3) gains and losses from sales or loss on salesimpairments of single-family properties and other, (6)(4) depreciation and amortization, (7)(5) acquisition fees and other transaction costs expensed incurred with recent business combinations and the acquisition or disposition of individual properties (8)as well as nonrecurring items unrelated to ongoing operations, (6) noncash share-based compensation expense, (9)(7) interest expense, (10)(8) general and administrative expense, (11)and (9) other expensesincome and (12) other revenues.expense, net. We considerbelieve Core NOI to be a meaningful financial measure because we believe it is helpfulprovides useful information to investors in understandingabout the operating performance of our single-family properties without the impact of certain operating expenses that are reimbursed through tenant charge-backs. We further adjust Core NOI for our Same-Home portfolio by subtracting capital expenditures to calculate Same-Home Core NOI After Capital Expenditures, which we believe is a meaningful supplemental non-GAAP financial measure because it more fully reflects our operating performance after the impact of all property-level expenditures, regardless of whether they are capitalized or expensed.


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




33



Comparison of the Three Months Ended SeptemberJune 30, 2017,2023 to the Three Months Ended SeptemberJune 30, 20162022

The following table presentsare reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the three months ended June 30, 2023 and 2022 (amounts in thousands):
For the Three Months Ended
June 30,
20232022
Core revenues and Same-Home core revenues
Rents and other single-family property revenues$395,548 $361,876 
Tenant charge-backs(45,814)(43,137)
Core revenues349,734 318,739 
Less: Non-Same-Home core revenues48,672 36,165 
Same-Home core revenues$301,062 $282,574 
Core property operating expenses and Same-Home core property operating expenses
Property operating expenses$142,553 $129,270 
Property management expenses30,666 28,768 
Noncash share-based compensation - property management(1,132)(1,132)
Expenses reimbursed by tenant charge-backs(45,814)(43,137)
Core property operating expenses126,273 113,769 
Less: Non-Same-Home core property operating expenses18,216 15,432 
Same-Home core property operating expenses$108,057 $98,337 
Core NOI and Same-Home Core NOI
Net income$115,414 $74,555 
Gain on sale and impairment of single-family properties and other, net(62,758)(32,811)
Depreciation and amortization113,199 104,415 
Acquisition and other transaction costs4,175 7,658 
Noncash share-based compensation - property management1,132 1,132 
Interest expense34,844 34,801 
General and administrative expense19,937 18,847 
Other income and expense, net(2,482)(3,627)
Core NOI223,461 204,970 
Less: Non-Same-Home Core NOI30,456 20,733 
Same-Home Core NOI$193,005 $184,237 



34



The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties Former ARPI properties and total properties for the three months ended SeptemberJune 30, 20172023 and 2016 (in2022 (amounts in thousands):
 For the Three Months Ended June 30, 2023
 
Same-Home
Properties (1)
% of Core
Revenue		Non-Same-
Home and Other
Properties		% of Core
Revenue		Total
Properties		% of Core
Revenue
Rents from single-family properties$298,368  $48,504  $346,872  
Fees from single-family properties6,273  1,127  7,400  
Bad debt(3,579) (959) (4,538) 
Core revenues301,062  48,672  349,734  
Property tax expense52,602 17.5 %8,141 16.7 %60,743 17.4 %
HOA fees, net (2)
5,509 1.8 %782 1.6 %6,291 1.8 %
R&M and turnover costs, net (2)
23,067 7.7 %3,887 8.0 %26,954 7.7 %
Insurance3,960 1.3 %641 1.3 %4,601 1.3 %
Property management expenses, net (3)
22,919 7.6 %4,765 9.8 %27,684 7.9 %
Core property operating expenses108,057 35.9 %18,216 37.4 %126,273 36.1 %
Core NOI$193,005 64.1 %$30,456 62.6 %$223,461 63.9 %
 For the Three Months Ended September 30, 2017
 Same-Home
Properties (1)		 % of Core
Revenue		 Non-Same-
Home and Other
Properties		 % of Core
Revenue		 Former ARPI Properties % of Core
Revenue		 Total
Properties		 % of Core
Revenue
Rents from single-family properties$158,491
  
 $18,771
  
 $30,228
   $207,490
  
Fees from single-family properties2,099
  
 313
  
 431
   2,843
  
Bad debt expense(1,755)  
 (195)  
 (349)   (2,299)  
Core revenues158,835
  
 18,889
  
 30,310
   208,034
  
                
Property tax expense28,011
 17.6% 3,290
 17.4% 5,317
 17.5% 36,618
 17.6%
HOA fees, net (2)3,117
 2.0% 398
 2.1% 731
 2.4% 4,246
 2.0%
R&M and turnover costs, net (2)13,720
 8.6% 1,764
 9.4% 2,482
 8.2% 17,966
 8.6%
Insurance1,450
 0.9% 231
 1.2% 300
 1.0% 1,981
 1.0%
Property management expenses, net (3)12,041
 7.6% 1,431
 7.6% 2,298
 7.6% 15,770
 7.6%
Core property operating expenses58,339
 36.7% 7,114
 37.7% 11,128
 36.7% 76,581
 36.8%
                
Core NOI$100,496
 63.3% $11,775
 62.3% $19,182
 63.3% $131,453
 63.2%

 For the Three Months Ended June 30, 2022
 
Same-Home
Properties (1)
% of Core
Revenue		Non-Same-
Home and Other
Properties		% of Core
Revenue		Total
Properties		% of Core
Revenue
Rents from single-family properties$279,070  $35,966  $315,036  
Fees from single-family properties5,726  1,178  6,904  
Bad debt(2,222) (979) (3,201) 
Core revenues282,574  36,165  318,739  
Property tax expense46,148 16.3 %6,299 17.4 %52,447 16.5 %
HOA fees, net (2)
5,284 1.9 %791 2.2 %6,075 1.9 %
R&M and turnover costs, net (2)
21,840 7.7 %3,642 10.1 %25,482 8.0 %
Insurance3,110 1.1 %427 1.2 %3,537 1.1 %
Property management expenses, net (3)
21,955 7.8 %4,273 11.8 %26,228 8.2 %
Core property operating expenses98,337 34.8 %15,432 42.7 %113,769 35.7 %
Core NOI$184,237 65.2 %$20,733 57.3 %$204,970 64.3 %
 For the Three Months Ended September 30, 2016
 Same-Home
Properties (1)		 % of Core
Revenue		 Non-Same-
Home and Other
Properties		 % of Core
Revenue		 Former ARPI Properties % of Core
Revenue		 Total
Properties		 % of Core
Revenue
Rents from single-family properties$154,610
  
 $13,122
  
 $29,405
   $197,137
  
Fees from single-family properties2,228
  
 265
  
 405
   2,898
  
Bad debt expense(1,805)  
 (457)  
 (347)   (2,609)  
Core revenues155,033
  
 12,930
  
 29,463
   197,426
  
                
Property tax expense27,755
 17.9% 2,656
 20.5% 5,460
 18.5% 35,871
 18.2%
HOA fees, net (2)3,046
 2.0% 242
 1.9% 743
 2.5% 4,031
 2.0%
R&M and turnover costs, net (2)13,947
 8.9% 1,525
 11.9% 2,907
 9.8% 18,379
 9.3%
Insurance1,667
 1.1% 187
 1.4% 372
 1.3% 2,226
 1.1%
Property management expenses, net (3)12,948
 8.4% 1,079
 8.3% 2,461
 8.4% 16,488
 8.4%
Core property operating expenses59,363
 38.3% 5,689
 44.0% 11,943
 40.5% 76,995
 39.0%
                
Core NOI$95,670
 61.7% $7,241
 56.0% $17,520
 59.5% $120,431
 61.0%


(1) Includes 36,682 properties that have been stabilized longer than 90 days prior to January 1, 2016.
(2)Presented net of tenant charge-backs. In-house maintenance costs, which were previously presented separately, are included in R&M and turnover costs, net.
(3)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees.

(1)Includes 50,038 properties that have been stabilized longer than 90 days prior to January 1, 2022.

(2)Presented net of tenant charge-backs.

(3)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees.
The following are reconciliations of core
Rents and Other Single-Family Property Revenues

Rents and other single-family property revenues core property operating expenses, Core NOI, Same-Home Core NOI and Same-Home Core NOI After Capital Expendituresincreased 9.3% to their respective GAAP metrics$395.5 million for the three months ended SeptemberJune 30, 20172023 from $361.9 million for the three months ended June 30, 2022. Revenue growth was driven by an increase in our average occupied portfolio which grew to 56,025 homes for the three months ended June 30, 2023, compared to 54,786 homes for the three months ended June 30, 2022, as well as higher rental rates.

Property Operating Expenses

Property operating expenses increased 10.3% to $142.6 million for the three months ended June 30, 2023 from $129.3 million for the three months ended June 30, 2022. This increase was primarily attributable to increased property tax expense from anticipated 2023 property tax assessments and 2016 (amountstiming of prior year property tax accruals as well as inflationary increases in thousands):R&M and turnover costs.

 For the Three Months Ended
September 30,
 2017 2016
 (Unaudited) (Unaudited)
Core revenues   
Total revenues$246,836
 $236,057
Tenant charge-backs(36,094) (30,808)
Bad debt expense(2,299) (2,609)
Other revenues(409) (5,214)
Core revenues$208,034
 $197,426

Core property operating expenses   
Property operating expenses$97,944
 $92,488
Property management expenses17,447
 18,335
Noncash share-based compensation - property management(417) (411)
Expenses reimbursed by tenant charge-backs(36,094) (30,808)
Bad debt expense(2,299) (2,609)
Core property operating expenses$76,581
 $76,995
35



Property Management Expenses
Core NOI, Same-Home Core NOI and Same-Home Core NOI After Capital Expenditures  
Net income (loss)$19,097
 $(167)
Remeasurement of participating preferred shares(8,391) 2,490
Loss on early extinguishment of debt—
 13,408
Hurricane-related charges, net10,136
 —
Gain on sale of single-family properties and other, net(1,895) (11,682)
Depreciation and amortization74,790
 75,392
Acquisition fees and costs expensed1,306
 1,757
Noncash share-based compensation - property management417
 411
Interest expense26,592
 32,851
General and administrative expense8,525
 8,043
Other expenses1,285
 3,142
Other revenues(409) (5,214)
Tenant charge-backs36,094
 30,808
Expenses reimbursed by tenant charge-backs(36,094) (30,808)
Bad debt expense excluded from operating expenses2,299
 2,609
Bad debt expense included in revenues(2,299) (2,609)
Core NOI131,453
 120,431
Less: Non-Same-Home Core NOI30,957
 24,761
Same-Home Core NOI100,496
 95,670
Less: Same-Home capital expenditures8,968
 8,949
Same-Home Core NOI After Capital Expenditures$91,528
 $86,721


Property management expenses for the three months ended June 30, 2023 and 2022 were $30.7 million and $28.8 million, respectively, which included $1.1 million of noncash share-based compensation expense related to centralized and field property management employees for both periods. The increase in property management expenses was primarily attributable to an increase in personnel related expenses.

Core Revenues from Same-Home Properties


Core revenues from Same-Home properties for the three months ended September 30, 2017, increased $3.8 million, or 2.5%,6.5% to $158.8 million from $155.0$301.1 million for the three months ended SeptemberJune 30, 2016.2023 from $282.6 million for the three months ended June 30, 2022. This riseincrease was primarily attributable to higher average monthly rental rates,Average Monthly Realized Rent per property, which increased 7.2% to $1,535$2,048 per month as of Septemberfor the three months ended June 30, 2017,2023 compared to $1,490$1,910 per month as of Septemberfor the three months ended June 30, 2016.2022, partially offset by a decrease in Average Occupied Days Percentage, which was 97.0% for the three months ended June 30, 2023 compared to 97.3% for the three months ended June 30, 2022.

Core Property Operating Expenses from Same-Home Properties

Core property operating expenses from Same-Home properties consist of direct property operating expenses, net of tenant charge-backs, and property management costs, net of tenant charge-backs, and excludingexcludes noncash share-based compensation expense. Core property operating

expenses from Same-Home properties for the three months ended September 30, 2017, decreased $1.1 million, or 1.7%,increased 9.9% to $58.3 million from $59.4$108.1 million for the three months ended SeptemberJune 30, 2016. Same-Home core property operating expenses as a percentage of total Same-Home core revenues decreased to 36.7%2023 from $98.3 million for the three months ended SeptemberJune 30, 2017,2022 primarily driven by increased property tax expense from 38.3% for the three months ended September 30, 2016. This decrease was primarily attributable to reducedanticipated 2023 property management expenses, nettax assessments and timing of tenant charge-backs and higher core revenues from Same-Home properties.prior year property tax accruals as well as other inflationary increases.

General and Administrative Expense

General and administrative expense which primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, state taxes, trustee fees and other expenses associated with our corporate and administrative functions, was $8.5 millionfunctions. General and administrative expense for the three months ended SeptemberJune 30, 2017, compared to $8.02023 and 2022 was $19.9 million for the sameand $18.8 million, respectively, which included $6.0 million and $5.9 million, respectively, of noncash share-based compensation expense in each period in 2016. This increase was primarily related to higher rent and technology costs. Also includedcorporate administrative employees. The increase in general and administrative expense was $0.7primarily related to inflationary increases and the timing of professional services fees.

Interest Expense

Interest expense was $34.8 million for both the three months ended June 30, 2023 and 2022 as a result of consistent interest expense on outstanding debt in both periods.

Acquisition and Other Transaction Costs

Acquisition and other transaction costs consist primarily of personnel and platform costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization. Acquisition and other transaction costs for the three months ended June 30, 2023 and 2022 were $4.2 million and $0.5$7.7 million, respectively, which included $1.4 million and $3.6 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees for the three months ended September 30, 2017in these functions. The decrease in acquisition and 2016, respectively.
Interest Expense
Interest expense was $26.6 million and $32.9 million for the three months ended September 30, 2017 and 2016, respectively. This decreaseother transaction costs was primarily due to the payoff of the ARP 2014-SFR1 asset-backed securitization in the third quarter of 2016, the payoff of the AH4R 2014-SFR1 asset-backed securitization in the second quarter of 2017 and increased capitalized interest, partially offset by higher interest expense on the credit facilities.lower noncash share-based compensation expense.
Acquisition Fees and Costs Expensed
All costs of our internal acquisition function are expensed in accordance with GAAP. For the three months ended September 30, 2017, acquisition fees and costs expensed totaled $1.3 million, which was related to costs associated with the purchases of single-family properties. For the three months ended September 30, 2016, acquisition fees and costs expensed totaled $1.8 million, including $0.5 million of transaction costs related to the ARPI Merger and $1.3 million of other acquisition fees and costs expensed.


Depreciation and Amortization

Depreciation and amortization expense consists primarily of depreciation of buildings and improvements. Depreciation of our assets is calculated over their useful lives on a straight-line basis over 3three to 30 years. Our intangible assets are amortized on a straight-line basis over the asset’s estimated economic useful life. Depreciation and amortization expense was $74.8 million and $75.4increased 8.4% to $113.2 million for the three months ended SeptemberJune 30, 2017 and 2016, respectively. This decrease was attributable to lower amortization related to in-place leases, partially offset by an increase in depreciation expense related2023 from $104.4 million for the three months ended June 30, 2022 primarily due to growth in ourthe average number of depreciable properties.



36



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


Other revenues totaled $0.4 millionGain on sale and impairment of single-family properties and other, net for the three months ended SeptemberJune 30, 2017,2023 and 2022 was $62.8 million and $32.8 million, respectively, which included $0.1$0.4 million and zero, respectively, of incomeimpairment charges related to residential mortgage assetshomes classified as held for sale during each period. The increase was primarily related to higher net gains on property sales resulting from an increase in properties sold.

Other Income and $0.6 million of otherExpense, net

Other income partially offset by $0.3 million of loss in equity from unconsolidated joint ventures. Other revenues totaled $5.2 millionand expense, net for the three months ended SeptemberJune 30, 2016,2023 and 2022 was $2.5 million and $3.6 million, respectively, which included $4.2 million of income and gainprimarily related to residential mortgage assets, $0.4 million of equity in earningsinterest income, fees from unconsolidated joint ventures and $0.6 million of other income.

Other Expenses

Other expenses totaled $1.3 million for the three months ended September 30, 2017, which included $1.3 million related to impairments on properties held for sale and $0.2 million ofequity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to residential mortgage assets, partially offset by a $0.2 million net recovery of previously accrued expenses. Other expenses totaled $3.1 million for the three months ended September 30, 2016, which included $2.4 million of expenses related to residential mortgage assets, $0.6 million related to impairments on properties held for saleunconsolidated joint ventures and $0.1 million of other nonrecurring expenses.


Hurricane-Related Charges, net

Hurricanes Harvey and Irma impacted certain properties in our Houston, Florida and Southeast markets during the third quarter of 2017. Approximately 140 homes sustained major damage and nearly 3,400 homes incurred minor damage, consisting primarily of downed trees and damaged roofs and fences. The Company’s property and casualty insurance policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles

and limits. During the three months ended September 30, 2017, the Company recognized a $12.6 million impairment charge to write down the net book values of the impacted properties, of which we believe it is probable that we will recover an estimated $11.0 million through insurance claims, and accrued $8.5 million of additional repair, remediation and other costs. The $10.1 million of net charges were included in hurricane-related charges, net within the condensed consolidated statement of operations for the three months ended September 30, 2017. Of the $10.1 million of net hurricane-related charges recorded in the period, $5.8 million related to homes in the current Same-Home portfolio. The previously reported Same-Home portfolio has been revised to exclude approximately 100 homes that sustained major damages.

Comparison of the NineSix Months Ended SeptemberJune 30, 2017,2023 to the NineSix Months Ended SeptemberJune 30, 20162022

The following table presentsare reconciliations of core revenues, Same-Home core revenues, core property operating expenses, Same-Home core property operating expenses, Core NOI and Same-Home Core NOI to their respective GAAP metrics for the six months ended June 30, 2023 and 2022 (amounts in thousands):
For the Six Months Ended
June 30,
20232022
Core revenues and Same-Home core revenues
Rents and other single-family property revenues$793,251 $717,981 
Tenant charge-backs(101,209)(95,409)
Core revenues692,042 622,572 
Less: Non-Same-Home core revenues94,550 64,996 
Same-Home core revenues$597,492 $557,576 
Core property operating expenses and Same-Home core property operating expenses
Property operating expenses$289,621 $262,913 
Property management expenses61,466 54,802 
Noncash share-based compensation - property management(2,198)(2,131)
Expenses reimbursed by tenant charge-backs(101,209)(95,409)
Core property operating expenses247,680 220,175 
Less: Non-Same-Home core property operating expenses36,869 30,176 
Same-Home core property operating expenses$210,811 $189,999 
Core NOI and Same-Home Core NOI
Net income$253,113 $144,569 
Gain on sale and impairment of single-family properties and other, net(147,417)(54,855)
Depreciation and amortization225,916 204,369 
Acquisition and other transaction costs9,251 13,632 
Noncash share-based compensation - property management2,198 2,131 
Interest expense70,726 62,368 
General and administrative expense37,792 36,129 
Other income and expense, net(7,217)(5,946)
Core NOI444,362 402,397 
Less: Non-Same-Home Core NOI57,681 34,820 
Same-Home Core NOI$386,681 $367,577 


37



The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties Former ARPI properties and total properties for the ninesix months ended SeptemberJune 30, 20172023 and 2016 (in thousands):
 For the Nine Months Ended September 30, 2017
 Same-Home
Properties (1)		 % of Core
Revenue		 Non-Same-
Home and Other
Properties		 % of Core
Revenue		 Former ARPI Properties % of Core
Revenue		 Total
Properties		 % of Core
Revenue
Rents from single-family properties$473,441
   $49,242
   $90,562
   $613,245
  
Fees from single-family properties5,948
   920
   1,269
   8,137
  
Bad debt expense(3,947)   (467)   (728)   (5,142)  
Core revenues475,442
  
 49,695
  
 91,103
   616,240
  
                
Property tax expense84,245
 17.7% 9,502
 19.1% 16,305
 17.9% 110,052
 17.9%
HOA fees, net (2)9,071
 1.9% 995
 2.0% 2,165
 2.4% 12,231
 2.0%
R&M and turnover costs, net (2)35,240
 7.4% 4,334
 8.7% 6,374
 6.9% 45,948
 7.4%
Insurance4,423
 0.9% 615
 1.2% 807
 0.9% 5,845
 0.9%
Property management expenses, net (3)36,455
 7.7% 3,805
 7.7% 6,985
 7.7% 47,245
 7.7%
Core property operating expenses169,434
 35.6% 19,251
 38.7% 32,636
 35.8% 221,321
 35.9%
                
Core NOI$306,008
 64.4% $30,444
 61.3% $58,467
 64.2% $394,919
 64.1%
 For the Nine Months Ended September 30, 2016
 Same-Home
Properties (1)		 % of Core
Revenue		 Non-Same-
Home and Other
Properties		 % of Core
Revenue		 Former ARPI Properties (4) % of Core
Revenue		 Total
Properties		 % of Core
Revenue
Rents from single-family properties$458,279
   $32,595
   $67,749
   $558,623
  
Fees from single-family properties6,156
   812
   851
   7,819
  
Bad debt expense(3,907)   (657)   (528)   (5,092)  
Core revenues460,528
  
 32,750
  
 68,072
   561,350
  
                
Property tax expense83,269
 18.1% 6,756
 20.6% 12,284
 18.0% 102,309
 18.2%
HOA fees, net (2)8,955
 1.9% 669
 2.0% 1,653
 2.4% 11,277
 2.0%
R&M and turnover costs, net (2)35,953
 7.8% 3,537
 10.9% 6,145
 9.0% 45,635
 8.1%
Insurance5,185
 1.1% 551
 1.7% 854
 1.3% 6,590
 1.2%
Property management expenses, net (3)39,446
 8.6% 2,792
 8.5% 5,780
 8.5% 48,018
 8.6%
Core property operating expenses172,808
 37.5% 14,305
 43.7% 26,716
 39.2% 213,829
 38.1%
                
Core NOI$287,720
 62.5% $18,445
 56.3% $41,356
 60.8% $347,521
 61.9%

(1) Includes 36,682 properties that have been stabilized longer than 90 days prior to January 1, 2016.
(2)Presented net of tenant charge-backs. In-house maintenance costs, which were previously presented separately, are included in R&M and turnover costs, net.
(3)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees.
(4) Former ARPI properties includes the operating activity of properties acquired through the ARPI Merger from the acquisition date of February 29, 2016, through September 30, 2016.


The following are reconciliations of core revenues, core property operating expenses, Core NOI, Same-Home Core NOI and Same-Home Core NOI After Capital Expenditures to their respective GAAP metrics for the nine months ended September 30, 2017 and 20162022 (amounts in thousands):
 For the Six Months Ended June 30, 2023
 
Same-Home
Properties (1)
% of Core
Revenue		Non-Same-
Home and Other
Properties		% of Core
Revenue		Total
Properties		% of Core
Revenue
Rents from single-family properties$592,360 $94,726 $687,086 
Fees from single-family properties12,537 2,303 14,840 
Bad debt(7,405)(2,479)(9,884)
Core revenues597,492  94,550  692,042  
Property tax expense104,081 17.5 %16,546 17.6 %120,627 17.5 %
HOA fees, net (2)
10,622 1.8 %1,651 1.7 %12,273 1.8 %
R&M and turnover costs, net (2)
42,661 7.1 %7,909 8.4 %50,570 7.3 %
Insurance7,365 1.2 %1,167 1.2 %8,532 1.2 %
Property management expenses, net (3)
46,082 7.7 %9,596 10.1 %55,678 8.0 %
Core property operating expenses210,811 35.3 %36,869 39.0 %247,680 35.8 %
Core NOI$386,681 64.7 %$57,681 61.0 %$444,362 64.2 %

 For the Six Months Ended June 30, 2022
 
Same-Home
Properties (1)
% of Core
Revenue		Non-Same-
Home and Other
Properties		% of Core
Revenue		Total
Properties		% of Core
Revenue
Rents from single-family properties$551,662 $65,039 $616,701 
Fees from single-family properties10,930 2,061 12,991 
Bad debt(5,016)(2,104)(7,120)
Core revenues557,576  64,996  622,572  
Property tax expense91,990 16.5 %12,399 19.0 %104,389 16.9 %
HOA fees, net (2)
10,068 1.8 %1,415 2.2 %11,483 1.8 %
R&M and turnover costs, net (2)
40,102 7.2 %7,383 11.4 %47,485 7.6 %
Insurance6,101 1.1 %809 1.2 %6,910 1.1 %
Property management expenses, net (3)
41,738 7.5 %8,170 12.6 %49,908 8.0 %
Core property operating expenses189,999 34.1 %30,176 46.4 %220,175 35.4 %
Core NOI$367,577 65.9 %$34,820 53.6 %$402,397 64.6 %

(1)Includes 50,038 properties that have been stabilized longer than 90 days prior to January 1, 2022.
(2)Presented net of tenant charge-backs.
(3)Presented net of tenant charge-backs and excludes noncash share-based compensation expense related to centralized and field property management employees.

Rents and Other Single-Family Property Revenues

Rents and other single-family property revenues increased 10.5% to $793.3 million for the six months ended June 30, 2023 from $718.0 million for the six months ended June 30, 2022. Revenue growth was driven by an increase in our average occupied portfolio which grew to 55,885 homes for the six months ended June 30, 2023, compared to 54,403 homes for the six months ended June 30, 2022, as well as higher rental rates.

Property Operating Expenses

Property operating expenses increased 10.2% to $289.6 million for the six months ended June 30, 2023 from $262.9 million for the six months ended June 30, 2022. This increase was primarily attributable to increased property tax expense from anticipated 2023 property tax assessments and timing of prior year property tax accruals as well as inflationary increases in R&M and turnover costs.

 For the Nine Months Ended
September 30,
 2017 2016
 (Unaudited) (Unaudited)
Core revenues   
Total revenues$717,598
 $651,330
Tenant charge-backs(91,849) (72,077)
Bad debt expense(5,142) (5,092)
Other revenues(4,367) (12,811)
Core revenues$616,240
 $561,350

Core property operating expenses   
Property operating expenses$267,203
 $238,987
Property management expenses52,367
 53,177
Noncash share-based compensation - property management(1,258) (1,166)
Expenses reimbursed by tenant charge-backs(91,849) (72,077)
Bad debt expense(5,142) (5,092)
Core property operating expenses$221,321
 $213,829
38



Property Management Expenses
Core NOI, Same-Home Core NOI and Same-Home Core NOI After Capital Expenditures
Net income$45,959
 $1,108
Remeasurement of participating preferred shares(1,341) 2,940
Gain on conversion of Series E units—
 (11,463)
Loss on early extinguishment of debt6,555
 13,408
Hurricane-related charges, net10,136
 —
Gain on sale of single-family properties and other, net(6,375) (12,574)
Depreciation and amortization221,459
 224,513
Acquisition fees and costs expensed3,814
 10,899
Noncash share-based compensation - property management1,258
 1,166
Interest expense86,873
 99,309
General and administrative expense26,746
 24,544
Other expenses4,202
 6,482
Other revenues(4,367) (12,811)
Tenant charge-backs91,849
 72,077
Expenses reimbursed by tenant charge-backs(91,849) (72,077)
Bad debt expense excluded from operating expenses5,142
 5,092
Bad debt expense included in revenues(5,142) (5,092)
Core NOI394,919
 347,521
Less: Non-Same-Home Core NOI88,911
 59,801
Same-Home Core NOI306,008
 287,720
Less: Same-Home capital expenditures21,077
 22,223
Same-Home Core NOI After Capital Expenditures$284,931
 $265,497


Property management expenses for the six months ended June 30, 2023 and 2022 were $61.5 million and $54.8 million, respectively, which included $2.2 million and $2.1 million, respectively, of noncash share-based compensation expense in each period related to centralized and field property management employees. The increase in property management expenses was primarily attributable to (i) an increase in personnel related expenses and (ii) lower than normal staffing levels in the three months ended March 31, 2022 leading to a subsequent increase in personnel in the three months ended June 30, 2022 to a more stabilized level.

Core Revenues from Same-Home Properties

Core revenues from Same-Home properties for the nine months ended September 30, 2017, increased $14.9 million, or 3.2%,7.2% to $475.4 million from $460.5$597.5 million for the ninesix months ended SeptemberJune 30, 2016.2023 from $557.6 million for the six months ended June 30, 2022. This riseincrease was primarily attributable to higher average monthly rental rates,Average Monthly Realized Rent per property, which increased 7.6% to $1,535$2,031 per month as of Septemberfor the six months ended June 30, 2017,2023 compared to $1,490$1,888 per month as of Septemberfor the six months ended June 30, 2016.2022, partially offset by a decrease in Average Occupied Days Percentage, which was 97.1% for the six months ended June 30, 2023 compared to 97.3% for the six months ended June 30, 2022.


Core Property Operating Expenses from Same-Home Properties

Core property operating expenses from Same-Home properties consist of direct property operating expenses, net of tenant charge-backs, and property management costs, net of tenant charge-backs, and excludingexcludes noncash share-based compensation expense. Core property operating expenses from Same-Home properties for the nine months ended September 30, 2017, decreased $3.4 million, or 2.0%,increased 11.0% to $169.4 million from $172.8$210.8 million for the ninesix months ended SeptemberJune 30, 2016. Same-Home core property operating expenses as a percentage of total Same-Home core revenues decreased to 35.6%2023 from $190.0 million for the ninesix months ended SeptemberJune 30, 2017,2022 primarily driven by (i) increased property tax expense from 37.5% for the nine months ended September 30, 2016. This decrease wasanticipated 2023 property tax assessments and timing of prior year property tax accruals, (ii) increased property management expenses primarily attributable to lower property management expenses, as well asthan normal staffing levels in the three months ended March 31, 2022 leading to higher core revenues from Same-Home properties.a subsequent increase in personnel in the three months ended June 30, 2022 to a more stabilized level and (iii) other inflationary increases.

General and Administrative Expense

General and administrative expense which primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, state taxes, trustee fees and other expenses associated with our corporate and administrative functions, was $26.7 millionfunctions. General and administrative expense for the ninesix months ended SeptemberJune 30, 2017, compared to $24.52023 and 2022 was $37.8 million for the sameand $36.1 million, respectively, which included $9.7 million and $10.0 million, respectively, of noncash share-based compensation expense in each period in 2016. This increase was primarily related to nonrecurring rating agency fees incurred during 2017 associated with the Company receiving inaugural investment grade corporate credit ratings, as well as higher nonrecurring legal costs related to our outstanding securitizations and technology costs. Also includedadministrative employees. The increase in general and administrative expense was $1.9primarily related to the timing of increased personnel and information technology costs to support growth in our business as well as other inflationary increases.

Interest Expense

Interest expense increased 13.4% to $70.7 million for the six months ended June 30, 2023 from $62.4 million for the six months ended June 30, 2022. This increase was primarily due to additional interest from the issuances of the 2032 and 2052 unsecured senior notes in April 2022.

Acquisition and Other Transaction Costs

Acquisition and other transaction costs consist primarily of personnel and platform costs associated with purchases of single-family properties, including newly constructed properties from third-party builders, the development of single-family properties, or the disposal of certain properties or portfolios of properties which do not qualify for capitalization. Acquisition and other transaction costs for the six months ended June 30, 2023 and 2022 were $9.3 million and $1.6$13.6 million, respectively, which included $2.4 million and $6.0 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees for the nine months ended September 30, 2017in these functions. The decrease in acquisition and 2016, respectively.

Interest Expense
Interest expense was $86.9 million and $99.3 million for the nine months ended September 30, 2017 and 2016, respectively. This decreaseother transaction costs was primarily due to the payoff of the ARP 2014-SFR1 asset-backed securitization in the third quarter of 2016, the payoff of the AH4R 2014-SFR1 asset-backed securitization in the second quarter of 2017 and increased capitalized interest, partially offset by an increase in discount amortization on the exchangeable senior notes.lower noncash share-based compensation expense.

Acquisition Fees and Costs Expensed
All costs of our internal acquisition function are expensed in accordance with GAAP. For the nine months ended September 30, 2017, acquisition fees and costs expensed totaled $3.8 million, including $3.4 million of costs associated with the purchases of single-family properties and $0.4 million of other acquisition fees and costs expensed. For the nine months ended September 30, 2016, acquisition fees and costs expensed totaled $10.9 million, including $6.1 million of transaction costs related to the ARPI Merger and $4.8 million of other acquisition fees and costs expensed.

Depreciation and Amortization

Depreciation and amortization expense consists primarily of depreciation of buildings and improvements. Depreciation of our assets is calculated over their useful lives on a straight-line basis over 3three to 30 years. Our intangible assets are amortized on a straight-line basis over the asset’s estimated economic useful life. Depreciation and amortization expense was $221.5 million and $224.5increased 10.5% to $225.9 million for the ninesix months ended SeptemberJune 30, 2017 and 2016, respectively. This decrease was attributable to lower amortization related to in-place leases, partially offset by an increase in depreciation expense related2023 from $204.4 million for the six months ended June 30, 2022 primarily due to growth in ourthe average number of depreciable properties.



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

Gain on sale and impairment of single-family properties and other, net for the six months ended June 30, 2023 and 2022 was $147.4 million and $54.9 million, respectively, which included $0.8 million and $1.1 million, respectively, of impairment charges related to homes classified as held for sale during each period. The increase was primarily related to higher net gains on property sales resulting from an increase in properties sold.

Other RevenuesIncome and Expense, net


Other revenues totaled $4.4 millionincome and expense, net for the ninesix months ended SeptemberJune 30, 2017,2023 and 2022 was $7.2 million and $5.9 million, respectively, which included $1.4 million of equity in earnings from unconsolidated joint ventures, $1.0 million of incomeprimarily related to residential mortgage assets and $2.0 million of other income. Other revenues totaled $12.8 million for the nine months ended September 30, 2016, which included $10.6 million ofinterest income, and gain related to residential mortgage assets, $0.4 million of equity in earningsfees from unconsolidated joint ventures and $1.8 million of other income.

Other Expenses

Other expenses totaled $4.2 million for the nine months ended September 30, 2017, which included $3.8 million related to impairments on properties held for sale and $1.0 million ofequity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to residential mortgage assets, partially offset by a $0.6 million net recovery of previously accrued expenses. Other expenses totaled $6.5 million for the nine months ended September 30, 2016, which included $5.1 million of expenses related to residential mortgage assetsunconsolidated joint ventures and $1.5 million related to impairments on properties held for sale, partially offset by a $0.1 million net recovery of previously accruedother nonrecurring expenses.


Hurricane-Related Charges, net

Hurricanes Harvey and Irma impacted certain properties in our Houston, Florida and Southeast markets during the third quarter of 2017. Approximately 140 homes sustained major damage and nearly 3,400 homes incurred minor damage, consisting primarily of downed trees and damaged roofs and fences. The Company’s property and casualty insurance policies provide coverage for wind and flood damage, as well as business interruption costs, during the period of remediation and repairs, subject to deductibles and limits. During the nine months ended September 30, 2017, the Company recognized a $12.6 million impairment charge to write down the net book values of the impacted properties, of which we believe it is probable that we will recover an estimated $11.0 million through insurance claims, and accrued $8.5 million of additional repair, remediation and other costs. The $10.1 million of net charges were included in hurricane-related charges, net within the condensed consolidated statement of operations for the nine months ended September 30, 2017. Of the $10.1 million of net hurricane-related charges recorded in the period, $5.8 million related to homes in the current Same-Home portfolio. The previously reported Same-Home portfolio has been revised to exclude approximately 100 homes that sustained major damages.

Critical Accounting Policies and Estimates

Our critical accounting policiesestimates are included in Item 7, Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations,Operations” of ourthe 2022 Annual Report on Form 10-K for the year ended December 31, 2016.Report. There have been no significantmaterial changes to our policiesthese estimates during the three and ninesix months ended SeptemberJune 30, 2017. For2023.

Recent Accounting Pronouncements

See Note 2. Significant Accounting Policies to our condensed consolidated financial statements in this report for a discussion of recentthe adoption and potential impact of recently issued accounting pronouncements, see “Note 2—Significant Accounting Policies.”
Income Taxes
The Company has elected to be taxed as a REIT under Sections 856 to 860 of the Internal Revenue Code of 1986, as amended (the “Code”), which commenced with our taxable year ended December 31, 2012. We believe that we have operated, and continue to operate, in such a manner as to satisfy the requirements for qualification as a REIT. Accordingly, we will not be subject to federal income tax, provided that we qualify as a REIT and our distributions to our shareholders equal or exceed our REIT taxable income.
However, qualification and taxation as a REIT depends upon our ability to meet the various qualification tests imposed under the Code, including tests related to the percentage of income that we earn from specified sources and the percentage of our earnings that we distribute to our shareholders. Accordingly, no assurance can be given that we will continue to be organized or be able to operate in a manner so as to remain qualified as a REIT. If we fail to qualify as a REIT in any taxable year and do not qualify for certain statutory relief provisions, our income would be subject to U.S. federal income tax and state income tax (including any applicable alternative minimum tax) on our taxable income at regular corporate tax rates, and we would likely be precluded from qualifying for treatment as a REIT until the fifth calendar year following the year in which we fail to qualify. Even if we qualify as a REIT, we may be subject to certain state or local income and capital taxes and U.S. federal income and excise taxes on our undistributed taxable income,standards, if any. Our taxable REIT subsidiaries ("TRS") will be subject to federal, state and local taxes on their income at regular corporate rates. The tax years from 2012 through 2016 remain open to examination by the taxing jurisdictions to which the Company is subject.


We believe that our Operating Partnership is properly treated as a partnership for federal income tax purposes. As a partnership, the Operating Partnership is not subject to federal income tax on our income. Instead, each of our partners, including AH4R, is allocated, and may be required to pay tax with respect to, its share of the Operating Partnership’s income. As such, no provision for federal income taxes has been included for the Operating Partnership.
ASC 740-10, Income Taxes, requires recognition of deferred tax assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. We recognize tax benefits of uncertain tax positions only if it is more likely than not that the tax position will be sustained, based solely on its technical merits, with the taxing authority having full authority of all relevant information. The measurement of a tax benefit for an uncertain tax position that meets the more likely than not threshold is based on a cumulative probability model under which the largest amount of tax benefit recognized is the amount with a greater than 50% likelihood of being realized upon ultimate settlement with the taxing authority having full knowledge of all the relevant information. As of September 30, 2017, there were no deferred tax assets and liabilities or unrecognized tax benefits recorded by the Company. We do not anticipate a significant change in unrecognized tax benefits within the next 12 months.

Liquidity and Capital Resources
Our liquidity and capital resources as of September 30, 2017, included cash and cash equivalents of $243.5 million. Additionally, as of September 30, 2017, we had no outstanding borrowings under our revolving credit facility, which provides for maximum borrowings of $800.0 million, and $200.0 million of outstanding borrowings under our term loan facility, which provides for maximum borrowings of $200.0 million.

Liquidity is a measure of our ability to meet potential cash requirements, maintain our assets, fund our operations, make distributions to our shareholders and OP unitholders, including AMH, and meet other general requirements of our business. Our liquidity, to a certain extent, is subject to general economic, financial, competitive and other factors beyond our control. Our liquidity requirements consist primarily

Sources of funds necessary to pay for the acquisition, renovation and maintenance of our properties, HOA fees (as applicable), real estate taxes, non-recurring capital expenditures, interest and principal payments on our indebtedness, general and administrative expenses, payment of quarterly dividends on our preferred shares, and payment of distributions to our Class A common shareholders.Capital

We seekexpect to satisfy our liquidity needscash requirements through cash provided by operations, long-term secured and unsecured borrowings, issuances of debt and equity securities (including OP units), asset-backed securitizations, property dispositions and joint venture transactions. We have financed our operations and acquisitions to date through the issuance of equity securities, borrowings under our credit facilities and asset-backed securitizations. Going forward, we expect to meet our operating liquidity requirements and our dividend distributions generally through cash on hand and cash provided by operations. We believeFor our rental income, netacquisition and development expenditures, we expect to supplement these sources through the issuance of operating expensesequity securities, including under our June 2023 At-the-Market Program described below, borrowings under our credit facility, issuances of unsecured senior notes, and recurring capital expenditures, will generally provide cash flow sufficient to fund our operations and dividend distributions.proceeds from sales of single-family properties. However, our real estate assets are illiquid in nature. A timely liquidation of assets might not be a viable source of short-term liquidity should a cash flow shortfall arise, and we may need to source liquidity from other financing alternatives.alternatives including drawing on our revolving credit facility.

To qualifyOur liquidity and capital resources as aof June 30, 2023 included cash and cash equivalents of $199.6 million. Additionally, as of June 30, 2023, we had no outstanding borrowings and $4.0 million committed to outstanding letters of credit under our $1.25 billion revolving credit facility, leaving $1.25 billion of remaining borrowing capacity. We maintain an investment grade credit rating which provides for greater availability of and lower cost of debt financing.

Uses of Capital

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

With respect to our shareholders at least 90% ofcontractually obligated expenditures, our REIT taxable income, without regardcash requirements within the next twelve months include accounts payable and accrued expenses, interest payments on debt obligations, principal amortization on our asset-backed securitizations, operating lease obligations and purchase commitments to the deductionacquire single-family properties and land for dividends paidour AMH Development Program. Except as described in Note 8. Debt, Note 9. Accounts Payable and excluding net capital gains,Accrued Expenses, Note 15. Commitments and to pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our net taxable income. The Operating Partnership funds the payment of distributions. The Company intends to pay quarterly distributionsContingencies and Note 16. Subsequent Events to our shareholderscondensed consolidated financial statements in this report, there have been no

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other material changes outside the ordinary course of business to our other known contractual obligations described in “Liquidity and to the Operating Partnership's unitholders, including AH4R, whichCapital Resources” in Part II, “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the aggregate are approximately equal to or exceed the Company's net taxable income in the relevant year.2022 Annual Report.

Cash Flows


The following table summarizes the Company'sCompany’s and the Operating Partnership’s cash flows for the ninesix months ended SeptemberJune 30, 20172023 and 2016:2022 (amounts in thousands):
For the Six Months Ended
June 30,
20232022Change
Net cash provided by operating activities$415,676 $378,996 $36,680 
Net cash used for investing activities(237,822)(953,511)715,689 
Net cash (used for) provided by financing activities(34,044)604,913 (638,957)
Net increase in cash, cash equivalents and restricted cash$143,810 $30,398 $113,412 
 For the Nine Months Ended
September 30,
 2017 2016
Net cash provided by operating activities$349,375
 $254,980
Net cash used for investing activities(486,896) (444,009)
Net cash provided by financing activities250,401
 257,736
Net increase in cash, cash equivalents and restricted cash$112,880
 $68,707

Operating Activities

Our cash flows provided by operating activities, which is our principal source of cash flows, depend on numerous factors, including the occupancy level of our properties, the rental rates achieved on our leases, the collection of rent from our tenants and the level of property operating expenses, property management operating expenses and general and administrative expenses.
During the nine months ended September 30, 2017, net Net cash provided by operating activities was $349.4increased $36.7 million, which includedor 9.7%, from $379.0 million for the six months ended June 30, 2022 to $415.7 million for the six months ended June 30, 2023 primarily due to increased cash inflows generated from operationsa larger number of $296.0 millionoccupied properties and $53.4 million from other changes in operating assets and liabilities. higher rental rates, partially offset by higher cash outflows for property related expenses as a result of inflationary increases.

Investing Activities

Net cash used for investing activities was $486.9decreased $715.7 million, which primarily consistedor 75.1%, from $953.5 million for the six months ended June 30, 2022 to $237.8 million for the six months ended June 30, 2023. Our investing activities are most significantly impacted by the level of cash outflowsinvestment activity through traditional acquisition channels, the development of $465.6 million related to“built-for-rental” homes through our AMH Development Program and the acquisition of newly built properties $38.1through our National Builder Program. Cash outflows for the addition of single-family properties to our portfolio through these channels decreased $543.1 million relatedduring the six months ended June 30, 2023 primarily due to purchasesa strategic scale back in the acquisition of productive assetssingle-family properties through our National Builder Program and $31.2 million of renovation coststraditional acquisition channel during the six months ended June 30, 2023 as the housing market adjusts to the current macroeconomic environment. Homes acquired through our traditional acquisition channel require additional expenditures to prepare our propertiesthem for rental, partially offsetand cash outflows for renovations to single-family properties decreased $40.1 million primarily as a result of a decreased volume of properties that underwent initial or property-enhancing renovations during the six months ended June 30, 2023. Recurring and other capital expenditures for single-family properties increased $13.8 million primarily due to inflationary increases in costs. The development of “built-for-rental” homes and our property-enhancing capital expenditures may reduce recurring and other capital expenditures on an average per-home basis in the future. We use cash generated from operating and financing activities and by cash inflowsrecycling capital through the sale of $68.6 millionsingle-family properties to invest in the strategic expansion of netour single-family property portfolio. Net proceeds received from the salessale of single-family properties and other assets. Renovation costs typically include paint, flooring, appliances, landscapingincreased $198.9 million as a result of an increased volume of properties sold during the six months ended June 30, 2023. The decrease in cash outflows was partially offset by (i) a $32.8 million reduction in collections on notes receivables related to property sales, (ii) a $16.7 million reduction in net cash inflows from unconsolidated joint ventures due to the timing of contributions and other improvements. distributions to and from our unconsolidated joint ventures and (iii) a $2.0 million reduction in proceeds received from storm-related insurance claims.

Financing Activities

Net cash used for financing activities was $34.0 million for the six months ended June 30, 2023 compared to net cash provided by financing activities was $250.4 million, which primarily consisted of cash outflows including $472.5$604.9 million for payments on our asset-backed securitizations, $125.0the six months ended June 30, 2022. This change of $639.0 million was primarily due to (i) an $868.6 million reduction in proceeds from unsecured senior notes, net of net payments on our credit facilitiesdiscount and $85.0deferred financing costs, (ii) a $77.3 million for distributions to common and preferred shareholders, partially offset by cash inflows of $684.3 million of netreduction in proceeds from the issuance of Class A common shares, net of offering costs, (iii) a $38.0 million increase in distributions paid to common share and unit holders resulting from a 22% increase in distributions paid per common share and unit and (iv) a $33.8 million decrease in proceeds from liabilities related to Class A common share offerings duringconsolidated land not owned. These changes were partially offset by (i) a $220.0 million reduction in net cash outflows to pay down our revolving credit facility, (ii) a nonrecurring $155.0 million cash outflow for the first and third quarters of 2017 and the "at the market" offering program and $260.8 million of net proceeds from the issuanceredemption of the Series F and Series G perpetual preferred shares. The net increase in cash, cash equivalents and restricted cash during the nine months ended September 30, 2017, was $112.9 million.
During the nine months ended September 30, 2016, net cash provided by operating activities was $255.0 million, which included cash from operations of $231.2 million and $23.8 million from other changes in operating assets and liabilities. Net cash used

for investing activities was $444.0 million, which primarily consisted of cash outflows of $350.0 million related to the payoff of the credit facility in connection with the ARPI Merger, $188.7 million related to the acquisition of properties, $27.1 million for the purchase of commercial real estate and $21.7 million of renovation costs to prepare our properties for rental, partially offset by cash inflows of $71.9 million of net proceeds received from the sales of single-family properties and other and $44.5 million of net proceeds received from the sales of non-performing loans. Net cash provided by financing activities was $257.7 million, which primarily consisted of cash inflows including $482.8 million of net proceeds from the issuance of perpetual preferred shares during the six months ended June 30, 2022 and $325.0(iii) a $3.1 million

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reduction in distributions to preferred shareholders as a result of net borrowings against our revolving credit facilities and term loan facility, partially offset by cash outflows of $374.0 million for payments on our asset-backed securitizations and $96.1 million for repurchasesthe redemption of our Class A common shares. The net increase in cash, cash equivalents and restricted cashSeries F perpetual preferred shares during the ninesix months ended September 30, 2016, was $68.7 million.

Credit Facilities

During 2016, the Company entered into a $1.0 billion credit agreement, which was subsequently amended in June 2017. The amendment expanded our borrowing capacity on the revolving credit facility to $800.0 million and reduced the term loan facility to $200.0 million. The amendment also lowered our cost of borrowing and provides a more flexible borrowing structure. The interest rate on the revolving credit facility is, at the Company’s election, a LIBOR rate plus a margin ranging from 0.825% to 1.55% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.55%. Borrowings under the term loan facility accrue interest, at the Company’s election, at either a LIBOR rate plus a margin ranging from 0.90% to 1.75% or a base rate plus a margin ranging from 0.00% to 0.75%. In each case, the actual margin is determined based on the Company's credit ratings in effect from time to time. Based on current corporate ratings for LIBOR-based borrowings as of September 30, 2017, the revolving credit facility bears interest at 1-month LIBOR plus 1.20%, and the term loan facility bears interest at 1-month LIBOR plus 1.35%. The revolving credit facility matures on June 30, 2021, with two six-month extension options at the Company's election upon payment of an extension fee, and the term loan facility matures on June 30, 2022. The credit agreement requires that we maintain certain financial covenants. As of September 30, 2017, the Company had no outstanding borrowings against the revolving credit facility, $200.0 million of outstanding borrowings against the term loan facility and was in compliance with all loan covenants.

Exchangeable Senior Notes, Net

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. 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, our Class A common shares or a combination of cash and our Class A common shares, 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. Settlements for cash will be paid for by the Operating Partnership, while settlements for the Company's Class A common shares will be issued by AH4R with the Operating Partnership issuing an equivalent number of Class A units to AH4R. The adjusted initial exchange rate would be 53.2795 of our Class A common shares per $1,000 principal amount of the notes, based on the 1.135 exchange ratio of ARPI shares to our shares resulting from the ARPI Merger. The current exchange rate as of September 30, 2017, was 55.1453 of our Class A common shares per $1,000 principal amount of the notes. The exchange rate is adjusted based on our Class A common share price and distributions to common shareholders.

As of September 30, 2017, the exchangeable senior notes, net had a balance of $110.8 million in the condensed consolidated balance sheets, which was net of an unamortized discount of $1.2 million and $3.1 million of unamortized fair value of the exchange settlement feature, which was included in additional paid-in capital within the Company's condensed consolidated balance sheets and was included in general partner's common capital within the Operating Partnership's condensed consolidated balance sheets.

Early Extinguishment of Debt

During the second quarter of 2017, the Company paid off the outstanding principal on the AH4R 2014-SFR1 asset-backed securitization of approximately $455.4 million using proceeds from the Class A common share offering in the first quarter of 2017 and available cash, which resulted in $6.6 million of charges primarily related to the write-off of unamortized deferred financing costs that were included in loss on early extinguishment of debt within the condensed consolidated statements of operations. The payoff of the AH4R 2014-SFR1 asset-backed securitization also resulted in the release of the 3,799 homes pledged as collateral and $9.4 million of restricted cash for lender requirements.


Class A Common Share Offering


During the first quarter of 2017,2022, the Company issued 14,842,982completed an underwritten public offering for 23,000,000 of its Class A common shares of beneficial interest, $0.01 par value per share, in an underwritten public offering and concurrent private placement, raising gross proceeds toof which 10,000,000 shares were issued directly by the Company and 13,000,000 shares were offered on a forward basis at the request of $336.5the Company by the forward sellers. In connection with this offering, the Company entered into forward sale agreements with the forward purchasers (the “January 2022 Forward Sale Agreements”) for these 13,000,000 shares which were accounted for in equity. The Company did not initially receive proceeds from the sale of the Class A common shares offered on a forward basis. During the third quarter of 2022, the Company issued and physically settled 5,000,000 Class A common shares under the January 2022 Forward Sale Agreements, receiving net proceeds of $185.6 million. During the first quarter of 2023, the Company issued and physically settled the remaining 8,000,000 Class A common shares under the January 2022 Forward Sale Agreements, receiving net proceeds of $298.4 million, after underwriter's discountwhich it used to repay indebtedness under its revolving credit facility and before offering costs of approximately $0.3 million. Thefor general corporate purposes.

When the Company issues common shares, the Operating Partnership issuedissues an

equivalent number of units of partnership interest of a corresponding Class A unitsclass to AMH, with the Company in exchange forOperating Partnership receiving the net proceeds from the issuance.share issuances.

During the third quarter of 2017, the Company issued 13,800,000 Class A common shares of beneficial interest, $0.01 par value per share, in an underwritten public offering, raising gross proceeds of $312.0 million before offering costs of approximately $9.2 million. The Operating Partnership issued an equivalent number of corresponding Class A units to AH4R in exchange for the net proceeds from the issuance.


At-the-Market Common Share Offering Program


In November 2016,June 2023, the Company established anentered into a new at-the-market common share offering program, replacing the previously expiring program, under which we were able toit can issue Class A common shares from time to time through various sales agents up to an aggregate gross sales offering price of $400.0 million$1.0 billion (the "Original“June 2023 At-the-Market Program"), which was replaced in August 2017 with an at-the-market common share offering program with a $500.0 million capacity on the same terms (the "At-the-Market Program"Program”). During the nine months ended September 30, 2017, the Company issued and sold 2.0 millionThe June 2023 At-the-Market Program also provides that we may enter into forward contracts for our Class A common shares with forward sellers and forward purchasers. The Company intends to use any net proceeds from the June 2023 At-the-Market Program (i) to repay indebtedness the Company has incurred or expects to incur under its revolving credit facility or other debt obligations under its securitizations, (ii) to develop new single-family properties and communities, (iii) to acquire and renovate single-family properties and for related activities in accordance with the Company’s business strategy and (iv) for working capital and general corporate purposes, including repurchases of the Company’s securities, acquisitions of additional properties, capital expenditures and the expansion, redevelopment and/or improvement of properties in the Company’s portfolio. The June 2023 At-the-Market Program may be suspended or terminated by the Company at any time. As of June 30, 2023, no shares have been issued under the OriginalJune 2023 At-the-Market Program and $1.0 billion remained available for gross proceedsfuture share issuances.

Share Repurchase Program

The Company’s board of $46.2trustees authorized the establishment of our share repurchase program for the repurchase of up to $300.0 million of our outstanding Class A common shares and up to $250.0 million of our outstanding preferred shares from time to time in the open market or $22.74 per share,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 net proceeds of $45.6 million, after commissionsreturned to an authorized and other expenses of approximately $0.6 million.unissued status. The Operating Partnership issuedfunds the repurchases and constructively retires an equivalent number of corresponding Class A units to AH4R in exchange for the net proceeds from the share issuances. As of September 30, 2017, $500.0 million remained available for future share issuances under the At-the-Market Program (see Note 9).

Perpetual Preferred Share Offerings 

units. During the second quartersix months ended June 30, 2023 and 2022, we did not repurchase and retire any of 2017, the Company issued 6,200,000 5.875% Series F cumulative redeemable perpetual preferred shares in an underwritten public offering, raising gross proceeds of $155.0 million before offering costs of approximately $5.3 million, with a liquidation preference of $25.00 per share. The Operating Partnership issued an equivalent number of the same class of perpetual preferred units to AH4R in exchange for the net proceeds from the share issuance.

During the third quarter of 2017, the Company issued 4,600,000 5.875% Series G cumulative redeemable perpetual preferred shares in an underwritten public offering, raising gross proceeds of $115.0 million before offering costs of approximately $4.1 million, with a liquidation preference of $25.00 per share. The Operating Partnership issued an equivalent number of the same class of perpetual preferred units to AH4R in exchange for the net proceeds from the share issuance.

Conversion of Series A and B Participating Preferred Shares into Class A Common Shares

On October 3, 2017, the Company converted all 5,060,000 shares of the outstanding 5.0% Series A participating preferred shares and all 4,400,000 shares of the outstanding 5.0% Series B participating preferred shares intoour Class A common shares or preferred shares. As of beneficial interest, $0.01 par value, in accordance with the conversion terms in the Articles Supplementary. This resulted in 12,398,276 totalJune 30, 2023, we had a remaining repurchase authorization of up to $265.1 million of our outstanding Class A common shares issued fromand up to $250.0 million of our outstanding preferred shares under the conversion, based onprogram.

Distributions

As a conversion ratioREIT, we generally are required to distribute annually to our shareholders at least 90% of 1.3106 Class A common shares issued per Series Aour REIT taxable income (determined without regard to the deduction for dividends paid and B participating preferred share.any net capital gains) and to pay tax at regular corporate rates to the extent that we annually distribute less than 100% of our REIT taxable income (determined without regard to the deduction for dividends paid and including any net capital gains). The Operating Partnership also converted its corresponding Series Afunds the payment of distributions. As of December 31, 2022, AMH had a net operating loss (“NOL”) for U.S. federal income tax purposes of an estimated $11.8 million. We intend to use our NOL (to the extent available) to reduce our REIT taxable income to the extent that REIT taxable income is not reduced by our deduction for dividends paid.

During the six months ended June 30, 2023 and B participating2022, the Company distributed an aggregate $189.2 million and $154.3 million, respectively, to common shareholders, preferred units into Class A unitsshareholders and noncontrolling interests on October 3, 2017 (see Note 9).a cash basis.


Off-Balance Sheet Arrangements

42
We have no obligations, assets or liabilities that would be considered off-balance sheet arrangements.




Additional Non-GAAP Measures


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

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


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

extinguishment of debt (6) noncash gain or loss on conversionand (5) the allocation of convertible units and (7) noncash fair value adjustments associated with remeasuringincome to our participatingperpetual preferred shares derivative liability to fair value.in connection with their redemption.


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


We present FFO attributable to common share and unit holders because we consider this metric to be an important measure of the performance of real estate companies, as do many investors and analysts in evaluating the Company. We believe that FFO attributable to common share and unit holders is a helpful measure of a REIT’s performance sinceprovides useful information to investors because this metric excludes depreciation, which is included in computing net income and assumes the value of real estate diminishes predictably over time. We believe that real estate values fluctuate due to market conditions and in response to inflation.

We also believe that Core FFO and Adjusted FFO attributable to common share and unit holders are helpfulprovide useful information to investors as supplemental measures of the operating performance of the Company asbecause they allow investors to compare our operating performance to prior reporting periods without the effect of certain items that, by nature, are not comparable from period to period.


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



43



The following is a reconciliation of the Company'sCompany’s net income (loss) attributable to common shareholders, determined in accordance with GAAP, to FFO attributable to common share and unit holders, Core FFO attributable to common share and unit holders and Adjusted FFO attributable to common share and unit holders for the three and ninesix months ended SeptemberJune 30, 20172023 and 20162022 (amounts in thousands):
 For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
 2023202220232022
Net income attributable to common shareholders$98,029 $56,590 $215,494 $112,529 
Adjustments:  
Noncontrolling interests in the Operating Partnership13,899 8,343 30,647 16,655 
Gain on sale and impairment of single-family properties and other, net(62,758)(32,811)(147,417)(54,855)
Adjustments for unconsolidated joint ventures1,058 (199)1,568 (570)
Depreciation and amortization113,199 104,415 225,916 204,369 
Less: depreciation and amortization of non-real estate assets(4,249)(3,113)(8,426)(6,105)
FFO attributable to common share and unit holders (1)
$159,178 $133,225 $317,782 $272,023 
Adjustments:    
Acquisition, other transaction costs and other4,175 7,658 9,251 13,632 
Noncash share-based compensation - general and administrative5,982 5,932 9,725 9,962 
Noncash share-based compensation - property management1,132 1,132 2,198 2,131 
Redemption of perpetual preferred shares— 5,276 — 5,276 
Core FFO attributable to common share and unit holders (1)
$170,467 $153,223 $338,956 $303,024 
Recurring Capital Expenditures(20,913)(15,959)(35,106)(27,137)
Leasing costs(768)(644)(1,576)(1,179)
Adjusted FFO attributable to common share and unit holders (1)
$148,786 $136,620 $302,274 $274,708 
 For the Three Months Ended
September 30,		 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
 (Unaudited) (Unaudited) (Unaudited) (Unaudited)
Net income (loss) attributable to common shareholders$1,535
 $(21,152) $(141) $(35,933)
Adjustments: 
  
  
  
Noncontrolling interests in the Operating Partnership340
 7,542
 (30) 10,838
Net (gain) on sale / impairment of single-family properties and other(596) (11,115) (2,589) (11,107)
Depreciation and amortization of real estate assets73,037
 73,790
 215,409
 220,168
FFO attributable to common share and unit holders$74,316
 $49,065
 $212,649
 $183,966
Adjustments: 
  
  
  
Acquisition fees and costs expensed1,306
 1,757
 3,814
 10,899
Noncash share-based compensation - general and administrative699
 480
 1,917
 1,578
Noncash share-based compensation - property management417
 411
 1,258
 1,166
Noncash interest expense related to acquired debt910
 1,474
 2,624
 3,699
Hurricane-related charges, net10,136
 —
 10,136
 —
Loss on early extinguishment of debt—
 13,408
 6,555
 13,408
Gain on conversion of Series E units—
 —
 —
 (11,463)
Remeasurement of participating preferred shares(8,391) 2,490
 (1,341) 2,940
Core FFO attributable to common share and unit holders$79,393
 $69,085
 $237,612
 $206,193
Recurring capital expenditures (1)(11,600) (10,411) (27,140) (25,183)
Leasing costs(1,960) (2,119) (5,361) (6,199)
Adjusted FFO attributable to common share and unit holders$65,833
 $56,555
 $205,111
 $174,811
(1)Unit holders include former AH LLC members and other non-affiliates that own Class A units in the Operating Partnership and their OP units are reflected as noncontrolling interests in the Company’s condensed consolidated financial statements. See Note 10. Shareholders’ Equity / Partners’ Capital to our condensed consolidated financial statements included in this report.
(1)As a portion of our homes are recently acquired and / or renovated, we estimate recurring capital expenditures for our entire portfolio by multiplying (a) current period actual capital expenditures per Same-Home property by (b) our total number of properties, excluding non-stabilized and held for sale properties.


EBITDA / EBITDAre / Adjusted EBITDAEBITDAre / Fully Adjusted EBITDAre


EBITDA is defined as earnings before interest, taxes, depreciation and amortization. EBITDA is a non-GAAP financial measure and is used by us and others as a supplemental measure of performance. EBITDAre is a supplemental non-GAAP financial measure, which we calculate in accordance with the definition approved by NAREIT by adjusting EBITDA for gains and losses from sales or impairments of single-family properties and adjusting for unconsolidated partnerships and joint ventures on the same basis. Adjusted EBITDAEBITDAre is a supplemental non-GAAP financial measure calculated by adjusting EBITDAEBITDAre for (1) acquisition fees and other transaction costs expensed incurred with recent business combinations and the acquisition or disposition of individual properties as well as nonrecurring items unrelated to ongoing operations, (2) net gain or loss on sales / impairment of single-family properties and other, (3) noncash share-based compensation expense, (4)(3) hurricane-related charges, net, (5)which result in material charges to our single-family property portfolio, and (4) gain or loss on early extinguishment of debt, (6) gain or loss on conversion of convertible units and (7) noncash fair value adjustments associated with remeasuring our participating preferred shares derivative liability to fair value. We considerdebt. Fully Adjusted EBITDA to beEBITDAre is a meaningfulsupplemental non-GAAP financial measure calculated by adjusting Adjusted EBITDAre for (1) Recurring Capital Expenditures and (2) leasing costs. As a portion of operating performanceour homes are recently developed, acquired and/or renovated, we estimate Recurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual Recurring Capital Expenditures per Same-Home Property by (b) our total number of properties, excluding newly acquired non-stabilized properties and properties classified as held for sale. We believe these metrics provide useful information to investors because it excludesthey exclude the impact of various income and expense items that are not indicative of operating performance.



44



The following is a reconciliation of net income, or loss,as determined in accordance with GAAP, to EBITDA, EBITDAre, Adjusted EBITDAre and Fully Adjusted EBITDAEBITDAre for the three and ninesix months ended SeptemberJune 30, 20172023 and 20162022 (amounts in thousands):
For the Three Months Ended
June 30,		For the Six Months Ended
June 30,
2023202220232022
Net income$115,414 $74,555 $253,113 $144,569 
Interest expense34,844 34,801 70,726 62,368 
Depreciation and amortization113,199 104,415 225,916 204,369 
EBITDA$263,457 $213,771 $549,755 $411,306 
Gain on sale and impairment of single-family properties and other, net(62,758)(32,811)(147,417)(54,855)
Adjustments for unconsolidated joint ventures1,058 (199)1,568 (570)
EBITDAre$201,757 $180,761 $403,906 $355,881 
Noncash share-based compensation - general and administrative5,982 5,932 9,725 9,962 
Noncash share-based compensation - property management1,132 1,132 2,198 2,131 
Acquisition, other transaction costs and other4,175 7,658 9,251 13,632 
Adjusted EBITDAre$213,046 $195,483 $425,080 $381,606 
Recurring Capital Expenditures(20,913)(15,959)(35,106)(27,137)
Leasing costs(768)(644)(1,576)(1,179)
Fully Adjusted EBITDAre$191,365 $178,880 $388,398 $353,290 

 For the Three Months Ended
September 30,		 For the Nine Months Ended
September 30,
 2017 2016 2017 2016
 (Unaudited) (Unaudited) (Unaudited) (Unaudited)
Net income (loss)$19,097
 $(167) $45,959
 $1,108
Interest expense26,592
 32,851
 86,873
 99,309
Depreciation and amortization74,790
 75,392
 221,459
 224,513
EBITDA$120,479
 $108,076
 $354,291
 $324,930
        
Noncash share-based compensation - general and administrative699
 480
 1,917
 1,578
Noncash share-based compensation - property management417
 411
 1,258
 1,166
Acquisition fees and costs expensed1,306
 1,757
 3,814
 10,899
Net (gain) on sale / impairment of single-family properties and other(596) (11,115) (2,589) (11,107)
Hurricane-related charges, net10,136
 —
 10,136
 —
Loss on early extinguishment of debt—
 13,408
 6,555
 13,408
Gain on conversion of Series E units—
 —
 —
 (11,463)
Remeasurement of participating preferred shares(8,391) 2,490
 (1,341) 2,940
Adjusted EBITDA$124,050
 $115,507
 $374,041
 $332,351


ITEMItem 3.Quantitative and Qualitative Disclosures aboutAbout Market Risk

Interest Rate Risk

The primary market riskDuring the six months ended June 30, 2023, the Company paid down $130.0 million on its revolving credit facility, resulting in no outstanding variable rate debt as of June 30, 2023 and therefore no exposure to which we believe we are exposed is interest rate risk which may result from many factors, including government monetary and tax policies, domestic and international economic and political considerations, and other factors that are beyond our control.on its current borrowings. We may incur additional variable rate debt in the future, including additional amounts that we may borrow under our revolving credit and term loan facilities. In addition, decreasesfacility.

Treasury lock agreements are used from time to time to manage the potential change in interest rates may lead to additional competition for the acquisition of single-family homes, which may lead to future acquisitions being costlier and resulting in lower yields on single-family homes targeted for acquisition. Significant increases in interest rates may also have an adverse impact on our earnings if we are unable to acquire single-family homes with rental rates high enough to offset the increase in interest rates on our borrowings.
As of September 30, 2017, and December 31, 2016, our variable-rate debt was comprised of borrowings on our revolving credit facility of zero, our term loan facility of $200.0 million and $325.0 million, respectively, and the outstanding balance on the AH4R 2014-SFR1 securitization of zero and $456.1 million, respectively.  All borrowings under our revolving credit facility bear interest at a LIBOR rate plus a margin ranging from 0.825% to 1.55% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.55% until the fully extended maturity date of June 2022. All borrowings under our term loan facility bear interest at a LIBOR rate plus a margin ranging from 0.90% to 1.75% or a base rate (generally determined according to a prime rate or federal funds rate) plus a margin ranging from 0.00% to 0.75% until the maturity date of June 2022. The AH4R 2014-SFR1 securitization, which was paid off in full during the second quarter of 2016, had a duration-weighted blended interest rate of 1-month LIBOR plus 1.54%. Assuming no change in the outstanding balance of our existing variable-rate debt, the following table illustrates the effect of a 100 basis point increase or decrease in the LIBOR rate on our projected annual interest expense as of September 30, 2017, and December 31, 2016 (in thousands):
 September 30, 2017 December 31, 2016 
Impact to future earnings due to variable rate debt, before the effect of capitalization: 
  
 
Rate increase of 1%$2,000
 $7,813
(1)
Rate decrease of 1% (2)$(2,000) $(4,087) 

(1)Calculation of additional projected annual interest expense as a result of a 100 basis point increase reflects the potential impact of our interest rate cap agreement as of December 31, 2016.
(2)Calculation of projected decrease in annual interest expense as a result of a 100 basis point decrease is reflective of any LIBOR floors or minimum interest rates stated in the agreements of respective borrowings.
This analysis does not consider the effectsanticipation of the reduced levelpossible issuance of overall economic activity that could existfixed rate debt. We do not hold or issue these derivative contracts for trading or speculative purposes.

There have been no other material changes to our market risk from those disclosed in such an environment. Further, in the event of a change of such magnitude, we would consider taking actions to further mitigate our exposure to the change. However, becausesection Part II, “Item 7A. Quantitative and Qualitative Disclosures About Market Risk” of the uncertainty of the specific actions that would be taken and their possible effects, the sensitivity analysis assumes no changes in our capital structure.2022 Annual Report.

45




ITEMItem 4.Controls and Procedures


American Homes 4 Rent

Disclosure Controls and Procedures

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

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



Internal Control over Financial Reporting

There were no changes in the Company'sCompany’s internal control over financial reporting during the quarter ended SeptemberJune 30, 2017,2023, that have materially affected, or are reasonably likely to materially affect, ourthe Company’s internal control over financial reporting.


American Homes 4 Rent, L.P.

Disclosure Controls and Procedures

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

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

Internal Control over Financial Reporting

There were no changes in the Operating Partnership’s internal control over financial reporting during the quarter ended June 30, 2023, that have materially affected, or are reasonably likely to materially affect, the Operating Partnership’s internal control over financial reporting.


46



PART II
II—OTHER INFORMATION

Item 1.Legal Proceedings

For a description of the Company'sCompany’s legal proceedings, see Note 12.15. Commitments and Contingencies to our condensed consolidated financial statements in this report.


Item 1A.Risk Factors

In addition to the other information in this Quarterly Report on Form 10-Q, you should carefully consider the risks described in ourthe 2022 Annual Report on Form 10-K filed for the year ended December 31, 2016, in Part I, Item 1A,“Item 1A. Risk Factors; in our Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, in Part II, Item 1A, Risk Factors;Factors” and in our other filings with the SEC. These factors may materially affect our business, financial condition and operating results and could cause our actual results to differ materially from expectations.


There have been no material changes to ourThe following risk factor supplements the existing risk factors from those disclosedset forth in our 2022 Annual Report.

Recent negative developments affecting the banking industry, such as bank failures or concerns involving liquidity, have eroded customer confidence in the section entitled “Risk Factors”banking system and increased the prospect of future bank failures.

Recent developments in the banking industry have caused uncertainty and concern regarding the strength of the banking system. Although our Annual Report on Form 10-K forbanking relationships are primarily with large national banks, a significant disruption to the year ended December 31, 2016,banking system could lead to market-wide liquidity problems which could adversely affect our access to capital and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.cost of capital. Such events could also create macroeconomic issues that could adversely affect our residents.


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

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. The Operating Partnership funds the repurchases and constructively retires an equivalent number of corresponding Class A units. We did not repurchase any of our Class A common shares during the three months ended September 30, 2017. As of September 30, 2017, we had a remaining repurchase authorization of $146.7 million under the program.None.


Item 3.Defaults uponUpon Senior Securities

None.

Item 4.Mine Safety Disclosures

Not applicable.

Item 5.Other Information

None.During the three months ended June 30, 2023, no trustee or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.

Item 6.Exhibits

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


Exhibit Index
Exhibit
Number		Exhibit Document
Exhibit
Number
Exhibit Document
2.1‡
Amended and Restated Contribution Agreement, dated December 28, 2012, by and among American Homes 4 Rent, American Homes 4 Rent, L.P., American Homes 4 Rent Properties One, LLC and American Homes 4 Rent, LLC (Incorporated by reference to Exhibit 2.1 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
2.2‡
First Amendment to Amended and Restated Contribution Agreement, dated January 30, 2013, by and among American Homes 4 Rent, American Homes 4 Rent, L.P., American Homes 4 Rent Properties One, LLC and American Homes 4 Rent, LLC (Incorporated by reference to Exhibit 2.2 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
2.3‡
Second Amendment to Amended and Restated Contribution Agreement, dated March 18, 2013, by and among American Homes 4 Rent, American Homes 4 Rent, L.P., American Homes 4 Rent Properties One, LLC and American Homes 4 Rent, LLC (Incorporated by reference to Exhibit 2.3 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
2.4‡
Contribution Agreement, dated February 25, 2013, by and among American Homes 4 Rent, LLC, American Homes 4 Rent, American Homes 4 Rent, L.P. and AH4R Properties Holdings, LLC (Incorporated by reference to Exhibit 2.4 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
2.5‡
Contribution Agreement, dated May 28, 2013, by and among American Homes 4 Rent, LLC, American Homes 4 Rent and American Homes 4 Rent, L.P. (Incorporated by reference to Exhibit 2.5 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
2.6‡
Contribution Agreement, dated June 11, 2013, by and among American Homes 4 Rent, American Homes 4 Rent, LLC, Alaska Permanent Fund Corporation, American Homes 4 Rent, L.P., American Homes 4 Rent I, LLC and American Homes 4 Rent TRS, LLC (Incorporated by reference to Exhibit 2.6 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
2.7‡
Agreement and Plan of Merger by and among American Homes 4 Rent, Sunrise Merger Sub, LLC, American Homes 4 Rent, L.P., OP Merger Sub, LLC, American Residential Properties, Inc., American Residential Properties, O.P., L.P. and American Residential GP, LLC, dated December 3, 2015 (Incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed December 4, 2015)
3.1
3.1
Articles of Amendment and Restatement of Declaration of Trust of American Homes 4 Rent (Incorporated by reference to Exhibit 3.1 to Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed June 25, 2013.)
3.2
First Articles of Amendment to Articles of Amendment and Restatement of Declaration of Trust of American Homes 4 Rent (Incorporated by reference to Exhibit 3.2 to Amendment No. 2 to the Company’s Registration Statement on Form S-11 (Registration Number 333-189103) filed July 19, 2013.)
3.3
Articles Supplementary for American Homes 4 Rent 5.000% Series A Participating Preferred Shares (Incorporated by reference to Exhibit 3.3 to Post-Effective Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-191015) filed October 18, 2013.)
3.4
Articles Supplementary for American Homes 4 Rent 5.000% Series B Participating Preferred Shares (Incorporated by reference to Exhibit 3.4 to Post-Effective Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-192592) filed December 20, 2013.)
3.5
Articles Supplementary for American Homes 4 Rent 5.500% Series C Participating Preferred Shares (Incorporated by reference to Exhibit 3.5 to Post-Effective Amendment No. 1 to the Company’s Registration Statement on Form S-11 (Registration Number 333-195575) filed April 24, 2014.)
3.63.3
Articles Supplementary for American Homes 4 Rent 6.500% Series D Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on May 17, 2016.)
3.7
Articles Supplementary for American Homes 4 Rent 6.350% Series E Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on June 22, 2016.)
3.8
Articles Supplementary for American Homes 4 Rent 5.875% Series F Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on April 21, 2017.)
3.9
Articles Supplementary for American Homes 4 Rent 5.875% Series G Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K filed on July 12, 2017.)

Exhibit
Number
3.4
Articles Supplementary for American Homes 4 Rent 6.25% Series H Cumulative Redeemable Perpetual Preferred Shares (Incorporated by reference to Exhibit Document3.1 to the Company’s Current Report on Form 8-K filed September 13, 2018.)
3.103.5
Amended and Restated Bylaws of American Homes 4 Rent (Incorporated by reference to Exhibit 3.83.1 to the Company's AnnualCurrent Report on Form 10-K for the year ended December 31, 20168-K filed February 24, 2017.March 10, 2020.)
4.1
Indenture, dated November 27, 2013, amongas of February 7, 2018, between American Residential OP,Homes 4 Rent, L.P., as issuer, American Residential Properties, Inc., as guarantor, and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to American Residential Properties, Inc.’sthe Company's Current Report on Form 8-K filed November 27, 2013.February 7, 2018.)

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Exhibit
Number		 Exhibit Document
4.2
4.2
First Supplemental Indenture, dated as of February 29, 2016,7, 2018, among American Homes 4 Rent, ARPI REIT, LLC,L.P., American Residential Properties OP, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed March 4, 2016.February 7, 2018.)
4.3
Form of Global Note representing American Residential Properties OP, L.P.’s 3.25% Exchangeable Seniorthe 2028 Notes due 2018 (Incorporated by reference to Exhibit 4.14.3 to American Residential Properties, Inc.’sthe Company’s Current Report on Form 8-K filed November 27, 2013.February 7, 2018.)
10.14.4
Second Supplemental Indenture, dated as of January 23, 2019, among American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed January 23, 2019.)
4.5
Form of Global Note representing the 2029 Notes (Incorporated by reference to and included in Exhibit 4.3 to the Company’s Current Report on Form 8-K filed January 23, 2019.)
4.6
Third Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company's Current Report on Form 8-K filed July 8, 2021.)
4.7
Form of Global Note representing the 2031 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed July 8, 2021.)
4.8
Fourth Supplemental Indenture, dated as of July 8, 2021, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K filed July 8, 2021.)
4.9
Form of Global Note representing the 2051 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed July 8, 2021.)
4.10
Fifth Supplemental Indenture, dated as of April 7, 2022, among American Homes 4 Rent, L.P. and U.S. Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.2 to the Company’s Current Report on Form 8-K filed April 7, 2022.)
4.11
Form of Global Note representing the 2032 Notes (Incorporated by reference to Exhibit 4.4 to the Company’s Current Report on Form 8-K filed April 7, 2022.)
4.12
Sixth Supplemental Indenture, dated as of April 7, 2022, among American Homes 4 Rent, L.P. and U.S. Bank Trust Company, National Association, as trustee (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed April 7, 2022.)
4.13
Form of Global Note representing the 2052 Notes (Incorporated by reference to Exhibit 4.5 to the Company’s Current Report on Form 8-K filed April 7, 2022.)
10.1
Amendment No. 1 to Amended and Restated Credit Agreement, dated June 30, 2017,April 21, 2023, by and among American Homes 4 Rent, L.P., as Borrower, American Homes 4 Rent, as Parent, Wells Fargo Bank, National Association, as Administrative Agent, and the other lending institutions that are parties thereto, as Lenders. (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 6, 2017.)Filed herewith.
12.1
Ratios of Earnings to Fixed Charges and Earnings to Combined Fixed Charges and Preferred Distributions of American Homes 4 Rent. Filed herewith.
12.2
Ratios of Earnings to Fixed Charges and Earnings to Combined Fixed Charges and Preferred Distributions of American Homes 4 Rent, L.P. Filed herewith.
31.1
31.1
Certification of Chief Executive Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.
31.2
Certification of Chief Financial Officer of American Homes 4 Rent pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.
32.131.3
Certification of Chief Executive Officer of American Homes 4 Rent, L.P. pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.
31.4
Certification of Chief Financial Officer of American Homes 4 Rent, L.P. pursuant to Rule 13a-14(a)/15d-14(a) of the Securities Exchange Act of 1934. Filed herewith.
32.1
Certification of Chief Executive Officer and Chief Financial Officer of American Homes 4 Rent pursuant to 18 U.S.C. 1350. Filed herewith.
101.INS32.2
Certification of Chief Executive Officer and Chief Financial Officer of American Homes 4 Rent, L.P. pursuant to 18 U.S.C. 1350. Filed herewith.
101.INSInline XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document

‡104The schedulesCover Page Interactive Data File (formatted as Inline XBRL and exhibits to this agreement have been omitted from this filing. The Company will furnish supplementally a copy of any such omitted schedules or exhibits to the SEC upon request.contained in Exhibit 101)




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SIGNATURES

Pursuant to the requirementrequirements of the Securities Exchange Act of 1934, the registrant hasregistrants have duly caused this report to be signed on itstheir behalf by the undersigned thereunto duly authorized.



AMERICAN HOMES 4 RENT
AMERICAN HOMES 4 RENT/s/ Brian F. Reitz
/s/ Diana M. LaingBrian F. Reitz
Executive Vice President, Chief Accounting Officer
Diana M. Laing
(Chief Financial Officer
(Principal FinancialAccounting Officer and duly authorized signatory of registrant)
Date: November 3, 2017August 1, 2023



AMERICAN HOMES 4 RENT, L.P.
By: American Homes 4 Rent, its General Partner
/s/ Brian F. Reitz
Brian F. Reitz
Executive Vice President, Chief Accounting Officer
(Chief Accounting Officer and duly authorized signatory of registrant)
Date: August 1, 2023



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