(Former name, former address, and former fiscal year, if changed since last report)

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.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted 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 such files).

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 growth company” in Rule 12b-2 of the Exchange Act.

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.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

The number of shares of Apartment Investment and Management Company Class A Common Stock outstanding as of ~~May 13,~~August 12, 2021: ~~150,066,381~~149,662,549

On December 15, 2020, Apartment Investment and Management Company (“Aimco” or “the Company”) completed the ~~previously announced~~ separation of its business into two, separate and distinct, publicly traded companies, Aimco and Apartment Income REIT Corp. (“AIR”). The separation was effected by way of a pro rata distribution, in which stockholders of Aimco received one share of Class A common stock of AIR for every one share of Class A common stock of Aimco held as of the close of business on December 5, 2020. Apartment Income REIT~~AIMCO Properties,~~, L.P. (“AIR Operating Partnership”), formerly known as “Aimco Properties, L.P.” until July 7, 2021, also completed a pro rata distribution of all of the outstanding common limited partnership units of Aimco OP L.P. (“Aimco Operating Partnership” and such units, “Aimco OP Units”) to holders of AIR Operating Partnership common limited partnership units and AIR Operating Partnership Class I High Performance partnership units as of the close of business on December 5, 2020. The transactions described in this paragraph are collectively referred to as the “Separation” and are governed by the terms of the Separation and Distribution Agreement (the “Separation Agreement”).

Notwithstanding the legal form of the Separation, for accounting and financial reporting purposes, Aimco is presented as being spun-off from AIR. This presentation is in accordance with generally accepted accounting principles in the United States and is due primarily to the relative significance of Aimco’s business, as measured in terms of revenue, net income, assets, and other relevant indicators, as compared to those indicators for AIR before the Separation. Therefore, Aimco is considered “spun” for accounting purposes and AIR is considered the divesting entity and treated as the accounting spinner, or accounting predecessor. A separate capital structure did not exist since the assets, liabilities and operations of Aimco prior to the Separation (Aimco and AIR together, as they existed prior to the Separation, “Aimco Predecessor”) were spread across multiple legal entities. The historical financial statements of Aimco do not represent the financial position and results of operations of one legal entity, but rather a combination of entities under common control that have been “carved out” from Aimco Predecessor’s financial statements.

This filing combines the quarterly reports on Form 10-Q for the quarterly period ended ~~March 31,~~June 30, 2021, of Aimco and Aimco Operating Partnership. Where it is important to distinguish between the two entities, we refer to them specifically. Otherwise, references to “we,” “us,” or “our” mean, collectively, Aimco, Aimco Operating Partnership, and their consolidated entities.

Aimco, a Maryland corporation, is a self-administered and self-managed real estate investment trust, or REIT. Aimco, through a wholly-owned subsidiary, is the general partner and directly is the special limited partner of Aimco Operating Partnership. As of ~~March 31,~~June 30, 2021, Aimco owned ~~approximately 93.3%~~93.6% of the legal interest in the common partnership units of Aimco Operating Partnership and 94.9% of the economic interest in Aimco Operating Partnership. The remaining ~~6.7%~~6.4% legal interest is owned by limited partners. As the sole general partner of Aimco Operating Partnership, Aimco has exclusive control of Aimco Operating Partnership’s day-to-day management.

Aimco Operating Partnership holds all of Aimco’s assets and manages the daily operations of Aimco’s business. Pursuant to Aimco Operating Partnership agreement, Aimco is required to contribute to Aimco Operating Partnership all proceeds from the offerings of its securities. In exchange for the contribution of such proceeds, Aimco receives additional interests in Aimco Operating Partnership with similar terms (e.g., if Aimco contributes proceeds of a stock offering, Aimco receives partnership units with terms substantially similar to the stock issued by Aimco).

We believe combining the periodic reports of Aimco and Aimco Operating Partnership into this single report provides the following benefits:

We operate Aimco and Aimco Operating Partnership as one enterprise; the management of Aimco directs the management and operations of Aimco Operating Partnership; and Aimco OP GP, LLC, Aimco Operating Partnership’s general partner, is ~~member~~ managed by Aimco.

We believe it is important to understand the few differences between Aimco and Aimco Operating Partnership in the context of how Aimco and Aimco Operating Partnership operate as a consolidated company. Aimco has no assets or liabilities other than its investment in Aimco Operating Partnership. Also, Aimco is a corporation that issues publicly traded equity from time to time, whereas Aimco Operating Partnership is a partnership that has no publicly traded equity. Except for the net proceeds from stock offerings by Aimco, which are contributed to Aimco Operating Partnership in exchange for additional limited partnership interests (of a similar type and in an amount equal to the shares of stock sold in the offering), Aimco Operating Partnership generates all remaining capital required by its business. These sources include Aimco Operating ~~Partnership’s working capital,~~

Partnership’s working capital, net cash provided by operating activities, borrowings under its revolving credit facility, the issuance of debt and equity securities, including additional partnership units, and proceeds received from the sale of real estate.

Equity, partners’ capital, and noncontrolling interests are the main areas of difference between the condensed consolidated financial statements of Aimco and those of Aimco Operating Partnership. Interests in Aimco Operating Partnership held by entities other than Aimco, which we refer to as Aimco OP Units, are classified within partners’ capital in Aimco Operating Partnership’s condensed consolidated financial statements and as noncontrolling interests in Aimco’s condensed consolidated financial statements.

To help investors understand the differences between Aimco and Aimco Operating Partnership, this report provides: separate condensed consolidated financial statements for Aimco and Aimco Operating Partnership; a single set of condensed consolidated notes to such financial statements that includes separate discussions of each entity’s earnings per share or earnings per unit, as applicable; and a combined Management’s Discussion and Analysis of Financial Condition and Results of Operations section that includes discrete information related to each entity, where appropriate.

This report also includes separate Part I, Item 4. Controls and Procedures sections and separate Exhibits 31 and 32 certifications for Aimco and Aimco Operating Partnership in order to establish that the requisite certifications have been made and that Aimco and Aimco Operating Partnership are both compliant with Rule 13a-15 or Rule 15d-15 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and 18 U.S.C. §1350.

							June 30,			December 31,
	March 31, 2021			December 31, 2020			2021			2020
ASSETS
Buildings and improvements	$	1,050,817		$	995,116		$	1,107,929		$	995,116
Land		506,968			505,153			518,954			505,153
Total real estate		1,557,785			1,500,269			1,626,883			1,500,269
Accumulated depreciation		(511,615	)		(495,010	)		(527,976	)		(495,010	)
Net real estate		1,046,170			1,005,259			1,098,907			1,005,259
Cash and cash equivalents		226,081			289,582			286,066			289,582
Restricted cash		9,224			9,153			9,167			9,153
Mezzanine investment		314,829			307,362			322,380			307,362
Right-of-use lease assets		443,111			98,280			443,460			98,280
Other assets, net		178,475			130,856			152,159			130,856
Total assets	$	2,217,890		$	1,840,492		$	2,312,139		$	1,840,492

LIABILITIES AND EQUITY
Non-recourse property debt, net	$	429,873		$	447,967		$	427,881		$	447,967
Construction loans, net								114,309			0
Notes payable to AIR		534,127			534,127			534,127			534,127
Total indebtedness		964,000			982,094			1,076,317			982,094
Deferred tax liabilities		125,732			131,560			128,279			131,560
Lease liabilities		446,962			100,496			450,648			100,496
Accrued liabilities and other		95,733			62,988			91,496			62,988
Total liabilities		1,632,427			1,277,138			1,746,740			1,277,138

Redeemable noncontrolling interest in consolidated real estate partnership		4,111			4,263			4,177			4,263
Commitments and contingencies (Note 4)
Equity:
Common Stock, $0.01 par value, 510,587,500 shares authorized, 149,208,479 and 149,036,263 shares issued/outstanding at March 31, 2021 and December 31, 2020, respectively		1,491			1,490
Common Stock, $0.01 par value, 510,587,500 shares authorized, 149,662,549 and 149,036,263 shares issued/outstanding at June 30, 2021 and December 31, 2020, respectively								1,496			1,490
Additional paid-in capital		516,051			515,127			517,540			515,127
Retained earnings (Accumulated deficit)		3,375			(16,839	)
Accumulated deficit								(16,315	)		(16,839	)
Total Aimco equity		520,917			499,778			502,721			499,778
Noncontrolling interests in consolidated real estate partnerships		31,884			31,877			31,847			31,877
Common noncontrolling interests in Aimco Operating Partnership		28,551			27,436			26,654			27,436
Total equity		581,352			559,091			561,222			559,091
Total liabilities and equity	$	2,217,890		$	1,840,492		$	2,312,139		$	1,840,492

	Three Months Ended March 31,						Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020			2021			2020
REVENUES
Rental and other property revenues	$	39,804		$	38,309		$	40,418		$	37,165		$	80,222		$	75,474

OPERATING EXPENSES
Property operating expenses		16,942			15,349			16,403			15,322			33,345			30,671
Depreciation and amortization		20,717			19,347			20,639			19,030			41,356			38,377
General and administrative expenses		6,311			1,762			7,383			1,625			13,694			3,387
Total operating expenses		43,970			36,458			44,425			35,977			88,395			72,435

Interest expense		(12,677	)		(5,651	)		(12,638	)		(5,809	)		(25,315	)		(11,460	)
Mezzanine investment income, net		7,467			6,747			7,551			6,936			15,018			13,683
Unrealized gains on interest rate options		25,347			—
Unrealized gains (losses) on interest rate options								(16,970	)		(1,080	)		8,377			(1,080	)
Other expenses, net		363			(415	)		2,918			(154	)		3,281			(569	)
Income before income tax benefit		16,334			2,532
(Loss) income before income tax benefit								(23,146	)		1,081			(6,812	)		3,613
Income tax benefit		5,100			2,023			2,760			2,032			7,860			4,055
Net income		21,434			4,555
Net (loss) income								(20,386	)		3,113			1,048			7,668
Noncontrolling interests:
Net loss attributable to redeemable noncontrolling interest in consolidated real estate partnership		152			103
Net (income) loss attributable to noncontrolling interests in consolidated real estate partnerships		(291	)		5
Net income attributable to common noncontrolling interests in Aimco Operating Partnership		(1,081	)		(236	)
Net income attributable to Aimco common stockholders	$	20,214		$	4,427

Net income attributable to Aimco per common share – basic	$	0.14		$	0.03
Net income attributable to Aimco per common share – diluted	$	0.14		$	0.03
Net (income) loss attributable to redeemable noncontrolling interest in consolidated real estate partnership								(66	)		125			86			228
Net (income) attributable to noncontrolling interests in consolidated real estate partnerships								(275	)		(10	)		(566	)		(5	)
Net (income) loss attributable to common noncontrolling interests in Aimco Operating Partnership								1,037			(165	)		(44	)		(400	)
Net (loss) income attributable to Aimco common stockholders							$	(19,690	)	$	3,063		$	524		$	7,491
Net (loss) income attributable to Aimco per common share – basic							$	(0.13	)	$	0.02		$	0.00		$	0.05
Net (loss) income attributable to Aimco per common share – diluted							$	(0.13	)	$	0.02		$	0.00		$	0.05

Weighted average common shares outstanding – basic		148,914			148,549			149,166			148,549			149,082			148,549
Weighted average common shares outstanding – diluted		149,046			148,569			149,166			148,569			149,442			148,569

	Common Stock																		Noncontrolling Interests in			Common Noncontrolling Interests in						Common Stock														Noncontrolling Interests in			Common Noncontrolling Interests in
	Shares Issued			Amount			Additional Paid- in Capital			Retained Earnings (Accumulated Deficit)			Aimco Predecessor Equity			Total Aimco Equity			Consolidated Real Estate Partnerships			Aimco Operating Partnership			Total Equity			Shares Issued		Amount		Additional Paid- in Capital		Retained Earnings (Accumulated Deficit)			Aimco Predecessor Equity		Total Aimco Equity			Consolidated Real Estate Partnerships			Aimco Operating Partnership			Total Equity
Balances at December 31, 2019		—		$	—		$	—		$	—		$	513,264		$	513,264		$	108		$	188		$	513,560
Balances at March 31, 2020																													—	$	—	$	—	$	—		$	511,497	$	511,497		$	103		$	424		$	512,024
Net income attributable to Aimco Predecessor		—			—			—			—			4,427			4,427			—			—			4,427			—		—		—		—			3,063		3,063			—			—			3,063
Net loss attributable to noncontrolling interests in consolidated partnerships		—			—			—			—			—			—			(5	)		—			(5	)
Net income attributable to noncontrolling interests in consolidated partnerships																													—		—		—		—			—		—			10			—			10
Net income attributable to common noncontrolling interests in Aimco Operating Partnership		—			—			—			—			—			—			—			236			236			—		—		—		—			—		—			—			165			165
Contributions from Aimco Predecessor, net		—			—			—			—			(6,194	)		(6,194	)		—			—			(6,194	)		—		—		—		—			6,202		6,202			—			—			6,202
Balances at March 31, 2020		—		$	—		$	—		$	—		$	511,497		$	511,497		$	103		$	424		$	512,024
Balances at June 30, 2020																													—	$	—	$	—	$	—		$	520,762	$	520,762		$	113		$	589		$	521,464

Balances at December 31, 2020		149,036		$	1,490		$	515,127		$	(16,839	)	$	—		$	499,778		$	31,877		$	27,436		$	559,091
Balances at March 31, 2021																													149,208	$	1,491	$	516,051	$	3,375		$	—	$	520,917		$	31,884		$	28,551		$	581,352
Redemption of Aimco Operating Partnership units		—			—			—			—			—			—			—			(36	)		(36	)		440		4		909		—			—		913			—			(913	)		—
Issuance of common stock in connection with share-based compensation arrangements		232			2			1,069			—			—			1,071			—			—			1,071
Cash paid on redemption of Aimco Operating Partnership units																													—		—		—		—			—		—			—			(4	)		(4	)
Share-based compensation expense		—			—			171			—			—			171			—			58			229			—		—		580		—			—		580			—			58			638
Distribution to noncontrolling interests in consolidated real estate partnerships		—			—			—			—			—			—			(287	)		—			(287	)		—		—		—		—			—		—			(295	)		—			(295	)
Net income attributable to noncontrolling interests in consolidated partnerships		—			—			—			—			—			—			291			—			291			—		—		—		—			—		—			275			—			275
Net income attributable to common noncontrolling interests in Aimco Operating Partnership		—			—			—			—			—			—			—			1,081			1,081
Net income attributable to Aimco common stockholders		—			—			—			20,214			—			20,214			—			—			20,214
Net loss attributable to common noncontrolling interests in Aimco Operating Partnership																													—		—		—		—			—		—			—			(1,037	)		(1,037	)
Net loss attributable to Aimco common stockholders																													—		—		—		(19,690	)		—		(19,690	)		—			—			(19,690	)
Other, net		(60	)		(1	)		(316	)		—			—			(317	)		3			12			(302	)		15		1		—		—			—		1			(17	)		(1	)		(17	)
Balances at March 31, 2021		149,208		$	1,491		$	516,051		$	3,375		$	—		$	520,917		$	31,884		$	28,551		$	581,352
Balances at June 30, 2021																													149,663	$	1,496	$	517,540	$	(16,315	)	$	—	$	502,721		$	31,847		$	26,654		$	561,222

	Common Stock																Noncontrolling Interests in			Common Noncontrolling Interests in
	Shares Issued			Amount		Additional Paid- in Capital			Accumulated Deficit			Aimco Predecessor Equity		Total Aimco Equity			Consolidated Real Estate Partnerships			Aimco Operating Partnership			Total Equity
Balances at December 31, 2019		—		$	—	$	—		$	—		$	513,264	$	513,264		$	108		$	188		$	513,560
Net income attributable to Aimco Predecessor		—			—		—			—			7,491		7,491			—			—			7,491
Net income attributable to noncontrolling interests in consolidated partnerships		—			—		—			—			—		—			5			—			5
Net income attributable to Common noncontrolling interests in Aimco Operating Partnership		—			—		—			—			—		—			—			400			400
Contributions from Aimco Predecessor, net		—			—		—			—			7		7			—			1			8
Balances at June 30, 2020		—		$	-	$	-		$	-		$	520,762	$	520,762		$	113		$	589		$	521,464

Balances at December 31, 2020		149,036		$	1,490	$	515,127		$	(16,839	)	$	—	$	499,778		$	31,877		$	27,436		$	559,091
Redemption of Aimco Operating Partnership units		440			4		898			—			—		902			—			(902	)		—
Cash paid on redemption of Aimco Operating Partnership units		—			—		—			—			—		—			—			(40	)		(40	)
Issuance of common stock in connection with share-base arrangements		232			2		1,069			—			—		1,071			—			—			1,071
Share-based compensation expense		—			—		751			—			—		751			—			116			867
Distribution to noncontrolling interest in consolidated real estate partnerships		—			—		—			—			—		—			(582	)		—			(582	)
Net income attributable to noncontrolling interest in consolidated real estate partnerships		—			—		—			—			—		—			566			—			566
Net income attributable to to common noncontrolling interests in Aimco Operating Partnership		—			—		—			—			—		—			—			44			44
Net income attributable to Aimco common stockholders										524					524									524
Other, net		(45	)		—		(305	)		—			—		(305	)		(14	)		—			(319	)
Balances at June 30, 2021		149,663		$	1,496	$	517,540		$	(16,315	)	$	—	$	502,721		$	31,847		$	26,654		$	561,222

	Three Months Ended March 31,						Six Months Ended June 30,
	2021			2020			2021			2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	21,434		$	4,555		$	1,048		$	7,668
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		20,717			19,347			41,356			38,377
Income from unconsolidated real estate partnerships		(255	)		(182	)		(508	)		(352	)
Unrealized (gains) on interest rate options		(25,347	)		—
Unrealized (gains) losses on interest rate options								(8,377	)		1,080
Income tax benefit		(5,100	)		(2,023	)		(7,860	)		(4,055	)
Mezzanine investment income, net		(7,467	)		(6,214	)		(15,018	)		(13,683	)
Share based compensation		704			—			1,814			—
Amortization of debt issuance costs and other		238			159			609			466
Changes in operating assets and operating liabilities:
Other assets, net		(19,231	)		(1,842	)		(11,160	)		(3,058	)
Accounts payable, accrued liabilities and other		16,631			1,755			14,562			1,970
Net cash provided by operating activities		2,324			15,555			16,466			28,413
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of real estate		(6,230	)		—			(18,215	)		—
Capital expenditures (1)		(31,658	)		(6,653	)		(82,352	)		(10,721	)
Other investing activities		(49	)		—			(1,484	)		(35	)
Net cash used in investing activities		(37,937	)		(6,653	)		(102,051	)		(10,756	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from construction loans								120,123			—
Payments of deferred loan costs								(6,178	)		—
Principal repayments on non-recourse property debt		(18,174	)		(2,449	)		(20,331	)		(4,913	)
Payments on financing leases		(3,699	)		—			(5,133	)		—
Purchase of interest rate option		(5,590	)		—			(5,772	)		(12,245	)
Change in Aimco Predecessor investment, net		—			(6,407	)		—			(574	)
Other financing activities		(354	)		(14	)		(626	)		(74	)
Net cash used in financing activities		(27,817	)		(8,870	)
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH		(63,430	)		32
Net cash provided by (used in) financing activities								82,083			(17,806	)
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH								(3,502	)		(149	)
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT BEGINNING OF PERIOD		298,735			10,120			298,735			10,120
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT END OF PERIOD	$	235,305		$	10,152		$	295,233		$	9,971

							June 30,			December 31,
	March 31, 2021			December 31, 2020			2021			2020
ASSETS
Buildings and improvements	$	1,050,817		$	995,116		$	1,107,929		$	995,116
Land		506,968			505,153			518,954			505,153
Total real estate		1,557,785			1,500,269			1,626,883			1,500,269
Accumulated depreciation		(511,615	)		(495,010	)		(527,976	)		(495,010	)
Net real estate		1,046,170			1,005,259			1,098,907			1,005,259
Cash and cash equivalents		226,081			289,582			286,066			289,582
Restricted cash		9,224			9,153			9,167			9,153
Mezzanine investment		314,829			307,362			322,380			307,362
Right-of-use lease assets		443,111			98,280			443,460			98,280
Other assets, net		178,475			130,856			152,159			130,856
Total assets	$	2,217,890		$	1,840,492		$	2,312,139		$	1,840,492

LIABILITIES AND EQUITY
Non-recourse property debt, net	$	429,873		$	447,967		$	427,881		$	447,967
Construction loans, net								114,309			—
Notes payable to AIR		534,127			534,127			534,127			534,127
Total indebtedness		964,000			982,094			1,076,317			982,094
Deferred tax liabilities		125,732			131,560			128,279			131,560
Lease liabilities		446,962			100,496			450,648			100,496
Accrued liabilities and other		95,733			62,988			91,496			62,988
Total liabilities		1,632,427			1,277,138			1,746,740			1,277,138

Redeemable noncontrolling interest in consolidated real estate partnership		4,111			4,263			4,177			4,263
Commitments and contingencies (Note 4)
Partners’ capital:
General Partner and Special Limited Partner		520,917			499,778			502,721			499,778
Limited Partners		28,551			27,436			26,654			27,436
Partners’ capital attributable to Aimco Operating Partnership		549,468			527,214			529,375			527,214
Noncontrolling interests in consolidated real estate partnerships		31,884			31,877			31,847			31,877
Total partners’ capital		581,352			559,091			561,222			559,091
Total liabilities and partners’ capital	$	2,217,890		$	1,840,492		$	2,312,139		$	1,840,492

	Three Months Ended March 31,						Three Months Ended June 30,						Six Months Ended June 30,
	2021			2020			2021			2020			2021			2020
REVENUES
Rental and other property revenues	$	39,804		$	38,309		$	40,418		$	37,165		$	80,222		$	75,474

OPERATING EXPENSES
Property operating expenses		16,942			15,349			16,403			15,322			33,345			30,671
Depreciation and amortization		20,717			19,347			20,639			19,030			41,356			38,377
General and administrative expenses		6,311			1,762			7,383			1,625			13,694			3,387
Total operating expenses		43,970			36,458			44,425			35,977			88,395			72,435

Interest expense		(12,677	)		(5,651	)		(12,638	)		(5,809	)		(25,315	)		(11,460	)
Mezzanine investment income, net		7,467			6,747			7,551			6,936			15,018			13,683
Unrealized gains on interest rate options		25,347			—
Unrealized gains (losses) on interest rate options								(16,970	)		(1,080	)		8,377			(1,080	)
Other expenses, net		363			(415	)		2,918			(154	)		3,281			(569	)
Income before income tax benefit		16,334			2,532
(Loss) Income before income tax benefit								(23,146	)		1,081			(6,812	)		3,613
Income tax benefit		5,100			2,023			2,760			2,032			7,860			4,055
Net income		21,434			4,555
Net loss attributable to redeemable noncontrolling interest in consolidated real estate partnerships		152			103
Net (loss) income								(20,386	)		3,113			1,048			7,668
Net (income) loss attributable to redeemable noncontrolling interest in consolidated real estate partnership								(66	)		125			86			228
Net (income) loss attributable to noncontrolling interests in consolidated real estate partnerships		(291	)		5			(275	)		(10	)		(566	)		(5	)
Net income attributable to the Aimco Operating Partnership’s common unitholders	$	21,295		$	4,663
Net income attributable to the Aimco Operating Partnership per common unit – basic	$	0.14		$	0.03
Net income attributable to the Aimco Operating Partnership per common unit – diluted	$	0.14		$	0.03
Net (loss) income attributable to the Aimco Operating Partnership’s common unitholders							$	(20,727	)	$	3,228		$	568		$	7,891
Net (loss) income attributable to the Aimco Operating Partnership per common unit – basic							$	(0.13	)	$	0.02		$	0.00		$	0.05
Net (loss) income attributable to the Aimco Operating Partnership per common unit – diluted							$	(0.13	)	$	0.02		$	0.00		$	0.05

Weighted-average common units outstanding – basic		156,882			156,480			157,134			156,480			157,093			156,480
Weighted-average common units outstanding – diluted		157,014			156,500			157,134			156,500			157,453			156,500

	General Partner and Special Limited Partner			Limited Partners			Partners’ Capital Attributable to the Aimco Operating Partnership			Noncontrolling Interests in Consolidated Real Estate Partnerships			Aimco Predecessor Capital			Total Partners’ Capital			General Partner and Special Limited Partner			Limited Partners			Partners’ Capital Attributable to the Aimco Operating Partnership			Noncontrolling Interests in Consolidated Real Estate Partnerships			Aimco Predecessor Capital		Total Partners’ Capital
Balances at December 31, 2019	$	—		$	188		$	188		$	108		$	513,264		$	513,560
Balances at March 31, 2020																			$	—		$	424		$	424		$	103		$	511,497	$	512,024
Net income attributable to Aimco Predecessor		—			236			236			—			4,427			4,663			—			165			165			—			3,063		3,228
Net loss attributable to noncontrolling interests in consolidated real estate partnerships		—			—			—			(5	)		—			(5	)
Net income attributable to noncontrolling interests in consolidated real estate partnerships																				—			—			—			10			—		10
Contributions from Aimco Predecessor, net		—			—			—			—			(6,194	)		(6,194	)		—			—			—			—			6,202		6,202
Balances at March 31, 2020	$	—		$	424		$	424		$	103		$	511,497		$	512,024
Balances at June 30, 2020																			$	—		$	589		$	589		$	113		$	520,762	$	521,464

Balances at December 31, 2020	$	499,778		$	27,436		$	527,214		$	31,877		$	—		$	559,091
Balances at March 31, 2021																			$	520,917		$	28,551		$	549,468		$	31,884		$	—	$	581,352
Redemption of Aimco Operating Partnership units		—			(36	)		(36	)		—			—			(36	)		913			(913	)		—			—			—		—
Cash paid on redemption of Aimco Operating Partnership units																				—			(4	)		(4	)		—			—		(4	)
Share-based compensation expense		1,243			58			1,301									1,301			580			58			638			—			—		638
Distribution to noncontrolling interests in consolidated real estate partnerships		—			—			—			(287	)		—			(287	)		—			—			—			(295	)		—		(295	)
Net income attributable to noncontrolling interests in consolidated real estate partnerships		—			—			—			291			—			291			—			—			—			275			—		275
Net income		20,214			1,081			21,295			—			—			21,295
Net loss																				(19,690	)		(1,037	)		(20,727	)		—			—		(20,727	)
Other, net		(318	)		12			(306	)		3			—			(303	)		1			(1	)		—			(17	)		—		(17	)
Balances at March 31, 2021	$	520,917		$	28,551		$	549,468		$	31,884		$	—		$	581,352
Balances at June 30, 2021																			$	502,721		$	26,654		$	529,375		$	31,847		$	—	$	561,222

	General Partner and Special Limited Partner			Limited Partners			Partners’ Capital Attributable to the Aimco Operating Partnership			Noncontrolling Interests in Consolidated Real Estate Partnerships			Aimco Predecessor Capital		Total Partners’ Capital
Balances at December 31, 2019	$	—		$	188		$	188		$	108		$	513,264	$	513,560
Net income attributable to Aimco Predecessor		—			400			400			—			7,491		7,891
Net income attributable to noncontrolling interests in consolidated real estate partnerships		—			—			—			5			—		5
Contributions from Aimco Predecessor, net		—			1			1			—			7		8
Balances at June 30, 2020	$	—		$	589		$	589		$	113		$	520,762	$	521,464

Balances at December 31, 2020	$	499,778		$	27,436		$	527,214		$	31,877		$	—	$	559,091
Redemption of Aimco Operating Partnership units		902			(902	)		—			—			—		—
Cash paid on redemption of Operating Partnership units		—			(40	)		(40	)		—			—		(40	)
Issuance of common stock in connection with share-base arrangements		1,071			—			1,071			—			—		1,071
Share-based compensation expense		751			116			867			—					867
Distribution to noncontrolling interest in consolidated real estate partnerships		—			—			—			(582	)		—		(582	)
Net income attributable to noncontrolling interests in consolidated real estate partnerships		—			—			—			566			—		566
Net income		524			44			568			—			—		568
Other, net		(305	)		—			(305	)		(14	)		—		(319	)
Balances at June 30, 2021	$	502,721		$	26,654		$	529,375		$	31,847		$	—	$	561,222

	Three Months Ended March 31,						Six Months Ended June 30,
	2021			2020			2021			2020
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income	$	21,434		$	4,555		$	1,048		$	7,668
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		20,717			19,347			41,356			38,377
Income from unconsolidated real estate partnerships		(255	)		(182	)		(508	)		(352	)
Unrealized (gains) on interest rate options		(25,347	)		—
Unrealized (gains) losses on interest rate options								(8,377	)		1,080
Income tax benefit		(5,100	)		(2,023	)		(7,860	)		(4,055	)
Mezzanine investment income, net		(7,467	)		(6,214	)		(15,018	)		(13,683	)
Share based compensation		704			—			1,814			—
Amortization of debt issuance costs and other		238			159			609			466
Changes in operating assets and operating liabilities:
Other assets, net		(19,231	)		(1,842	)		(11,160	)		(3,058	)
Accounts payable, accrued liabilities and other		16,631			1,755			14,562			1,970
Net cash provided by operating activities		2,324			15,555			16,466			28,413
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of real estate		(6,230	)		—			(18,215	)		—
Capital expenditures (1)		(31,658	)		(6,653	)		(82,352	)		(10,721	)
Other investing activities		(49	)		—			(1,484	)		(35	)
Net cash used in investing activities		(37,937	)		(6,653	)		(102,051	)		(10,756	)
CASH FLOWS FROM FINANCING ACTIVITIES:
Proceeds from construction loans								120,123			—
Payments of deferred loan costs								(6,178	)		—
Principal repayments on non-recourse property debt		(18,174	)		(2,449	)		(20,331	)		(4,913	)
Payments on financing leases		(3,699	)		—			(5,133	)		—
Purchase of interest rate option		(5,590	)		—			(5,772	)		(12,245	)
Change in Aimco Predecessor investment, net		—			(6,407	)		—			(574	)
Other financing activities		(354	)		(14	)		(626	)		(74	)
Net cash used in financing activities		(27,817	)		(8,870	)
NET (DECREASE) INCREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH		(63,430	)		32
Net cash provided by (used in) financing activities								82,083			(17,806	)
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH								(3,502	)		(149	)
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT BEGINNING OF PERIOD		298,735			10,120			298,735			10,120
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH AT END OF PERIOD	$	235,305		$	10,152		$	295,233		$	9,971

Apartment Investment and Management Company (“Aimco”), a Maryland corporation incorporated on January 10, 1994, is a self-administered and self-managed real estate investment trust (“REIT”). Aimco, through a wholly-owned subsidiary, is the general and special limited partner of Aimco OP L.P. (“Aimco Operating Partnership”).

Except as the context otherwise requires, “we,” “our,” and “us” refer to Aimco, Aimco Operating Partnership, and their consolidated subsidiaries, collectively.

On December 15, 2020, Aimco completed the separation of its businesses (the “Separation”), creating two, separate and distinct, publicly traded companies, Aimco and Apartment Income REIT Corp. (“AIR”) (Aimco and AIR together, as they existed prior to the Separation, “Aimco Predecessor”).

Prior to the Separation, the condensed consolidated financial statements were prepared on a carve-out basis and reflect significant assumptions and allocations. The condensed consolidated financial statements reflect our historical consolidated financial position, results of operations, and cash flows in conformity with ~~U.S. GAAP.~~generally accepted accounting principles in the United States (“GAAP”). The historical financial statements of Aimco do not represent the financial position and results of operations of one legal entity, but rather a combination of entities under common control that have been “carved out” from Aimco Predecessor’s financial statements. All significant intercompany balances have been eliminated in consolidation.

All separation related transactions between Aimco and Aimco Predecessor are considered effectively settled through partners’ capital in our condensed consolidated financial statements, other than the ~~Notes Payable~~notes payable to AIR as discussed in Note 3. The settlement of these transactions is reflected as contributions from Aimco Predecessor, net in our condensed consolidated statements of equity and partners’ capital and as a net change in Aimco Predecessor investment in financing activity in our condensed consolidated statements of cash ~~flows as financing activities.~~flows.

As of ~~March 31,~~June 30, 2021, Aimco owned ~~approximately 93.3%~~93.6% of the legal interest in the common partnership units of Aimco Operating Partnership and 94.9% of the economic interest in Aimco Operating Partnership. The remaining ~~6.7%~~6.4% legal interest is owned by limited partners. As the sole general partner of Aimco Operating Partnership, Aimco has exclusive control of Aimco Operating Partnership’s day-to-day management.

We own or lease a portfolio of real estate investments focused primarily on the U.S. multifamily sector. These real estate investments include a portfolio of 24 operating apartment communities with 6,067 apartment homes, diversified by both geography and price point, in 12 states; 1 commercial office building owned as part of a land assemblage; 23 residential apartment communities, with ~~1,055~~1,331 planned apartment homes, a single family rental community, with 16 planned homes plus 8 accessory dwelling units, and 1 hotel, with 106 planned rooms, that we are actively developing or redeveloping; land parcels held for development; and ~~redeveloping; 1 residential apartment community, currently with 275 apartment homes, in redevelopment planning; and 3~~three residential apartment communities, with 499 apartment homes, for which we have completed the redevelopment and are in lease-up, but have not achieved stabilization. In addition, we own an interest in four unconsolidated operating apartment communities.

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted in accordance with such rules and

regulations, although management believes the disclosures are adequate to prevent the information presented from being

misleading. In the opinion of management, all adjustments, consisting of normal recurring items, considered necessary for a fair presentation have been included. Operating results for the three and six months ended ~~March 31,~~June 30, 2021, are not necessarily indicative of the results that may be expected for the year ending December 31, 2021.

The condensed consolidated balance sheets of Aimco and Aimco Operating Partnership as of December 31, 2020, have been derived from their respective audited financial statements at that date, but do not include all of the information and disclosures required by GAAP for complete financial statements. For further information, refer to the financial statements and notes thereto included in Aimco’s and Aimco Operating Partnership’s combined Annual Report on Form 10-K for the year ended December 31, 2020. Except where indicated, the footnotes refer to both Aimco and Aimco Operating Partnership.

Aimco’s accompanying condensed consolidated financial statements include the accounts of Aimco, Aimco Operating Partnership, and their consolidated subsidiaries. Aimco Operating Partnership’s condensed consolidated financial statements include the accounts of Aimco Operating Partnership and its consolidated subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation.

We consolidate a variable interest entity ~~or VIE,~~(“VIE”) in which we are considered the primary beneficiary. The primary beneficiary is the entity that has (i) the power to direct the activities that most significantly impact the entity's economic performance and (ii) the obligation to absorb losses of the VIE or the right to receive benefits from the VIE that could be significant to the VIE.

As used herein, and except where the context otherwise requires, “partnership” refers to a limited partnership or a limited liability company and “partner” refers to a partner in a limited partnership or a member of a limited liability company.

Certain reclassifications have been made to prior period amounts to conform to the current period condensed consolidated financial statement presentation with no effect on the Company’s previously reported results of operations, financial position, or cash flows.

The 2020 condensed consolidated statements of operations include allocations of general and administrative expenses from Aimco Predecessor. We consider the basis on which expenses have been allocated to be a reasonable reflection of the utilization of services provided to or the benefit received by us during the periods presented. However, the allocations may not include all of the actual expenses that we would have incurred and may not reflect our consolidated results of operations, financial position, and cash flows had it been a stand-alone company during the periods presented. Actual costs that might have been incurred had we been a stand-alone company would depend on a number of factors, including the chosen organizational structure, what functions we might have performed ourselves or outsourced, and strategic decisions we might have made in areas such as information technology and infrastructure. Following the Separation, AIR, through its subsidiaries, provides Aimco with certain property management and other services, and we perform certain functions using our own resources or purchase services from third parties.

Common noncontrolling interests in Aimco Operating Partnership consist of common Aimco Operating Partnership Units (“OP ~~Units~~Units”) and are reflected in Aimco’s accompanying condensed consolidated balance sheets as common noncontrolling interests in Aimco Operating Partnership. Aimco Operating Partnership’s income or loss is allocated to the holders of common OP Units, other than Aimco, based on the weighted-average number of common OP Units (including Aimco) outstanding during the period. For the three and six months ended ~~March 31,~~June 30, 2021 and 2020, the holders of common OP Units had a weighted-average economic ownership interest in Aimco Operating Partnership of 5.1%. and 5.0% respectively. Substantially all of the assets and liabilities of Aimco are held by Aimco Operating Partnership.

Redeemable noncontrolling interest consists of equity interests held by a limited partner in a consolidated real estate partnership that has a finite life. We generally attribute to noncontrolling interests their share of income or loss of consolidated partnerships based on their proportionate interest in the results of operations of the partnerships, including their share of losses even if such attribution results in a deficit noncontrolling interest balance within our equity accounts.

If a real estate partnership includes redemption rights that are not within our control, the noncontrolling interest is included as temporary equity. If the redemption right is not currently redeemable but probable of being redeemable in the future, changes in redemption value are recognized each quarter with the change in value being reflected in additional paid-in-capital.

The assets of our consolidated real estate partnerships must first be used to settle the liabilities of the consolidated real estate partnerships. The consolidated real estate partnerships’ creditors do not have recourse to the general credit of Aimco Operating Partnership.

The following table presents a reconciliation of our redeemable noncontrolling interest in consolidated real estate partnership from December 31, 2020, to ~~March 31,~~June 30, 2021 (in thousands):

Balance at December 31, 2020	$	4,263		$	4,263
Net loss		(152	)		(86	)
Balance at March 31, 2021	$	4,111
Balance at June 30, 2021				$	4,177

The majority of lease payments we receive from our residents and tenants are fixed. We receive variable payments from our residents and commercial tenants primarily for utility reimbursements and other services. For the three and six months ended ~~March 31,~~June 30, 2021 and 2020, our total lease income was comprised of the following amounts for all operating leases (in thousands):

	Three Months Ended March 31,				Three Months Ended June 30,				Six Months Ended June 30,
	2021		2020		2021		2020		2021		2020
Fixed lease income	$	36,789	$	35,388	$	37,554	$	34,605	$	74,343	$	69,993
Variable lease income		2,954		2,859		2,760		2,372		5,714		5,231
Total lease income	$	39,743	$	38,247	$	40,314	$	36,977	$	80,057	$	75,224

~~During the three months ended March 31, 2021, we,~~We, as lessee, and AIR, as lessor, have entered into finance leases on ~~four~~5 properties currently under construction or in lease-up. Four leases commenced January 1, 2021, two of which have rent escalations that start at the point the property reaches stabilization. The ~~life~~term of three of the leases is 25 years and one lease is for 10 years. ~~Each~~During the three months ended June 30, 2021, we, as lessee, and AIR, as lessor, entered into a finance lease for a 15-acre plot of land in the San Francisco Bay Area on which we began construction of 16 single family rental homes and 8 accessory dwelling units. The lease commenced ~~January~~on June 1, 2021 and ~~two~~has a term of 25 years. We recorded a right-of-use asset in the ~~leases have rent escalations which start at the point the property reaches stabilization.~~ amount of $4.7 million and a corresponding lease liability of $4.7 million.

We have provided AIR with residual value guarantees aggregating to ~~$244.7~~$250.8 million, which provide that if the residual value of the leased assets are less than the specified residual value guarantees at the earlier of lease expiration or termination, we are required to pay the difference. See Note 3 for further details.

As of ~~March 31,~~June 30, 2021, operating and financing right-of-use lease assets of ~~$5.4~~$5.3 million and ~~$437.7~~$438.2 million, respectively, are included in the condensed consolidated balance sheets. For the three months and six months ended ~~March 31,~~June 30, 2021, amortization ~~expense~~related to our finance leases was $2.1 million and $3.4 million, respectively, net of amounts capitalized. For the three months and six months ended June 30, 2021, interest expense related to our finance leases was ~~$1.3~~$1.7 million and ~~$1.7~~$3.9 million, ~~respectively, net of capitalized costs.~~respectively.

As of ~~March 31,~~June 30, 2021, Aimco’s operating leases and financing leases have weighted-average remaining terms of 8.2 years, and ~~38.7~~38.5 years, respectively, and weighted-average discount rates of 3.2% and ~~5.4%~~5.3%, respectively.

Combined minimum annual lease payments, under operating and financing leases, reconciled to the lease liabilities in our condensed consolidated balance sheets, are as follows (in thousands):

	Sublease Income		Operating Lease Future Minimum Rent			Financing Leases Future Minimum Payments			Sublease Income		Operating Lease Future Minimum Rent			Financing Leases Future Minimum Payments
Remainder of 2021	$	1,038	$	1,083		$	19,747		$	694	$	814		$	13,527
2022		1,393		1,841			26,862		$	1,393	$	1,841		$	27,197
2023		1,403		1,871			27,262		$	1,403	$	1,871		$	27,597
2024		1,413		1,900			28,262		$	1,413	$	1,900		$	28,597
2025		1,423		1,930			28,873		$	1,423	$	1,930		$	29,208
Thereafter		4,959		6,806			1,637,303		$	4,959	$	6,807		$	1,644,911
Total	$	11,629	$	15,431		$	1,768,309		$	11,285	$	15,163		$	1,771,037
Less: Discount				(2,006	)		(1,334,772	)			$	(1,897	)	$	(1,333,655	)
Total lease liabilities			$	13,425		$	433,537				$	13,266		$	437,382

For the three and six months ended ~~March 31,~~June 30, 2021, we capitalized ~~$6.9~~$5.8 million and $12.7 million of lease costs associated with active development and redevelopment projects on certain of the underlying property and ground lease assets. NaN lease costs were capitalized on leased assets for the three and six months ended ~~March 31,~~June 30, 2020.

On November 26, 2019, Aimco ~~Predecessor~~ made a five-year, $275.0 million mezzanine loan to Maximus PM Mezzanine A LLC, the partnership owning the “Parkmerced Apartments”, located in southwest San Francisco (the “Mezzanine Investment”). The loan bears interest at a 10% annual rate, accruing if not paid from property operations.

The Separation Agreement provides for AIR to transfer ownership of the subsidiaries that originated and hold the mezzanine loan, a related equity option to acquire a 30% interest in the partnership owning Parkmerced Apartments and the interest rate option, or swaption, that provides partial protection against future refinancing risk through 2024 to Aimco. At the time of the Separation and as of ~~May 17, 2021~~the date of this filing, legal title of these subsidiaries had not yet transferred to Aimco. Until legal title of the subsidiaries is transferred, AIR is obligated to pass payments on such loan to us, and we are obligated to indemnify AIR against any costs and expenses related thereto. We have the risks and rewards of ownership of the Mezzanine Investment and have recognized an asset related to our right to receive the Mezzanine Investment from AIR.

We recognize as income the net amounts recognized by AIR on its equity investment that are due to be paid to us when collected, which primarily represent the interest accrued under the terms of the underlying mezzanine loan. As of ~~March 31,~~June 30, 2021, the Mezzanine Investment in our condensed consolidated balance sheets represents the assets associated with our indirect interest in the subsidiary that owns Parkmerced Apartments, which we do not consolidate.

The loan is subject to certain risks, including, but not limited to, those resulting from the severe downturn in San Francisco rents, the ongoing disruption due to the COVID-19 pandemic and associated governmental response, and the current economic situation, which may result in all or a portion of the loan not being repaid. In the event we determine that a portion of the Mezzanine Investment is not recoverable, we will recognize an impairment, if appropriate.

Certain of our operations, including our Development and Redevelopment activities, are conducted through taxable REIT subsidiaries, or TRS entities. Additionally, our TRS entities hold investments in one of our apartment communities and 1001 Brickell Bay Drive.

Our income tax benefit calculated in accordance with GAAP includes income taxes associated with the income or loss of our TRS entities. Income taxes, as well as changes in valuation allowance and incremental deferred tax items in conjunction with intercompany asset transfers and internal restructurings (if applicable), are included in income tax benefit in our condensed consolidated statements of operations.

Consolidated GAAP income or loss subject to tax consists of pretax income or loss of our taxable entities and gains retained by the REIT. For the three and six months ended June 30, 2021, we had consolidated net losses subject to tax of $9.0 million and $18.5 million, respectively. For the three and six months ended June 30, 2020, we had consolidated net income subject to tax of $4.4 million and $8.8 million, respectively.

For the three months ended ~~March 31,~~June 30, 2021, ~~$2.7 million of the~~we recognized income tax benefit of $2.8 million compared to $2.0 million, during the same period ended 2020. The change is ~~related~~due primarily to higher losses at our TRS entities.

For the six months ended June 30, 2021, we recorded $7.9 million, compared to $4.1 million during the same period ended 2020. The change is due primarily to income tax benefit associated with internal restructuring, ~~completed in the first quarter and~~ changes to our effective state rate expected to apply to the reversal of our existing deferred ~~items.~~items, and higher losses at our TRS entities.

The preparation of our condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts included in the financial statements and accompanying notes thereto. Actual results could differ from those estimates.

We classify highly liquid investments with an original maturity of three months or less as cash equivalents. We maintain cash equivalents in financial institutions in excess of insured limits. We have not experienced any losses in these accounts in the past and believe that we are not exposed to significant credit risk because our accounts are deposited with major financial institutions.

Restricted cash consists of tenant security deposits, capital replacement reserves, insurance reserves, and cash restricted as required by our debt agreements.

	March 31, 2021		December 31, 2020		June 30, 2021		December 31, 2020
Notes receivable	$	37,424	$	37,045	$	37,656	$	37,045
Deferred costs, deposits, and other		17,284		17,557		22,899		17,557
Interest rate options		44,241		13,315		27,434		13,315
Corporate fixed assets		11,986		12,860		11,220		12,860
Unconsolidated real estate partnerships		12,927		12,829		13,054		12,829
Investment in IQHQ		12,500		12,500		12,500		12,500
Prepaid expenses and other		9,331		10,493		18,618		10,493
Intangible lease assets, net		5,745		7,264		4,820		7,264
Due from affiliates		23,959		4,333		2,086		4,333
Accounts receivable, net of allowances of $1,693 and $1,467 as of March 31, 2021 and December 31, 2020, respectively		3,078		2,660
Accounts receivable, net of allowances of $1,473 and $1,467 as of June 30, 2021 and December 31, 2020, respectively						1,872		2,660
Total other assets, net	$	178,475	$	130,856	$	152,159	$	130,856

In conjunction with the Separation, we entered into various separation and transition services agreements with AIR that provide for a framework of our relationship with AIR after the Separation, including: (i) a ~~Separation Agreement~~separation agreement setting forth the mechanics of the Separation, the key provisions relating to the separation of our assets and liabilities from those of AIR, and certain organizational matters and conditions; (ii) an ~~Employee Matters Agreement~~employee matters agreement to allocate liabilities and responsibilities relating to employment matters, employee compensation, benefits plans and programs, and other related ~~matters;~~matters (the “Employee Matters Agreement”); (iii) agreements pursuant to which AIR will provide property management and related services to us (collectively, the “Property Management Agreements”); (iv) an agreement pursuant to which AIR will provide us with customary administrative and support services on an ongoing basis (the “Master Services Agreement”); and (v) a master leasing agreement where we may enter into leases with AIR with the option to redevelop, develop, or lease-up the subject leased properties, and under which we will have certain lease termination rights (the “Master Leasing Agreement”).

We and AIR entered into a Master Services Agreement, in which AIR will provide us with customary administrative and support services. We are obligated to pay AIR the fully burdened costs in performing the services. We may terminate any or all services on 60 days’ prior written notice, and AIR may terminate individual services, at any time after December 31, 2023. During the three and six months ended ~~March 31,~~June 30, 2021, we incurred administrative and support fees of $0.4 million and $0.8 million, respectively, which isare included in general and administrative expenses in our condensed consolidated statements of operations. We did 0t incur any fees for the three and six months ended ~~March 31,~~June 30, 2020.

We entered into several Property Management Agreements with AIR, pursuant to which AIR will provide us with certain property management, property accounting and related services for the majority of our operating properties, and we will pay AIR a property management fee equal to 3% of each respective property’s revenue collected and such other fees as may be mutually agreed upon for various other services. The initial term of each Property Management Agreement is one-year, with automatic one-year renewal periods, unless either party elects to terminate upon delivery of 60 days’ prior written notice to the other party before the end of the term. Neither party is obligated to pay to the other party a termination fee or other penalty upon such termination.

During the three and six months ended ~~March 31,~~June 30, 2021, we recorded property management and property accounting fees of $1.3 million and $2.6 million, respectively, which iswe included in property operating expenses in our condensed consolidated statements of operations. We did 0t incur any fees for the three and six months ended ~~March 31,~~June 30, 2020.

On December 14, 2020, we entered into $534.1 million of notes payable to AIR that are secured by a pledge of the equity interest in the entity that holds a portfolio of assets, however, the assets secure existing senior loans of ~~$198.3~~$197.5 million as of ~~March 31,~~June 30, 2021. The notes mature on January 31, 2024 and bear interest at 5.2%, with accrued interest payable quarterly on January 1, April 1, July 1 and October 1, commencing on April 1, 2021. For the three and six months ended ~~March 31,~~June 30, 2021, we recognized interest expense of $6.9 million and $13.9 million, respectively associated with the notes payable to AIR. We made interest payments of $6.9 million in the quarter which are included in interest payments on notes payable to AIR in operating activities in the condensed consolidated statement of cash flows for the six months ended June 30, 2021

The Master Leasing Agreement governs the current and any future leasing arrangements between us, as lessee, and AIR, as lessor. The initial term of the Master Leasing Agreement is 18 months (expiring on or about June 14, 2022), with automatic annual extensions (subject to each party’s right to terminate upon notice prior to the end of any such extension term). The Master Leasing Agreement provides that each time the parties thereto wish to execute a lease for a particular property, such parties will cause their applicable affiliates to execute a stand-alone lease. The initial annual rent for any leased property is based on the then-current fair market value of the subject property and market NOI cap rates, subject to certain adjustments, and is further subject to periodic escalation as set forth in the applicable lease, and the other terms thereof, including the initial term and extensions. We have the right to terminate any such lease prior to the end of its term once the leased property is stabilized. In connection with such an early termination, AIR will generally have an option (and not an obligation) to pay us an amount equal to the difference between the property’s fair value at stabilization and the initial value of the leasehold interest, at a five percent discount thereto; if AIR does not exercise such option, we will have the right to cause such property to be sold to a third party, with AIR guaranteed to receive an amount equal to the difference between the property’s fair market value at stabilization and the initial value of the leasehold interest and we will retain any excess proceeds. In the event of such sale of the property, we may also elect to purchase the property at a purchase price equal to the fair market value as agreed upon at the time of lease inception (and may subsequently sell the property to a third party, subject to AIR’s right of first refusal during the first year following our acquisition). If AIR elects not to pay the fee for the development or redevelopment-related improvements, and we decline to purchase the property or cause its sale to a third party, we may elect to rescind our termination of the applicable lease and instead continue such lease in effect in accordance with its terms.

We, as lessee, and AIR, as lessor, have entered into leases of ~~four~~five properties currently under construction or in lease-up. ~~The four properties include~~Four of the property leases commenced on January 1, 2021: (i) North Tower at Flamingo Point in Miami Beach, Florida, (ii) The Fremont Residences on the Anschutz Medical Campus in Aurora, Colorado, (iii) Prism in Cambridge, Massachusetts (“Prism”), and (iv) 707 Leahy Apartments in Redwood City, California. According to the terms of the respective lease agreements, we had the option to complete the on-going development and redevelopment of such properties and their lease-ups, which we elected on January 1, 2021.

The ~~life~~term of each lease is 25 years except for Prism, which has a lease term of 10 years. ~~Each~~During the three months ended June 30, 2021, we, as lessee, and AIR, as lessor, entered into a 25 year finance lease ~~commenced~~for a 15-acre plot of land in the San Francisco Bay Area on ~~January 1,~~which we began construction of 16 single family rental homes and 8 accessory dwelling units in June 2021.

Initial monthly lease payments approximate ~~$2.1~~$2.2 million with aggregate total lease payments of approximately $~~611.9~~$621.1 million.

The initial fair market values of the leased assets at the time of lease inception was determined to be ~~$469.0~~$475.1 million in the aggregate. In connection with the commencement of the leases, we assumed $70.8 million of estimated obligations pursuant to certain construction contracts.

~~In February~~ As of June 30, 2021, ~~we acquired The Benson Hotel and Faculty Club (“Benson Hotel”) development property for $6.2 million, net of outstanding~~the estimated obligations pursuant to the construction ~~liabilities of $0.9~~contracts associated with these leases was $65.7 million. ~~The development property consists of land and initial construction costs. The project is expected to be completed in the first quarter of 2023.~~

As of ~~March 31,~~June 30, 2021, we have amounts due to and ~~due~~ from AIR of ~~$23.9~~$16.9 million and ~~$24.0~~$2.1 million, respectively. The amounts due to AIR primarily consist of invoices paid on our behalf and accrued interest on the notes payable to AIR. The amounts due from AIR primarily ~~consists~~consist of net cash flows generated by our operating properties.

In conjunction with the Separation, ~~the Company~~we entered into an arrangement with AIR with respect to the services of Terry Considine, an Aimco board member and our former Chief Executive Officer, for services to be rendered by Mr. Considine separate from his services as a board member, including, but not limited to (i) short and long term strategic direction and advice; (ii) transition and executive support to officers and; (iii) advice and consultation with respect to strategic growth and acquisition activities. ~~The Company is~~We are obligated to reimburse AIR for all base salary, short-term incentive amounts and long-term incentive amounts payable by AIR to Mr. Considine for the calendar year ~~2021under~~2021 under the terms of his employment agreement with AIR that are in excess of $1 million, collectively. For the three and six months ended ~~March 31,~~June 30, 2021, we have recorded $1.45 million and $2.9 million, respectively, in associated service fees in general and administrative expenses in our condensed consolidated statements of operations. As of ~~March 31,~~June 30, 2021, accrued service fees of ~~$1.45~~$2.9 million are included in accrued liabilities and other ~~and~~ in our condensed consolidated balance sheets.

Legal liabilities that relate to occurrences prior to the Separation, including environmental liabilities related to properties that were no longer owned by Aimco or AIR at the time of the Separation, pursuant to the terms of the Separation Agreement, are borne by Aimco Operating Partnership up to the first $17.5 million of such liabilities, in the aggregate, and borne by AIR Operating Partnership for any such liabilities in excess of $17.5 million.

On the date of Separation, we recognized a guarantee liability of $16.4 million based on an estimate of the expected future cash flows required to settle the legal liabilities, including, but not limited to, remediation, settlement and legal costs, discounted by an estimated market discount rate of 4.25%. The guarantee liability is systematically reduced as costs related to the legal liabilities are incurred, which we estimate will occur through 2023. For the ~~three~~six months ended ~~March 31,~~June 30, 2021, the guarantee liability was reduced by ~~$1.3~~$2.5 million. As of ~~March 31,~~June 30, 2021, the guarantee liability of ~~$15.1~~$13.9 million is included in accrued liabilities and other in our condensed consolidated balance sheets.

In February 2021, we acquired The Benson Hotel and Faculty Club (“The Benson Hotel”) development property for $6.2 million, net of outstanding construction liabilities of $0.9 million. The development property consists of land and initial construction costs. The project is expected to be completed in the first quarter of 2023.

On April 15, 2021, we entered into a $150 million variable-rate non-recourse construction loan collateralized by our leasehold interest and AIR’s fee ownership interest in Flamingo North Tower. The initial term of the loan is three years and bears interest at one month LIBOR plus 360 basis points subject to a minimum all-in per annum interest rate of 3.85%. As of June 30, 2021, we had $107.9 million of principal outstanding. Certain consolidated subsidiaries have indemnified AIR for any losses it incurs as a result of a default on the loan by Aimco. We recorded $3.8 million of deferred financing costs which will be amortized over the three year term of the loan.

On June 21, 2021, we entered into a $100.7 million variable-rate non-recourse construction loan collateralized by our fee ownership interest in Hamilton on the Bay. The initial term of the loan is three years and bears interest at one month LIBOR plus 320 basis points subject to a minimum all-in per annum interest rate of 3.45%. As of June 30, 2021, we had $12.2 million of principal outstanding. We recorded $2.3 million of deferred financing costs which will be amortized over the three year term of the loan.

If LIBOR ceases to exist during the term of these agreements, the documents associated with these agreements contain language to address a transition to another bench mark rate. It is anticipated LIBOR will be replaced with SOFR, however, if SOFR were to not be available the agreements contain alternate provisions.

During the three months ended June 30, 2021, we acquired 6 land parcels adjacent to our Hamilton on the Bay apartment community, located in Miami’s Edgewater neighborhood, for $12.0 million and we began major redevelopment of the existing apartment building at Hamilton on the Bay. The scope of our investment will completely renew the waterfront high-rise which benefits from spacious apartment homes (averaging 1,411 square feet) and an abundance of outdoor and amenity space that was previously underutilized. Subsequent to June 30, 2021, we acquired an additional 2 parcels for $7 million.

In connection with our development, redevelopment, and other capital additions activities, we have entered into various construction-related contracts and we have made commitments to complete development and redevelopment of certain real estate, pursuant to financing or other arrangements. As of ~~March 31,~~June 30, 2021, our commitments related to these capital activities totaled approximately ~~$266.4~~$335.2 million, most of which we expect to incur during the next 1224 months.

We enter into certain commitments for future purchases of goods and services in connection with the operations of our apartment communities. Those commitments generally have terms of one year or less and reflect expenditure levels comparable to our historical expenditures.

We have a commitment to fund an additional $37.5 million to IQHQ and currently expect to incur this investment over the next two years. We also have unfunded commitments related to three investments in privately held entities that develop technology related to the real estate industry (“RETV”). During the six months ended June 30, 2021, we contributed $0.1 million, leaving an additional funding commitment in the amount of ~~$1.1~~$1.0 million, the timing of which is uncertain.

From time to time, the Company may be a party to certain legal proceedings, incidental to the normal course of business. While the outcome of the legal proceedings cannot be predicted with certainty, the Company does not expect that these proceedings will have a material effect upon our financial condition or results of operations.

Aimco and Aimco Operating Partnership calculate basic earnings per share of common ~~share~~stock and basic earnings per common unit based on the weighted-average number of shares of common stock and common partnership units outstanding. We calculate diluted earnings per share of common stock and diluted earnings per unit taking into consideration dilutive shares of common stock and common partnership unit equivalents and dilutive convertible securities outstanding during the period.

The shares of common ~~shares~~stock and common partnership units outstanding at the Separation date are reflected as outstanding for all periods prior to the Separation for purposes of determining earnings per share and per unit. Each of our executives and AIR’s executives received one share of AIV stock and one share of AIR stock at Separation date for unvested shares. We include AIR’s executives’ rights to receive AIV shares upon vesting in our dilutive calculations.

Our common stock and common partnership unit equivalents include options to purchase shares of ~~Common Stock,~~common stock, which, if exercised, would result in Aimco’s issuance of additional shares of common stock and Aimco Operating Partnership’s issuance to Aimco of additional common partnership units equal to the number of shares of common stock purchased under the options. These equivalents also include unvested TSR ~~Restricted Stock~~restricted stock awards that do not meet the definition of participating securities, which would result in an increase in the number of shares of ~~Common Stock~~common stock and common partnership units outstanding equal to the number of the shares that vest. Common partnership unit equivalents also include unvested long-term incentive partnership units. We include in the denominator securities with dilutive effect in calculating diluted earnings per share and per unit during these periods.

Our ~~Time-Based Restricted Stock~~time-based restricted stock awards receive non-forfeitable dividends similar to shares of common stock and common partnership units prior to vesting, and our TSR LTIP I units and TSR LTIP II units receive non-forfeitable distributions based on specified percentages of the distributions paid to common partnership units prior to vesting and conversion. The unvested restricted shares and units related to these awards are participating securities. We include the effect of participating securities in basic and diluted earnings per share and unit computations using the two-class method of allocating distributed and undistributed earnings when the two-class method is more dilutive than the treasury stock method.No such items were included in the computation of diluted loss per share for the three months ended June 30, 2021 because the effect of inclusion would be anti-dilutive.

Reconciliations of the numerator and denominator in the calculations of basic and diluted earnings per share and per unit for the three and six months ended ~~March 31,~~June 30, 2021 and 2020, are as follows (in thousands, except per share and per unit data):

	Three Months Ended March 31,				Three Months Ended June 30,					Six Months Ended June 30,
	2021		2020		2021			2020		2021		2020
Earnings per share
Numerator:
Net income attributable to Aimco common stockholders	$	20,214	$	4,427
Net (loss) income attributable to Aimco common stockholders					$	(19,690	)	$	3,063	$	524	$	7,491

Denominator – shares:
Basic weighted-average Common Stock outstanding		148,914		148,549
Basic weighted-average common stock outstanding						149,166			148,549		149,082		148,549
Diluted share equivalents outstanding		132		20		—			20		360		20
Diluted weighted-average Common Stock outstanding		149,046		148,569
Diluted weighted-average common stock outstanding						149,166			148,569		149,442		148,569

Earnings per share – basic	$	0.14	$	0.03	$	(0.13	)	$	0.02	$	0.00	$	0.05
Earnings per share – diluted	$	0.14	$	0.03	$	(0.13	)	$	0.02	$	0.00	$	0.05

Earnings per unit
Numerator:
Net income attributable to Aimco Operating Partnership's common unitholders	$	21,295	$	4,663
Net (loss) income attributable to Aimco Operating Partnership's common unitholders					$	(20,727	)	$	3,228	$	568	$	7,891

Denominator – units
Basic weighted-average common partnership units outstanding		156,882		156,480		157,134			156,480		157,093		156,480
Diluted partnership unit equivalents outstanding		132		20		—			20		360		20
Diluted weighted-average common partnership units outstanding		157,014		156,500		157,134			156,500		157,453		156,500

Earnings per unit – basic		0.14	$	0.03	$	(0.13	)	$	0.02	$	0.00	$	0.05
Earnings per unit – diluted		0.14	$	0.03	$	(0.13	)	$	0.02	$	0.00	$	0.05

In 2020, we paid an upfront premium of $12.1 million for the option to enter into an interest rate swap at a future date. This interest rate option, or swaption, provides partial protection against ~~our refinancing~~exposure to rising interest ~~rate risk and is intended to mitigate interest rate increases~~rates between now and October 2024. We receive a cash settlement in the future if the prevailing interest rate is higher than the 1.68% five year swap strike price. The amount of future cash settlement is capped if the prevailing interest rate exceeds 2.78%. Alternatively, if interest rates were to decrease below the specified strike price, we would not receive a cash settlement.

During the ~~three~~six months ended ~~March 31,~~June 30, 2021, we paid an upfront premium of $5.6 million (including transaction costs) for the option to enter into an interest rate swap at a future date. This interest rate option, or swaption, provides partial protection against our refinancing interest rate risk relative to our notes payable to AIR and is intended to mitigate interest rate increases between now and January 2024. We receive a cash settlement in the future if the prevailing interest rate is higher than the 3% strike price on the five year swap rate. Alternatively, if interest rates were to decrease below the specified strike price, we would not receive a cash settlement.

From time to time we purchase interest rate caps to provide protection against increases in interest rates on our floating rate debt. The fair value of these interest rate caps are included in the fair value table below.

We measure at fair value on a recurring basis our interest rate options, which are presented in other assets in our condensed consolidated balance sheets. Our interest rate options are classified within Level 2 of the GAAP fair value hierarchy, and we estimate their fair value using pricing models that rely on observable market information, including contractual terms, market prices, and interest rate yield curves. The fair value adjustment is included in earnings in Unrealized gains on interest rate options in our condensed consolidated statements of operations. Changes in fair value are reflected as a non-cash transaction in adjustments to arrive at cash flows from operations, and the upfront premium is reflected in ~~Purchase~~purchase of interest rate option in our condensed consolidated statements of cash flows.

We have investments of ~~$2.3~~ $3.3million in RETV consisting of three privately held entities that develop technology related to the real estate industry. These investments are measured at net asset value (“NAV”) as a practical expedient.

The following table summarizes fair value for our interest rate options and our investment in RETV (in thousands):

	As of March 31, 2021								As of December 31, 2020								As of June 30, 2021								As of December 31, 2020
	Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3		Total		Level 1		Level 2		Level 3
Interest rate options	$	44,241	$	0	$	44,241	$	0	$	13,315	$	0	$	13,315	$	0	$	27,434	$	0	$	27,434	$	0	$	13,315	$	0	$	13,315	$	0
Investment in RETV (1)		2,342		0		0		0		2,293		0		—		0		3,264		0		0		0		2,293		0		—		0

We believe that the carrying value of the consolidated amounts of cash and cash equivalents, restricted cash, accounts receivable and payables approximated their fair value as of ~~March 31,~~June 30, 2021, and December 31, 2020, due to their relatively short-term nature and high probability of realization. We estimate the fair value of our non-recourse property debt, construction loans, and notes payable to AIR using an income and market approach, including comparison of the contractual terms to observable and unobservable inputs such as market interest rate risk spreads, contractual interest rates, remaining periods to maturity, debt service coverage ratios, and loan to value ratios. We classify the fair value of our non-recourse property debt and construction loans debt within Level 2 of the GAAP fair value hierarchy based on the significance of certain of the unobservable inputs used to estimate its fair value.

The carrying amount of the notes payable to AIR approximated their fair value at both ~~March 31,~~June 30, 2021 and December 31, 2020.

The following table summarizes carrying value and fair value for our non-recourse property debt and construction loans debt (in thousands):

Aimco consolidates Aimco Operating Partnership, a ~~variable interest entity (“VIE”)~~VIE of which Aimco is the primary beneficiary. Aimco, through Aimco Operating Partnership, consolidates all VIEs for which it is the primary beneficiary. Substantially all of the assets and liabilities of Aimco are that of Aimco Operating Partnership.

The VIEs that Aimco Operating Partnership consolidates ~~owns~~own interests in real estate. We are the primary beneficiary of the VIEs because we have the power to direct the activities that most significantly impact the entities’ economic performance and have a substantial economic interest. We have six unconsolidated VIEs for which we are not the primary beneficiary because we are not the decision maker.

The details of our consolidated and unconsolidated VIEs, excluding those of Aimco Operating Partnership, are summarized in the table below as of ~~March 31,~~June 30, 2021 and December 31, 2020 (in thousands, except for VIE count):

	March 31, 2021				December 31, 2020				June 30, 2021				December 31, 2020
	Consolidated		Unconsolidated		Consolidated		Unconsolidated		Consolidated		Unconsolidated		Consolidated		Unconsolidated
Count of VIEs	6		6		2		6		7		6		2		6
Assets
Real estate, net	$	439,513	$	0	$	310,552	$	0	$	482,501	$	0	$	310,552	$	0
Mezzanine investment		0		314,829		0		307,362		0		322,380		0		307,362
Right-of-use lease assets		437,697		0		92,709		0		438,198		0		92,709		0
Other assets, net		15,850		25,427		16,949		25,329		19,853		25,670		16,949		25,329
Liabilities
Deferred tax liabilities		129,729		0		133,842		0		128,279		0		133,842		0
Accrued liabilities and other		18,700		0		7,106		0		29,147		0		7,106		0
Lease liabilities		433,537		0		86,781		0		437,382		0		86,781		0

~~Assets~~For the three months ended June 30, 2021, two of our consolidated VIEs ~~must first be used~~closed construction loans. In conjunction with these loans, we made customary guarantees. In certain situations, the lenders may have recourse to ~~settle~~our general credit. At June 30, 2021, we estimate the ~~liabilities of~~maximum exposure equals the ~~VIE. The~~$120 million outstanding loan balances. Other consolidated ~~VIEs’~~VIE’s creditors do not have recourse to our general credit.

We own an interest in 4 apartment communities in San Diego, California, of which we are not the primary beneficiary. Our investment balance of ~~$12.9~~$13.1 million and $12.8 million as of ~~March 31,~~June 30, 2021 and December 31, 2020, respectively, represents our maximum exposure to loss in these VIEs. ~~Our~~One of our other unconsolidated VIE is insignificant to our condensed consolidated balance sheets for both periods presented.

Under the terms of the Separation Agreement, AIR has legally assigned all risks and rewards of ownership in its interest in a partnership that owns Parkmerced Apartments, of which it is not the primary beneficiary. Our investment balance of ~~$314.8~~$322.4 million as of ~~March 31,~~June 30, 2021, reflected in Mezzanine ~~Investment~~investment in our condensed consolidated balance sheets, represents our indirect interest in Parkmerced Apartments notes receivable and related accrued interest through our agreement with AIR and represents our maximum exposure to loss in this VIE.

We have 3 segments: (i) Development and Redevelopment, (ii) Operating Portfolio, and (iii) Other.

Our Development and Redevelopment segment ~~includes residential apartment communities, including associated commercial space,~~consists of properties that are under construction or have not achieved ~~stabilization.~~stabilization, as well as land assemblages that are being held for development adjacent to our Hamilton on the Bay community. Our Operating Portfolio segment includes 24 majority owned residential communities that have achieved stabilized level of operations as of January 1, 2020 and maintained it throughout the current year and comparable period. We aggregate all our apartment communities that have reached stabilization into our Operating Portfolio. Our Other segment consists of ~~1001 Brickell Bay Drive,~~properties that are not included in our ~~only commercial real estate property.~~Developments and Redevelopment or Operating segment. We realigned our segments during the fourth quarter 2020 and have restated historical periods to conform with current segment presentation.

Our chief operating decision maker (“CODM”) uses cash flow, construction timeline to completion and actual versus budgeted results to evaluate our properties in our Development and Redevelopment segment. Our CODM uses proportionate property net operating income to assess the operating performance of our Operating Portfolio. Proportionate property net operating income is defined as our share of rental and other property revenues, excluding reimbursements, less direct property operating expenses, net of utility reimbursements, for consolidated communities. In our condensed consolidated statements of operations, utility reimbursements are included in rental and other property revenues, in accordance with GAAP.

As of ~~March 31,~~June 30, 2021, our Development and Redevelopment segment includes 34 real estate investments: Upton Place, Hamilton on the Bay, ~~and~~ The Benson ~~Hotel.~~Hotel, and our land parcels adjacent to our Hamilton on the Bay community. The Development and Redevelopment segment also includes our 45 leased properties of which, ~~1 is~~2 are under construction and 3 are in lease-up but have not achieved stabilization. Our Operating Portfolio segment includes 24 consolidated apartment communities with 6,067 apartment homes. Our Other segment includes 11001 Brickell Bay Drive, our only office building.

The following tables present the revenues, proportionate property net operating income, and income before income tax benefit of our segments on a proportionate basis, excluding amounts related to our proportionate share of four apartment communities with apartment homes that we neither manage nor consolidate, for the three and six months ended ~~March 31,~~June 30, 2021 and 2020 (in thousands):

	Development and Redevelopment		Operating Portfolio		Other		Proportionate and Other Adjustments (1)		Corporate and Amounts Not Allocated to Segments			Consolidated			Development and Redevelopment		Operating Portfolio		Other		Proportionate and Other Adjustments (1)		Corporate and Amounts Not Allocated to Segments			Consolidated
Three months ended March 31, 2021:
Three months ended June 30, 2021:
Rental and other property revenues	$	2,257	$	32,689	$	3,027	$	1,830	$	1		$	39,804		$	2,489	$	33,329	$	2,981	$	1,619	$	—		$	40,418
Property operating expenses		1,867		11,170		985		1,706		1,214			16,942			2,102		10,959		1,036		1,501		805			16,403
Other operating expenses not allocated to segments (2)		—		—		—		—		27,028			27,028			—		—		—		—		28,022			28,022
Total operating expenses		1,867		11,170		985		1,706		28,242			43,970			2,102		10,959		1,036		1,501		28,827			44,425
Proportionate property net operating income		390		21,519		2,042		124		(28,241	)		(4,166	)
Proportionate property net operating income (loss)																387		22,370		1,945		118		(28,827	)		(4,007	)
Other items included in income before income tax benefit (3)		—		—		—		—		20,500			20,500			—		—		—		—		(19,139	)		(19,139	)
Income before income tax benefit	$	390	$	21,519	$	2,042	$	124	$	(7,741	)	$	16,334
Income (loss) before income tax benefit															$	387	$	22,370	$	1,945	$	118	$	(47,966	)	$	(23,146	)

	Development and Redevelopment		Operating Portfolio		Other		Proportionate and Other Adjustments (1)		Corporate and Amounts Not Allocated to Segments			Consolidated		Development and Redevelopment		Operating Portfolio		Other		Proportionate and Other Adjustments (1)		Corporate and Amounts Not Allocated to Segments			Consolidated
Three months ended March 31, 2020:
Three months ended June 30, 2020:
Rental and other property revenues	$	—	$	33,361	$	3,277	$	1,671	$	—		$	38,309	$	—	$	32,599	$	3,074	$	1,492	$	—		$	37,165
Property operating expenses		—		10,510		990		1,547		2,302			15,349		—		10,396		955		1,373		2,598			15,322
Other operating expenses not allocated to segments (2)		—		—		—		—		21,109			21,109		—		—		—		—		20,655			20,655
Total operating expenses		—		10,510		990		1,547		23,411			36,458		—		10,396		955		1,373		23,253			35,977
Proportionate property net operating income		—		22,851		2,287		124		(23,411	)		1,851
Proportionate property net operating income (loss)															—		22,203		2,119		119		(23,253	)		1,188
Other items included in income before income tax benefit (3)		—		—		—		—		681			681		—		—		—		—		(107	)		(107	)
Income before income tax benefit	$	—	$	22,851	$	2,287	$	124	$	(22,730	)	$	2,532
Income (loss) before income tax benefit														$	—	$	22,203	$	2,119	$	119	$	(23,360	)	$	1,081

Net real estate and non-recourse property debt, net, of our segments were as follows (in thousands):

	Development and Redevelopment			Operating Portfolio			Other			Total			Development and Redevelopment			Operating Portfolio			Other			Total
As of March 31, 2021:
As of June 30, 2021:
Buildings and improvements	$	114,950		$	775,140		$	160,727		$	1,050,817		$	169,474		$	777,568		$	160,887		$	1,107,929
Land		58,491			298,459			150,018			506,968			70,476			298,459			150,019			518,954
Total real estate		173,441			1,073,599			310,745			1,557,785			239,950			1,076,027			310,906			1,626,883
Accumulated depreciation		(772	)		(482,026	)		(28,817	)		(511,615	)		(1,210	)		(493,784	)		(32,982	)		(527,976	)
Net real estate	$	172,669		$	591,573		$	281,928		$	1,046,170		$	238,740		$	582,243		$	277,924		$	1,098,907

Non-recourse property debt, net	$	—		$	429,873		$	—		$	429,873		$	114,309		$	427,881		$	—		$	542,190

In addition to the amounts disclosed in the tables above, the Development and Redevelopment segment right-of-use lease assets and lease liabilities as of ~~March 31,~~June 30, 2021 aggregated to ~~$437.7~~$438.2 million and ~~$433.5~~$437.4 million, respectively, related to our investments in Upton Place, North Tower of Flamingo Point, 707 Leahy, The Fremont, Prism, and ~~Prism.~~Robin Drive Land. As of December 31, 2020, the Development and Redevelopment segment right-of-use lease assets and lease liabilities totaled $92.7 million and $86.8 million, respectively, related to our investment in Upton Place.

In July 2021, ~~the Company~~we entered into a ~~$150~~joint venture to purchase 3 underdeveloped land parcels located in downtown Fort Lauderdale, FL. The total contract price for the land is $49.0 million ~~variable-rate non-recourse construction loan collateralized by~~(of which $25.0 million is our ~~leasehold interest~~51% share) and ~~AIR’s fee ownership interest~~entitlements are in ~~Flamingo North Tower.~~place for the development of approximately three million square feet of multifamily homes and commercial space. The ~~initial term~~land purchase is expected to close in January 2022. We have paid $2.4 million of the loan is three years and bears interest at LIBOR plus 360 basis points subject to a minimum all-in per annum interest rate of 3.85%. Certain consolidated subsidiaries have indemnified AIR for any losses it incurs as a result of a default on the loan by Aimco.$25.0 million commitment.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for forward-looking statements in certain circumstances. Certain information included in this Quarterly Report on Form 10-Q contains or may contain information that is forward-looking, within the meaning of the federal securities laws, including, without limitation, statements regarding: the ongoing relationship between Aimco and AIR (the “Separate Entities”) following the Separation; the impact of the COVID-19 pandemic, including on our ability to maintain current or meet projected occupancy, rental rate and property operating results; the effect of acquisitions, dispositions, developments, and redevelopments; our ability to meet budgeted costs and timelines, and achieve budgeted rental rates related to our development and redevelopment investments; expectations regarding sales of our apartment communities and the use of proceeds thereof; the availability and cost of corporate debt; and our ability to comply with debt covenants, including financial coverage ratios.

These forward-looking statements are based on management’s judgment as of this date, which is subject to risks and uncertainties. Risks and uncertainties that could cause actual results to differ materially from our expectations include, but are not limited to: the effects of the coronavirus pandemic on Aimco’s business and on the global and U.S. economies generally, and the ongoing, dynamic and uncertain nature and duration of the pandemic, all of which heightens the impact of the other risks and factors described herein, and the impact on entities in which Aimco holds a partial interest, including its indirect interest in the partnership that owns Parkmerced Apartments, and the impact of coronavirus related governmental lockdowns on Aimco’s residents, commercial tenants, and operations; real estate and operating risks, including fluctuations in real estate values and the general economic climate in the markets in which we operate and competition for residents in such markets; national and local economic conditions, including the pace of job growth and the level of unemployment; the amount, location and quality of competitive new housing supply; the timing and effects of acquisitions, dispositions, developments and redevelopments; expectations regarding sales of apartment communities and the use of proceeds thereof; insurance risks, including the cost of insurance, and natural disasters and severe weather such as hurricanes; financing risks, including the availability and cost of financing; the risk that cash flows from operations may be insufficient to meet required payments of principal and interest; the risk that earnings may not be sufficient to maintain compliance with debt covenants, including financial coverage ratios; legal and regulatory risks, including costs associated with prosecuting or defending claims and any adverse outcomes; the terms of laws and governmental regulations that affect us and interpretations of those laws and regulations; possible environmental liabilities, including costs, fines or penalties that may be incurred due to necessary remediation of contamination of real estate presently or previously owned by Aimco; the relationship between Aimco and Separate Entities after the Separation; the ability and willingness of the Separate Entities and their subsidiaries to meet and/or perform their obligations under the contractual arrangements that were entered into among the parties in connection with the ~~separation~~Separation and any of their obligations to indemnify, defend and hold the other party harmless from and against various claims, litigation and liabilities; and the ability to achieve some or all the benefits that we expect to achieve from the Separation; and such other risks and uncertainties described from time to time in filings by Aimco or the Separate Entities with the Securities and Exchange Commission (“SEC”).

In addition, our current and continuing qualification as a real estate investment trust involves the application of highly technical and complex provisions of the Internal Revenue Code of 1986, as amended (the “Code”) and depends on our ability to meet the various requirements imposed by the Code, through actual operating results, distribution levels and diversity of stock ownership.

Readers should carefully review our financial statements and the notes thereto, as well as Item 1A. Risk Factors in Part II of this report. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included elsewhere in this Quarterly Report on Form 10-Q. We undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

Readers should also carefully review the section entitled “Risk Factors” described in Item 1A of Apartment Investment and Management Company’s and Aimco OP L.P.’s combined Annual Report on Form 10-K for the year ended December 31, 2020, and subsequent documents we file from time to time with the SEC.

As used herein and except as the context otherwise requires, “we,” “our,” and “us” refer to Apartment Investment and Management Company (which we refer to as Aimco), Aimco OP L.P. (which we refer to as Aimco Operating Partnership) and their consolidated subsidiaries, collectively.

Certain financial and operating measures found herein and used by management are not defined under accounting principles generally accepted in the United States, or GAAP. These measures are defined and reconciled to the most comparable GAAP measures under the Non-GAAP Measures heading.

Our strategy includes property development, redevelopment, and other opportunistic investments that offer the prospect of outsized returns on a risk-adjusted basis. We invest where the talent of our business professionals, including their local market knowledge and insight, offers a comparative advantage. We deploy a variety of project and property-level financing structures

to improve our returns on invested capital. Additionally, we own a national portfolio of operating properties which offers diversification, capital allocation opportunity, and a stable source of cash flow from operations.Executive Overview

~~We rely on the skills and experience of our team in building a broad portfolio of value-add~~Our mission is to make real estate investments, primarily focused on the multifamily sector ~~and located~~ within the continental United ~~States. We plan to fund~~States, where outcomes are enhanced through our human capital so that substantial value is created for investors, teammates, and the communities in which we operate.

Our value proposition includes the benefits of an established multifamily investment ~~activities through~~platform coupled with significant growth potential resulting from the redeployment of Aimco equity in ~~combination~~to a deep and growing pipeline of highly accretive investment opportunities.

Our financial objectives are to produce superior, project-level, risk-adjusted returns on equity as measured by the investment period Internal Rate of Return (IRR) and the project-level Multiple on Invested Capital (MOIC).

We are focused on providing superior total-return performance to shareholders, primarily through capital appreciation driven by accretive investment and active portfolio management over multi-year periods. We do not plan to pay a regular cash dividend.

Our capital allocation strategy has been designed to leverage the Aimco investment platform and optimize risk adjusted returns for Aimco shareholders.

Overall, we target a growth-oriented capital allocation, primarily weighted toward direct investment in ‘Value Add’ and ‘Opportunistic’ multifamily real estate.

We have policies in place that support its strategy and guide its investment allocations, including to hold at all times a sizeable portion of its net equity in a diversified portfolio of ‘Core’ and ‘Core-Plus’ assets.

From time to time, we will allocate a defined portion of our capital into Alternative Investments including passive debt and ~~third-party~~ equity ~~in order~~investments (both direct and indirect). Aimco also plans to ~~improve our returns on invested capital~~utilize its established platform and existing relationships to ~~grow assets under management.~~generate fees through service offerings.

Given our stated strategy, it is expected that at any point in time the value-creation process will be ongoing at numerous of our ~~investments and will therefore be difficult to value.~~investments. Over time, we expect the Aimco enterprise to produce superior returns on equity on a risk-adjusted basis and it is our plan to do so by:

Our dedicated team will source and execute development and redevelopment projects across our national platform. The Aimco Development and Redevelopment portfolio currently includes $1.0 billion of projects in construction and lease-up, located across five major US markets. We are actively advancing planning efforts on pipeline projects under our control with the potential for an additional five million square feet of development and redevelopment. Our portfolio contains additional assets that have the capacity for an approximately four million square feet of development over time. In addition, we have the opportunity to add to our investment pipeline based on strategic relationships and through sourcing by regional investment teams. Generally, we seek Development and Redevelopment opportunities in locations where barriers to entry are high, target customers can be clearly defined and where we have a comparative advantage over others in the market.

Our current portfolio includes 28 apartment communities (24 consolidated properties and 4 unconsolidated properties) located in ten major US markets and with average rents in line with local market averages (generally defined as B class). We also own one commercial office building that is part of an assemblage with an adjacent apartment building. The target composition of our stabilized portfolio will ~~seek outsized returns on~~continue to include primarily B multifamily assets, spread across a nationally diversified portfolio and with a bias toward long established residential neighborhoods that rank highly in regard to schools, employment fundamental and state and regional governance. Core Plus opportunities offer

the opportunity for incremental capital ~~invested, for itself~~investment while maintaining stabilized cashflow to accelerate income growth and its partners, through our team’s local insights regarding sub-market fundamentals, the specific property location, a deep understanding of how best to meet the end users’ needs and wants, a disciplined commitment to mitigating risk during the construction process, and a passion for quality. We believe that each of these components are critical to the creation of an investment platform that is both sustainable and viable independent of broader market conditions.improve asset values.

Our current allocation to alternative investments includes: our indirect interest mezzanine loan to the Parkmerced partnership which owns 3,165 apartment homes and future development rights in San Francisco, California; our passive equity investments in IQHQ, Inc. (“IQHQ”), a privately-held life sciences real estate development company; and RET Ventures, an early-stage real estate technology fund. We expect to ~~have~~allocate a ~~broad set~~portion of ~~investment opportunities due~~our capital to ~~our national platform, management’s deep connections in~~passive debt and equity investments, both directly and at the ~~local markets in which we invest, and various strategic relationships.~~entity level. These opportunities may include, but are not limited to, portfolio acquisitions, programmatic joint ventures, debt placements, operational turnarounds, and re-entitlements. Aimco will undertake such opportunistic value-add transactionsprove attractive when warranted by risk adjusted returns, when we have special knowledge or expertise relevant to the ~~prospect of outsized risk-adjusted returns.~~

~~We own a geographically diversified portfolio of stabilized properties that produces stable cash flow~~particular investment or when the opportunity exists for positive asymmetric outcomes whether through strategic partnerships or otherwise. In addition, from time to time, we will use our established platform and ~~serves~~existing relationships to ~~balance the risk~~generate fees through service offerings to third party real estate investors, owners, and ~~highly variable cashflows associated with our portfolio of development and redevelopments and value-add investments. We expect to maintain, at any given time, an allocation of~~ capital ~~to stabilized operating properties of no less than 30% of Aimco equity.~~allocators.

~~We are highly focused~~At all times, we will guard our liquidity by maintaining sufficient cash and equivalents at no less than 5% of total equity.

From time-to-time we will allocate capital to financial assets designed to mitigate risks elsewhere in the Aimco enterprise. Existing examples include our option to acquire an interest rate swap designed to protect against repricing risk on the importance of maintaining ample liquidity and of limiting our exposure to any single investment. On March 31, 2021, our cash on hand plus capacity to borrow on our revolving credit facility equaled $385.3 million.maturing Aimco liabilities.

We expect to capitalize our activities through a combination of non-recourse property debt, construction loans, third-party equity, and the recycling of Aimco equity, including ~~through~~ retained earnings. We plan to limit the use of recourse leverage, with a strong preference towards non-recourse property-level debt in order to limit risk to the Aimco enterprise. When warranted, we plan to seek equity capital from joint venture partners to improve our cost of capital, further leverage Aimco equity, reduce exposure to a single investment and, in certain cases, for strategic benefits.

We have corporate headquarters in Denver, Colorado, and Bethesda, Maryland. Our investment platform is managed by experienced professionals based in four regions: West Coast, Central and Mountain West, Mid-Atlantic and Northeast, and Southeast. By regionalizing this platform, we are able to leverage the in-depth local market knowledge of each regional leader, creating a comparative advantage when sourcing, evaluating, and executing investment opportunities.

The results from the execution of our business plan during the three and six months ended ~~March 31,~~June 30, 2021, are further described below.

~~Net income attributable to Aimco common stockholders per common share, on a dilutive basis, was $0.14 per share, an increase of $0.11 during the three months ended March~~ 31 ~~2021, compared to 2020, due primarily to unrealized gains on our interest rate options.~~

Our business is organized around five areas of strategic focus: development and redevelopment; asset management; investment activity; balance sheet; and team and culture.

During the three and six months ended ~~March 31,~~June 30, 2021, we invested approximately ~~$45.8~~$49 million and $94 million, respectively, at our development and redevelopment projects.

During the three and six months ended ~~March 31,~~June 30, 2021, ~~Aimco~~we held three properties where newly constructed or renovated homes had been delivered but stabilization had not yet been reached.

The pace of absorption at these properties accelerated during April and early May as local economies reopen and we enter the prime leasing season. In April, leasing volume increased by more than a third when compared to March, and leasing in May is projected to outpace April.

We own a geographically diversified portfolio of operating properties that produces stable cash flow and serves to balance the risk and highly variable ~~cashflows~~cash flows associated with its portfolio of development and redevelopments and value-add investments. Our ~~Operating Portfolio~~operating portfolio produced solid results for the three and six months ended ~~March 31,~~June 30, 2021.

We measure residential rent collection as the amount of payments received as a percentage of all residential amounts owed. InDuring the three months ~~ending March 31,~~ended June 30, 2021, we collected ~~97.5%~~98.3% of all amounts owed by Aimco residents and recognized ~~98.4%~~98.8% of revenue, reserving ~~160~~120 basis points as bad debt.

1001 Brickell Bay Drive, a waterfront office building in Miami, FL owned as part of a larger assemblage, is currently ~~72.4%~~73.3% occupied with ~~100%~~the pace of tours and inquiries showing favorable indications of future leasing. Through July 2021, 99.8% of second quarter rents due ~~collected, in the first quarter.~~have been collected.

Parkmerced Mezzanine Investment: On November 26, 2019, Aimco ~~Predecessor~~ made a five-year, $275.0 million mezzanine loan to a partnership owning Parkmerced Apartments, located in southwest San Francisco (the “Mezzanine Investment”). The loan bears interest at a 10% annual rate, accruing if not paid from property operations. The Separation Agreement provides for AIR to transfer ownership of the subsidiaries that originated and hold the mezzanine loan, a related equity option to acquire a 30% interest in the partnership owning Parkmerced Apartments and the interest rate option, or swaption, that provides partial protection against future refinancing risk through 2024 to Aimco. At the time of the Separation and as of ~~May 17, 2021~~the date of this report, legal title of these subsidiaries had not yet transferred to Aimco. Until legal title of the subsidiaries is transferred, AIR is obligated to pass payments on such loan to us, and we are obligated to indemnify AIR against any costs and expenses related thereto. We have the risks and rewards of ownership of the Mezzanine Investment and have recognized an asset related to our right to receive the Mezzanine Investment from AIR.

The loan is subject to certain risks, including, but not limited to, those resulting from the severe downturn in San Francisco rents, the ongoing disruption due to the COVID-19 pandemic and associated governmental response, and the current economic situation which may result in all or a portion of the loan not being repaid. In the event we determine that a portion of the Mezzanine Investment is not recoverable, we will recognize an impairment, if appropriate.

Life Science Developer Investment: In the third quarter of 2020, Aimco made a $50 million commitment to IQHQ, ~~Inc. (“IQHQ”),~~ a privately-held life sciences real estate development company. In addition, Aimco gained the right to collaborate with IQHQ on any multifamily component at its future development sites.

Leasehold Agreements: On January 1, 2021, terms commenced on the leasehold agreements with AIR for 707 Leahy, The Fremont, Prism, and Flamingo Point North Tower. On June 1, 2021, terms commenced on the leasehold agreement with AIR for Robin Drive Land, a 15-acre plot of land in the San Francisco Bay Area on which we began construction of 16 single family rental homes and 8 accessory dwelling units in June 2021. The combined initial value of leasehold interest, as indicative of the initial fair market values of the leased assets at the time of lease inception, was ~~$469.0~~$475.1 million. The combined annual leasehold payment for these ~~four~~five assets is ~~$25.3~~$26.0 million. We expect the total development and redevelopment expenditures related to these assets to be approximately ~~$70.8~~$117.9 million with ~~$24.1~~$42.0 millionhaving been invested as of ~~March 31,~~June 30, 2021. The lease agreements provide Aimco the right to terminate each lease once the leased property is stabilized with AIR then having the option to retain ownership of the land and purchase the improvements from Aimco. Should AIR exercise ~~their~~its option, Aimco would be due the difference between the property’s fair-market value at stabilization and the initial value of the leasehold interest, less a 5% discount.

Acquisitions: ~~In February~~During the three months ended June 30, 2021 we ~~purchased, for $6.2 million, 1.5-acres of fully entitled land~~acquired six properties adjacent to our Hamilton on the ~~Anschutz Medical Campus~~Bay apartment community in ~~Aurora, CO plus options allowing~~Miami’s Edgewater neighborhood, for $12 million. Subsequent to quarter end, we acquired for $7 million an additional two parcels adjacent to our Hamilton on the Bay apartment community. In total this land assemblage allows for, as-of-right, the construction of more than 700,000 square feet. As part of our initial acquisition of Hamilton on the Bay, we acquired waterfront land that allows for the ~~purchase~~future development of ~~an additional 5.2 acres that will accommodate~~ more than ~~750,000~~400,000 square feet. Combined, we can now construct more than 1.1 million square feet of new ~~development. The 1.5-acre site is now being developed as~~development in this rapidly growing submarket. During the six months ended June 30, 2021, we also acquired The Benson Hotel and Faculty Club (“Benson Hotel”) ~~which represents a critical step in advancement of the campus masterplan. The purchase is~~development property for $6.2 million, net of outstanding construction liabilities of $0.9 million. The development property consists of land and initial construction costs. The project is expected to be completed in the first quarter of 2023.

~~The Aimco team continues to actively source and evaluate a wide range of potential investment opportunities.~~

Aimco capitalizes its activities through a combination of non-recourse property debt, construction loans, third-party equity, and the recycling of Aimco equity, including ~~through~~ retained earnings. We plan to limit the use of recourse leverage, with a strong preference towards non-recourse property-level debt in order to limit risk to the Aimco enterprise. When warranted, we plan to seek equity capital from joint venture partners to improve its cost of capital, further leverage Aimco equity, reduce exposure to a single investment and, in certain cases, for strategic benefits.

We are highly focused on ~~the importance of~~ maintaining ample liquidity. As of ~~March 31,~~June 30, 2021, we had access to ~~$385.3~~$445 million, including ~~$226.1~~$286 million of cash on hand, ~~$9.2~~$9 million of restricted cash, and the capacity to borrow up to $150 million on our revolving credit facility. Please refer to the Liquidity and Capital Resources section for additional information regarding our leverage.

In evaluating our financial condition and operating performance we use non-GAAP measures, including Adjusted EBITDAre, which we believe is useful to investors and creditors as a supplemental measure of our ability to incur and service debt. Our Adjusted EBITDAre for the three and six months ended ~~March 31,~~June 30, 2021 was ~~$16.7 million.~~$19.5 million and $36.2 million, respectively. Please refer to the Non-GAAP Measures section for further information about the calculation of Adjusted EBITDAre and our leverage ratios. Please refer to the Liquidity and Capital Resources section for additional information regarding our leverage.

On April 15, 2021, the Company entered into a $150 million variable-rate non-recourse construction loan collateralized by our leasehold interest and AIR’s fee ownership interest in Flamingo North Tower. The initial term of the loan is three years and bears interest at one month LIBOR plus 360 basis points subject to a minimum all-in per annum interest rate of 3.85%. Certain consolidated subsidiaries have indemnified AIR for any losses it incurs as a result of a default on the loan by ~~Aimco~~Aimco.

We have three segments: (i) Development and Redevelopment, (ii) Operating Portfolio, and (iii) Other. Our Development and Redevelopment segment includes properties that are under construction, in pre-construction, or have not achieved stabilization. The Development and Redevelopment segment also includes our ~~four~~five leased ~~properties, one is~~properties; two are under construction and three are operational but have not achieved stabilization. Our Operating Portfolio segment includes majority owned residential communities that have achieved stabilized levels of operations as of January 1, 2020 and maintained it throughout the current year and comparable period. Our Other segment consists of 1001 Brickell Bay Drive, our only commercial real estate property.

The following discussion and analysis of the results of our operations and financial condition should be read in conjunction with the accompanying condensed consolidated financial statements included in Item 1.

Net income ~~increased~~decreased by ~~$8.5~~$23.5 million and $6.6 million during the three and six months ended ~~March 31,~~June 30, 2021, respectively, compared to the same periods in 2020, ~~respectively,~~ as described more fully below.

Detailed Results of Operations for the ~~Three Months Ended March 31,~~three and six months ended June 30, 2021, ~~Compared~~compared to the ~~Three Months Ended March 31,~~three and six months ended June 30, 2020.

As of ~~March 31,~~June 30, 2021, our Development and Redevelopment segment included ~~three~~five properties that were under construction and three properties in lease-up, ~~and Hamilton on the Bay, which is being prepared for construction,~~ our Operating Portfolio segment included 24 communities with 6,067 apartment homes, and our Other segment includes one office building.

We use proportionate property net operating income to assess the operating performance of our segments. Proportionate property net operating income is defined as our share of rental and other property revenues, excluding utility reimbursements,

less direct property operating expenses, net of utility reimbursements, for consolidated communities. In our condensed consolidated statements of operations, utility reimbursements are included in rental and other property revenues, in accordance with GAAP. Accordingly, the results of operations of our segments discussed below are presented on a proportionate basis and exclude the results of four apartment communities with an aggregate 142 apartment homes that we neither manage nor consolidate, notes receivable, our investment in IQHQ and the Mezzanine Investment.

We do not include property management costs and casualty gains or losses, reported in consolidated amounts, in our assessment of segment performance. Accordingly, these items are not allocated to our segment results discussed below.

Please refer to Note 8 to the condensed consolidated financial statements in Item 1 for further discussion regarding our segments, including a reconciliation of these proportionate amounts to consolidated rental and other property revenues and property operating expenses.

The results of our segments for the three months ended ~~March 31,~~June 30, 2021 and 2020, as presented below, are based on segment classifications as of ~~March 31,~~June 30, 2021.

	Three Months Ended March 31,				Historical Change						Three Months Ended June 30,				Historical Change
(in thousands)	2021		2020		$			%			2021		2020		$			%
Rental and other property revenues, before utility reimbursements:
Development and Redevelopment	$	2,257	$	—	$	2,257			100	%	$	2,489	$	—	$	2,489			100	%
Operating Portfolio		32,689		33,361		(672	)		(2.0	%)		33,329		32,599		730			2.2	%
Other		3,027		3,277		(250	)		(7.6	%)		2,981		3,074		(93	)		(3.0	%)
Total		37,973		36,637		1,336			3.6	%		38,799		35,673		3,126			8.8	%
Property operating expenses, net of utility reimbursements:
Development and Redevelopment		1,867		—		1,867			100	%		2,102		—		2,102			100	%
Operating Portfolio		11,170		10,510		660			6.3	%		10,959		10,396		563			5.4	%
Other		985		990		(5	)		(0.5	%)		1,036		955		81			8.5	%
Total		14,022		11,500		2,522			21.9	%		14,097		11,351		2,746			24.2	%
Proportionate property net operating income:
Development and Redevelopment		390		—		390			100	%		387		—		387			100	%
Operating Portfolio		21,519		22,851		(1,332	)		(5.8	%)		22,370		22,203		167			0.8	%
Other		2,042		2,287		(245	)		(10.7	%)		1,945		2,119		(174	)		(8.2	%)
Total	$	23,951	$	25,138	$	(1,187	)		(4.7	%)	$	24,702	$	24,322	$	380			1.6	%

For the three months ended ~~March 31,~~June 30, 2021, compared to 2020, our Operating Portfolio proportionate property net operating income ~~decreased~~increased by ~~$1.3~~$0.2 million, or ~~5.8%~~0.8%. ~~This decrease~~The increase was attributable to a $0.7 million, or ~~2.0%, decrease~~2.2% increase in rental and other property revenues due to ~~lower~~higher average revenues of ~~$37~~$15 per apartment home, ~~and~~ a ~~$0.7~~140-basis point increase in occupancy, offset partially by a $0.6 million, or ~~6.3%~~5.4%, increase in property operating expenses due primarily to higher real estate taxes and insurance.

For the three months ended ~~March 31,~~June 30, 2021, compared to 2020, total proportionate property net operating income increased by $0.4 million, or 1.6%.

The results of our segments for the six months ended June 30, 2021 and 2020, as presented below, are based on segment classifications as of June 30, 2021.

For the six months ended June 30, 2021, compared to 2020, our Operating Portfolio proportionate property net operating income decreased by $1.2 million, or 2.6%. This decrease was attributable to a $0.1 million, or 0.1%, increase in rental and other property revenues offset by a $1.2 million, or 5.8%, increase in property operating expenses due primarily to higher real estate taxes and insurance.

For the six months ended June 30, 2021, compared to 2020, total proportionate property net operating income decreased by ~~$1.2~~$0.8 million, or ~~4.7%~~1.6%.

Operating income amounts not attributed to our segments include offsite costs associated with property management, casualty losses, write-off of straight-line rent receivables, and the results of apartment communities sold or held for sale, reported in consolidated amounts, which we do not allocate to our segments for purposes of evaluating segment performance.

For the three and six months ended ~~March 31,~~June 30, 2021 depreciation and amortization expense was higher by ~~$1.4~~$1.6 million and $3.0 million, respectively, when compared to the same ~~period ended~~periods in ~~2020.~~2020, primarily due to additional assets being placed into service.

For the three and six months ended ~~March 31,~~June 30, 2021, compared to the same periods in 2020, general and administrative expenses increased by ~~$4.5~~$5.8 million and $10.3 million, respectively, due primarily to the difference of allocating costs in 2020 and the actual costs experienced running the separate business in 2021.

For the three and six months ended ~~March 31,~~June 30, 2021, compared to the same periods in 2020, interest expense increased by ~~$7.0~~$6.8 million, or ~~124.3%~~117.6%, and $13.9 million, or 120.9%, respectively, due primarily to interest associated with the notes payable to AIR entered into in conjunction with the Separation.

On November 26, 2019, we made a five-year, $275.0 million mezzanine loan to a partnership owning Parkmerced Apartments, located in southwest San Francisco. The loan is junior to a $1.5 billion first mortgage position and bears interest at a 10% annual rate, accruing if not paid from property operations. ~~At March 31,~~As of June 30, 2021, the total receivable including accrued and unpaid interest was ~~$314.8~~$322.4 million. During the three and six months ended ~~March 31,~~June 30, 2021, ~~and 2020,~~ we recognized ~~$0.7~~$7.6 million and ~~$0.7~~$15.0 million, respectively, of income in connection with the mezzanine ~~loan.~~

~~The~~ loan, ~~is subject~~compared to ~~certain risks, including, but not limited to, those resulting from~~$6.9 million and $13.7 million during the ~~severe downturn in San Francisco rents, the ongoing disruption due to the COVID-19 pandemic~~three and ~~associated governmental response, and the current economic~~

situation which may result in all or a portion of the loan not being repaid. In the event we determine that a portion of the Mezzanine Investment is not recoverable, we will recognize an impairment, if appropriate.six months ended June 30, 2020, respectively.

We are required to adjust our interest rate options to fair value on a quarterly basis. As a result of the mark to market adjustment we recorded an unrealized loss in the amount of $17.0 million and an unrealized gain in the amount of ~~$25.3 million.~~$8.4 million during the three and six months ended June 30, 2021, respectively, and we recorded an unrealized loss in the amount of $1.1 million during both three and six months ended June 30, 2020.

Other expenses, net, includes costs associated with our risk management activities, partnership administration expenses and certain non-recurring items. For the three and six months ended ~~March 31,~~June 30, 2021, compared to the same periods in 2020, other expenses, net decreased by ~~$0.8 million.~~$3.1 million and $3.9 million, respectively, due primarily to $2.3 million of revenue for acquisition services fee received during three and six months ended June 30, 2021.

with intercompany asset transfers and internal restructurings (if applicable), are included in income tax benefit in our condensed consolidated statements of operations.

For the three months ended ~~March 31, 2021 and 2020, we had consolidated net loss subject to tax of $9.5 million and $4.4 million, respectively.~~

~~For three months ended March 31,~~June 30, 2021, we recognized income tax benefit of ~~$5.1~~$2.8 million, compared to $2.0 million during the same period in 2020. The change is due primarily to higher losses at our TRS entities.

For the six months ended June 30, 2021, we recognized income tax benefit of $7.9 million, compared to $4.1 million during the same period ended 2020. The change is due primarily to income tax benefit associated with internal restructuring, ~~completed in the first quarter and~~ changes to our effective state rate expected to apply to the reversal of our existing deferred ~~items.~~

We prepare our condensed consolidated financial statements in accordance with GAAP, which requires us to make estimates and assumptions. We believe that the critical accounting policies that involve our more significant judgments and estimates used in the preparation of our condensed consolidated financial statements relate to the impairment of long-lived assets and capitalized costs.

Our critical accounting policies are described in more detail in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of Aimco’s and Aimco Operating Partnership’s combined Annual Report on Form 10-K for the year ended December 31, 2020. There have been no significant changes in our critical accounting policies from those reported in our Form 10-K and we believe that the related judgments and assessments have been consistently applied and produce financial information that fairly depicts the financial condition, results of operations, and cash flows for all periods presented.

We use EBITDAre and Adjusted EBITDAre in managing our business and in evaluating our financial condition and operating performance. These key financial indicators are non-GAAP measures and are defined and described below. We provide reconciliations of the non-GAAP financial measures to the most comparable financial measure computed in accordance with GAAP.

Earnings Before Interest Expense, Income Taxes, Depreciation and Amortization for Real Estate (EBITDAre)

EBITDAre and Adjusted EBITDAre are non-GAAP measures, which we believe are useful to investors, creditors, and rating agencies as a supplemental measure of our ability to incur and service debt because they are recognized measures of performance by the real estate industry and allow for comparison of our credit strength to different companies. EBITDAre and Adjusted EBITDAre should not be considered alternatives to net income (loss) as determined in accordance with GAAP as indicators of liquidity. There can be no assurance that our method of calculating EBITDAre and Adjusted EBITDAre is comparable with that

of other real estate investment trusts. Nareit defines EBITDAre as net income computed in accordance with GAAP, before interest expense, income taxes, depreciation, and amortization expense, further adjusted for:

EBITDAre is defined by Nareit and provides for an additional performance measure independent of capital structure for greater comparability between real estate investment trusts. We define Adjusted EBITDAre as EBITDAre adjusted to exclude the effect of net income attributable to noncontrolling interests in consolidated real estate partnerships and EBITDAre adjustments attributable to noncontrolling interests, and unrealized gain on interest rate options, towhich we believe allow investors to compare a measure of our earnings before the effects of our capital structure and indebtedness with that of other companies in the real estate industry. Additionally, we exclude interest income recognized on our Mezzanine Investment that was accrued but not paid during the three and six months ended ~~March 31, 2021.~~June 30, 2021 and 2020.

The reconciliation of net (loss) income to EBITDAre and Adjusted EBITDAre for the three and six months ended ~~March 31,~~June 30, 2021 and 2020, is as follows (in thousands):

	Three months ended			Three months ended			Three Months Ended						Six Months Ended
	March 31, 2021			March 31, 2020			June 30, 2021			June 30, 2020			June 30, 2021			June 30, 2020
Net income	$	21,434		$	4,555
Net (loss) income							$	(20,386	)	$	3,113		$	1,048		$	7,668
Adjustments:
Interest expense		12,677			5,651			12,638			5,809			25,315			11,460
Income tax benefit		(5,100	)		(2,023	)		(2,760	)		(2,032	)		(7,860	)		(4,055	)
Depreciation and amortization		20,717			19,347			20,639			19,030			41,356			38,377
Adjustment related to EBITDAre of unconsolidated partnerships		215			211			215			212			430			423
EBITDAre	$	49,943		$	27,741		$	10,346		$	26,132		$	60,289		$	53,873
Net loss attributable to noncontrolling interests in consolidated real estate partnerships		(291	)		5
Net income attributable to redeemable noncontrolling interest consolidated real estate partnership		152			103
Net loss (income) attributable to redeemable noncontrolling interest consolidated real estate partnership								(66	)		125			86			228
Net (income) loss attributable to noncontrolling interests in consolidated real estate partnerships								(275	)		(10	)		(566	)		(5	)
EBITDAre adjustments attributable to noncontrolling interests		(270	)		(241	)		38			(111	)		(232	)		(352	)
Interest income received on Mezzanine Investment		(7,467	)		(6,747	)
Unrealized gains on interest rate options		(25,347	)		-
Interest income recognized on mezzanine investment								(7,551	)		(6,936	)		(15,018	)		(13,683	)
Unrealized (gains) losses on interest rate options								16,970			1,080			(8,377	)		1,080
Adjusted EBITDAre	$	16,720		$	20,861		$	19,462		$	20,280		$	36,182		$	41,141

Liquidity is the ability to meet present and future financial obligations. Our primary sources of liquidity are cash flows from operations and borrowing capacity under our loan agreements.

As of ~~March 31,~~June 30, 2021, our available liquidity was ~~$385.3 million. We have commitments for, and expect to spend, approximately $320 million on development and redevelopment projects underway.~~

~~As of March 31, 2021, our available liquidity was $385.3~~$445 million, which ~~consists~~consisted of:

Our principal uses for liquidity include normal operating activities, payments of principal and interest on outstanding debt, capital expenditures, and future investments. ~~We use our cash and cash equivalents, including that provided by operating activities, to meet short-term liquidity needs.~~

In the event that our cash and cash equivalents, revolving secured credit facility, and cash provided by operating activities are not sufficient to cover our liquidity needs, we have the means to generate additional liquidity, such as from additional property financing activity and proceeds from apartment community sales. We expect to meet our long-term liquidity requirements, ~~such as~~including debt maturities, development and redevelopment spending, and future investment activity, primarily through property financing activity, ~~and~~ cash generated from ~~operations.~~operations, and the recycling of Aimco equity. Our revolving secured credit facility matures in December 2023, prior to consideration of its two one-year extension options.

The availability and cost of credit and its related effect on the overall economy may affect our liquidity and future financing activities, both through changes in interest rates and access to financing. Currently, interest rates are low compared to historical levels, and financing is readily available. Any adverse changes in the lending environment could negatively affect our liquidity. We ~~believe we~~ have ~~mitigated much~~taken steps to mitigate a portion of ~~this exposure by reducing~~our repricing ~~risks.~~risk. However, if property or development financing

options become unavailable, ~~for our future debt needs,~~ we may consider alternative sources of liquidity, such as reductions in capital spending or ~~proceeds from~~ apartment community dispositions.

As of ~~March 31,~~June 30, 2021, approximately ~~45%~~40% of our leverage consisted of property-level, non-recourse, ~~long-dated,~~ amortizing debt. Approximately ~~87%~~87.4% of our property-level debt is fixed-rate, which provides a hedge against increases in interest rates, capitalization rates, and inflation. The weighted-average remaining term to maturity of our non-recourse property-level debt was ~~5.6~~5.3 years ~~and~~at a weighted-average interest rate of 3.09%.

While our primary source of leverage is property-level debt, ~~which includes construction loans,~~ we also have a credit facility with a syndicate of financial ~~institutions.~~institutions and construction loans. As of ~~March 31,~~June 30, 2021, we had no outstanding borrowings under our revolving secured credit facility, swingline loan sub-facility and letter of credit sub-facility and had capacity to borrow up to ~~$150.0~~$150 million.

As of ~~March 31,~~June 30, 2021, approximately ~~55%~~49% of our leverage consisted of notes payable to AIR, with a fixed interest rate of 5.2% and a term to maturity of ~~2.8 years.~~2.6 years, and approximately 11% consisted of our variable-rate non-recourse construction loans.

Under our revolving secured credit facility, we have agreed to maintain a fixed charge coverage ratio of at least 1.25x, minimum tangible net worth of $625 million, and maximum leverage of 60% as defined in the credit agreement. We are currently in compliance and expect to remain in compliance with these covenants.

The following discussion relates to changes in consolidated cash, cash equivalents, and restricted cash due to operating, investing and financing activities, which are presented in our condensed consolidated statements of cash flows in Item 1 of this report.

For the ~~three~~six months ended ~~March 31,~~June 30, 2021, net cash provided by operating activities was ~~$2.3~~$16.5 million. Our operating cash flow is primarily affected ~~primarily~~ by rental rates, occupancy levels, and operating expenses related to our portfolio of apartment ~~communities.~~communities and general and administrative costs. Cash provided by operating activities for the ~~three~~six months ended ~~March 31,~~June 30, 2021, decreased by ~~$13.2~~$11.9 million compared to the same period ended in 2020. ~~The decrease was due to lower contribution from our Operating Properties and Development and Redevelopment communities, which were negatively impacted by the pandemic and governmental lockdown.~~

For the ~~three~~six months ended ~~March 31,~~June 30, 2021, our net cash used in investing activities of ~~$37.9~~$102.1 million consisted primarily of capital expenditures and cash used in the purchase of The Benson Hotel and construction costs on our development properties.

Total capital additions totaled ~~$31.7~~$100.2 million and ~~$6.7~~$10.7 million during the ~~three~~six months ended ~~March 31,~~June 30, 2021 and 2020, respectively. We have generally funded capital additions with available cash and cash provided by operating activities.

We exclude the amounts of capital spending related to commercial spaces and to apartment communities sold or classified as held for sale at the end of the period from the foregoing measures. We have also excluded from these measures indirect capitalized costs, which are not yet allocated to communities with capital additions, and their related capital spending categories.

For further details regarding our development and redevelopment activities, including apartment communities constructed and delivered refer to the Executive Overview section above.

Net cash ~~used in~~from financing activities for the ~~three~~six months ended ~~March 31,~~June 30, 2021 increased by ~~$18.9~~$99.9 million compared to ~~three~~the six months ended ~~March 31,~~June 30, 2020, due primarily ~~due principal payments on our~~to proceeds from the $150 million and $100.7 million variable-rate non-recourse ~~property debt and a purchase of an interest rate option.~~construction loans entered into during the six months ended June 30, 2021.

We expect to fund any future acquisitions, redevelopment, development, and other capital spending principally with ~~proceeds from~~ operating cash flows, short-term borrowings, and debt and equity financing. Our near-term business plan does not contemplate the issuance of equity. We believe, based on the information available at this time, that we have sufficient cash on hand and access to additional sources of liquidity to meet our operational needs for 2021 and beyond.

As of ~~March 31,~~June 30, 2021, on a consolidated basis, we had approximately $55.0 million of variable-rate property-level ~~debt.~~debt outstanding in addition to two variable rate construction loans that totaled $120.1 million. We estimate that a change in 30-day LIBOR of 100 basis points with constant credit risk spreads would reduce or increase interest expense by approximately ~~$0.6~~ $1.8million.

In 2020, we paid an upfront premium of $12.1 million for the option to enter into an interest rate swap at a future date. This interest rate option, or swaption, provides partial protection against ~~our refinancing~~exposure to rising interest ~~rate risk and is intended to mitigate interest rate increases~~rates between now and October 2024. We receive a cash settlement in the future if the prevailing interest rate is higher than the 1.68% strike price. The amount of a future cash settlement is capped if the prevailing interest rate exceeds 2.78%. Alternatively, if interest rates were to decrease below the specified strike price, we would not receive a cash settlement nor would we have any liability to make a payment.

During the ~~three months ended March 31,~~first quarter of 2021, we paid an upfront premium of $5.6 million (including transaction costs) for the option to enter into an interest rate swap at a future date. This interest rate option, or swaption, provides partial protection against ~~our refinancing~~rising interest ~~rate risk~~rates between now and January 2024 relative to our notes payable to ~~AIR and is intended to mitigate interest rate increases between now and January 2024.~~AIR. We receive a cash settlement in the future if the prevailing interest rate is higher than the 3% strike price on the five year ~~swap strike price.~~swap. Alternatively, if interest rates were to decrease below the specified strike price, we would not receive a cash settlement nor would we have any liability to make a payment.

AsDuring the three months ended June 30, 2021, we paid an upfront premium of ~~March 31, 2021,~~$0.2 million for an interest rate cap on our $150 million Flamingo construction loan. This interest rate cap, provides protection if one month LIBOR exceeds 3% during the ~~estimated fair value~~initial term of ~~total indebtedness, including our notes payable to AIR, was approximately $985.8 million.~~the loan.

Aimco’s management, with the participation of Aimco’s chief executive officer and chief financial officer, has evaluated the effectiveness of Aimco’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report. Based on such evaluation, Aimco’s chief executive officer and chief financial officer have concluded that, as of the end of such period, Aimco’s disclosure controls and procedures are effective.

During the three months ended March 31, 2021, the Company implemented a new financial and accounting system. We have designed controls around the new accounting system mainly on the review of journal entries and review of financial data. Other than these new controls thereThere has been no change in Aimco’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the ~~first~~second quarter of 2021 that has materially affected, or is reasonably likely to materially affect, Aimco’s internal control over financial reporting.

Aimco Operating Partnership’s management, with the participation of the chief executive officer and chief financial officer of both Aimco and Aimco OP GP, LLC, Aimco Operating Partnership’s general partner, has evaluated the effectiveness of Aimco

Operating Partnership’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange) as of the end of the period covered by this report. Based on such evaluation, the chief executive officer and chief financial officer of Aimco OP GP, LLC have concluded that, as of the end of such period, Aimco Operating Partnership’s disclosure controls and procedures are effective.

During the three months ended March 31, 2021, the Company implemented a new financial and accounting system. We have designed controls around the new accounting system mainly on the review of journal entries and review of financial data. Other than these new controls thereThere has been no change in Aimco Operating Partnership’s internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the ~~first~~second quarter of 2021 that has materially affected, or is reasonably likely to materially affect, Aimco Operating Partnership’s internal control over financial reporting.

As of the date of this report, there have been no material changes from the risk factors in Aimco’s and Aimco Operating Partnership’s combined Annual Report on Form 10-K for the year ended December 31, ~~2020 remain unchanged.~~2020.

From time to time, Aimco may issue shares of ~~Common Stock~~common stock in exchange for OP Units, defined under the Aimco Operating Partnership heading below. Such shares are issued based on an exchange ratio of one share for each common OP Unit. Aimco may also issue shares of ~~Common Stock~~common stock in exchange for limited partnership interests in consolidated real estate partnerships. During the three months ended ~~March 31,~~June 30, 2021, Aimco ~~did not issue any~~issued approximately 440,000 shares of ~~Common Stock~~common stock in exchange for OP Units in these transactions. Such shares were issued in reliance on Section 4(a)(2) of the Securities Act of 1933, as amended.

There were no repurchases by Aimco of its common equity securities during the three months ended ~~March 31,~~June 30, 2021. Aimco’s ~~Board~~board of ~~Directors~~directors has, from time to time, authorized Aimco to repurchase shares of its outstanding ~~Common Stock.~~common stock. As of ~~March 31,~~June 30, 2021, Aimco was authorized to repurchase approximately ~~#VALUE!~~10.4 million shares. This authorization has no expiration date. These repurchases may be made from time to time in the open market or in privately negotiated transactions.

Aimco Operating Partnership did not issue any unregistered OP ~~units~~Units during the three months ended ~~March 31,~~June 30, 2021.

Aimco Operating Partnership’s Partnership Agreement generally provides that after holding common OP Units for one-year, limited partners other than Aimco have the right to redeem their common OP Units for cash or, at our election, shares of Aimco Common Stock on a one-for-one basis (subject to customary antidilution adjustments). During the three months ended ~~March 31,~~June 30, 2021, noapproximately 440,000 of common OP Units were redeemed in exchange for shares of Common Stock.

The following table summarizes Aimco Operating Partnership’s repurchases, or redemptions in exchange for cash, of common OP Units for the three months ended ~~March 31,~~June 30, 2021.

As a REIT, Aimco is required to distribute annually to holders of its Common Stock at least 90% of its “real estate investment trust taxable income,” which, as defined by the Code and United States Department of Treasury regulations, is generally equivalent to net taxable ordinary income. Aimco’s ~~Board~~board of ~~Directors~~directors determines and declares its dividends. In making a dividend determination, Aimco’s ~~Board~~board of ~~Directors~~directors considers a variety of factors, including REIT distribution requirements; current market conditions; liquidity needs; and other uses of cash, such as deleveraging and accretive investment ~~activities. Aimco’s Board of Directors has not declared a dividend payment, nor have they set the expectation for any future regular dividend payments.~~

activities. Aimco plans to reinvest earnings to facilitate growth and, therefore, does not presently intend to pay a regular quarterly cash dividend.

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Maryland (Apartment Investment and Management Company)		84-1259577
Delaware (Aimco OP L.P.)		85-2460835
(State or other jurisdiction of		(I.R.S. Employer
incorporation or organization)		Identification No.)

4582 South Ulster Street, Suite 1450
Denver, Colorado		80237
(Address of principal executive offices)		(Zip Code)

Title of Each Class		Trading Symbol(s)		Name of Each Exchange on Which Registered
Class A Common Stock ~~(Aimco~~(Apartment Investment and Management Company)		AIV		New York Stock Exchange

Large accelerated filer	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☒

		Page
	PART I. FINANCIAL INFORMATION
ITEM 1.	FINANCIAL STATEMENTS
	Apartment Investment and Management Company:
	Condensed Consolidated Balance Sheets (Unaudited)	4
	Condensed Consolidated Statements of Operations (Unaudited)	5
	Condensed Consolidated Statements of Equity (Unaudited)	6
	Condensed Consolidated Statements of Cash Flows (Unaudited)	78
	Aimco OP L.P.:
	Condensed Consolidated Balance Sheets (Unaudited)	89
	Condensed Consolidated Statements of Operations (Unaudited)	910
	Condensed Consolidated Statements of Partners’ Capital (Unaudited)	1011
	Condensed Consolidated Statements of Cash Flows (Unaudited)	1113
	Notes to the Condensed Consolidated Financial Statements of Apartment Investment and Management Company and Aimco OP L.P. (Unaudited)	1214
ITEM 2.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	2429
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	3340
ITEM 4.	CONTROLS AND PROCEDURES	3340
	PART II. OTHER INFORMATION
ITEM 1A.	RISK FACTORS	3541
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	3541
ITEM 6.	EXHIBITS	3643
Signatures		3844

	As of March 31, 2021				As of December 31, 2020
	Carrying Value		Fair Value		Carrying Value		Fair Value
Non-recourse property debt	$	431,336	$	451,675	$	449,510	$	467,010

Fiscal period	Total Number of Units Purchased		Average Price Paid per Unit		Total Number of Units Purchased as Part of Publicly Announced Plans or Programs (1)	Maximum Number of Units that May Yet Be Purchased Under the Plans or Programs (1)
January 1, 2021 ‒ January 31, 2021		—	$	—	N/A	N/A
February 1, 2021 ‒ February 28, 2021		—		—	N/A	N/A
March 1, 2021 ‒ March 31, 2021		7,479		4.82	N/A	N/A
Total		7,479	$	4.82


EXHIBIT NO. ~~(1)~~		DESCRIPTION

3.1		Charter – Articles of Restatement (Exhibit 3.1 to Aimco’s Annual Report on Form 10-K dated February 24, 2020, is incorporated herein by this reference)

3.2		Amended and Restated Bylaws (Exhibit ~~3.1~~3.2 to Aimco’s Current Report on Form 8-K, dated ~~January 26, 2016,~~December 15, 2020, is incorporated herein by this reference)

3.3		Articles Supplementary of Apartment Investment Management Company (Exhibit 3.1 to Aimco’s Current Report on Form 8-K, dated December 15, 2020, is incorporated herein by this reference)

~~3.4~~10.1 10.2		Amended and Restated ~~Bylaws~~Agreement of Limited Partnership of Aimco OP L.P., effective as of December 14, 2020 (Exhibit ~~3.2~~10.1 to Aimco’s Current Report on Form 8-K, dated December 15, 2020, is incorporated herein by this reference)

~~4.1~~		~~Description of Aimco’s Securities Registered Pursuant~~First Amendment to ~~Section 12 of the Securities Exchange Act of 1934. (Exhibit 4.1 to Aimco’s Annual Report on Form 10-K dated February 24, 2020, is incorporated herein by this reference)~~

~~10.1~~		Fifth Amended and Restated Agreement of Limited Partnership of Aimco Operating Partnership, dated as of July 29, 1994, as amended and restated as of April 8, 2019 (Exhibit 10.1 to Aimco’s Current Report on Form 8-K dated April 5, 2019, is incorporated herein by this reference)

~~10.2~~		Master Lease Agreement, dated ~~as of December~~April 15, 2020 (effective January 1, 2021), by and between AIMCO 50 Rogers Street, LLC and Prism Lessee, LLC (Exhibit 10.5 to Aimco’s Current Report on Form 8-K, dated December 15, 2020, is incorporated herein by this reference)

~~10.3~~		~~Master Lease Agreement, dated as of December 15, 2020 (effective January 1, 2021),~~2021, by and between MCZ/Centrum Flamingo II, L.L.C. and Flamingo North Lessee, ~~LLC (Exhibit 10.7 to Aimco’s Current Report on Form 8-K, dated December 15, 2020, is incorporated herein by this reference)~~

~~10.4~~		Master Lease Agreement, dated as of December 15, 2020 (effective January 1, 2021), by and between AIMCO Leahy Square Apartments, LLC and 707 Leahy Lessee, LLC (Exhibit 10.8 to Aimco’s Current Report on Form 8-K, dated December 15, 2020, is incorporated herein by this reference)LLC.

31.1		Certification of Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Aimco

31.2		Certification of Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Aimco

31.3		Certification of Chief Executive Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Aimco Operating Partnership

31.4		Certification of Chief Financial Officer pursuant to Securities Exchange Act Rules 13a-14(a)/15d-14(a), as Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 – Aimco Operating Partnership

32.1		Certifications of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – Aimco

32.2		Certifications of Chief Executive Officer and Chief Financial Officer Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 – Aimco Operating Partnership

101		The following materials from Aimco’s and Aimco Operating Partnership’s combined Quarterly Report on Form 10-Q for the quarterly period ended ~~March 31,~~June 30, 2021, formatted in iXBRL (Inline Extensible Business Reporting Language): (i) condensed consolidated balance sheets; (ii) condensed consolidated statements of operations; (iii) condensed consolidated statements of equity and partners’ capital; (iv) condensed consolidated statements of cash flows; and (v) notes to condensed consolidated financial statements.



104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

	APARTMENT INVESTMENT AND MANAGEMENT COMPANY

	By:	/s/ H. Lynn C. Stanfield
		H. Lynn C. Stanfield
		Executive Vice President and Chief Financial Officer

	AIMCO OP L.P.

	By:	Aimco OP GP, LLC, its General Partner

	By:	/s/ H. Lynn C. Stanfield
		H. Lynn C. Stanfield
		Executive Vice President and Chief Financial Officer