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 March 31, 2018September 30, 2023
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: 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)


Maryland (AmericanAmerican Homes 4 Rent)RentMaryland46-1229660
Delaware (AmericanAmerican 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.
American Homes 4 Rent ý☒ Yes ¨☐ No                American Homes 4 Rent, L.P. ý☒ 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).
American Homes 4 Rent ý☒ Yes ¨☐ No                American Homes 4 Rent, L.P. ý☒ 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
¨

☐
Emerging growth company☐
American Homes 4 Rent, L.P.
Large accelerated filer
¨

☐		Accelerated filer
¨

☐
Non-accelerated filerý☒(Do not check if a smaller reporting company)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 ý☒ No
There were 295,218,488361,420,848 shares of American Homes 4 Rent'sRent’s Class A common shares, $0.01 par value per share, and 635,075 shares of American Homes 4 Rent'sRent’s Class B common shares, $0.01 par value per share, outstanding on May 2, 2018.November 1, 2023.






EXPLANATORY NOTE


This report combines the quarterly reports on Form 10-Q for the period ended March 31, 2018,September 30, 2023 of American Homes 4 Rent and American Homes 4 Rent, L.P. Unless stated otherwise or the context otherwise requires, references to “AH4R"“AMH” or "the General Partner"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 March 31, 2018,September 30, 2023 owned an approximate 83.7%approximately 87.6% of the common partnership interest in, the Operating Partnership. The remaining 16.3%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'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, (the "Agreement of Limited Partnership"), 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 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“Item 4. Controls and ProceduresProcedures” 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
American Homes 4 Rent, L.P.
Form 10-Q
INDEX
TABLE OF CONTENTS
Page
CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS
i
1
Condensed Consolidated Balance Sheets as of March 31, 2018,September 30, 2023 and December 31, 20172022
1
Condensed Consolidated Statements of Operations for the three and ninemonths ended March 31, 2018September 30, 2023 and 20172022
2
Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and ninemonths ended March 31, 2018September 30, 2023 and 20172022
3
Condensed Consolidated StatementStatements of Equity for the three and ninemonths ended March 31, 2018September 30, 2023 and 2022
4
Condensed Consolidated Statements of Cash Flows for the threenine months ended March 31, 2018September 30, 2023 and 20172022
58
Condensed Consolidated Balance Sheets as of March 31, 2018,September 30, 2023 and December 31, 20172022
710
Condensed Consolidated Statements of Operations for the three and nine months ended March 31, 2018September 30, 2023 and 20172022
811
Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended March 31, 2018September 30, 2023 and 20172022
912
Condensed Consolidated StatementStatements of Capital for the three and nine months ended March 31, 2018September 30, 2023 and 2022
1013
Condensed Consolidated Statements of Cash Flows for the threenine months ended March 31, 2018September 30, 2023 and 20172022
1115
Notes to Unaudited Condensed Consolidated Financial Statements
1317
3731
5047
5048
5149
49
Risk Factors
51
Item 2.
5149
5249
5249
49
5249
Item 6.
5251
Exhibit Index
53
Signatures
55






CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Various statements contained in this Quarterly Report on Form 10-Q, of American Homes 4 Rent ("AH4R,” “the General Partner") and of American Homes 4 Rent, L.P. ("the Operating Partnership," "our operating partnership," or “the OP”) 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 operations, 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, 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)

March 31, 2018 December 31, 2017September 30, 2023December 31, 2022
(Unaudited)  (Unaudited) 
Assets 
  
Assets  
Single-family properties: 
  
Single-family properties:  
Land$1,670,599
 $1,665,631
Land$2,225,477 $2,197,233 
Buildings and improvements7,286,264
 7,303,270
Buildings and improvements10,545,835 10,127,891 
Single-family properties held for sale, net201,693
 35,803
9,158,556
 9,004,704
Single-family properties in operationSingle-family properties in operation12,771,312 12,325,124 
Less: accumulated depreciation(989,476) (939,724)Less: accumulated depreciation(2,639,127)(2,386,452)
Single-family properties, net8,169,080
 8,064,980
Single-family properties in operation, netSingle-family properties in operation, net10,132,185 9,938,672 
Single-family properties under development and development landSingle-family properties under development and development land1,334,992 1,187,221 
Single-family properties and land held for sale, netSingle-family properties and land held for sale, net160,328 198,716 
Total real estate assets, netTotal real estate assets, net11,627,505 11,324,609 
Cash and cash equivalents203,883
 46,156
Cash and cash equivalents69,514 69,155 
Restricted cash156,272
 136,667
Restricted cash173,133 148,805 
Rent and other receivables, net28,115
 30,144
Rent and other receivablesRent and other receivables53,773 47,752 
Escrow deposits, prepaid expenses and other assets241,707
 171,851
Escrow deposits, prepaid expenses and other assets372,157 331,446 
Deferred costs and other intangibles, net13,031
 13,025
Investments in unconsolidated joint venturesInvestments in unconsolidated joint ventures117,350 107,347 
Asset-backed securitization certificates25,666
 25,666
Asset-backed securitization certificates25,666 25,666 
Goodwill120,279
 120,279
Goodwill120,279 120,279 
Total assets$8,958,033
 $8,608,768
Total assets$12,559,377 $12,175,059 
   
Liabilities 
  
Liabilities  
Revolving credit facility$—
 $140,000
Revolving credit facility$— $130,000 
Term loan facility, net198,132
 198,023
Asset-backed securitizations, net1,973,242
 1,977,308
Asset-backed securitizations, net1,876,087 1,890,842 
Unsecured senior notes, net492,282
 —
Unsecured senior notes, net2,498,959 2,495,156 
Exchangeable senior notes, net112,597
 111,697
Secured note payable48,604
 48,859
Accounts payable and accrued expenses262,267
 222,867
Accounts payable and accrued expenses633,795 484,403 
Amounts payable to affiliates2,001
 4,720
Participating preferred shares derivative liability28,258
 29,470
Total liabilities3,117,383
 2,732,944
Total liabilities5,008,841 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, 284,369,661 and 286,114,637 shares issued and outstanding at March 31, 2018, and December 31, 2017, respectively2,844
 2,861
Class B common shares, $0.01 par value per share, 50,000,000 shares authorized, 635,075 shares issued and outstanding at March 31, 2018, and December 31, 20176
 6
Preferred shares, $0.01 par value per share, 100,000,000 shares authorized, 38,350,000 shares issued and outstanding at March 31, 2018, and December 31, 2017384
 384
Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 361,420,848 and 352,881,826 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively)Class A common shares ($0.01 par value per share, 450,000,000 shares authorized, 361,420,848 and 352,881,826 shares issued and outstanding at September 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 September 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 September 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 September 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 September 30, 2023 and December 31, 2022)92 92 
Additional paid-in capital5,565,871
 5,600,256
Additional paid-in capital7,251,465 6,931,819 
Accumulated deficit(462,504) (453,953)Accumulated deficit(391,452)(440,791)
Accumulated other comprehensive income9,508
 75
Accumulated other comprehensive income965 1,332 
Total shareholders’ equity5,116,109
 5,149,629
Total shareholders’ equity6,864,690 6,495,987 
   
Noncontrolling interest724,541
 726,195
Noncontrolling interest685,846 678,671 
Total equity5,840,650
 5,875,824
Total equity7,550,536 7,174,658 
   
Total liabilities and equity$8,958,033
 $8,608,768
Total liabilities and equity$12,559,377 $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,
For the Three Months Ended
March 31,		 2023202220232022
2018 2017
Revenues: 
  
Rents from single-family properties$218,023
 $201,107
Fees from single-family properties2,833
 2,604
Tenant charge-backs35,807
 28,373
Other1,341
 1,670
Total revenues258,004
 233,754
Rents and other single-family property revenuesRents and other single-family property revenues$421,697 $391,627 $1,214,948 $1,109,608 
   
Expenses: 
  
Expenses:    
Property operating expenses100,987
 83,305
Property operating expenses167,041 152,065 456,662 414,978 
Property management expenses18,987
 17,478
Property management expenses30,785 29,739 92,251 84,541 
General and administrative expense9,231
 9,295
General and administrative expense18,336 16,986 56,128 53,115 
Interest expense29,301
 31,889
Interest expense34,381 36,254 105,107 98,622 
Acquisition fees and costs expensed1,311
 1,096
Acquisition and other transaction costsAcquisition and other transaction costs3,399 4,482 12,650 18,114 
Depreciation and amortization79,303
 73,953
Depreciation and amortization114,863 109,319 340,779 313,688 
Other827
 1,558
Hurricane-related charges, netHurricane-related charges, net— 6,133 — 6,133 
Total expenses239,947
 218,574
Total expenses368,805 354,978 1,063,577 989,191 
   
Gain on sale of single-family properties and other, net2,256
 2,026
Remeasurement of participating preferred shares1,212
 (5,410)
Gain on sale and impairment of single-family properties and other, netGain on sale and impairment of single-family properties and other, net33,335 24,197 180,752 79,052 
Other income and expense, netOther income and expense, net1,865 819 9,082 6,765 
   
Net income21,525
 11,796
Net income88,092 61,665 341,205 206,234 
   
Noncontrolling interest1,114
 (301)Noncontrolling interest10,493 7,464 41,140 24,119 
Dividends on preferred shares14,597
 13,587
Dividends on preferred shares3,486 3,486 10,458 13,595 
Redemption of perpetual preferred sharesRedemption of perpetual preferred shares— — — 5,276 
   
Net income (loss) attributable to common shareholders$5,814
 $(1,490)
Net income attributable to common shareholdersNet income attributable to common shareholders$74,113 $50,715 $289,607 $163,244 
   
Weighted-average shares outstanding:   
Weighted-average common shares outstanding:Weighted-average common shares outstanding:
Basic286,183,429
 244,391,368
Basic362,426,273 348,944,055 361,665,436 347,730,579 
Diluted286,727,863
 244,391,368
Diluted362,924,932 349,344,541 362,121,128 348,282,995 
   
Net income (loss) attributable to common shareholders per share:   
Net income attributable to common shareholders per share:Net income attributable to common shareholders per share:
Basic$0.02
 $(0.01)Basic$0.20 $0.14 $0.80 $0.47 
Diluted$0.02
 $(0.01)Diluted$0.20 $0.14 $0.80 $0.47 
   
Dividends declared per common share$0.05
 $0.05
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
March 31,
 2018 2017
Net income$21,525
 $11,796
Other comprehensive income (loss):   
Gain on cash flow hedging instruments:   
Gain on settlement of cash flow hedging instrument9,553
 —
Reclassification adjustment for amortization of interest expense included in net income(120) (28)
Gain on investment in equity securities:   
Reclassification adjustment for realized gain included in net income—
 (67)
Other comprehensive income (loss)9,433
 (95)
Comprehensive income30,958
 11,701
Comprehensive income (loss) attributable to noncontrolling interests2,643
 (283)
Dividends on preferred shares14,597
 13,587
Comprehensive income (loss) attributable to common shareholders$13,718
 $(1,603)

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, 2017286,114,637
 $2,861
 635,075
 $6
 38,350,000
 $384
 $5,600,256
 $(453,953) $75
 $5,149,629
 $726,195
 $5,875,824
                        
Share-based compensation—
 —
 —
 —
 —
 —
 975
 —
 —
 975
 —
 975
                        
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes59,187
 1
 —
 —
 —
 —
 (409) —
 —
 (408) —
 (408)
                        
Repurchase of Class A common shares(1,804,163) (18) —
 —
 —
 —
 (34,951) —
 —
 (34,969) —
 (34,969)
                        
Distributions to equity holders:                       
Preferred shares—
 —
 —
 —
 —
 —
 —
 (14,597) —
 (14,597) —
 (14,597)
Noncontrolling interests—
 —
 —
 —
 —
 —
 —
 —
 —
 —
 (2,768) (2,768)
Common shares—
 —
 —
 —
 —
 —
 —
 (14,365) —
 (14,365) —
 (14,365)
                        
Net income—
 —
 —
 —
 —
 —
 —
 20,411
 —
 20,411
 1,114
 21,525
                        
Total other comprehensive income—
 —
 —
 —
 —
 —
 —
 —
 9,433
 9,433
 —
 9,433
                        
Balances at March 31, 2018284,369,661
 $2,844
 635,075
 $6
 38,350,000
 $384
 $5,565,871
 $(462,504) $9,508
 $5,116,109
 $724,541
 $5,840,650
For the Three Months Ended
September 30,		For the Nine Months Ended
September 30,
 2023202220232022
Net income$88,092 $61,665 $341,205 $206,234 
Other comprehensive loss:
Cash flow hedging instruments:
Reclassification adjustment for amortization of interest expense included in net income(142)(141)(423)(423)
Other comprehensive loss(142)(141)(423)(423)
Comprehensive income87,950 61,524 340,782 205,811 
Comprehensive income attributable to noncontrolling interests10,476 7,443 41,084 24,055 
Dividends on preferred shares3,486 3,486 10,458 13,595 
Redemption of perpetual preferred shares— — — 5,276 
Comprehensive income attributable to common shareholders$73,988 $50,595 $289,240 $162,885 

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 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 
Share-based compensation— — — — — — 5,680 — — 5,680 — 5,680 
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes112,966 1 — — — — 1,075 — — 1,076 — 1,076 
Issuance of Class A common shares5,000,000 50 — — — — 185,582 — — 185,632 — 185,632 
Distributions to equity holders:
Preferred shares (Note 10)— — — — — — — (3,486)— (3,486)— (3,486)
Noncontrolling interests— — — — — — — — — — (9,248)(9,248)
Common shares ($0.18 per share)— — — — — — — (63,004)— (63,004)— (63,004)
Net income— — — — — — — 54,201 — 54,201 7,464 61,665 
Total other comprehensive loss— — — — — — — — (120)(120)(21)(141)
Balances at September 30, 2022352,809,460 $3,528 635,075 $6 9,200,000 $92 $6,926,629 $(464,444)$1,455 $6,467,266 $675,169 $7,142,435 

5



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 


6



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 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 
Share-based compensation— — — — — — 6,416 — — 6,416 — 6,416 
Common stock issued under share-based compensation plans, net of shares withheld for employee taxes55,156 — — — — — 845 — — 845 — 845 
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)— — — — — — — (80,131)— (80,131)— (80,131)
Net income— — — — — — — 77,599 — 77,599 10,493 88,092 
Total other comprehensive loss— — — — — — — — (125)(125)(17)(142)
Balances at September 30, 2023361,420,848 $3,614 635,075 $6 9,200,000 $92 $7,251,465 $(391,452)$965 $6,864,690 $685,846 $7,550,536 

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

7



American Homes 4 Rent
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)
For the Nine Months Ended
September 30,
 20232022
Operating activities  
Net income$341,205 $206,234 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization340,779 313,688 
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments9,193 8,588 
Noncash share-based compensation20,748 23,728 
Equity in net income of unconsolidated joint ventures(1,581)(3,135)
Return on investment from unconsolidated joint ventures1,788 4,777 
Gain on sale and impairment of single-family properties and other, net(180,752)(79,052)
Other changes in operating assets and liabilities:
Rent and other receivables(8,206)(10,789)
Prepaid expenses and other assets(3,606)3,572 
Deferred leasing costs(2,368)(1,868)
Accounts payable and accrued expenses104,670 134,237 
Amounts due from related parties1,504 (3,192)
Net cash provided by operating activities623,374 596,788 
Investing activities  
Cash paid for single-family properties(5,862)(582,442)
Change in escrow deposits for purchase of single-family properties2,808 8,492 
Net proceeds received from sales of single-family properties and other384,343 163,295 
Proceeds received from storm-related insurance claims2,185 1,981 
Proceeds from notes receivable related to the sale of properties663 34,014 
Investment in unconsolidated joint ventures(12,519)(17,308)
Distributions from joint ventures34,352 58,160 
Renovations to single-family properties(23,886)(80,612)
Recurring and other capital expenditures for single-family properties(106,372)(98,763)
Cash paid for development activity(708,823)(707,764)
Cash paid for deposits on land option contracts(1,142)(10,686)
Other investing activities(31,063)(36,021)
Net cash used for investing activities(465,316)(1,267,654)
Financing activities  
Proceeds from issuance of Class A common shares298,372 561,472 
Payments of Class A common share issuance costs— (200)
Redemption of perpetual preferred shares— (155,000)
Proceeds from issuances under share-based compensation plans4,453 3,323 
Payments related to tax withholding for share-based compensation(3,842)(4,811)
Payments on asset-backed securitizations(18,533)(16,884)
Proceeds from revolving credit facility— 490,000 
Payments on revolving credit facility(130,000)(840,000)
Proceeds from unsecured senior notes, net of discount— 876,813 
Proceeds from liabilities related to consolidated land not owned— 60,217 
Distributions to noncontrolling interests(33,774)(27,612)
Distributions to common shareholders(239,589)(188,689)
Distributions to preferred shareholders(10,458)(13,595)
Deferred financing costs paid— (8,215)
Net cash (used for) provided by financing activities(133,371)736,819 
Net increase in cash, cash equivalents and restricted cash24,687 65,953 
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)$242,647 $257,720 

8
 For the Three Months Ended
March 31,
 2018 2017
Operating activities 
  
Net income$21,525
 $11,796
Adjustments to reconcile net income to net cash provided by operating activities:   
Depreciation and amortization79,303
 73,953
Noncash amortization of deferred financing costs1,900
 2,562
Noncash amortization of discounts on debt instruments935
 840
Noncash amortization of cash flow hedging instrument(120) —
Noncash share-based compensation975
 938
Provision for bad debt2,000
 1,510
Remeasurement of participating preferred shares(1,212) 5,410
Equity in net earnings of unconsolidated ventures(314) (295)
Net gain on sale of single-family properties and other(2,256) (2,026)
Loss on impairment of single-family properties700
 929
Net gain on resolutions of mortgage loans—
 (15)
Other changes in operating assets and liabilities:   
Rent and other receivables(3,886) (2,657)
Prepaid expenses and other assets(13,476) (8,356)
Deferred leasing costs(2,723) (1,482)
Accounts payable and accrued expenses29,150
 22,050
Amounts payable to affiliates(10) 4,880
Net cash provided by operating activities112,491
 110,037
    
Investing activities 
  
Cash paid for single-family properties(149,674) (73,622)
Change in escrow deposits for purchase of single-family properties(4,115) (1,072)
Net proceeds received from sales of single-family properties and other11,967
 31,306
Proceeds received from hurricane-related insurance claims4,000
 —
Collections from mortgage financing receivables—
 70
Distributions from joint ventures1,230
 1,192
Initial renovations to single-family properties(20,400) (7,677)
Recurring and other capital expenditures for single-family properties(11,167) (6,484)
Other purchases of productive assets(53,472) (13,710)
Net cash used for investing activities(221,631) (69,997)
    
Financing activities 
  
Proceeds from issuance of Class A common shares—
 350,612
Payments of Class A common share issuance costs—
 (236)
Repurchase of Class A common shares(34,969) —
Share-based compensation (payments) proceeds, net(414) 258
Payments on asset-backed securitizations(5,312) (6,231)
Proceeds from revolving credit facility100,000
 —
Payments on revolving credit facility(240,000) —
Proceeds from term loan facility—
 25,000
Payments on secured note payable(255) (245)
Proceeds from unsecured senior notes, net of discount497,210
 —
Settlement of cash flow hedging instrument9,628
 —
Distributions to noncontrolling interests(5,457) (2,779)
Distributions to common shareholders(14,337) (12,214)
Distributions to preferred shareholders(14,597) (13,587)
Deferred financing costs paid(5,025) —
Net cash provided by financing activities286,472
 340,578
    
Net increase in cash, cash equivalents and restricted cash177,332
 380,618
Cash, cash equivalents and restricted cash, beginning of period182,823
 250,241
Cash, cash equivalents and restricted cash, end of period (see Note 3)$360,155
 $630,859





American Homes 4 Rent
Condensed Consolidated Statements of Cash Flows (continued)
(Amounts in thousands)
(Unaudited)
For the Nine Months Ended
September 30,
20232022
Supplemental cash flow information  
Cash payments for interest, net of amounts capitalized$(102,920)$(89,400)
Supplemental schedule of noncash investing and financing activities  
Accrued property renovations and development expenditures$84,224 $65,586 
Transfers of completed homebuilding deliveries to properties514,180 335,684 
Property and land contributions to unconsolidated joint ventures(33,385)(35,849)
Property and land distributions from unconsolidated joint ventures— 8,397 
Noncash right-of-use assets obtained in exchange for operating lease liabilities551 3,885 
Accrued distributions to affiliates1,083 337 
Accrued distributions to non-affiliates138 114 
 For the Three Months Ended
March 31,
 2018 2017
Supplemental cash flow information 
  
Cash payments for interest, net of amounts capitalized$(22,690) $(28,487)
    
Supplemental schedule of noncash investing and financing activities 
  
Accounts payable and accrued expenses related to property acquisitions, renovations and construction$9,375
 $(951)
Transfers of completed homebuilding deliveries to properties$8,693
 $—
Note receivable related to a bulk sale of properties, net of discount$—
 $5,483
Accrued distributions to affiliates$(2,719) $—
Accrued distributions to non-affiliates$25
 $—


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


9



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

March 31, 2018 December 31, 2017September 30, 2023December 31, 2022
(Unaudited)  (Unaudited) 
Assets   Assets
Single-family properties:   Single-family properties:
Land$1,670,599
 $1,665,631
Land$2,225,477 $2,197,233 
Buildings and improvements7,286,264
 7,303,270
Buildings and improvements10,545,835 10,127,891 
Single-family properties held for sale, net201,693
 35,803
9,158,556
 9,004,704
Single-family properties in operationSingle-family properties in operation12,771,312 12,325,124 
Less: accumulated depreciation(989,476) (939,724)Less: accumulated depreciation(2,639,127)(2,386,452)
Single-family properties, net8,169,080
 8,064,980
Single-family properties in operation, netSingle-family properties in operation, net10,132,185 9,938,672 
Single-family properties under development and development landSingle-family properties under development and development land1,334,992 1,187,221 
Single-family properties and land held for sale, netSingle-family properties and land held for sale, net160,328 198,716 
Total real estate assets, netTotal real estate assets, net11,627,505 11,324,609 
Cash and cash equivalents203,883
 46,156
Cash and cash equivalents69,514 69,155 
Restricted cash156,272
 136,667
Restricted cash173,133 148,805 
Rent and other receivables, net28,115
 30,144
Rent and other receivablesRent and other receivables53,773 47,752 
Escrow deposits, prepaid expenses and other assets241,697
 171,851
Escrow deposits, prepaid expenses and other assets372,157 331,446 
Investments in unconsolidated joint venturesInvestments in unconsolidated joint ventures117,350 107,347 
Amounts due from affiliates25,676
 25,666
Amounts due from affiliates25,666 25,666 
Deferred costs and other intangibles, net13,031
 13,025
Goodwill120,279
 120,279
Goodwill120,279 120,279 
Total assets$8,958,033
 $8,608,768
Total assets$12,559,377 $12,175,059 
   
Liabilities   Liabilities
Revolving credit facility$—
 $140,000
Revolving credit facility$— $130,000 
Term loan facility, net198,132
 198,023
Asset-backed securitizations, net1,973,242
 1,977,308
Asset-backed securitizations, net1,876,087 1,890,842 
Unsecured senior notes, net492,282
 —
Unsecured senior notes, net2,498,959 2,495,156 
Exchangeable senior notes, net112,597
 111,697
Secured note payable48,604
 48,859
Accounts payable and accrued expenses262,267
 222,867
Accounts payable and accrued expenses633,795 484,403 
Amounts payable to affiliates2,001
 4,720
Participating preferred units derivative liability28,258
 29,470
Total liabilities3,117,383
 2,732,944
Total liabilities5,008,841 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 (285,004,736 and 286,749,712 units issued and outstanding at March 31, 2018, and December 31, 2017, respectively)4,205,283
 4,248,236
Preferred units (38,350,000 units issued and outstanding at March 31, 2018, and December 31, 2017)901,318
 901,318
Limited partners:   
Common units (55,350,153 units issued and outstanding at March 31, 2018, and December 31, 2017)725,901
 727,544
Common units (362,055,923 and 353,516,901 units issued and outstanding at September 30, 2023 and December 31, 2022, respectively)Common units (362,055,923 and 353,516,901 units issued and outstanding at September 30, 2023 and December 31, 2022, respectively)6,641,885 6,272,815 
Preferred units (9,200,000 units issued and outstanding at September 30, 2023 and December 31, 2022)Preferred units (9,200,000 units issued and outstanding at September 30, 2023 and December 31, 2022)221,840 221,840 
Limited partner:Limited partner:
Common units (51,376,980 units issued and outstanding at September 30, 2023 and December 31, 2022)Common units (51,376,980 units issued and outstanding at September 30, 2023 and December 31, 2022)685,708 678,477 
Accumulated other comprehensive income9,508
 75
Accumulated other comprehensive income1,103 1,526 
Total partners' capital5,842,010
 5,877,173
   
Noncontrolling interest(1,360) (1,349)
Total capital5,840,650
 5,875,824
Total capital7,550,536 7,174,658 
   
Total liabilities and capital$8,958,033
 $8,608,768
Total liabilities and capital$12,559,377 $12,175,059 


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



10



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,
For the Three Months Ended
March 31,		2023202220232022
2018 2017
Revenues:   
Rents from single-family properties$218,023
 $201,107
Fees from single-family properties2,833
 2,604
Tenant charge-backs35,807
 28,373
Other1,341
 1,670
Total revenues258,004
 233,754
Rents and other single-family property revenuesRents and other single-family property revenues$421,697 $391,627 $1,214,948 $1,109,608 
   
Expenses:   Expenses:
Property operating expenses100,987
 83,305
Property operating expenses167,041 152,065 456,662 414,978 
Property management expenses18,987
 17,478
Property management expenses30,785 29,739 92,251 84,541 
General and administrative expense9,231
 9,295
General and administrative expense18,336 16,986 56,128 53,115 
Interest expense29,301
 31,889
Interest expense34,381 36,254 105,107 98,622 
Acquisition fees and costs expensed1,311
 1,096
Acquisition and other transaction costsAcquisition and other transaction costs3,399 4,482 12,650 18,114 
Depreciation and amortization79,303
 73,953
Depreciation and amortization114,863 109,319 340,779 313,688 
Other827
 1,558
Hurricane-related charges, netHurricane-related charges, net— 6,133 — 6,133 
Total expenses239,947
 218,574
Total expenses368,805 354,978 1,063,577 989,191 
   
Gain on sale of single-family properties and other, net2,256
 2,026
Remeasurement of participating preferred units1,212
 (5,410)
Gain on sale and impairment of single-family properties and other, netGain on sale and impairment of single-family properties and other, net33,335 24,197 180,752 79,052 
Other income and expense, netOther income and expense, net1,865 819 9,082 6,765 
   
Net income21,525
 11,796
Net income88,092 61,665 341,205 206,234 
   
Noncontrolling interest(11) 38
Preferred distributions14,597
 13,587
Preferred distributions3,486 3,486 10,458 13,595 
Redemption of perpetual preferred unitsRedemption of perpetual preferred units— — — 5,276 
   
Net income (loss) attributable to common unitholders$6,939
 $(1,829)
Net income attributable to common unitholdersNet income attributable to common unitholders$84,606 $58,179 $330,747 $187,363 
   
Weighted-average common units outstanding:   Weighted-average common units outstanding:
Basic341,533,582
 299,947,328
Basic413,803,253 400,321,035 413,042,416 399,107,559 
Diluted342,078,016
 299,947,328
Diluted414,301,912 400,721,521 413,498,108 399,659,975 
   
Net income (loss) attributable to common unitholders per unit:   
Net income attributable to common unitholders per unit:Net income attributable to common unitholders per unit:
Basic$0.02
 $(0.01)Basic$0.20 $0.14 $0.80 $0.47 
Diluted$0.02
 $(0.01)Diluted$0.20 $0.14 $0.80 $0.47 

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





11



American Homes 4 Rent, L.P.
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,
2023202220232022
Net income$88,092 $61,665 $341,205 $206,234 
Other comprehensive loss:
Cash flow hedging instruments:
Reclassification adjustment for amortization of interest expense included in net income(142)(141)(423)(423)
Other comprehensive loss(142)(141)(423)(423)
Comprehensive income87,950 61,524 340,782 205,811 
Preferred distributions3,486 3,486 10,458 13,595 
Redemption of perpetual preferred units— — — 5,276 
Comprehensive income attributable to common unitholders$84,464 $58,038 $330,324 $186,940 
 For the Three Months Ended
March 31,
 2018 2017
Net income$21,525
 $11,796
Other comprehensive income (loss):   
Gain on cash flow hedging instruments:   
Gain on settlement of cash flow hedging instrument9,553
 —
Reclassification adjustment for amortization of interest expense included in net income(120) (28)
Gain on investment in equity securities:   
Reclassification adjustment for realized gain included in net income—
 (67)
Other comprehensive income (loss)9,433
 (95)
Comprehensive income30,958
 11,701
Comprehensive (loss) income attributable to noncontrolling interests(11) 38
Preferred distributions14,597
 13,587
Comprehensive income (loss) attributable to common unitholders$16,372
 $(1,924)

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



12



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 
Share-based compensation— 5,680 — — — — 5,680 
Common units issued under share-based compensation plans, net of units withheld for employee taxes112,966 1,076 — — — — 1,076 
Issuance of Class A common units5,000,000 185,632 — — — — 185,632 
Distributions to capital holders:
Preferred units (Note 10)— — (3,486)— — — (3,486)
Common units ($0.18 per unit)— (63,004)— — (9,248)— (72,252)
Net income— 50,715 3,486 — 7,464 — 61,665 
Total other comprehensive loss— — — — — (141)(141)
Balances at September 30, 2022353,444,535 $6,243,971 $221,840 51,376,980 $674,957 $1,667 $7,142,435 

13



 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, 2017286,749,712
 $4,248,236
 $901,318
 55,350,153
 $727,544
 $75
 $5,877,173
 $(1,349) $5,875,824
                  
Share-based compensation—
 975
 —
 —
 —
 —
 975
 —
 975
                  
Common units issued under share-based compensation plans, net of units withheld for employee taxes59,187
 (408) —
 —
 —
 —
 (408) —
 (408)
                  
Repurchase of Class A units(1,804,163) (34,969) —
 —
 —
 —
 (34,969) —
 (34,969)
                  
Distributions to capital holders:                 
Preferred units—
 —
 (14,597) —
 —
 —
 (14,597) —
 (14,597)
Common units—
 (14,365) —
 —
 (2,768) —
 (17,133) —
 (17,133)
                  
Net income—
 5,814
 14,597
 —
 1,125
 —
 21,536
 (11) 21,525
                  
Total other comprehensive income—
 —
 —
 —
 —
 9,433
 9,433
 —
 9,433
                  
Balances at March 31, 2018285,004,736
 $4,205,283
 $901,318
 55,350,153
 $725,901
 $9,508
 $5,842,010
 $(1,360) $5,840,650
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 
Share-based compensation— 6,416 — — — — 6,416 
Common units issued under share-based compensation plans, net of units withheld for employee taxes55,156 845 — — — — 845 
Distributions to capital holders:
Preferred units (Note 10)— — (3,486)— — — (3,486)
Common units ($0.22 per unit)— (80,131)— — (11,303)— (91,434)
Net income— 74,113 3,486 — 10,493 — 88,092 
Total other comprehensive loss— — — — — (142)(142)
Balances at September 30, 2023362,055,923 $6,641,885 $221,840 51,376,980 $685,708 $1,103 $7,550,536 

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



14



American Homes 4 Rent, L.P.
Condensed Consolidated Statements of Cash Flows
(Amounts in thousands)
(Unaudited)
For the Nine Months Ended
September 30,
20232022
Operating activities
Net income$341,205 $206,234 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization340,779 313,688 
Noncash amortization of deferred financing costs, debt discounts and cash flow hedging instruments9,193 8,588 
Noncash share-based compensation20,748 23,728 
Equity in net income of unconsolidated joint ventures(1,581)(3,135)
Return on investment from unconsolidated joint ventures1,788 4,777 
Gain on sale and impairment of single-family properties and other, net(180,752)(79,052)
Other changes in operating assets and liabilities:
Rent and other receivables(8,206)(10,789)
Prepaid expenses and other assets(3,606)3,572 
Deferred leasing costs(2,368)(1,868)
Accounts payable and accrued expenses104,670 134,237 
Amounts due from related parties1,504 (3,192)
Net cash provided by operating activities623,374 596,788 
Investing activities
Cash paid for single-family properties(5,862)(582,442)
Change in escrow deposits for purchase of single-family properties2,808 8,492 
Net proceeds received from sales of single-family properties and other384,343 163,295 
Proceeds received from storm-related insurance claims2,185 1,981 
Proceeds from notes receivable related to the sale of properties663 34,014 
Investment in unconsolidated joint ventures(12,519)(17,308)
Distributions from joint ventures34,352 58,160 
Renovations to single-family properties(23,886)(80,612)
Recurring and other capital expenditures for single-family properties(106,372)(98,763)
Cash paid for development activity(708,823)(707,764)
Cash paid for deposits on land option contracts(1,142)(10,686)
Other investing activities(31,063)(36,021)
Net cash used for investing activities(465,316)(1,267,654)
Financing activities
Proceeds from issuance of Class A common units298,372 561,472 
Payments of Class A common unit issuance costs— (200)
Redemption of perpetual preferred units— (155,000)
Proceeds from issuances under share-based compensation plans4,453 3,323 
Payments related to tax withholding for share-based compensation(3,842)(4,811)
Payments on asset-backed securitizations(18,533)(16,884)
Proceeds from revolving credit facility— 490,000 
Payments on revolving credit facility(130,000)(840,000)
Proceeds from unsecured senior notes, net of discount— 876,813 
Proceeds from liabilities related to consolidated land not owned— 60,217 
Distributions to common unitholders(273,363)(216,301)
Distributions to preferred unitholders(10,458)(13,595)
Deferred financing costs paid— (8,215)
Net cash (used for) provided by financing activities(133,371)736,819 
Net increase in cash, cash equivalents and restricted cash24,687 65,953 
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)$242,647 $257,720 

15
 For the Three Months Ended
March 31,
 2018 2017
Operating activities   
Net income$21,525
 $11,796
Adjustments to reconcile net income to net cash provided by operating activities:   
Depreciation and amortization79,303
 73,953
Noncash amortization of deferred financing costs1,900
 2,562
Noncash amortization of discounts on debt instruments935
 840
Noncash amortization of cash flow hedging instrument(120) —
Noncash share-based compensation975
 938
Provision for bad debt2,000
 1,510
Remeasurement of participating preferred units(1,212) 5,410
Equity in net earnings of unconsolidated ventures(314) (295)
Net gain on sale of single-family properties and other(2,256) (2,026)
Loss on impairment of single-family properties700
 929
Net gain on resolutions of mortgage loans—
 (15)
Other changes in operating assets and liabilities:   
Rent and other receivables(3,886) (2,657)
Prepaid expenses and other assets(13,476) (8,356)
Deferred leasing costs(2,723) (1,482)
Accounts payable and accrued expenses29,150
 22,050
Amounts payable to affiliates(10) 4,880
Net cash provided by operating activities112,491
 110,037
    
Investing activities   
Cash paid for single-family properties(149,674) (73,622)
Change in escrow deposits for purchase of single-family properties(4,115) (1,072)
Net proceeds received from sales of single-family properties and other11,967
 31,306
Proceeds received from hurricane-related insurance claims4,000
 —
Collections from mortgage financing receivables—
 70
Distributions from joint ventures1,230
 1,192
Initial renovations to single-family properties(20,400) (7,677)
Recurring and other capital expenditures for single-family properties(11,167) (6,484)
Other purchases of productive assets(53,472) (13,710)
Net cash used for investing activities(221,631) (69,997)
    
Financing activities   
Proceeds from issuance of Class A units—
 350,612
Payments of Class A unit issuance costs—
 (236)
Repurchase of Class A units(34,969) —
Share-based compensation (payments) proceeds, net(414) 258
Payments on asset-backed securitizations(5,312) (6,231)
Proceeds from revolving credit facility100,000
 —
Payments on revolving credit facility(240,000) —
Proceeds from term loan facility—
 25,000
Payments on secured note payable(255) (245)
Proceeds from unsecured senior notes, net of discount497,210
 —
Settlement of cash flow hedging instrument9,628
 —
Distributions to common unitholders(19,794) (14,993)
Distributions to preferred unitholders(14,597) (13,587)
Deferred financing costs paid(5,025) —
Net cash provided by financing activities286,472
 340,578
    
Net increase in cash, cash equivalents and restricted cash177,332
 380,618
Cash, cash equivalents and restricted cash, beginning of period182,823
 250,241
Cash, cash equivalents and restricted cash, end of period (see Note 3)$360,155
 $630,859





American Homes 4 Rent, L.P.
Condensed Consolidated Statements of Cash Flows (continued)
(Amounts in thousands)
(Unaudited)
For the Nine Months Ended
September 30,
20232022
Supplemental cash flow information
Cash payments for interest, net of amounts capitalized$(102,920)$(89,400)
Supplemental schedule of noncash investing and financing activities
Accrued property renovations and development expenditures$84,224 $65,586 
Transfers of completed homebuilding deliveries to properties514,180 335,684 
Property and land contributions to unconsolidated joint ventures(33,385)(35,849)
Property and land distributions from unconsolidated joint ventures— 8,397 
Noncash right-of-use assets obtained in exchange for operating lease liabilities551 3,885 
Accrued distributions to affiliates1,083 337 
Accrued distributions to non-affiliates138 114 
 For the Three Months Ended
March 31,
 2018 2017
Supplemental cash flow information   
Cash payments for interest, net of amounts capitalized$(22,690) $(28,487)
    
Supplemental schedule of noncash investing and financing activities   
Accounts payable and accrued expenses related to property acquisitions, renovations and construction$9,375
 $(951)
Transfers of completed homebuilding deliveries to properties$8,693
 $—
Note receivable related to a bulk sale of properties, net of discount$—
 $5,483
Accrued distributions to affiliates$(2,719) $—
Accrued distributions to non-affiliates$25
 $—


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



16



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 March 31, 2018,September 30, 2023, the Company held 51,84059,092 single-family properties in 2221 states, including 1,892 properties identified as part of the Company's disposition program, comprised of 1,318700 properties classified as held for sale and 574 properties identified for future sale.


AH4RAMH is the general partner of, and as of March 31, 2018,September 30, 2023 owned an approximate 83.7%approximately 87.6% of the common partnership interest in, the Operating Partnership withPartnership. The remaining 12.4% of the remaining 16.3% 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 OP units.


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. The condensed consolidated financial statements of the Operating Partnership include the accounts of the Operating Partnership and its consolidated subsidiaries. Intercompany accounts and transactions have been eliminated. The Company consolidates real estate partnerships and other entities that are not variable interest entities (“VIEs”) when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to control the entity. The Company consolidates VIEs in accordance with Accounting Standards Codification (“ASC”) No. 810, Consolidation, if it is the primary beneficiary of the VIE as determined by its power to direct the VIE’s activities and the obligation to absorb its losses or the right to receive its benefits, which are potentially significant to the VIE. Entities for which the Company owns an interest, but does not consolidate, are accounted for under the equity method of accounting as an investment in unconsolidated subsidiary and are included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets. The ownership interest in a consolidated subsidiary of the Company held by outside parties is 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, 2017.2022. 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, 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.


There have been no changes to our significant accounting policies that have had a material impact on our

17



Principles of Consolidation

The condensed consolidated financial statements present the accounts of both (i) the Company, which include AMH, the Operating Partnership and related notes, comparedtheir 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 Accounting Standards Codification (“ASC”) 810, Consolidation (“ASC 810”), when it owns, directly or indirectly, a majority interest in the entity or is otherwise able to those policies disclosedcontrol the entity. Entities that are not VIEs and for which the Company owns an interest and has the ability to exercise significant influence but does not control are accounted for under the equity method of accounting as an investment in our Annual Report on Form 10-K for the fiscal year ended December 31, 2017. Therefore, notes toan unconsolidated entity and are included in investments in unconsolidated joint ventures within the condensed consolidated financial statements that would substantially duplicate the disclosures contained in our most recent audited consolidated financial statements have been omitted.balance sheets.


Recent Accounting Pronouncements

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 is 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. The Company adopted this guidance effective January 1, 2018. The adoptionconsolidates VIEs in accordance with ASC 810 if it is the primary beneficiary of this guidance did not have a material impact on our financial statements.

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326),VIE as determined by its power to amenddirect the accounting for creditVIE’s activities and the obligation to absorb its losses for certain financial instruments by requiring companiesor the right to recognize an estimate of expected credit losses as an allowance in orderreceive its benefits, which are potentially significant 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.VIE. The Company is currently assessingholds investments in venture capital funds and deposits with land banking entities that we determined are VIEs. As the impact of the guidance on our financial statements.

In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which sets forth principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessors and lessees). Lessor accounting will remain similar to lessor accounting under previous guidance, while aligning with the FASB's new revenue recognition guidance for non-lease components. The new guidance will require lessees to recognize right-of-use assets and lease liabilities on the balance sheet for the rights and obligations created by all leases with terms of more than one year. 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 does not anticipate significant changescontrol 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 accounting for our residential operating leases for which weunconsolidated venture capital funds are the lessor, as our leases generally do not have terms of more than one year. As part of our operations, we lease office space for our corporate and property management offices under non-cancelable operating lease agreements for which we are the lessee. We anticipate that the adoption of this guidance will require us to recognize a right-of-use asset and corresponding lease liability for these office leases. 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 is effective for the Company for annual reporting periods beginning after December 15, 2017, and for interim periods within those annual periods. The Company adopted this guidance effective January 1, 2018. The adoption of this guidance did not have a material impact on our financial statements.

In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers(Topic 606), which provides guidance on revenue recognition and supersedes the revenue recognition requirements in Topic 605, Revenue Recognition, most industry-specific guidance and some cost guidance included in Subtopic 605-35, “Revenue Recognition-Construction-Type and Production-Type Contracts.” The standard’s core principle is that a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. In doing so, companies will need to use more judgment and make more estimates than under current guidance. These judgments 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 continue 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 adoptionequity method of ASU 2016-02 beginning January 1, 2019. Based on our assessment,accounting and included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets. As of September 30, 2023, the carrying value of the investments in these venture capital funds was $13.3 million and the Company’s current accounting policies for these non-lease componentsmaximum exposure to loss was $16.1 million, which includes all future capital funding requirements.

The deposits with land banking entities are alignedheld at cost and included in escrow deposits, prepaid expenses and other assets within the condensed consolidated balance sheets. As of September 30, 2023, the carrying value of the deposits with the revenue recognition principles prescribed by the new guidance. Therefore, the new standard did not ultimately change the amount or timing of our revenue recognition. As part of ASU No. 2014-09, the FASB issued consequential amendments to other sections, eliminating ASC 360-20, Real Estate Salesland banking entities 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 salesmaximum exposure to customers versus noncustomers, with the exception of the presentation of comprehensive income (revenue and expense when sales to customers or gains and losses when sales to noncustomers). The Company adopted the new revenue recognition guidance using the modified retrospective approach, effective January 1, 2018. We evaluated the revenue recognition for our contracts under existing accounting standards and under the new revenue recognition ASU and determined that there were no differences in the amounts or timing of recognition. Therefore, the adoption of this ASU did not result in an adjustment to our retained earnings on January 1, 2018.loss was $15.7 million.


In February 2018, the FASB issued ASU No. 2018-03, Recognition and Measurement of Financial Assets and Financial Liabilities, which retained the current framework for accounting for financial instruments in GAAP but made targeted improvements to address certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. The guidance will be effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years beginning after June 15, 2018. The Company is currently assessing the impact of the guidance 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, cash reserves in accordance with certain loan 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 March 31, 2018 and 2017:(amounts in thousands):
September 30,December 31,
2023202220222021
Cash and cash equivalents$69,514 $97,244 $69,155 $48,198 
Restricted cash173,133 160,476 148,805 143,569 
Total cash, cash equivalents and restricted cash$242,647 $257,720 $217,960 $191,767 


18
 March 31, 2018 March 31, 2017
Balance Sheet:   
Cash and cash equivalents$203,883
 $495,802
Restricted cash156,272
 135,057
Statement of Cash Flows:   
Cash, cash equivalents and restricted cash$360,155
 $630,859





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 March 31, 2018,September 30, 2023 and December 31, 2017 (in thousands, except property data)2022 (amounts in thousands):
September 30, 2023December 31, 2022
Occupied single-family properties$9,627,171 $9,419,098 
Single-family properties leased, not yet occupied60,392 52,325 
Single-family properties in turnover process320,204 281,356 
Single-family properties recently renovated or developed121,775 182,336 
Single-family properties newly acquired and under renovation2,643 3,557 
Single-family properties in operation, net10,132,185 9,938,672 
Development land575,514 631,539 
Single-family properties under development759,478 555,682 
Single-family properties and land held for sale, net160,328 198,716 
Total real estate assets, net$11,627,505 $11,324,609 
 March 31, 2018
 Number of
properties		 Net book
value
Leased single-family properties47,677
 $7,455,093
Single-family properties being renovated503
 124,233
Single-family properties being prepared for re-lease289
 37,630
Vacant single-family properties available for lease1,479
 262,429
Single-family properties held for sale, net1,318
 201,693
Single-family properties identified for future sale574
 88,002
Total51,840
 $8,169,080
 December 31, 2017
 Number of
properties		 Net book
value
Leased single-family properties46,996
 $7,284,708
Single-family properties being renovated980
 225,194
Single-family properties being prepared for re-lease372
 47,994
Vacant single-family properties available for lease2,581
 471,281
Single-family properties held for sale, net310
 35,803
Total51,239
 $8,064,980

Single-family properties, net as of March 31, 2018, and December 31, 2017, included $4.7 million and $44.2 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 $75.4$109.6 million and $68.7$105.1 million for the three months ended March 31, 2018September 30, 2023 and 2017,2022, respectively, and $325.7 million and $301.9 million for the nine months ended September 30, 2023 and 2022, respectively.


DuringThe following table summarizes the Company’s dispositions of single-family properties and land for the three and nine months ended March 31, 2018, the Company sold 103 homes, which generated totalSeptember 30, 2023 and 2022 (amounts in thousands, except property data):
For the Three Months Ended
September 30,		For the Nine Months Ended
September 30,
2023202220232022
Single-family properties:
Properties sold224 164 1,305 530 
Net proceeds (1)
$71,664 $49,096 $382,043 $160,156 
Net gain on sale$35,453 $24,501 $183,778 $82,193 
Land:
Net proceeds$801 $1,197 $2,300 $3,139 
Net gain on sale$195 $70 $364 $496 
(1)Net proceeds are net proceeds of $11.5 million and resulted in a net gain on sale of $2.1 million, and sold land, which generated total net proceeds of $0.5 million and resulted in a net gain on sale of $0.1 million. During the three months ended March 31, 2017, the Company sold 504 homes, which generated total net proceeds of $24.0 million, which includes a $7.0 million note receivable, before a $1.5 million discount, and resulted in a net loss on sale of $1.0 million.deductions for working capital prorations.


Note 5. Rent and Other Receivables Net

Included in rents and other single-family property revenues are variable lease payments for tenant charge-backs, which primarily relate to cost recoveries on utilities, and variable lease payments for fees from single-family properties. Variable lease payments for tenant charge-backs were $65.8 million and $62.0 million for the three months ended September 30, 2023 and 2022, respectively, and $167.0 million and $157.4 million for the nine months ended September 30, 2023 and 2022, respectively. Variable lease payments for fees from single-family properties were $8.0 million and $7.0 million for the three months ended September 30, 2023 and 2022, respectively, and $22.9 million and $20.0 million for the nine months ended September 30, 2023 and 2022, respectively.

The Company generally rents its single-family properties under non-cancelable lease agreements with a term of one year. The following table summarizes future minimum rental revenues under existing leases on our properties as of September 30, 2023 (amounts in thousands):
September 30, 2023
Remaining 2023$310,113 
2024491,374 
202512,764 
202626 
202726 
Thereafter19 
Total$814,322 


19



As of September 30, 2023 and December 31, 2022, rent and other receivables net is an allowance for doubtful accounts of $10.8included $1.9 million and $10.4$5.0 million, asrespectively, of March 31, 2018, and December 31, 2017, respectively. Also included in rent and other receivables, net, is $4.9 million of hurricane-related insurance claims receivablereceivables related to Hurricane Ian and $0.2 million of non-tenant receivables as of March 31, 2018, compared to $8.9 million of hurricane-related insurance claims receivable and $1.2 million of non-tenant receivables as of December 31, 2017.Winter Storm Elliott.


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 March 31, 2018,September 30, 2023 and December 31, 2017 (in2022 (amounts in thousands):
September 30, 2023December 31, 2022
Consolidated land not owned$132,892 $108,114 
Escrow deposits, prepaid expenses and other116,355 105,811 
Commercial real estate, software, vehicles and FF&E, net95,676 85,772 
Operating lease right-of-use assets17,145 19,129 
Deferred costs and other intangibles, net8,369 10,237 
Notes receivable, net1,720 2,383 
Total$372,157 $331,446 
 March 31, 2018 December 31, 2017
Escrow deposits, prepaid expenses and other$49,628
 $33,964
Investments in joint ventures41,425
 42,341
Commercial real estate, vehicles and FF&E, net45,168
 43,608
Land held for development70,023
 39,079
Homebuilding construction in progress35,463
 12,859
Total$241,707
 $171,851


Depreciation expense related to commercial real estate, software, vehicles and furniture, fixtures and equipment (“FF&E”), net was $4.5 million and $3.5 million for the three months ended September 30, 2023 and 2022, respectively, and $12.9 million and $9.6 million for the nine months ended September 30, 2023 and 2022, respectively.

Note 7. Deferred Costs and Other Intangibles, Net

Deferred costs and other intangibles, net consisted of the following as of March 31, 2018,September 30, 2023 and December 31, 2017 (in2022 (amounts in thousands):
 September 30, 2023December 31, 2022
Deferred leasing costs$3,072 $2,375 
Deferred financing costs22,491 22,491 
 25,563 24,866 
Less: accumulated amortization(17,194)(14,629)
Total$8,369 $10,237 
 March 31, 2018 December 31, 2017
Deferred leasing costs$9,753
 $7,030
Deferred financing costs11,244
 11,244
Intangible assets: 
  
Value of in-place leases179
 179
Trademark—
 3,100
Database2,100
 2,100
 23,276
 23,653
Less: accumulated amortization(10,245) (10,628)
Total$13,031
 $13,025


Amortization expense related to deferred leasing costs the value of in-place leases, trademark was $0.8 millionand database was $2.2 million and $2.9$0.7 million for the three months ended March 31, 2018September 30, 2023 and 2017,2022, respectively, which has beenand $2.2 million for both the nine months ended September 30, 2023 and 2022, and 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$0.7 million and $0.4 million for both the three months ended March 31, 2018September 30, 2023 and 2017,2022, and $2.0 million and $2.1 million for the nine months ended September 30, 2023 and 2022, respectively, which has beenand is included in gross interest, prior to interest capitalization (see Note 8)8. Debt).

The following table sets forth the estimated annual amortization expense related to deferred costs and other intangibles, net as of March 31, 2018,September 30, 2023 for future periods (in(amounts in thousands):
Deferred
Leasing Costs		Deferred
Financing Costs		Total
Remaining 2023$583 $686 $1,269 
2024864 2,730 3,594 
2025— 2,722 2,722 
2026— 784 784 
Total$1,447 $6,922 $8,369 

Note 7. Investments in Unconsolidated Joint Ventures

As of September 30, 2023, the Company held 20% ownership interests in four 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.


20



Year Deferred
Leasing Costs		 Deferred
Financing Costs		 Value of
In-place Leases		 Database
Remaining 2018 $3,751
 $1,479
 $6
 $225
2019 272
 1,964
 2
 300
2020 —
 1,969
 —
 132
2021 —
 1,964
 —
 —
2022 —
 967
 —
 —
Total $4,023
 $8,343
 $8
 $657
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 (“J.P. Morgan JV I”) during the first quarter of 2020 focused on constructing and operating newly built rental homes. During the first quarter of 2023, the parties to J.P. Morgan JV I 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 (“J.P. Morgan JV II”) 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 September 30, 2023 and December 31, 2022 (amounts in thousands, except percentages and property data):
Joint Venture Description% Ownership at
September 30, 2023		Completed Homes at
September 30, 2023		Balances at
September 30, 2023		Balances at
December 31, 2022
Alaska JV20 %223 $17,683 $18,890 
Institutional Investor JV20 %1,015 15,655 16,567 
J.P. Morgan JV I20 %1,698 75,776 71,890 
J.P. Morgan JV II20 %— 8,236 — 
2,936 $117,350 $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 $1.5 million and $3.8 million for the three months ended September 30, 2023 and 2022, respectively, and $7.7 million and $10.2 million for the nine months ended September 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, J.P. Morgan JV I 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 September 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 September 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 I and Institutional Investor JV loans that may become a liability for us upon a voluntary bankruptcy filing by the joint ventures or the occurrence of other actions such as fraud or a material misrepresentation by us or the joint ventures. 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.


21



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 March 31, 2018,September 30, 2023 and December 31, 2017 (in2022 (amounts in thousands):
     Outstanding Principal Balance
 Interest Rate (1) Maturity Date March 31, 2018 December 31, 2017
AH4R 2014-SFR2 securitization4.42% October 9, 2024 $495,043
 $496,326
AH4R 2014-SFR3 securitization4.40% December 9, 2024 510,721
 512,041
AH4R 2015-SFR1 securitization (2)4.14% April 9, 2045 536,341
 537,723
AH4R 2015-SFR2 securitization (3)4.36% October 9, 2045 465,940
 467,267
Total asset-backed securitizations    2,008,045
 2,013,357
Unsecured senior notes (4)4.08% February 15, 2028 500,000
 —
Exchangeable senior notes3.25% November 15, 2018 115,000
 115,000
Secured note payable4.06% July 1, 2019 48,604
 48,859
Revolving credit facility (5)3.08% June 30, 2022 —
 140,000
Term loan facility (6)3.23% June 30, 2022 200,000
 200,000
Total debt (7)    2,871,649
 2,517,216
Unamortized discounts on unsecured and exchangeable senior notes    (3,412) (895)
Equity component of exchangeable senior notes    (1,746) (2,408)
Deferred financing costs, net (8)    (41,634) (38,026)
Total debt per balance sheet    $2,824,857
 $2,475,887
(1)Interest rates are as of March 31, 2018. Unless otherwise stated, interest rates are fixed percentages.
(2)The AH4R 2015-SFR1 securitization has a maturity date of April 9, 2045, with an anticipated repayment date of April 9, 2025.
(3)The AH4R 2015-SFR2 securitization has a maturity date of October 9, 2045, with an anticipated repayment date of October 9, 2025.
(4)The stated interest rate on the unsecured senior notes is 4.25%, which was effectively hedged to yield an interest rate of 4.08%.
(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 March 31, 2018, 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 March 31, 2018, plus 1-month LIBOR.
(7)The Company was in compliance with all debt covenants associated with its asset-backed securitizations, unsecured senior notes, secured note payable, revolving credit facility and term loan facility as of March 31, 2018, and December 31, 2017.
(8)Deferred financing costs relate to our asset-backed securitizations, term loan facility and unsecured senior notes. Amortization of deferred financing costs was $1.4 million and $2.2 million for the three months ended March 31, 2018 and 2017, respectively, which has been included in gross interest, prior to interest capitalization.
   Outstanding Principal Balance
 
Interest Rate (1)
Maturity DateSeptember 30, 2023December 31, 2022
AMH 2014-SFR2 securitization4.42%October 9, 2024$463,199 $468,138 
AMH 2014-SFR3 securitization4.40%December 9, 2024478,612 482,964 
AMH 2015-SFR1 securitization (2)
4.14%April 9, 2045503,681 508,672 
AMH 2015-SFR2 securitization (3)
4.36%October 9, 2045437,603 441,854 
Total asset-backed securitizations  1,883,095 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)
6.31%April 15, 2026— 130,000 
Total debt  4,433,095 4,581,628 
Unamortized discounts on unsecured senior notes(33,759)(36,099)
Deferred financing costs, net (7)
(24,290)(29,531)
Total debt per balance sheet$4,375,046 $4,515,998 

(1)Interest rates are rounded and as of September 30, 2023. Unless otherwise stated, interest rates are fixed percentages.
(2)The AMH 2015-SFR1 securitization has an anticipated repayment date of April 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 $2.7 million and $4.0 million committed to outstanding letters of credit that reduced our borrowing capacity as of September 30, 2023 and December 31, 2022, respectively. During the second quarter of 2023, the Company amended its revolving credit facility in connection with the transition from the London Inter-Bank Offered Rate to the SOFR. The revolving credit facility bears interest at SOFR, as adjusted for the Company’s SOFR spread, plus 0.90% as of September 30, 2023.
(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 $1.7 million and $1.8 million for the three months ended September 30, 2023 and 2022, respectively, and $5.2 million and $5.1 million for the nine months ended September 30, 2023 and 2022, respectively, and is included in gross interest, prior to interest capitalization.

Debt Maturities

The following table summarizes the contractual maturities of the Company'sCompany’s principal debt balances on a fully extended basis as of March 31, 2018 (inSeptember 30, 2023 (amounts in thousands):
Debt Maturities
Remaining 2023$5,179 
2024949,510 
202510,302 
202610,302 
202710,302 
Thereafter3,447,500 
Total debt$4,433,095 


22
Remaining 2018$131,290
201968,564
202020,714
202120,714
2022220,714
Thereafter2,409,653
Total debt2,871,649
Unamortized discounts and deferred financing costs (1)(46,792)
Total debt per balance sheet$2,824,857
(1)Includes the unamortized discounts on the unsecured and exchangeable senior notes, the equity component of the exchangeable senior notes and deferred financing costs, net.

Unsecured Senior Notes


In February 2018, the Operating Partnership issued $500.0 million of 4.25% unsecured senior notes with a maturity date of February 15, 2028 (the "2028 Notes"). Interest on the 2028 Notes is payable semi-annually in arrears on February 15 and August 15 of each year, commencing on August 15, 2018. The Operating Partnership received net proceeds of $494.0 million from this issuance, after underwriting fees of approximately $3.2 million and a $2.8 million discount, and before estimated offering costs of $1.8 million. The Operating Partnership intends to use the net proceeds from this issuance for general corporate purposes, including, without limitation, acquisitions of additional properties, the repayment of outstanding indebtedness, capital expenditures, the expansion, redevelopment and/or improvement of our properties, working capital and other general purposes, including repurchases of securities. The 2028 Notes are the Operating Partnership's unsecured and unsubordinated obligation and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness. The Operating Partnership may redeem the 2028 Notes at any time, in whole or in part, at the applicable redemption price specified in the Indenture with respect to the 2028 Notes. If the 2028 Notes are redeemed on or after November 15, 2027 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the 2028 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. The 2028 Notes have been initially guaranteed by American Residential Properties OP, L.P., (the “Guarantor Subsidiary”), a 100% owned subsidiary of the Operating Partnership, but such guarantee will be automatically released at the time that the Guarantor Subsidiary no longer guarantees our credit facility. Including the effect of a cash flow hedging instrument settled in February 2018 (see Note 13), the 2028 Notes yield an effective interest rate of 4.08%.

Exchangeable Senior Notes, Net

The exchangeable senior notes, which were assumed in connection with the Company's merger (the "ARPI Merger") with American Residential Properties, Inc. ("ARPI") during 2016, 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 March 31, 2018, was 55.4118 of the Company's Class A common shares per $1,000 principal amount of the notes. The exchange rate is adjusted based on the Company's Class A common share price and distributions to common shareholders.


Interest Expense

The following table displayssummarizes 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 unsecured senior notes, and the fair value of the exchange settlement feature of the exchangeable senior notes, and(ii) capitalized interest for the three and nine months ended March 31, 2018September 30, 2023 and 2017 (in2022 (amounts in thousands):
 For the Three Months Ended
September 30,		For the Nine Months Ended
September 30,
 2023202220232022
Gross interest cost$48,551 $49,115 $146,098 $138,037 
Capitalized interest(14,170)(12,861)(40,991)(39,415)
Interest expense$34,381 $36,254 $105,107 $98,622 

 For the Three Months Ended
 March 31, 2018 March 31, 2017
Gross interest$31,737
 $32,492
Capitalized interest(2,436) (603)
Interest expense$29,301
 $31,889

Note 9. Accounts Payable and Accrued Expenses

The following table summarizes accounts payable and accrued expenses as of March 31, 2018,September 30, 2023 and December 31, 2017 (in2022 (amounts in thousands):
September 30, 2023December 31, 2022
Accrued property taxes$165,391 $51,586 
Resident security deposits121,796 119,386 
Accrued construction and maintenance liabilities109,413 86,775 
Liability for consolidated land not owned94,251 69,434 
Accrued interest33,120 40,126 
Prepaid rent24,050 26,922 
Operating lease liabilities18,815 20,755 
Accounts payable6,068 5,719 
Other accrued liabilities60,891 63,700 
Total$633,795 $484,403 

 March 31, 2018 December 31, 2017
Accounts payable$272
 $1,726
Accrued property taxes67,190
 47,765
Other accrued liabilities37,023
 31,788
Accrued distribution payable27,006
 26,982
Accrued construction and maintenance liabilities29,173
 17,928
Resident security deposits80,156
 75,951
Prepaid rent21,447
 20,727
Total$262,267
 $222,867
Note 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 2022, the Company completed an underwritten public offering for 23,000,000 of its Class A common shares of beneficial interest, $0.01 par value per share, of 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 the 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, 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,
During the second quarter of 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"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

23



improvement of 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 three months ended March 31, 2017, the Company issued and sold 0.6 million Class A common shares under the Original At-the-Market Program for gross proceeds of $14.3 million, or $22.72 per share, and net proceeds of $14.1 million, after commissions and other expenses of approximately $0.2 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. The Original At-the-Market Program was replaced in August 2017 with an at-the-market common share offering program with a $500.0 million capacity with the same terms (the "At-the-Market Program"). As of March 31, 2018,September 30, 2023, no shares have been issued under the June 2023 At-the-Market Program and $500.0 million$1.0 billion remained available for future share issuances.


Share Repurchase Program


In February 2018, the Company'sThe Company’s board of trustees re-authorizedauthorized the establishment of our existing share repurchase program authorizingfor the repurchase of up to $300.0$300.0 million of our outstanding Class A common shares and up to $250.0$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 threenine months ended March 31, 2018, the Company repurchasedSeptember 30, 2023 and retired 1.8 million of our Class A common shares on a settlement date basis, in accordance with the program, at a weighted-average price of $19.36 per share and a total price of $34.9 million. We2022, we did not repurchase and retire any of our Class A common shares during the three months ended March 31, 2017.

or preferred shares. As of March 31, 2018,September 30, 2023, we had a remaining repurchase authorization of up 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.


Perpetual Preferred Shares

As of March 31, 2018,September 30, 2023 and December 31, 2017,2022, the Company had the following series of perpetual preferred shares outstanding (in(amounts in thousands, except share data):
September 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 
        March 31, 2018 December 31, 2017
Series Issuance Date Earliest Redemption Date Dividend Rate Outstanding Shares Current Liquidation Value (1) Outstanding Shares Current Liquidation Value (1)
Series C participating preferred shares (2) 5/2/2014 3/31/2018 5.500% 7,600,000
 $219,238
 7,600,000
 $218,236
Series D perpetual preferred shares 5/24/2016 5/24/2021 6.500% 10,750,000
 268,750
 10,750,000
 268,750
Series E perpetual preferred shares 6/29/2016 6/29/2021 6.350% 9,200,000
 230,000
 9,200,000
 230,000
Series F perpetual preferred shares 4/24/2017 4/24/2022 5.875% 6,200,000
 155,000
 6,200,000
 155,000
Series G perpetual preferred shares 7/17/2017 7/17/2022 5.875% 4,600,000
 115,000
 4,600,000
 115,000
Total preferred shares       38,350,000
 $987,988
 38,350,000
 $986,986
(1)Liquidation value for the Series C participating preferred shares reflects initial liquidation value of $25.00 per share, 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
(2)All of the outstanding Series C participating preferred shares were converted into 10,848,827 Class A common shares on April 5, 2018, based on a conversion ratio of 1.4275 common shares per preferred share in accordance with the conversion terms in the Articles Supplementary.

Redemption of Series C Participating Preferred Shares

On April 5, 2018, the Company redeemed all 7,600,000 shares of the outstanding 5.5% Series C participating preferred shares through a conversion of those 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 10,848,827 Class A common shares issued from the conversion, based on a conversion ratio of 1.4275 Class A common shares issued per Series C participating preferred share. The Operating Partnership also redeemed its corresponding Series C participating preferred units through a conversion into Class A units on April 5, 2018. The conversion ratio was calculated by dividing (1) the initial liquidation preference on the Series C 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 (adjusted for a maximum 9.0% internal rate of return), plus unaccrued dividends by (2) the one-day volume weighted-average price (“VWAP”) of the Company’s Class A common shares on March 29, 2018, the date the Company delivered the required notice of redemption. As a result of the redemption, the Company will record a $32.2 million allocation of income to the Series C participating preferred shareholders in the second quarter of 2018, which represents the initial liquidation value of the Series C participating preferred shares in excess of the original equity carrying value of the Series C participating preferred shares as of the redemption date. The original equity carrying value of the Series C participating preferred shares was net of the initial bifurcated home price appreciation derivative liability and offering costs.


Distributions

During the quarter ended March 31, 2018, the Company'sThe Company’s board of trustees declared the following distributions that totaled $0.05 per share onduring the Company's Class A and Class B common shares, $0.34 on the Company's 5.5% Series C participating preferred shares, $0.41 on the Company's 6.5% Series D perpetual preferred shares, $0.40 on the Company's 6.35% Series E perpetual preferred shares, $0.37 on the Company's 5.875% Series F perpetual preferred shares and $0.37 on the Company's 5.875% Series G perpetual preferred shares. During the quarter ended March 31, 2017, the Company's board of trustees declared distributions that totaled $0.05 per share on the Company's Class A and Class B common shares, $0.31 on the Company's5.0% Series A participating preferred shares, $0.31 on the Company's5.0% Series B participating preferred shares, $0.34 on the Company's5.5% Series C participating preferred shares, $0.41 on the Company's 6.5% Series D perpetual preferred shares and $0.40 on the Company's 6.35% Series E perpetual preferred shares.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
SecuritySeptember 30,
2023		June 30,
2023		March 31,
2023		September 30,
2022		June 30,
2022		March 31,
2022
Class A and Class B common shares$0.22 $0.22 $0.22 $0.18 $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 0.37 0.37 
6.250% Series H perpetual preferred shares0.39 0.39 0.39 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 LLC"LLC”) members in units in the Operating Partnership. Former AH LLC members owned 54,276,644,50,779,990, or approximately 16.0%12.3% and 15.9%12.5%, of the total 340,354,889413,432,903 and 342,099,865404,893,881 Class A units in the Operating Partnership as of March 31, 2018,September 30, 2023 and December 31, 2017,2022, respectively. Noncontrolling interest also includes interests held

by non-affiliates in Class A units in the Operating Partnership. Non-affiliate Class A unitholders owned 1,073,509,596,990, or approximately 0.3%0.1% and 0.2%, of the total 340,354,889413,432,903 and 342,099,865404,893,881 Class A units in the Operating Partnership as of March 31, 2018,September 30, 2023 and December 31, 2017,2022, 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 months ended March 31, 2018 and 2017 (in thousands):
 For the Three Months Ended
 March 31, 2018 March 31, 2017
Net income (loss) allocated to Class A units$1,125
 $(339)
Net (loss) income allocated to noncontrolling interest in a consolidated subsidiary(11) 38
 $1,114
 $(301)
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

24



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 threenine months ended March 31, 2018September 30, 2023 and 2017,2022 generally vest over a three-year service period. RSUs granted to non-management trustees during the Companynine months ended September 30, 2023 and 2022 vest over a one-year service period.

Performance-based restricted share units (“PSUs”) granted stock options for 140,000 and 385,200 Class A common shares, respectively, and 304,400 and 174,000 restricted stock units, respectively, to certain senior employees during the nine months ended September 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 threenine months ended MarchSeptember 30, 2023 and January 1, 2022 through December 31, 20182024 for PSUs granted during the nine months ended September 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 2017,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 over four years,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 options expire 10 years fromresulting compensation cost is amortized over the 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 threenine months ended March 31, 2018September 30, 2023 and 2017:2022:
For the Nine Months Ended
September 30,
 20232022
Options outstanding at beginning of period730,550 824,300 
Granted— — 
Exercised(182,875)(63,750)
Forfeited— — 
Options outstanding at end of period547,675 760,550 
Options exercisable at end of period547,675 755,550 
 Shares Weighted-
Average
Exercise Price		 Weighted-
Average
Remaining
Contractual 
Life (in years)		 Aggregate
Intrinsic
Value (1)
(in thousands)
Options outstanding at January 1, 20172,826,500
 $15.69
 7.6 $14,956
Granted385,200
 23.38
    
Exercised(16,000) 16.07
   117
Forfeited(5,000) 16.48
    
Options outstanding at March 31, 20173,190,700
 $16.62
 7.7 $20,404
Options exercisable at March 31, 20171,660,750
 $15.84
 6.9 $11,824
        
Options outstanding at January 1, 20183,052,450
 $16.65
 6.9 $16,421
Granted140,000
 19.40
    
Exercised(7,500) 16.62
   22
Forfeited(10,000) 17.83
    
Options outstanding at March 31, 20183,174,950
 $16.76
 6.7 $11,748
Options exercisable at March 31, 20182,272,675
 $16.16
 6.1 $9,213

(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 nine months ended September 30, 2023 and 2022:
For the Nine Months Ended
September 30,
 20232022
RSUs outstanding at beginning of period1,024,722 1,050,599 
Awarded509,730 465,171 
Vested(417,616)(439,331)
Forfeited(23,998)(37,045)
RSUs outstanding at end of period1,092,838 1,039,394 

The following table summarizes PSU activity under the 2012 Plan and 2021 Plan for the nine months ended September 30, 2023 and 2022:
For the Nine Months Ended
September 30,
 20232022
PSUs outstanding at beginning of period294,423 92,319 
Awarded227,033 202,104 
Vested— — 
Forfeited(1,237)— 
PSUs outstanding at end of period520,219 294,423 


25



For the TSR Awards, the following assumptions were used in the calculation of fair value using the Monte Carlo simulation model:
For the Nine Months Ended
September 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 three months ended March 31, 2018 and 2017: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.

 2018 2017
Weighted-average fair value$3.03
 $3.82
Expected term (years) 7.0
  7.0
Dividend yield 3.0%  3.0%
Volatility 18.9%  21.3%
Risk-free interest rate 2.8%  2.2%
Share-Based Compensation Expense

The following table summarizes the activity that relates to the Company’s restricted stock units under the Plan for the three months ended March 31, 2018 and 2017:
 2018 2017
Restricted stock units at beginning of period243,875
 130,150
Units awarded304,400
 174,000
Units vested(79,525) (41,975)
Units forfeited(5,625) (1,750)
Restricted stock units at end of period463,125

260,425
For the three months ended March 31, 2018 and 2017, total non-cashnoncash share-based compensation expense related to stock options and restricted stock units was $1.0 million and $0.9 million, respectively, of which $0.6 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 withinexpenses. Noncash share-based compensation expense relating to employees involved in the condensed consolidated statementspurchases of operations.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 nine months ended September 30, 2023 and 2022 (amounts in thousands):

For the Three Months Ended
September 30,		For the Nine Months Ended
September 30,
2023202220232022
General and administrative expense$4,160 $3,390 $13,885 $13,352 
Property management expenses953 1,015 3,151 3,146 
Acquisition and other transaction costs1,303 1,275 3,712 7,230 
Total noncash share-based compensation expense$6,416 $5,680 $20,748 $23,728 




26



Note 11.12. Earnings per Share / Unit
 
American Homes 4 Rent


The following table reflects the Company'sCompany’s computation of net income or loss per common share on a basic and diluted basis for the three and nine months ended March 31, 2018September 30, 2023 and 2017 (in2022 (amounts in thousands, except share and per share data):
For the Three Months Ended
September 30,		For the Nine Months Ended
September 30,
 2023202220232022
Numerator:    
Net income$88,092 $61,665 $341,205 $206,234 
Less:
Noncontrolling interest10,493 7,464 41,140 24,119 
Dividends on preferred shares3,486 3,486 10,458 13,595 
Redemption of perpetual preferred shares— — — 5,276 
Allocation to participating securities (1)
238 188 854 583 
Numerator for income per common share–basic and diluted$73,875 $50,527 $288,753 $162,661 
Denominator:
Weighted-average common shares outstanding–basic362,426,273 348,944,055 361,665,436 347,730,579 
Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)
498,659 400,486 455,692 552,416 
Weighted-average common shares outstanding–diluted (3)
362,924,932 349,344,541 362,121,128 348,282,995 
Net income per common share:
Basic$0.20 $0.14 $0.80 $0.47 
Diluted$0.20 $0.14 $0.80 $0.47 
(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 and vesting of PSUs for the three and nine months ended September 30, 2023 and 2022 and the dilutive effect of forward sale equity contracts under the treasury stock method for the nine months ended September 30, 2022 (see Note 10. Shareholders’ Equity / Partners’ Capital).
(3)The effect of the potential conversion of OP units is not reflected in the computation of basic and diluted 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 reflected as noncontrolling interest in the accompanying condensed consolidated financial statements. As such, the assumed conversion of the OP units would have no net impact on the determination of diluted earnings per share.


27
 For the Three Months Ended
March 31,
 2018 2017
Numerator: 
  
Net income$21,525
 $11,796
Less:   
Noncontrolling interest1,114
 (301)
Dividends on preferred shares14,597
 13,587
Allocation to participating securities (1)23
 —
Numerator for income (loss) per common share—basic and diluted$5,791
 $(1,490)
    
Denominator:   
Weighted-average common shares outstanding—basic286,183,429
 244,391,368
Effect of dilutive securities:   
Share-based compensation plan (2)544,434
 —
Weighted-average common shares outstanding—diluted (3)286,727,863
 244,391,368
    
Net income (loss) per common share:   
Basic$0.02
 $(0.01)
Diluted$0.02
 $(0.01)

(1)Participating securities include unvested restricted stock units that have nonforfeitable rights to participate in dividends declared on common stock.
(2)Reflects the effect of potentially dilutive securities issuable upon the assumed vesting / exercise of restricted stock units and stock options.
(3)The computation of diluted earnings per share for the three months ended March 31, 2018 and 2017, excludes an aggregate of 17,221,189 and 27,790,165 potentially dilutive securities, respectively, which include a combination of 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 to the respective periods. The effect of the potential conversion of OP Units is not reflected in the computation of basic and diluted 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 reflected as noncontrolling interest in the accompanying consolidated financial statements. As such, the assumed conversion of the OP units would have no net impact on the determination of diluted earnings per share.




American Homes 4 Rent, L.P.


The following table reflects the Operating Partnership'sPartnership’s computation of net income or loss per common unit on a basic and diluted basis for the three and nine months ended March 31, 2018September 30, 2023 and 2017 (in2022 (amounts in thousands, except unit and per unit data):
For the Three Months Ended
September 30,		For the Nine Months Ended
September 30,
 2023202220232022
Numerator:    
Net income$88,092 $61,665 $341,205 $206,234 
Less:
Preferred distributions3,486 3,486 10,458 13,595 
Redemption of perpetual preferred units— — — 5,276 
Allocation to participating securities (1)
238 188 854 583 
Numerator for income per common unit–basic and diluted$84,368 $57,991 $329,893 $186,780 
Denominator:
Weighted-average common units outstanding–basic413,803,253 400,321,035 413,042,416 399,107,559 
Effect of dilutive securities:
Share-based compensation plan and forward sale equity contracts (2)
498,659 400,486 455,692 552,416 
Weighted-average common units outstanding–diluted414,301,912 400,721,521 413,498,108 399,659,975 
Net income per common unit:
Basic$0.20 $0.14 $0.80 $0.47 
Diluted$0.20 $0.14 $0.80 $0.47 
 For the Three Months Ended
March 31,
 2018 2017
Numerator: 
  
Net income$21,525
 $11,796
Less:   
Noncontrolling interest(11) 38
Preferred distributions14,597
 13,587
Allocation to participating securities (1)23
 —
Numerator for income (loss) per common unit—basic and diluted$6,916
 $(1,829)
    
Denominator:   
Weighted-average common units outstanding—basic341,533,582
 299,947,328
Effect of dilutive securities:   
Share-based compensation plan (2)544,434
 —
Weighted-average common units outstanding—diluted (3)342,078,016
 299,947,328
    
Net income (loss) per common unit:   
Basic$0.02
 $(0.01)
Diluted$0.02
 $(0.01)
(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.

(1)Participating securities include unvested restricted stock units that have nonforfeitable rights to participate in dividends declared on common stock.
(2)(2)Reflects the effect of potentially dilutive securities issuable upon the assumed vesting / exercise of restricted stock units and stock options.
(3)The computation of diluted earnings per unit for the three months ended March 31, 2018 and 2017, excludes an aggregate of 17,221,189 and 27,790,165 potentially dilutive securities, respectively, which include a combination of 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.

Note 12. Commitments and Contingencies
Asvesting of March 31, 2018, the Company had commitments to acquire 219 single-family properties for an aggregate purchase price of $58.6 million, as well as $42.4 million in land purchase commitments that relate to both third party developer agreements and our internal construction program. As of December 31, 2017, the Company had commitments to acquire 520 single-family properties for an aggregate purchase price of $128.1 million, as well as $24.0 million in land purchase commitments that relate to both third party developer agreements and our internal construction program.

As of March 31, 2018, and December 31, 2017, the Company had sales in escrow for approximately 36 and 69 of our single-family properties, respectively, for aggregate selling prices of $5.1 million and $7.0 million, respectively.

We are involved in various legal and administrative proceedings that are incidental to our business. We do not believe these matters will have a material 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-QPSUs for the quarterly periodthree and nine months ended March 31, 2017, that GRC had received a letter in March 2017 fromSeptember 30, 2023 and 2022 and the staffdilutive effect of forward sale equity contracts under the SEC stating that it is conducting an investigation captioned “Intreasury stock method for 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”). Onnine months ended 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 in30, 2022 (see Note 10. Shareholders’ Equity / Partners’ Capital).


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.

On January 16, 2018, we received a letter from the staff of the SEC stating that it is conducting an investigation captioned “Trading in Silver Bay Realty Trust Corp.” The letter enclosed a subpoena that requests us to produce certain documents and communications, including those related to our communications and agreements with Silver Bay Realty Trust Corp. (“Silver Bay”), communications with Silver Bay’s financial advisor, and our purchases, sales and holdings of Silver Bay stock. We purchased Silver Bay stock in 2016 and 2017 and then sold all of our holdings in 2017 for a profit of approximately $3.0 million. We intend to cooperate fully with the SEC in connection with 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 generally 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 consolidated financial statements as of March 31, 2018.


Our revolving credit facility, term loan facility, asset-backed securitizations and secured note payablenotes receivable are also financial instruments which are classified as Level 3 in the fair value hierarchy as theytheir fair values were estimated by 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 and exchangeable senior notes are also financial instruments which are classified as Level 2 in the fair value hierarchy as their fair values arewere estimated using observable inputs based on the market value of the last trade at the end of the period.



28



The following table displays the carrying values and fair values of our debt instruments as of March 31, 2018,September 30, 2023 and December 31, 2017 (in2022 (amounts in thousands):
September 30, 2023December 31, 2022
Carrying ValueFair ValueCarrying ValueFair Value
AMH 2014-SFR2 securitization$461,885 $464,745 $465,864 $469,192 
AMH 2014-SFR3 securitization477,078 480,236 480,467 484,350 
AMH 2015-SFR1 securitization501,756 505,005 505,738 509,714 
AMH 2015-SFR2 securitization435,368 438,785 438,773 442,286 
Total asset-backed securitizations1,876,087 1,888,771 1,890,842 1,905,542 
2028 unsecured senior notes, net496,548 465,010 495,956 463,920 
2029 unsecured senior notes, net396,966 377,688 396,543 377,680 
2031 unsecured senior notes, net441,912 343,737 441,133 347,243 
2032 unsecured senior notes, net583,024 495,720 581,533 504,294 
2051 unsecured senior notes, net291,421��180,378 291,189 189,750 
2052 unsecured senior notes, net289,088 217,014 288,802 221,922 
Total unsecured senior notes, net2,498,959 2,079,547 2,495,156 2,104,809 
Revolving credit facility— — 130,000 130,000 
Total debt$4,375,046 $3,968,318 $4,515,998 $4,140,351 

Note 14. Related Party Transactions
 March 31, 2018 December 31, 2017
 Carrying Value Fair Value Carrying Value Fair Value
AH4R 2014-SFR2 securitization$495,043
 $500,863
 $496,326
 $504,730
AH4R 2014-SFR3 securitization510,721
 518,292
 512,041
 521,252
AH4R 2015-SFR1 securitization536,341
 541,689
 537,723
 544,592
AH4R 2015-SFR2 securitization465,940
 472,594
 467,267
 475,832
Total asset-backed securitizations (1)2,008,045
 2,033,438
 2,013,357
 2,046,406
Unsecured senior notes, net (1) (2)497,245
 491,395
 —
 —
Exchangeable senior notes, net (2)112,597
 131,968
 111,697
 147,462
Secured note payable48,604
 48,652
 48,859
 49,027
Revolving credit facility (1) (3)—
 —
 140,000
 140,000
Term loan facility (1) (4)200,000
 200,000
 200,000
 200,000
Total debt$2,866,491
 $2,905,453
 $2,513,913
 $2,582,895


(1)The carrying values of the asset-backed securitizations, unsecured senior notes, revolving credit facility and term loan facility exclude $34.8 million, $5.0 million, $8.3 million and $1.9 million,As of September 30, 2023 and December 31, 2022, affiliates owned approximately 12.6% and 12.9%, respectively, of unamortized deferred financing costs as of March 31, 2018, and exclude $36.0 million, zero, $8.8 million and $2.0 million, respectively, of unamortized deferred financing costs as of December 31, 2017.
(2)The carrying values of the unsecured senior notes, net and exchangeable senior notes, net are presented net of unamortized discounts.
(3)As our revolving credit facility bears interest at a floating rate based on an index plus a spread, which is a LIBOR rate plus a margin ranging from 0.825% 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%, management believes that the carrying value of the revolving credit facility reasonably approximates fair value.
(4)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 intoCompany’s outstanding Class A common shares. On a fully-diluted basis, affiliates held (including consideration of 635,075 Class B common shares and 50,622,165 Class A units as of September 30, 2023 and December 31, 2022) an approximate 23.5% and 23.9% interest as of September 30, 2023 and December 31, 2022, respectively.

As of September 30, 2023 and December 31, 2022, the Operating Partnership had a receivable from affiliates of $25.7 million related to the asset-backed securitization certificates held by AMH, which is included in amounts due from affiliates on the Operating Partnership’s condensed consolidated balance sheets.

See Note 7. Investments in Unconsolidated Joint Ventures for a description of related party transactions between the Company and the subsequent payoffs under thoseits unconsolidated joint ventures.


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 C participating preferred shares were redeemed through a conversion into Class A common shares on April 5, 2018, and the related participating preferred shares derivative liability was therefore remeasured based on the actual liquidation value at March 31, 2018 (see Note 10).

In October 2017, in anticipation of the issuance of the 2028 Notes and in order to hedge interest rate risk, the Operating Partnership entered into a treasury lock agreement on a notional amount of $350.0 million, based on the 10-year treasury note rate at the time. The treasury lock was designated as a cash flow hedging instrument and had a fair value of $0.1 million as of December 31, 2017, which was included in escrow deposits, prepaid expenses and other assets within the consolidated balance sheets, with a corresponding unrealized gain reflected in other comprehensive income. The treasury lock was settled upon the issuance of the 2028 Notes in February 2018 and resulted in a $9.6 million gain that was recorded in other comprehensive income and will be reclassified into earnings as a reduction of interest expense over the term of the 2028 Notes. The treasury lock is classified as Level 2 within the fair value hierarchy as its fair value was estimated using observable inputs, based on the 10-year treasury note rate.

The following tables set forth the fair values of the participating preferred shares derivative liability and treasury lock as of March 31, 2018, and December 31, 2017 (in thousands):
  March 31, 2018
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 $—
 $—
 $28,258
 $28,258
  December 31, 2017
Description Quoted Prices
in Active
Markets for
Identical Assets
(Level 1)		 Significant
Other
Observable
Inputs
(Level 2)		 Significant
Unobservable
Inputs
(Level 3)		 Total
Assets:  
  
  
  
Treasury lock $—
 $75
 $—
 $75
         
Liabilities:  
  
  
  
Participating preferred shares derivative liability $—
 $—
 $29,470
 $29,470

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 three months ended March 31, 2018 and 2017 (in thousands):
Description January 1, 2018 Remeasurement included in earnings March 31, 2018
Liabilities:  
  
  
Participating preferred shares derivative liability $29,470
 $(1,212) $28,258
Description January 1, 2017 Remeasurement included in earnings March 31, 2017
Liabilities:  
  
  
Participating preferred shares derivative liability $69,810
 $5,410
 $75,220

Note 14. Condensed Consolidating Financial Statements

American Homes 4 Rent, L.P.

The 2028 Notes issued by American Homes 4 Rent, L.P. (the “Parent Company”) have been initially guaranteed by American Residential Properties OP, L.P. (the “Guarantor Subsidiary”), a 100% owned subsidiary of the Parent Company, but such guarantee will be automatically released at the time that the Subsidiary Guarantor no longer guarantees our credit facility. The Parent Company’s other subsidiaries, including, but not limited to, the subsidiaries that own substantially all of our properties (collectively, the “Combined Non-Guarantor Subsidiaries”), have not provided a guarantee of the 2028 Notes. Pursuant to Rule 3-10 of Regulation S-X, the following condensed consolidating financial information is provided for the Operating Partnership, including the Parent Company, the Guarantor Subsidiary and the Combined Non-Guarantor Subsidiaries. This summarized financial information may not necessarily be indicative of the results of operations or financial position had the Parent Company, the Guarantor Subsidiary or the Combined Non-Guarantor Subsidiaries operated as independent entities. All intercompany balances and transactions between the Parent Company, the Guarantor Subsidiary and the Non-Guarantor Subsidiaries have been eliminated as shown in the “Consolidating Adjustments” column. All assets and liabilities have been allocated to the Parent Company, the Guarantor Subsidiary and the Combined Non-Guarantor Subsidiaries based on legal entity ownership.


Condensed Consolidating Balance Sheets
(Amounts in thousands)
 As of March 31, 2018
 American Homes 4 Rent, L.P.
(Parent Company)		 American Residential Properties OP, L.P.
(Guarantor Subsidiary)		 Combined
Non-Guarantor
Subsidiaries		 Consolidating Adjustments Consolidated Total
Assets         
Single-family properties, net$—
 $934
 $8,168,146
 $—
 $8,169,080
Cash and cash equivalents174,161
 —
 29,722
 —
 203,883
Restricted cash29,071
 30
 127,171
 —
 156,272
Rent and other receivables, net147
 3
 27,965
 —
 28,115
Intercompany receivables218,777
 —
 —
 (218,777) —
Escrow deposits, prepaid expenses and other assets, including due from affiliates58,483
 163
 208,727
 —
 267,373
Investments in subsidiaries5,979,193
 116,533
 —
 (6,095,726) —
Deferred costs and other intangibles, net9,001
 —
 4,030
 —
 13,031
Goodwill120,279
 —
 —
 —
 120,279
Total assets$6,589,112
 $117,663
 $8,565,761
 $(6,314,503) $8,958,033
          
Liabilities         
Revolving credit facility$—
 $—
 $—
 $—
 $—
Term loan facility, net198,132
 —
 —
 —
 198,132
Asset-backed securitizations, net—
 —
 1,973,242
 —
 1,973,242
Unsecured senior notes, net492,282
 —
 —
 —
 492,282
Exchangeable senior notes, net—
 112,597
 —
 —
 112,597
Secured note payable—
 —
 48,604
 —
 48,604
Accounts payable and accrued expenses33,399
 3,661
 225,207
 —
 262,267
Amounts payable to affiliates2,001
 —
 —
 —
 2,001
Intercompany payables—
 8,391
 210,386
 (218,777) —
Participating preferred units derivative liability28,258
 —
 —
 —
 28,258
Total liabilities754,072
 124,649
 2,457,439
 (218,777) 3,117,383
          
Capital         
Partners' capital:         
General partner:         
Common units4,198,313
 (6,986) 6,109,682
 (6,095,726) 4,205,283
Preferred units901,318
 —
 —
 —
 901,318
Limited partner:         
Common units725,901
 —
 —
 —
 725,901
Accumulated other comprehensive income9,508
 —
 —
 —
 9,508
Total partners' capital:5,835,040
 (6,986) 6,109,682
 (6,095,726) 5,842,010
          
Noncontrolling interest—
 —
 (1,360) —
 (1,360)
Total capital5,835,040
 (6,986) 6,108,322
 (6,095,726) 5,840,650
          
Total liabilities and capital$6,589,112
 $117,663
 $8,565,761
 $(6,314,503) $8,958,033


Condensed Consolidating Balance Sheets (continued)
(Amounts in thousands)
 As of December 31, 2017
 American Homes 4 Rent, L.P.
(Parent Company)		 American Residential Properties OP, L.P.
(Guarantor Subsidiary)		 Combined
Non-Guarantor
Subsidiaries		 Consolidating Adjustments Consolidated Total
Assets         
Single-family properties, net$—
 $1,732
 $8,063,248
 $—
 $8,064,980
Cash and cash equivalents22,157
 —
 23,999
 —
 46,156
Restricted cash14,742
 31
 121,894
 —
 136,667
Rent and other receivables, net114
 57
 29,973
 —
 30,144
Intercompany receivables154,621
 —
 —
 (154,621) —
Escrow deposits, prepaid expenses and other assets, including due from affiliates59,271
 164
 138,082
 —
 197,517
Investments in subsidiaries5,889,146
 115,303
 —
 (6,004,449) —
Deferred costs and other intangibles, net9,652
 —
 3,373
 —
 13,025
Goodwill120,279
 —
 —
 —
 120,279
Total assets$6,269,982
 $117,287
 $8,380,569
 $(6,159,070) $8,608,768
          
Liabilities         
Revolving credit facility$140,000
 $—
 $—
 $—
 $140,000
Term loan facility, net198,023
 —
 —
 —
 198,023
Asset-backed securitizations, net—
 —
 1,977,308
 —
 1,977,308
Exchangeable senior notes, net—
 111,697
 —
 —
 111,697
Secured note payable—
 —
 48,859
 —
 48,859
Accounts payable and accrued expenses27,566
 2,757
 192,544
 —
 222,867
Amounts payable to affiliates4,720
 —
 —
 —
 4,720
Intercompany payables—
 8,428
 146,193
 (154,621) —
Participating preferred units derivative liability29,470
 —
 —
 —
 29,470
Total liabilities399,779
 122,882
 2,364,904
 (154,621) 2,732,944
          
Capital         
Partners' capital:         
General partner:         
Common units4,241,266
 (5,595) 6,017,014
 (6,004,449) 4,248,236
Preferred units901,318
 —
 —
 —
 901,318
Limited partner:         
Common units727,544
 —
 —
 —
 727,544
Accumulated other comprehensive income75
 —
 —
 —
 75
Total partners' capital:5,870,203
 (5,595) 6,017,014
 (6,004,449) 5,877,173
          
Noncontrolling interest—
 —
 (1,349) —
 (1,349)
Total capital5,870,203
 (5,595) 6,015,665
 (6,004,449) 5,875,824
          
Total liabilities and capital$6,269,982
 $117,287
 $8,380,569
 $(6,159,070) $8,608,768


Condensed Consolidating Statements of Operations
(Amounts in thousands)
 For the Three Months Ended March 31, 2018
 American Homes 4 Rent, L.P.
(Parent Company)		 American Residential Properties OP, L.P.
(Guarantor Subsidiary)		 Combined
Non-Guarantor
Subsidiaries		 Consolidating Adjustments Consolidated Total
Revenues:         
Rents from single-family properties$—
 $22
 $218,001
 $—
 $218,023
Fees from single-family properties—
 —
 2,833
 —
 2,833
Tenant charge-backs—
 3
 35,804
 —
 35,807
Other334
 —
 1,007
 —
 1,341
Total revenues334
 25
 257,645
 —
 258,004
          
Expenses:         
Property operating expenses—
 3
 100,984
 —
 100,987
Property management expenses—
 3
 18,984
 —
 18,987
General and administrative expense5,937
 1
 3,293
 —
 9,231
Interest expense6,257
 1,835
 21,209
 —
 29,301
Acquisition fees and costs expensed—
 —
 1,311
 —
 1,311
Depreciation and amortization297
 —
 79,006
 —
 79,303
Hurricane-related charges, net—
 —
 —
 —
 —
Other expense95
 9
 723
 —
 827
Total expenses12,586
 1,851
 225,510
 —
 239,947
          
Intercompany income451
 —
 57
 (508) —
Intercompany expenses(57) —
 (451) 508
 —
Gain on sale of single-family properties and other, net—
 435
 1,821
 —
 2,256
Remeasurement of participating preferred units1,212
 —
 —
 —
 1,212
Equity in income of subsidiaries32,182
 10,232
 —
 (42,414) —
          
Net income21,536
 8,841
 33,562
 (42,414) 21,525
          
Noncontrolling interest—
 —
 (11) —
 (11)
Preferred distributions14,597
 —
 —
 —
 14,597
Redemption of participating preferred units—
 —
 —
 —
 —
          
Net income attributable to common unitholders$6,939
 $8,841
 $33,573
 $(42,414) $6,939


Condensed Consolidating Statements of Operations (continued)
(Amounts in thousands)
 For the Three Months Ended March 31, 2017
 American Homes 4 Rent, L.P.
(Parent Company)		 American Residential Properties OP, L.P.
(Guarantor Subsidiary)		 Combined
Non-Guarantor
Subsidiaries		 Consolidating Adjustments Consolidated Total
Revenues:         
Rents from single-family properties$—
 $102
 $201,005
 $—
 $201,107
Fees from single-family properties—
 1
 2,603
 —
 2,604
Tenant charge-backs—
 7
 28,366
 —
 28,373
Other386
 —
 1,284
 —
 1,670
Total revenues386
 110
 233,258
 —
 233,754
          
Expenses:         
Property operating expenses—
 48
 83,257
 —
 83,305
Property management expenses—
 6
 17,472
 —
 17,478
General and administrative expense4,994
 2
 4,299
 —
 9,295
Interest expense3,328
 1,774
 26,787
 —
 31,889
Acquisition fees and costs expensed355
 —
 741
 —
 1,096
Depreciation and amortization409
 2
 73,542
 —
 73,953
Other99
 1
 1,458
 —
 1,558
Total expenses9,185
 1,833
 207,556
 —
 218,574
          
Intercompany income76
 —
 148
 (224) —
Intercompany expenses(148) —
 (76) 224
 —
Gain on sale of single-family properties and other, net3,031
 (1,460) 455
 —
 2,026
Remeasurement of participating preferred units(5,410) —
 —
 —
 (5,410)
Equity in income of subsidiaries23,008
 9,237
 —
 (32,245) —
          
Net income (loss)11,758
 6,054
 26,229
 (32,245) 11,796
          
Noncontrolling interest—
 —
 38
 —
 38
Preferred distributions13,587
 —
 —
 —
 13,587
          
Net (loss) income attributable to common unitholders$(1,829) $6,054
 $26,191
 $(32,245) $(1,829)


Condensed Consolidating Statements of Comprehensive Income (Loss)
(Amounts in thousands)
 For the Three Months Ended March 31, 2018
 American Homes 4 Rent, L.P.
(Parent Company)		 American Residential Properties OP, L.P.
(Guarantor Subsidiary)		 Combined
Non-Guarantor
Subsidiaries		 Consolidating Adjustments Consolidated Total
Net income$21,536
 $8,841
 $33,562
 $(42,414) $21,525
Other comprehensive income:         
Gain on cash flow hedging instrument:         
Gain on settlement of cash flow hedging instrument9,553
 —
 —
 —
 9,553
Reclassification adjustment for amortization of interest expense included in net income(120) —
 —
 —
 (120)
Other comprehensive income9,433
 —
 —
 —
 9,433
Comprehensive income30,969
 8,841
 33,562
 (42,414) 30,958
Comprehensive loss attributable to noncontrolling interests—
 —
 (11) —
 (11)
Preferred distributions14,597
 —
 —
 —
 14,597
Comprehensive income attributable to common unitholders$16,372
 $8,841
 $33,573
 $(42,414) $16,372

 For the Three Months Ended March 31, 2017
 American Homes 4 Rent, L.P.
(Parent Company)		 American Residential Properties OP, L.P.
(Guarantor Subsidiary)		 Combined
Non-Guarantor
Subsidiaries		 Consolidating Adjustments Consolidated Total
Net income$11,758
 $6,054
 $26,229
 $(32,245) $11,796
Other comprehensive loss:         
Gain on cash flow hedging instrument:         
Reclassification adjustment for amortization of interest expense included in net income—
 —
 (28) —
 (28)
Unrealized gain on investment in equity securities:         
Reclassification adjustment for realized gain included in net income(67) —
 —
 —
 (67)
Other comprehensive loss(67) —
 (28) —
 (95)
Comprehensive income11,691
 6,054
 26,201
 (32,245) 11,701
Comprehensive income attributable to noncontrolling interests—
 —
 38
 —
 38
Preferred distributions13,587
 —
 —
 —
 13,587
Comprehensive (loss) income attributable to common unitholders$(1,896) $6,054
 $26,163
 $(32,245) $(1,924)

Condensed Consolidating Statements of Cash Flows
(Amounts in thousands)
 For the Three Months Ended March 31, 2018
 American Homes 4 Rent, L.P.
(Parent Company)		 American Residential Properties OP, L.P.
(Guarantor Subsidiary)		 Combined
Non-Guarantor
Subsidiaries		 Consolidating Adjustments Consolidated Total
Operating activities         
Net cash (used for) provided by operating activities$(68,398) $12
 $180,877
 $—
 $112,491
          
Investing activities         
Cash paid for single-family properties—
 —
 (149,674) —
 (149,674)
Change in escrow deposits for purchase of single-family properties—
 —
 (4,115) —
 (4,115)
Net proceeds received from sales of single-family properties and other—
 1,422
 10,545
 —
 11,967
Proceeds received from hurricane-related insurance claims—
 —
 4,000
 —
 4,000
Distributions from joint ventures180
 —
 1,050
 —
 1,230
(Investment in) return of investment in subsidiaries(57,488) 9,002
 —
 48,486
 —
Initial renovations to single-family properties—
 —
 (20,400) —
 (20,400)
Recurring and other capital expenditures for single-family properties—
 (205) (10,962) —
 (11,167)
Other purchases of productive assets—
 —
 (53,472) —
 (53,472)
Net cash (used for) provided by investing activities(57,308) 10,219
 (223,028) 48,486
 (221,631)
          
Financing activities         
Repurchase of Class A units(34,969) —
 —
 —
 (34,969)
Share-based compensation payments, net(414) —
 —
 —
 (414)
Payments on asset-backed securitizations—
 —
 (5,312) —
 (5,312)
Proceeds from revolving credit facility100,000
 —
 —
 —
 100,000
Payments on revolving credit facility(240,000) —
 —
 —
 (240,000)
Payments on secured note payable—
 —
 (255) —
 (255)
Proceeds from unsecured senior notes, net of discount497,210
 —
 —
 —
 497,210
Settlement of cash flow hedging instrument9,628
 —
 —
 —
 9,628
Intercompany financing and distributions to parent—
 (10,232) 58,718
 (48,486) —
Distributions to common unitholders(19,794) —
 —
 —
 (19,794)
Distributions to preferred unitholders(14,597) —
 —
 —
 (14,597)
Deferred financing costs paid(5,025) —
 —
 —
 (5,025)
Net cash provided by (used for) financing activities292,039
 (10,232) 53,151
 (48,486) 286,472
          
Net increase (decrease) in cash, cash equivalents and restricted cash166,333
 (1) 11,000
 —
 177,332
Cash, cash equivalents and restricted cash, beginning of period36,899
 31
 145,893
 —
 182,823
Cash, cash equivalents and restricted cash, end of period$203,232
 $30
 $156,893
 $—
 $360,155
          
Supplemental cash flow information         
Cash payments for interest, net of amounts capitalized$(2,708) $—
 $(19,982) $—
 $(22,690)
          
Supplemental schedule of noncash investing and financing activities         
Accounts payable and accrued expenses related to property acquisitions, renovations and construction$—
 $(12) $9,387
 $—
 $9,375
Transfers of completed homebuilding deliveries to properties$—
 $—
 $8,693
 $—
 $8,693
Accrued distributions to affiliates$(2,719) $—
 $—
 $—
 $(2,719)
Accrued distributions to non-affiliates$25
 $—
 $—
 $—
 $25


Condensed Consolidating Statements of Cash Flows (continued)
(Amounts in thousands)
 For the Three Months Ended March 31, 2017
 American Homes 4 Rent, L.P.
(Parent Company)		 American Residential Properties OP, L.P.
(Guarantor Subsidiary)		 Combined
Non-Guarantor
Subsidiaries		 Consolidating Adjustments Consolidated Total
Operating activities         
Net cash (used for) provided by operating activities$(7,999) $(4,271) $122,307
 $—
 $110,037
          
Investing activities         
Cash paid for single-family properties—
 —
 (73,622) —
 (73,622)
Change in escrow deposits for purchase of single-family properties—
 —
 (1,072) —
 (1,072)
Net proceeds received from sales of single-family properties and other14,265
 199
 16,842
 —
 31,306
Collections from mortgage financing receivables—
 —
 70
 —
 70
Distributions from unconsolidated joint ventures280
 —
 912
 —
 1,192
Collections from intercompany notes2,857
 —
 —
 (2,857) —
Return of investment in subsidiaries32,162
 15,757
 —
 (47,919) —
Initial renovations to single-family properties—
 (1,549) (6,128) —
 (7,677)
Recurring and other capital expenditures for single-family properties—
 —
 (6,484) —
 (6,484)
Other purchases of productive assets(6,657) —
 (7,053) —
 (13,710)
Net cash provided by (used for) investing activities42,907
 14,407
 (76,535) (50,776) (69,997)
          
Financing activities         
Proceeds from issuance of Class A units350,612
 —
 —
 —
 350,612
Payments of Class A unit issuance costs(236) —
 —
 —
 (236)
Proceeds from exercise of stock options, net of tax withholding258
 —
 —
 —
 258
Payments on asset-backed securitizations—
 —
 (6,231) —
 (6,231)
Proceeds from term loan facility25,000
 —
 —
 —
 25,000
Payments on secured note payable—
 —
 (245) —
 (245)
Payments on intercompany notes borrowed—
 —
 (2,857) 2,857
 —
Intercompany financing and distributions to parent—
 (9,237) (38,682) 47,919
 —
Distributions to common unitholders(14,993) —
 —
 —
 (14,993)
Distributions to preferred unitholders(13,587) —
 —
 —
 (13,587)
Net cash provided by (used for) financing activities347,054
 (9,237) (48,015) 50,776
 340,578
          
Net increase (decrease) in cash, cash equivalents and restricted cash381,962
 899
 (2,243) —
 380,618
Cash, cash equivalents and restricted cash, beginning of period76,913
 62
 173,266
 —
 250,241
Cash, cash equivalents and restricted cash, end of period$458,875
 $961
 $171,023
 $—
 $630,859
          
Supplemental cash flow information         
Cash payments for interest, net of amounts capitalized$(2,749) $(934) $(24,804) $—
 $(28,487)
          
Supplemental schedule of noncash investing and financing activities         
Accounts payable and accrued expenses related to property acquisitions and renovations$—
 $26
 $(977) $—
 $(951)
Note receivable related to a bulk sale of properties, net of discount$5,483
 $—
 $—
 $—
 $5,483

Note 15. Subsequent EventsCommitments and Contingencies


Subsequent Acquisitions
From April 1, 2018, through AprilAs of September 30, 2018,2023, the Company acquired 52had commitments to acquire 43 single-family properties through our National Builder Program and traditional acquisition channel for an aggregate purchase price of $10.5 million, as well as $112.3 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 land for our AMH Development Program or single-family properties because the contracts do not contain provisions requiring our specific performance.

As of September 30, 2023, the Company had sales in escrow for approximately $12.486 of our single-family properties and 188 of our land lots for aggregate selling prices of $57.9 million.

As of September 30, 2023, the Company, as a condition for entering into some of its development contracts, had outstanding surety bonds of approximately $218.2 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 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.


29



Note 16. Subsequent Events

Subsequent Acquisitions

From October 1, 2023 through October 27, 2023, the Company added 214 properties to its portfolio for a total cost of approximately $74.4 million, which included 16 homes developed205 newly constructed properties delivered through our internal construction program.AMH Development Program and nine properties acquired through our traditional acquisition channel.


Redemption of Series C Participating Preferred SharesSubsequent Dispositions


On April 5, 2018,From October 1, 2023 through October 27, 2023, the Company redeemed all 7,600,000 sharesdisposed of 63 properties for aggregate net proceeds of approximately $18.4 million.

Revolving Credit Facility

From October 1, 2023 through October 31, 2023, the Company borrowed an additional $50.0 million under its revolving credit facility, resulting in $50.0 million of outstanding 5.5% Series C participating preferred shares through a conversionborrowings under its revolving credit facility as of those 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 10,848,827 Class A common shares issued from the conversion, based on a conversion ratio of 1.4275 Class A common shares issued per Series C participating preferred share. The Operating Partnership also redeemed its corresponding Series C participating preferred units through a conversion into Class A units on April 5, 2018 (see Note 10).October 31, 2023.



30
Declaration of Dividends


On May 3, 2018, the Company's board of trustees declared quarterly dividends of $0.05 per share on the Company's Class A and Class B common 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 dividends are payable on July 2, 2018, to shareholders of record on June 15, 2018. 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

We 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 we conduct substantially all of our business and 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 March 31, 2018,September 30, 2023, we owned 51,84059,092 single-family properties in selected sub-marketsselect submarkets of MSAsmetropolitan statistical areas (“MSAs”) in 2221 states, including 1,892700 properties to be disposed,held for sale, compared to 51,23958,993 single-family properties in 2221 states, including 3101,115 properties to be disposed,held for sale, as of December 31, 2017,2022 and 48,33658,961 single-family properties in 2221 states, including 7041,057 properties to be disposed,held for sale, as of March 31, 2017.September 30, 2022. As of March 31, 2018, we had commitments to acquire an additional 219 single-family properties for an aggregate purchase price of $58.6 million. As of March 31, 2018, 47,677, or 95.5%,September 30, 2023, 55,949 of our total properties (excluding properties to be disposed)held for sale) were leased,occupied, compared to 46,996, or 92.3%,55,605 of our total properties (excluding properties to be disposed)held for sale) as of December 31, 2017,2022 and 45,285, or 95.1%,55,421 of our total properties (excluding properties to be disposed)held for sale) as of MarchSeptember 30, 2022. Also, as of September 30, 2023, the Company had an additional 2,936 properties held in unconsolidated joint ventures, compared to 2,540 properties held in unconsolidated joint ventures as of December 31, 2017.2022 and 2,271 properties held in unconsolidated joint ventures as of September 30, 2022. Our portfolio of single-family properties, including 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 March 31, 2018:September 30, 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, GA5,851 10.0 %$1,301.7 10.2 %$222,478 2,173 17.22016
Dallas-Fort Worth, TX4,108 7.0 %721.0 5.6 %175,506 2,100 19.32014
Charlotte, NC4,039 6.9 %879.2 6.9 %217,682 2,109 17.82015
Phoenix, AZ3,386 5.8 %718.6 5.6 %212,239 1,839 19.12016
Nashville, TN3,290 5.6 %809.2 6.3 %245,952 2,116 16.02016
Jacksonville, FL3,038 5.2 %653.9 5.1 %215,247 1,928 14.42016
Indianapolis, IN2,863 4.9 %496.6 3.9 %173,466 1,928 20.62014
Tampa, FL2,875 4.9 %660.6 5.2 %229,767 1,947 15.22016
Houston, TX2,458 4.2 %436.9 3.4 %177,734 2,086 17.82014
Raleigh, NC2,175 3.7 %432.9 3.4 %199,047 1,890 17.62015
Cincinnati, OH2,125 3.6 %417.3 3.3 %196,358 1,842 20.72014
Columbus, OH2,151 3.7 %417.8 3.3 %194,252 1,878 20.92015
Las Vegas, NV2,128 3.6 %601.6 4.7 %282,700 1,935 11.82017
Salt Lake City, UT1,899 3.3 %577.3 4.5 %303,986 2,244 17.02016
Orlando, FL1,982 3.4 %428.2 3.4 %216,061 1,910 18.42016
Greater Chicago area, IL and IN1,559 2.7 %297.0 2.3 %190,489 1,866 22.12013
Charleston, SC1,520 2.6 %346.5 2.7 %227,982 1,963 12.92017
San Antonio, TX1,282 2.2 %252.4 2.0 %196,843 1,925 14.72015
Seattle, WA1,149 2.0 %376.1 2.9 %327,350 2,001 13.62017
Savannah/Hilton Head, SC1,042 1.8 %218.4 1.7 %209,613 1,888 15.02016
All Other (2)
7,472 12.9 %1,728.1 13.6 %231,277 1,910 17.62015
Total/Average58,392 100.0 %$12,771.3 100.0 %$218,717 1,991 17.42015
(1)Excludes 700 single-family properties held for sale as of September 30, 2023.
(2)Represents 15 markets in 13 states.


31
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
Atlanta, GA 4,631
 9.3% $170,752
 2,144
 16.4 2015
Dallas-Fort Worth, TX 4,307
 8.6% 162,597
 2,118
 14.3 2014
Charlotte, NC 3,476
 7.0% 186,644
 2,079
 14.5 2015
Houston, TX 3,122
 6.3% 160,639
 2,106
 12.3 2014
Phoenix, AZ 2,920
 5.8% 166,487
 1,824
 15.1 2014
Indianapolis, IN 2,892
 5.8% 151,607
 1,933
 15.5 2013
Nashville, TN 2,613
 5.2% 205,287
 2,115
 13.8 2014
Jacksonville, FL 2,047
 4.1% 166,555
 1,936
 13.6 2014
Tampa, FL 2,047
 4.1% 191,628
 1,945
 14.1 2014
Raleigh, NC 2,018
 4.0% 182,427
 1,880
 13.3 2014
All Other (2) 19,875
 39.8% 183,768
 1,904
 14.9 2014
Total / Average 49,948
 100.0% $177,304
 1,980
 14.7 2014


(1)Excludes 1,892 single-family properties identified as part of the Company's disposition program, including 1,318 properties classified as held for sale and 574 properties identified for future sale, as of March 31, 2018.
(2)Represents 28 markets in 21 states.





The following table summarizes certain key leasing metrics as of March 31, 2018:September 30, 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, GA95.4 %$2,103 12.0 7.3 7.7 %
Dallas-Fort Worth, TX95.8 %2,148 12.0 6.5 7.0 %
Charlotte, NC96.6 %2,016 12.0 6.5 7.6 %
Phoenix, AZ95.4 %2,015 12.0 6.2 6.6 %
Nashville, TN95.7 %2,201 12.0 6.7 6.4 %
Jacksonville, FL95.3 %2,050 12.0 6.3 6.2 %
Indianapolis, IN96.5 %1,753 12.1 6.4 5.9 %
Tampa, FL95.3 %2,246 12.0 6.9 8.8 %
Houston, TX96.6 %1,928 12.0 6.5 6.5 %
Raleigh, NC96.1 %1,909 12.0 6.8 6.5 %
Cincinnati, OH96.2 %1,993 12.0 6.7 8.0 %
Columbus, OH96.3 %2,033 12.0 6.4 6.9 %
Las Vegas, NV92.0 %2,148 12.0 6.6 4.2 %
Salt Lake City, UT95.8 %2,311 12.0 6.5 5.9 %
Orlando, FL94.8 %2,188 12.0 6.8 9.9 %
Greater Chicago area, IL and IN97.3 %2,273 12.1 6.6 7.4 %
Charleston, SC95.7 %2,136 12.0 6.8 7.6 %
San Antonio, TX95.5 %1,885 12.0 6.3 4.1 %
Seattle, WA95.1 %2,612 11.8 6.6 8.2 %
Savannah/Hilton Head, SC96.6 %2,031 12.0 6.2 10.0 %
All Other (6)
94.8 %2,062 12.0 6.5 7.1 %
Total/Average95.6 %$2,081 12.0 6.6 7.1 %
  Total Single-Family Properties (1)
Market Leased Percentage (2) Avg. Occupied Days Percentage (3) Avg. Monthly Realized Rent per property (4) Avg. Original Lease Term (months) (2) Avg. Remaining Lease Term (months) (2) Avg. Blended Change in Rent (5)
Atlanta, GA 94.3% 90.7% $1,488
 11.9 6.4 5.1%
Dallas-Fort Worth, TX 96.9% 93.6% 1,677
 11.8 6.3 3.8%
Charlotte, NC 95.1% 87.9% 1,527
 12.5 7.1 2.2%
Houston, TX 92.5% 90.2% 1,586
 11.7 6.4 2.6%
Phoenix, AZ 97.1% 93.5% 1,283
 12.0 6.8 6.4%
Indianapolis, IN 96.8% 94.5% 1,359
 12.3 6.1 3.4%
Nashville, TN 95.4% 91.6% 1,679
 12.3 6.7 2.6%
Jacksonville, FL 96.7% 91.5% 1,487
 12.9 8.0 4.6%
Tampa, FL 96.7% 92.6% 1,650
 12.0 6.7 2.9%
Raleigh, NC 95.0% 89.9% 1,474
 11.9 6.3 3.0%
All Other (6) 95.3% 91.2% 1,578
 12.0 6.6 3.9%
Total / Average 95.5% 91.4% $1,545
 12.1 6.6 3.7%
(1)Excludes 700 single-family properties held for sale as of September 30, 2023.

(2)For the three months ended September 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 1,892 single-family properties identified as part of the Company's disposition program, including 1,318 properties classified as held for sale and 574 properties identified for future sale, as of March 31, 2018.
(2)Leased percentage, average original lease term and average remaining lease term are reflected as of period end.
(3)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.
(4)
For the three months ended March 31, 2018, Average Monthly Realized Rent is calculated as 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.
(5)
Represents the percentage change in rent on all non-month-to-month lease renewals and re-leases during the three months ended March 31, 2018, compared to the annual rent of the previously expired non-month-to-month lease for each property.
(6) Represents 28 markets in 21 states.

(3)For the three months ended September 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 September 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

32



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 March 31, 2018, our total portfolio increased by 601September 30, 2023, we developed or acquired 623 homes, including 505615 newly constructed homes delivered through our AMH Development Program and eight homes acquired through broker acquisitions, 118our traditional acquisition channel, offset by 224 homes acquired through new construction acquisitions, ofsold to third parties. During the three months ended September 30, 2023, we also developed an additional 99 newly constructed homes which 37 homes were developeddelivered to our unconsolidated joint ventures, aggregating to 714 total program deliveries through our internal construction program, and 81 homes acquired through trustee acquisitions, offset by 103 homes sold or rescinded. RescindedAMH Development Program.

Our properties represent properties for which the sale has been unwound, as in certain jurisdictions, 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.

As of March 31, 2018, we had 1,892 properties to be disposed, including 1,318 properties classified as held for sale and 574 properties identified for future sale, compared to 310 properties to be disposed as of December 31, 2017, which were all classified as held for sale. In the beginning of 2018, we expanded our disposition program, which identified approximately 1,200 properties to be disposed from five of our smaller markets that we are fully exiting based on market analysis. Our remaining properties to be disposed were identified based on sub-marketsubmarket analysis, as well as individual property-level operational review. As of September 30, 2023 and December 31, 2022, there were 700 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

TheHomes added to our portfolio through new construction channels 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 is managed by our 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 acquired from third-party developers through our National Builder Program are dependent on the inventory of newly constructed homes and homes currently under construction.

Homes added to our portfolio 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 5020 to 6050 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 $60,000$80,000 to $120,000$140,000 and primarily consist of families with approximately two adults and one or more children.

In addition to rental revenues, we receive fees

33



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 strongSame-Home population of properties (defined below), the year-over-year increase in Average Monthly Realized Rent per property was 6.8% for the three months ended September 30, 2023, and we experienced turnover rates, which represents the number of tenant retentionmove-outs during the period divided by the total number of properties, of 8.6% and rental rate increases.8.3% during the three months ended September 30, 2023 and 2022, respectively. Based on our Same-Home population of properties, the year-over-year increase in average monthly realized rentAverage Monthly Realized Rent per property was 3.9%7.3% for the threenine months ended March 31, 2018,September 30, 2023, and we experienced turnover rates of 8.5%23.1% and 8.9% for22.2% during the threenine months ended March 31, 2018September 30, 2023 and 2017,2022, 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 as 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, 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 $21.5$88.1 million for the three months ended March 31, 2018,September 30, 2023, compared to net income of $11.8$61.7 million for the three months ended March 31, 2017. This improvementSeptember 30, 2022. The increase was primarily attributabledue to higher revenues resulting fromrental rates as well as higher net gains on property sales. Net income totaled $341.2 million for the nine months ended September 30, 2023, compared to $206.2 million for the nine months ended September 30, 2022. The increase was primarily due to higher net gains on property sales, higher rental rates and a larger number of leased properties and higher rental rates.occupied properties.


As we continue to grow our portfolio with a portion of our homes still recently developed, acquired and/or renovated, we distinguish our portfolio of homes between Same-Home properties and Non-Same-Home and Other 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

34



period presented under comparison and if it has not been classified as held for sale identified for future 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 non-stabilized, as an entire group, until (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. After such time has passed, properties acquired through 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 identified for future sale,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 shares or 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 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 believe Core NOI provides useful information to investors about 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 recurring capital expenditures to calculate Same-Home Core NOI After Capital Expenditures, which we believe provides useful information to investors 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 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”)).




35



Comparison of the Three Months Ended March 31, 2018,September 30, 2023 to the Three Months Ended March 31, 2017September 30, 2022

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 September 30, 2023 and 2022 (amounts in thousands):
For the Three Months Ended
September 30,
20232022
Core revenues and Same-Home core revenues
Rents and other single-family property revenues$421,697 $391,627 
Tenant charge-backs(65,840)(62,014)
Core revenues355,857 329,613 
Less: Non-Same-Home core revenues53,559 43,953 
Same-Home core revenues$302,298 $285,660 
Core property operating expenses and Same-Home core property operating expenses
Property operating expenses$167,041 $152,065 
Property management expenses30,785 29,739 
Noncash share-based compensation - property management(953)(1,015)
Expenses reimbursed by tenant charge-backs(65,840)(62,014)
Core property operating expenses131,033 118,775 
Less: Non-Same-Home core property operating expenses19,824 18,338 
Same-Home core property operating expenses$111,209 $100,437 
Core NOI and Same-Home Core NOI
Net income$88,092 $61,665 
Hurricane-related charges, net— 6,133 
Gain on sale and impairment of single-family properties and other, net(33,335)(24,197)
Depreciation and amortization114,863 109,319 
Acquisition and other transaction costs3,399 4,482 
Noncash share-based compensation - property management953 1,015 
Interest expense34,381 36,254 
General and administrative expense18,336 16,986 
Other income and expense, net(1,865)(819)
Core NOI224,824 210,838 
Less: Non-Same-Home Core NOI33,735 25,615 
Same-Home Core NOI$191,089 $185,223 



36



The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties and total properties for the three months ended March 31, 2018September 30, 2023 and 2017 (in2022 (amounts in thousands):
 For the Three Months Ended September 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$299,652  $53,334  $352,986  
Fees from single-family properties6,746  1,276  8,022  
Bad debt(4,100) (1,051) (5,151) 
Core revenues302,298  53,559  355,857  
Property tax expense51,646 17.1 %7,939 14.9 %59,585 16.7 %
HOA fees, net (2)
5,737 1.9 %1,095 2.0 %6,832 1.9 %
R&M and turnover costs, net (2)
27,379 9.1 %4,873 9.1 %32,252 9.1 %
Insurance3,962 1.3 %718 1.3 %4,680 1.3 %
Property management expenses, net (3)
22,485 7.4 %5,199 9.7 %27,684 7.8 %
Core property operating expenses111,209 36.8 %19,824 37.0 %131,033 36.8 %
Core NOI$191,089 63.2 %$33,735 63.0 %$224,824 63.2 %
 For the Three Months Ended March 31, 2018
 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$171,312
  
 $46,711
  
 $218,023
  
Fees from single-family properties1,990
  
 843
  
 2,833
  
Bad debt expense(1,538)  
 (462)  
 (2,000)  
Core revenues171,764
  
 47,092
  
 218,856
  
            
Property tax expense29,989
 17.4% 9,101
 19.4% 39,090
 17.9%
HOA fees, net (2)3,378
 2.0% 1,099
 2.3% 4,477
 2.0%
R&M and turnover costs, net (2)13,645
 7.9% 5,094
 10.8% 18,739
 8.6%
Insurance1,531
 0.9% 516
 1.1% 2,047
 0.9%
Property management expenses, net (3)13,373
 7.8% 4,064
 8.6% 17,437
 8.0%
Core property operating expenses61,916
 36.0% 19,874
 42.2% 81,790
 37.4%
            
Core NOI$109,848
 64.0% $27,218
 57.8% $137,066
 62.6%

 For the Three Months Ended September 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$282,489  $44,000  $326,489  
Fees from single-family properties5,900  1,117  7,017  
Bad debt(2,729) (1,164) (3,893) 
Core revenues285,660  43,953  329,613  
Property tax expense45,726 16.0 %7,176 16.3 %52,902 16.0 %
HOA fees, net (2)
5,465 1.9 %941 2.1 %6,406 1.9 %
R&M and turnover costs, net (2)
23,972 8.4 %4,879 11.1 %28,851 8.8 %
Insurance3,109 1.1 %470 1.1 %3,579 1.1 %
Property management expenses, net (3)
22,165 7.8 %4,872 11.1 %27,037 8.2 %
Core property operating expenses100,437 35.2 %18,338 41.7 %118,775 36.0 %
Core NOI$185,223 64.8 %$25,615 58.3 %$210,838 64.0 %
 For the Three Months Ended March 31, 2017
 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$165,728
  
 $35,379
  
 $201,107
  
Fees from single-family properties1,992
  
 612
  
 2,604
  
Bad debt expense(1,197)  
 (313)  
 (1,510)  
Core revenues166,523
  
 35,678
  
 202,201
  
            
Property tax expense29,621
 17.7% 7,141
 19.9% 36,762
 18.2%
HOA fees, net (2)3,127
 1.9% 759
 2.1% 3,886
 1.9%
R&M and turnover costs, net (2)9,600
 5.8% 2,695
 7.6% 12,295
 6.1%
Insurance1,633
 1.0% 307
 0.9% 1,940
 1.0%
Property management expenses, net (3)12,651
 7.6% 2,949
 8.3% 15,600
 7.7%
Core property operating expenses56,632
 34.0% 13,851
 38.8% 70,483
 34.9%
            
Core NOI$109,891
 66.0% $21,827
 61.2% $131,718
 65.1%
(1)Includes 49,643 properties that have been stabilized longer than 90 days prior to January 1, 2022.

(1) Includes 38,828 properties that have been stabilized longer than 90 days prior to January 1, 2017.
(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.

(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 coreRents 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 7.7% to their respective GAAP metrics$421.7 million for the three months ended March 31, 2018September 30, 2023 from $391.6 million for the three months ended September 30, 2022. Revenue growth was primarily driven by higher rental rates.

Property Operating Expenses

Property operating expenses increased 9.8% to $167.0 million for the three months ended September 30, 2023 from $152.1 million for the three months ended September 30, 2022. This increase was primarily attributable to increased property tax expense from anticipated 2023 property tax assessments and 2017 (amountstiming of prior year property tax accruals as well as increased R&M and turnover costs.

Property Management Expenses

Property management expenses for the three months ended September 30, 2023 and 2022 were $30.8 million and $29.7 million, respectively, which included $1.0 million of noncash share-based compensation expense in thousands):each period related to centralized and field
 For the Three Months Ended
March 31,
 2018 2017
 (Unaudited) (Unaudited)
Core revenues   
Total revenues$258,004
 $233,754
Tenant charge-backs(35,807) (28,373)
Bad debt expense(2,000) (1,510)
Other revenues(1,341) (1,670)
Core revenues$218,856
 $202,201

Core property operating expenses   
Property operating expenses$100,987
 $83,305
Property management expenses18,987
 17,478
Noncash share-based compensation - property management(377) (417)
Expenses reimbursed by tenant charge-backs(35,807) (28,373)
Bad debt expense(2,000) (1,510)
Core property operating expenses$81,790
 $70,483
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property management employees. The increase in property management expenses was primarily attributable to an increase in personnel related expenses.
Core NOI, Same-Home Core NOI and Same-Home Core NOI After Capital Expenditures  
Net income$21,525
 $11,796
Remeasurement of participating preferred shares(1,212) 5,410
Gain on sale of single-family properties and other, net(2,256) (2,026)
Depreciation and amortization79,303
 73,953
Acquisition fees and costs expensed1,311
 1,096
Noncash share-based compensation - property management377
 417
Interest expense29,301
 31,889
General and administrative expense9,231
 9,295
Other expenses827
 1,558
Other revenues(1,341) (1,670)
Tenant charge-backs35,807
 28,373
Expenses reimbursed by tenant charge-backs(35,807) (28,373)
Bad debt expense excluded from operating expenses2,000
 1,510
Bad debt expense included in revenues(2,000) (1,510)
Core NOI137,066
 131,718
Less: Non-Same-Home Core NOI27,218
 21,827
Same-Home Core NOI109,848
 109,891
Less: Same-Home recurring capital expenditures6,054
 5,336
Same-Home Core NOI After Capital Expenditures$103,794
 $104,555


Core Revenues from Same-Home Properties


Core revenues from Same-Home properties for the three months ended March 31, 2018, increased $5.3 million, or 3.1%,5.8% to $171.8 million from $166.5$302.3 million for the three months ended March 31, 2017.September 30, 2023 from $285.7 million for the three months ended September 30, 2022. This increase was primarily attributable to higher average monthly realized rental rates,Average Monthly Realized Rent per property, which increased 6.8% to $1,553$2,086 per month for the three months ended March 31, 2018,September 30, 2023 compared to $1,494$1,954 per month for the three months ended March 31, 2017.September 30, 2022, partially offset by a decrease in Average Occupied Days Percentage, which was 96.4% for the three months ended September 30, 2023 compared to 97.1% for the three months ended September 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 March 31, 2018, increased $5.3 million, or 9.3%,10.7% to $61.9 million from $56.6$111.2 million for the three months ended March 31, 2017. Same-Home core property operating expenses as a percentage of total

Same-Home core revenues increased to 36.0%September 30, 2023 from $100.4 million for the three months ended March 31, 2018,September 30, 2022 primarily driven by increased property tax expense from 34.0% for the three months ended March 31, 2017. This increase was partially attributable to one-time costs due to winter freeze damages in certain marketsanticipated 2023 property tax assessments and elevated carrying costs on above average levelstiming of vacant inventory incurred during the three months ended March 31, 2018. The remainder of this increase was primarily attributable to temporarily elevatedprior year property tax accruals as well as increased R&M and turnover costs, and property management expenses incurred as part of the Company's strategic initiative to improve occupancy back to stabilized levels during the first quarter of 2018.net.

General and Administrative Expense

For the three months ended March 31, 2018 and 2017, respectively, generalGeneral 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, trustee fees and other expenses associated with our corporate and administrative functions,functions. General and administrative expense for the three months ended September 30, 2023 and 2022 was $9.2$18.3 million and $9.3$17.0 million, respectively, which included $0.6$4.2 million and $0.5$3.4 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees. GeneralThe increase in general and administrative expense was primarily impacted by nonrecurring rating agency fees incurred during 2017 associated withrelated to an increase in noncash share-based compensation expense and the Company receiving inaugural investment grade corporate ratings, partially offset by higher legal costs.timing of increased personnel and information technology costs to support growth in our business as well as other inflationary increases.

Interest Expense

Interest expense was $29.3 million and $31.9decreased 5.2% to $34.4 million for the three months ended March 31, 2018 and 2017, respectively. ThisSeptember 30, 2023 from $36.3 million for the three months ended September 30, 2022. The decrease was primarily due to the payoff of the AH4R 2014-SFR1 asset-backed securitization in April 2017 and increasedadditional capitalized interest partially offset by interest expense on the unsecured senior notes issued in February 2018.
Acquisition Fees and Costs Expensed
All costs of our internal acquisition function are expensed in accordance with GAAP. Forduring the three months ended March 31, 2018, acquisition fees and costs expensed totaled $1.3 million, which wasSeptember 30, 2023 related to an increase in development activities under our AMH Development Program.

Acquisition and Other Transaction Costs

Acquisition and other transaction costs associated with purchasesconsist primarily of single-family properties. For the three months ended March 31, 2017, acquisition feespersonnel and costs expensed totaled $1.1 million, including $0.7 million ofplatform 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 $0.4other transaction costs for the three months ended September 30, 2023 and 2022 were $3.4 million and $4.5 million, respectively, which included $1.3 million of noncash share-based compensation expense in each period related to employees in these functions. The decrease in acquisition and other transaction costs was primarily a result of a decrease in personnel costs due to fewer planned transactions through our traditional acquisition fees and costs expensed.channel during the three months ended September 30, 2023.


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 $79.3 million and $74.0increased 5.1% to $114.9 million for the three months ended March 31, 2018September 30, 2023 from $109.3 million for the three months ended September 30, 2022 primarily due to growth in the average number and 2017, respectively.cost of depreciable properties as well as ongoing capital investments into existing properties.

Hurricane-Related Charges, net

Hurricane Ian impacted certain properties primarily located in Florida, South Carolina and North Carolina, resulting in $6.1 million of hurricane-related charges, net during the three months ended September 30, 2022. The Company’s property and casualty insurance

38



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, 2022, the Company recognized $8.4 million in gross charges primarily related to an estimated accrual for minor repair and remediation costs, partially offset by $2.3 million of related insurance claims.

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 three months ended September 30, 2023 and 2022 was $33.3 million and $24.2 million, respectively, which included $0.3 million and $0.2 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 Income and Expense, net

Other income and expense, net for the three months ended September 30, 2023 and 2022 was $1.9 million and $0.8 million, respectively, which primarily related to interest income, fees from unconsolidated joint ventures and equity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to unconsolidated joint ventures and other nonrecurring expenses.

Comparison of the Nine Months Ended September 30, 2023 to the Nine Months Ended September 30, 2022

The following are 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 nine months ended September 30, 2023 and 2022 (amounts in thousands):
For the Nine Months Ended
September 30,
20232022
Core revenues and Same-Home core revenues
Rents and other single-family property revenues$1,214,948 $1,109,608 
Tenant charge-backs(167,049)(157,423)
Core revenues1,047,899 952,185 
Less: Non-Same-Home core revenues152,724 113,521 
Same-Home core revenues$895,175 $838,664 
Core property operating expenses and Same-Home core property operating expenses
Property operating expenses$456,662 $414,978 
Property management expenses92,251 84,541 
Noncash share-based compensation - property management(3,151)(3,146)
Expenses reimbursed by tenant charge-backs(167,049)(157,423)
Core property operating expenses378,713 338,950 
Less: Non-Same-Home core property operating expenses58,757 50,243 
Same-Home core property operating expenses$319,956 $288,707 
Core NOI and Same-Home Core NOI
Net income$341,205 $206,234 
Hurricane-related charges, net— 6,133 
Gain on sale and impairment of single-family properties and other, net(180,752)(79,052)
Depreciation and amortization340,779 313,688 
Acquisition and other transaction costs12,650 18,114 
Noncash share-based compensation - property management3,151 3,146 
Interest expense105,107 98,622 
General and administrative expense56,128 53,115 
Other income and expense, net(9,082)(6,765)
Core NOI669,186 613,235 
Less: Non-Same-Home Core NOI93,967 63,278 
Same-Home Core NOI$575,219 $549,957 


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The following tables present a summary of Core NOI for our Same-Home properties, Non-Same-Home and Other properties and total properties for the nine months ended September 30, 2023 and 2022 (amounts in thousands):
 For the Nine Months Ended September 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$887,363 $152,709 $1,040,072 
Fees from single-family properties19,165 3,697 22,862 
Bad debt(11,353)(3,682)(15,035)
Core revenues895,175  152,724  1,047,899  
Property tax expense154,709 17.2 %25,503 16.8 %180,212 17.1 %
HOA fees, net (2)
16,287 1.8 %2,818 1.8 %19,105 1.8 %
R&M and turnover costs, net (2)
69,494 7.8 %13,328 8.7 %82,822 7.9 %
Insurance11,261 1.3 %1,951 1.3 %13,212 1.3 %
Property management expenses, net (3)
68,205 7.6 %15,157 9.9 %83,362 8.0 %
Core property operating expenses319,956 35.7 %58,757 38.5 %378,713 36.1 %
Core NOI$575,219 64.3 %$93,967 61.5 %$669,186 63.9 %

 For the Nine Months Ended September 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$829,690 $113,500 $943,190 
Fees from single-family properties16,740 3,268 20,008 
Bad debt(7,766)(3,247)(11,013)
Core revenues838,664  113,521  952,185  
Property tax expense136,856 16.3 %20,435 18.0 %157,291 16.5 %
HOA fees, net (2)
15,427 1.8 %2,462 2.2 %17,889 1.9 %
R&M and turnover costs, net (2)
63,683 7.6 %12,653 11.1 %76,336 8.0 %
Insurance9,156 1.1 %1,333 1.2 %10,489 1.1 %
Property management expenses, net (3)
63,585 7.6 %13,360 11.8 %76,945 8.1 %
Core property operating expenses288,707 34.4 %50,243 44.3 %338,950 35.6 %
Core NOI$549,957 65.6 %$63,278 55.7 %$613,235 64.4 %
(1)Includes 49,643 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 9.5% to $1.2 billion for the nine months ended September 30, 2023 from $1.1 billion for the nine months ended September 30, 2022. Revenue growth was driven by higher rental rates and an increase in our average occupied portfolio which grew to 55,901 homes for the nine months ended September 30, 2023, compared to 54,658 homes for the nine months ended September 30, 2022.

Property Operating Expenses

Property operating expenses increased 10.0% to $456.7 million for the nine months ended September 30, 2023 from $415.0 million for the nine months ended September 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.


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Property Management Expenses

Property management expenses for the nine months ended September 30, 2023 and 2022 were $92.3 million and $84.5 million, respectively, which included $3.2 million and $3.1 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 an increase in personnel related expenses as well as other inflationary increases.

Core Revenues from Same-Home Properties

Core revenues from Same-Home properties increased 6.7% to $895.2 million for the nine months ended September 30, 2023 from $838.7 million for the nine months ended September 30, 2022. This increase was primarily attributable to higher Average Monthly Realized Rent per property, which increased 7.3% to $2,049 per month for the nine months ended September 30, 2023 compared to $1,910 per month for the nine months ended September 30, 2022, partially offset by a decrease in Average Occupied Days Percentage, which was 96.9% for the nine months ended September 30, 2023 compared to 97.2% for the nine months ended September 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 excludes noncash share-based compensation expense. Core property operating expenses from Same-Home properties increased 10.8% to $320.0 million for the nine months ended September 30, 2023 from $288.7 million for the nine months ended September 30, 2022 primarily driven by 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, net and property management expenses, net.

General and Administrative Expense

General and administrative expense primarily consists of corporate payroll and personnel costs, federal and state taxes, trustees’ and officers’ insurance expense, audit and tax fees, trustee fees and other expenses associated with our corporate and administrative functions. General and administrative expense for the nine months ended September 30, 2023 and 2022 was $56.1 million and $53.1 million, respectively, which included $13.9 million and $13.4 million, respectively, of noncash share-based compensation expense in each period related to corporate administrative employees. The increase in general and administrative expense was primarily related to the timing of increased personnel and information technology costs to support growth in our average number of depreciable properties.business as well as other inflationary increases.


Other RevenuesInterest Expense


Other revenues totaled $1.3Interest expense increased 6.6% to $105.1 million for the threenine months ended March 31, 2018, which included $0.4 million of interest income on short-term investments, $0.3 million of equity in earningsSeptember 30, 2023 from unconsolidated joint ventures, $0.2 million of management fee income related to joint ventures and $0.4 million of other income. Other revenues totaled $1.7$98.6 million for the threenine months ended March 31, 2017,September 30, 2022. This increase was primarily due to additional interest from the issuances of the 2032 and 2052 unsecured senior notes in April 2022, partially offset by additional capitalized interest during the nine months ended September 30, 2023 related to an increase in development activities under our AMH Development Program.

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 nine months ended September 30, 2023 and 2022 were $12.7 million and $18.1 million, respectively, which included $0.6$3.7 million and $7.2 million, respectively, of noncash share-based compensation expense in each period related to employees in these functions. The decrease in acquisition and other transaction costs was primarily due to lower noncash share-based compensation expense as well as a decrease in personnel costs due to fewer planned transactions through our traditional acquisition channel during the nine months ended September 30, 2023.

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 three 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 increased 8.6% to $340.8 million for the

41



nine months ended September 30, 2023 from $313.7 million for the nine months ended September 30, 2022 primarily due to growth in the average number and cost of depreciable properties as well as ongoing capital investments into existing properties.

Hurricane-Related Charges, net

Hurricane Ian impacted certain properties primarily located in Florida, South Carolina and North Carolina, resulting in $6.1 million of management fee incomehurricane-related charges, net during the nine months ended September 30, 2022. 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, 2022, the Company recognized $8.4 million in gross charges primarily related to joint ventures, $0.3an estimated accrual for minor repair and remediation costs, partially offset by $2.3 million of equityrelated insurance claims.

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 nine months ended September 30, 2023 and 2022 was $180.8 million and $79.1 million, respectively, which included $1.1 million and $1.3 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 earningsproperties sold.

Other Income and Expense, net

Other income and expense, net for the nine months ended September 30, 2023 and 2022 was $9.1 million and $6.8 million, respectively, which primarily related to interest income, fees from unconsolidated joint ventures and $0.8 million of other income.

Other Expenses

Other expenses totaled $0.8 million for the three months ended March 31, 2018, which included $0.7 million related to impairments on properties held for sale and $0.1 million of other expenses. Other expenses totaled $1.6 million for the three months ended March 31, 2017, which included $0.9 million related to impairments on properties held for sale, $0.5 million ofequity in income (losses) from unconsolidated joint ventures, partially offset by expenses related to aunconsolidated joint ventureventures and $0.2 million of other nonrecurring expenses.


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, 2017.Report. There have been no significantmaterial changes to our policiesthese estimates during the threenine months ended March 31, 2018. ForSeptember 30, 2023.

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.

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 for taxable years beginning before December 31, 2017) 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 (our "TRSs") will be subject to federal, state and local taxes on their income at regular corporate rates. The tax years from 2013 through 2017 generally 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 knowledge 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 March 31, 2018, 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 March 31, 2018, included cash and cash equivalents of $203.9 million. Additionally, as of March 31, 2018, 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 AH4R,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, maintenance and development 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 units, and payment of distributions to our common shareholders and unitholders.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, asset-backed securitizations and unsecured senior notes. 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.


Our liquidity and capital resources as of September 30, 2023 included cash and cash equivalents of $69.5 million. Additionally, as of September 30, 2023, we had no outstanding borrowings and $2.7 million committed to outstanding letters of credit under our $1.25 billion revolving credit facility, leaving $1.25 billion of remaining borrowing capacity. Under our June 2023 At-the-Market Program discussed below, we also had $1.0 billion remaining available for future share issuances as of September 30, 2023. We maintain an investment grade credit rating which provides for greater availability of and lower cost of debt financing.
To qualify as a

42



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 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 threenine months ended March 31, 2018September 30, 2023 and 2017 (in2022 (amounts in thousands):
For the Nine Months Ended
September 30,
20232022Change
Net cash provided by operating activities$623,374 $596,788 $26,586 
Net cash used for investing activities(465,316)(1,267,654)802,338 
Net cash (used for) provided by financing activities(133,371)736,819 (870,190)
Net increase in cash, cash equivalents and restricted cash$24,687 $65,953 $(41,266)
 For the Three Months Ended
March 31,
 2018 2017
Net cash provided by operating activities$112,491
 $110,037
Net cash used for investing activities(221,631) (69,997)
Net cash provided by financing activities286,472
 340,578
Net increase in cash, cash equivalents and restricted cash$177,332
 $380,618

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 expenses and general and administrative expenses.
During the three months ended March 31, 2018, net Net cash provided by operating activities was $112.5increased $26.6 million, which includedor 4.5%, from $596.8 million for the nine months ended September 30, 2022 to $623.4 million for the nine months ended September 30, 2023 primarily due to increased cash inflows generated from operationshigher rental rates and a larger number of $103.4 million and $9.1 million from other changes in operating assets and liabilities. occupied properties, 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 $221.6decreased $802.3 million, which primarily consistedor 63.3%, from $1.3 billion for the nine months ended September 30, 2022 to $465.3 million for the nine months ended September 30, 2023. Our investing activities are most significantly impacted by the level of cash outflowsinvestment activity through traditional acquisition channels, the development of $153.8 million related to“built-for-rental” homes through our AMH Development Program and the acquisition of newly built properties $53.5through our National Builder Program. Cash outflows for the addition of single-family properties to our portfolio through these channels decreased $569.8 million relatedduring the nine months ended September 30, 2023 primarily due to purchasesa strategic scale back in the acquisition of productive assetssingle-family properties through our National Builder Program and $20.4 million of initial renovation coststraditional acquisition channel during the nine months ended September 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 $56.7 million primarily as a result of a decreased volume of properties that underwent initial or property-enhancing renovations during the nine months ended September 30, 2023. 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 $12.0 millionsingle-family properties to invest in netthe strategic expansion of our 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 $221.0 million as a result of an increased volume of properties sold during the nine months ended September 30, 2023. In addition, cash paid for deposits on land option contracts decreased $9.5 million and cash outflows for other investing activities decreased $5.0 million during the nine months ended September 30, 2023. These changes were partially offset by (i) a $33.4 million reduction in collections on notes receivables related to property sales, (ii) a $19.0 million reduction in net cash inflows from unconsolidated joint ventures due to the timing of contributions

43



and distributions to and from our unconsolidated joint ventures, and (iii) a $7.6 million increase in recurring and other improvements. capital expenditures for single-family properties primarily due to inflationary increases in costs.

Financing Activities

Net cash used for financing activities was $133.4 million for the nine months ended September 30, 2023 compared to net cash provided by financing activities of $736.8 million for the nine months ended September 30, 2022. This change of $870.2 million was $286.5primarily due to (i) an $868.6 million which primarily consistedreduction in proceeds from unsecured senior notes, net of cash inflows of $497.2discount and deferred financing costs, (ii) a $262.9 million reduction in proceeds from the issuance of unsecured senior notes,Class A common shares, net of offering costs, (iii) a discount,$60.2 million decrease in proceeds from liabilities related to consolidated land not owned, and (iv) a $57.1 million increase in distributions paid to common share and unit holders resulting from a 22% increase in distributions paid per common share and unit. These changes were partially offset by (i) a $220.0 million reduction in net cash outflows including $140.0 million of net payments onto pay down our revolving credit facility, $35.0(ii) a nonrecurring $155.0 million cash outflow for the redemption of the Series F perpetual preferred shares during the nine months ended September 30, 2022 and (iii) a $3.1 million reduction in distributions to preferred shareholders as a result of the redemption of our Series F perpetual preferred shares during the nine months ended September 30, 2022.

Class A common share repurchases and $34.4 million for distributions. The net increase in cash, cash equivalents and restricted cash during the three months ended March 31, 2018, was $177.3 million.Common Share Offering

During the three months ended March 31, 2017, net cash provided by operating activities was $110.0 million, which included cash from operationsfirst quarter of $95.6 million and $14.4 million from other changes in operating assets and liabilities. Net cash used2022, the Company completed an underwritten public offering for investing activities was $70.0 million, which primarily consisted23,000,000 of cash outflows of $74.7 million related to the acquisition of properties, $13.7 million related to purchases of productive assets and $7.7 million of initial renovation costs to prepare our properties for rental, partially offset by cash inflows of $31.3 million in net proceeds received from the sales of single-family properties and other assets. Net cash provided by financing activities was $340.6 million, which primarily consisted of cash inflows including $350.4 million of net proceeds from issuances ofits Class A common shares of beneficial interest, $0.01 par value per share, of which 10,000,000 shares were issued directly by the Company and $25.013,000,000 shares were offered on a forward basis at the request of the 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, of borrowings against our term loanwhich it used to repay indebtedness under its revolving credit facility partially offset by cash outflows of $28.6 millionand for distributions. The net increase in cash, cash equivalents and restricted cash duringgeneral corporate purposes.

When the three months ended March 31, 2017, was $380.6 million.

Unsecured Senior Notes

In February 2018,Company issues common shares, the Operating Partnership issued $500.0 millionissues an equivalent number of 4.25% unsecured senior notesunits of partnership interest of a corresponding class to AMH, with a maturity date of February 15, 2028 (the "2028 Notes"). Interest on the 2028 Notes is payable semi-annually in arrears on February 15 and August 15 of each year, commencing on August 15, 2018. The Operating Partnership received net proceeds of $494.0 million from this issuance, after underwriting fees of approximately $3.2 million and a $2.8 million discount, and before estimated offering costs of $1.8 million. The Operating Partnership intends to usereceiving the net proceeds from this issuance for general corporate purposes, including, without limitation, acquisitions of additional properties, the repayment of outstanding indebtedness, capital expenditures, the expansion, redevelopment and/or improvement of our properties, working capital and other general purposes, including repurchases of securities. The 2028 Notes are the Operating Partnership's unsecured and unsubordinated obligation and rank equally in right of payment with all of the Operating Partnership’s existing and future unsecured and unsubordinated indebtedness. The Operating Partnership may redeem the 2028 Notes at any time, in whole or in part, at the applicable redemption price specified in the Indenture with respect to the 2028 Notes. If the 2028 Notes are redeemed on or after November 15, 2027 (three months prior to the maturity date), the redemption price will be equal to 100% of the principal amount of the 2028 Notes being redeemed plus accrued and unpaid interest thereon to, but not including, the redemption date. The 2028 Notes have been initially guaranteed by American Residential Properties OP, L.P., (the “Guarantor Subsidiary”), a 100% owned subsidiary of the Operating Partnership, but such guarantee will be automatically released atshare issuances.

the time that the Guarantor Subsidiary no longer guarantees our credit facility. Including the effect of a cash flow hedging instrument settled in February 2018 (see Note 13), the 2028 Notes yield an effective interest rate of 4.08%.

Exchangeable Senior Notes, Net

The exchangeable senior notes, which were assumed in connection with the ARPI Merger during 2016, 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 March 31, 2018, was 55.4118 of the Company's Class A common shares per $1,000 principal amount of the notes. The exchange rate is adjusted based on the Company's Class A common share price and distributions to common shareholders.


At-the-Market Common Share Offering Program


In November 2016,During the second quarter of 2023, the Company establishedentered into a new at-the-market common share offering program, replacing the Original At-the-Market Programpreviously 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 “June 2023 At-the-Market 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 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 three months ended March 31, 2017, the Company issued and sold 0.6 million Class A common shares under the Original At-the-Market Program for gross proceeds of $14.3 million, or $22.72 per share, and net proceeds of $14.1 million, after commissions and other expenses of approximately $0.2 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. The Original At-the-Market Program was replaced in August 2017 with the At-the-Market Program with a $500.0 million capacity and the same terms as the previous program. As of March 31, 2018,September 30, 2023, no shares have been issued under the June 2023 At-the-Market Program and $500.0 million$1.0 billion remained available for future share issuances.


Share Repurchase Program


In February 2018, the Company'sThe Company’s board of trustees re-authorizedauthorized the establishment of our existing share repurchase program authorizingfor the repurchase of up to $300.0$300.0 million of our outstanding Class A common shares and up to $250.0$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 threenine months ended March 31, 2018, the Company repurchasedSeptember 30, 2023 and retired 1.8 million of our Class A common shares on a settlement date basis, in accordance with the program, at a weighted-average price of $19.36 per share and a total price of $34.9 million. We2022, we did not repurchase and retire any of our Class A common shares during the three months ended March 31, 2017.or preferred shares. As of March 31, 2018,September 30, 2023, we had a remaining repurchase authorization of up 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.


Redemption

44



Distributions

As a REIT, we generally are required to distribute annually to our shareholders at least 90% of Series C Participating Preferred Shares

On April 5, 2018,our REIT taxable income (determined without regard to the Company redeemed all 7,600,000 sharesdeduction for dividends paid and 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 outstanding 5.5% Series C participating preferred shares through a conversion of those 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 10,848,827 Class A common shares issued from the conversion, based on a conversion ratio of 1.4275 Class A common shares issued per Series C participating preferred share.deduction for dividends paid and including any net capital gains). The Operating Partnership also redeemed its corresponding Series C participating preferred units throughfunds the payment of distributions. As of December 31, 2022, AMH had a conversion into Class A units on April 5, 2018. As a resultnet operating loss (“NOL”) for U.S. federal income tax purposes of $11.8 million. We intend to use our NOL (to the redemption, the Company will record a $32.2 million allocation ofextent available) to reduce our REIT taxable income to the Series C participatingextent that REIT taxable income is not reduced by our deduction for dividends paid.

During the nine months ended September 30, 2023 and 2022, the Company distributed an aggregate $283.8 million and $229.9 million, respectively, to common shareholders, preferred shareholders in the second quarter of 2018, which represents the initial liquidation value of the Series C participating preferred shares in excess of the original equity carrying value of the Series C participating preferred shares as of the redemption date. The original equity carrying value of the Series C participating preferred shares was net of the initial bifurcated home price appreciation derivative liability and offering costs. (see Note 10).noncontrolling interests on a cash basis.


Off-Balance Sheet Arrangements
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 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 redemption or conversionand (5) the allocation of shares or 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/or renovated, we estimate recurring capital expendituresRecurring Capital Expenditures for our entire portfolio by multiplying (a) current period actual recurring capital expendituresRecurring Capital Expenditures per Same-Home propertyProperty by (b) our total number of properties, excluding newly acquired non-stabilized properties properties identified for future sale as part of the Company's disposition program and properties classified as held for 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 provides 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 provide useful information to investors because 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.




45



The following is a reconciliation of the Company'sCompany’s net income or 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 nine months ended March 31, 2018September 30, 2023 and 2017 (in2022 (amounts in thousands):
 For the Three Months Ended
September 30,		For the Nine Months Ended
September 30,
 2023202220232022
Net income attributable to common shareholders$74,113 $50,715 $289,607 $163,244 
Adjustments:  
Noncontrolling interests in the Operating Partnership10,493 7,464 41,140 24,119 
Gain on sale and impairment of single-family properties and other, net(33,335)(24,197)(180,752)(79,052)
Adjustments for unconsolidated joint ventures812 448 2,380 (122)
Depreciation and amortization114,863 109,319 340,779 313,688 
Less: depreciation and amortization of non-real estate assets(4,476)(3,543)(12,902)(9,648)
FFO attributable to common share and unit holders (1)
$162,470 $140,206 $480,252 $412,229 
Adjustments:    
Acquisition, other transaction costs and other3,399 4,482 12,650 18,114 
Noncash share-based compensation - general and administrative4,160 3,390 13,885 13,352 
Noncash share-based compensation - property management953 1,015 3,151 3,146 
Hurricane-related charges, net— 6,133 — 6,133 
Redemption of perpetual preferred shares— — — 5,276 
Core FFO attributable to common share and unit holders (1)
$170,982 $155,226 $509,938 $458,250 
Recurring Capital Expenditures(23,973)(22,479)(59,079)(49,616)
Leasing costs(792)(689)(2,368)(1,868)
Adjusted FFO attributable to common share and unit holders (1)
$146,217 $132,058 $448,491 $406,766 
 For the Three Months Ended
March 31,
 2018 2017
 (Unaudited) (Unaudited)
Net income (loss) attributable to common shareholders$5,814
 $(1,490)
Adjustments: 
  
Noncontrolling interests in the Operating Partnership1,125
 (339)
Net (gain) on sale / impairment of single-family properties and other(1,556) (1,097)
Depreciation and amortization79,303
 73,953
Less: depreciation and amortization of non-real estate assets(1,830) (2,549)
FFO attributable to common share and unit holders$82,856
 $68,478
Adjustments: 
  
Acquisition fees and costs expensed1,311
 1,096
Noncash share-based compensation - general and administrative598
 521
Noncash share-based compensation - property management377
 417
Noncash interest expense related to acquired debt900
 840
Remeasurement of participating preferred shares(1,212) 5,410
Core FFO attributable to common share and unit holders$84,830
 $76,762
Recurring capital expenditures (1)(7,386) (6,397)
Leasing costs(2,723) (1,482)
Adjusted FFO attributable to common share and unit holders$74,721
 $68,883
(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 recurring capital expenditures per Same-Home property by (b) our total number of properties, excluding non-stabilized properties, properties identified for future sale as part of the Company's disposition program and properties classified as held for sale.


EBITDA / Adjusted EBITDAEBITDAre / Adjusted EBITDA after Capex and Leasing CostsEBITDAre / 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 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 shares and units and (7) noncash fair value adjustments associated with remeasuring our participating preferred shares derivative liability to fair value.debt. Fully Adjusted EBITDA after Capex and Leasing CostsEBITDAre is a supplemental non-GAAP financial measure calculated by adjusting Adjusted EBITDAEBITDAre for (1) recurring capital expendituresRecurring Capital Expenditures and (2) leasing costs. As a portion of our 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 they exclude the impact of various income and expense items that are not indicative of operating performance.




46



The following is a reconciliation of net income, or loss,as determined in accordance with GAAP, to EBITDA, EBITDAre, Adjusted EBITDAEBITDAre and Fully Adjusted EBITDA after Capex and Leasing CostsEBITDAre for the three and nine months ended March 31, 2018September 30, 2023 and 2017 (in2022 (amounts in thousands):
For the Three Months Ended
September 30,		For the Nine Months Ended
September 30,
2023202220232022
Net income$88,092 $61,665 $341,205 $206,234 
Interest expense34,381 36,254 105,107 98,622 
Depreciation and amortization114,863 109,319 340,779 313,688 
EBITDA$237,336 $207,238 $787,091 $618,544 
Gain on sale and impairment of single-family properties and other, net(33,335)(24,197)(180,752)(79,052)
Adjustments for unconsolidated joint ventures812 448 2,380 (122)
EBITDAre$204,813 $183,489 $608,719 $539,370 
Noncash share-based compensation - general and administrative4,160 3,390 13,885 13,352 
Noncash share-based compensation - property management953 1,015 3,151 3,146 
Acquisition, other transaction costs and other3,399 4,482 12,650 18,114 
Hurricane-related charges, net— 6,133 — 6,133 
Adjusted EBITDAre$213,325 $198,509 $638,405 $580,115 
Recurring Capital Expenditures(23,973)(22,479)(59,079)(49,616)
Leasing costs(792)(689)(2,368)(1,868)
Fully Adjusted EBITDAre$188,560 $175,341 $576,958 $528,631 

 For the Three Months Ended
March 31,
 2018 2017
 (Unaudited) (Unaudited)
Net income$21,525
 $11,796
Interest expense29,301
 31,889
Depreciation and amortization79,303
 73,953
EBITDA$130,129
 $117,638
    
Noncash share-based compensation - general and administrative598
 521
Noncash share-based compensation - property management377
 417
Acquisition fees and costs expensed1,311
 1,096
Net (gain) on sale / impairment of single-family properties and other(1,556) (1,097)
Remeasurement of participating preferred shares(1,212) 5,410
Adjusted EBITDA$129,647
 $123,985
    
Recurring capital expenditures (1)(7,386) (6,397)
Leasing costs(2,723) (1,482)
Adjusted EBITDA after Capex and Leasing Costs$119,538
 $116,106
(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 recurring capital expenditures per Same-Home property by (b) our total number of properties, excluding non-stabilized properties, properties identified for future sale as part of the Company's disposition program and properties classified as held for sale.



ITEMItem 3.Quantitative and Qualitative Disclosures aboutAbout Market Risk

Interest Rate Risk

The primary market riskDuring the nine months ended September 30, 2023, the Company paid down $130.0 million on its revolving credit facility, resulting in no outstanding variable rate debt as of September 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.
The Company's variable-rate debt was comprised of borrowings on our term loan facility of $200.0 million as of March 31, 2018, and comprised of borrowings on our revolving credit facility and term loan facility of $140.0 million and $200.0 million, respectively, as of December 31, 2017. 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. 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 March 31, 2018, and December 31, 2017 (in thousands):
 March 31, 2018 December 31, 2017
Impact to future earnings due to variable rate debt, before the effect of capitalization: 
  
Rate increase of 1%$2,000
 $3,400
Rate decrease of 1% (1)$(2,000) $(3,400)

(1)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.

47
ITEM




Item 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 March 31, 2018,September 30, 2023, that have materially affected, or are reasonably likely to materially affect, the Company'sCompany’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'sPartnership’s management, including the Operating Partnership's 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'sPartnership’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'sPartnership’s management, including itsthe 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 Operating Partnership's Chief Executive Officer and Chief Financial Officer of the Operating Partnership’s general partner concluded that the Operating Partnership'sPartnership’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'sPartnership’s internal control over financial reporting during the quarter ended March 31, 2018,September 30, 2023, that have materially affected, or are reasonably likely to materially affect, the Operating Partnership'sPartnership’s internal control over financial reporting.



48



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 in Part I, “Item 1A. Risk Factors,” the Quarterly Report on Form 10-K filed10-Q for the yearquarterly period ended December 31, 2017,June 30, 2023 in Part I, Item 1A,II, “Item 1A. Risk FactorsFactors” 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 our risk factors from those disclosed in the section entitled “Risk Factors” of our Annual Report on Form 10-K for the year ended December 31, 2017.

Item 2.Unregistered Sales of Equity Securities, and Use of Proceeds, and Issuer Purchases of Equity Securities


The following table summarizes the Company’s repurchases of our outstanding Class A common shares during the three months ended March 31, 2018 (in thousands, except share and per share data):None.

Item 3. Defaults Upon Senior Securities
Period Total Number of Class A Common Shares Purchased Average Price Paid per Class A Common Share Total Number of Class A Common Shares Purchased as Part of Publicly Announced Plans or Programs Approximate Dollar Value of Class A Common Shares that May Yet Be Purchased Under the Plans or Programs
January 1, 2018 to January 31, 2018 —
 $—
 —
 $146,746
February 1, 2018 to February 28, 2018 —
 —
 —
 300,000
March 1, 2018 to March 31, 2018 1,804,163
 19.36
 1,804,163
 265,067
Total 1,804,163
 $19.36
 1,804,163
 $265,067


None.
On February 22, 2018, the Company's board of trustees re-authorized our existing share repurchase program, authorizing 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.
Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

During the three months ended March 31, 2018,September 30, 2023, no trustee or officer of the Company repurchased and retired 1.8 millionadopted 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 our Class A common shares on a settlement date basis, in accordance with the program, at a weighted-average price of $19.36 per share and a total price of $34.9 million. As of March 31, 2018, we had a remaining repurchase authorization of up 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. Regulation S-K.


Item 3.Defaults upon Senior Securities
None.
Item 4.Mine Safety Disclosures
Not applicable.
Item 5.Other Information
None.
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)
2.8‡
Agreement and Plan of Merger by and among American Homes 4 Rent, Sunrise Merger Sub, LLC, American Homes Rent, L.P., OP Merger Sub, LLC, American Residential Properties, Inc., American Residential Properties OP, 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
2.9‡
Contribution Agreement dated as of December 12, 2014 (Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed December 18, 2014.)
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 5.500% 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.)
3.4
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.)
3.5
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.)
3.63.3
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.)
3.7
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.)
3.83.5
Amended and Restated Bylaws of American Homes 4 Rent (Incorporated by reference to Exhibit 3.8 to the Company's Annual Report on Form 10-K for the year ended December 31, 2016 filed February 24, 2017.)
4.1
Indenture, dated November 27, 2013, among American Residential OP, 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.’s Current Report on Form 8-K filed November 27, 2013.)
4.2
First Supplemental Indenture, dated February 29, 2016, among American Homes 4 Rent, ARPI REIT, LLC, American Residential Properties OP, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.23.1 to the Company's Current Report on Form 8-K filed MarchAugust 4, 2016.2023.)
4.34.1
Form of Global Note representing American Residential Properties OP, L.P.’s 3.25% Exchangeable Senior Notes due 2018 (Incorporated by reference to Exhibit 4.1 to American Residential Properties, Inc.’s Current Report on Form 8-K filed November 27, 2013.)
4.4
Form of Indenture (Incorporated by reference to Exhibit 4.4 to the Company's Registration Statement on Form S-3 (Registration Number 333-221878) filed December 1, 2017.)
4.5
Indenture, dated as of February 7, 2018, between American Homes 4 Rent, L.P. and U.S. Bank National Association, as trustee (Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K filed February 7, 2018.)


4.64.2
First Supplemental Indenture, dated as of February 7, 2018, among American Homes 4 Rent, 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 February 7, 2018.)
4.74.3
Form of Global Note representing the 2028 Notes (Incorporated by reference to Exhibit 4.3 to the Company’s Current Report on Form 8-K filed February 7, 2018.)
4.4
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.)

49



Exhibit
Number		Exhibit Document
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 February 7, 2018.July 8, 2021.)
12.14.9
RatiosForm of EarningsGlobal Note representing the 2051 Notes (Incorporated by reference to Fixed Charges and EarningsExhibit 4.5 to Combined Fixed Charges and Preferred Distributions of American Homes 4 Rent. Filed herewith.the Company’s Current Report on Form 8-K filed July 8, 2021.)
12.24.10
RatiosFifth Supplemental Indenture, dated as of Earnings to Fixed Charges and Earnings to Combined Fixed Charges and Preferred Distributions ofApril 7, 2022, among American Homes 4 Rent, L.P. Filed herewith.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.)
31.14.11
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.)
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.
31.3
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.
32.2
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)




50



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: May 4, 2018November 3, 2023

AMERICAN HOMES 4 RENT, L.P.
/s/ Diana M. LaingBy: American Homes 4 Rent, its General Partner
Diana M. Laing/s/ Brian F. Reitz
Chief Financial Officer
Brian F. Reitz
Executive Vice President, Chief Accounting Officer
(Principal FinancialChief Accounting Officer and duly authorized signatory of registrant)
Date: May 4, 2018November 3, 2023






55

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