UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Mark One)
| | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
or
| | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from _________ to _________
Commission file number
INDEPENDENCE REALTY TRUST, INC.
| (Exact Name of Registrant as Specified in Its Charter) |
| | |
| (State or Other Jurisdiction of Incorporation or Organization) | (I.R.S. Employer Identification No.) |
| | |
| (Address of Principal Executive Offices) | (Zip Code) |
(
(Registrant’s Telephone Number, Including Area Code)
N/A
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| | | |
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, 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.
| | ☒ | Accelerated filer | ☐ | |
| Non-Accelerated filer | ☐ | Smaller reporting company | | |
| Emerging growth company | |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
As of April 25, 2025 there were
INDEPENDENCE REALTY TRUST, INC.
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| Item 1. |
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| Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024 |
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| Notes to Condensed Consolidated Financial Statements as of March 31, 2025 |
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| Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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| Item 3. |
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| Item 1A. |
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| Item 2. |
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Independence Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited and dollars in thousands, except share and per share data)
| As of | As of | |||||||
| March 31, 2025 | December 31, 2024 | |||||||
| ASSETS: | ||||||||
| Investments in real estate: | ||||||||
| Investments in real estate, at cost | $ | $ | ||||||
| Accumulated depreciation | ( | ) | ( | ) | ||||
| Investments in real estate, net | ||||||||
| Real estate held for sale | ||||||||
| Investments in real estate under development | ||||||||
| Cash and cash equivalents | ||||||||
| Restricted cash | ||||||||
| Investments in unconsolidated real estate entities | ||||||||
| Other assets | ||||||||
| Derivative assets | ||||||||
| Intangible assets, net of accumulated amortization of $ and $, respectively | ||||||||
| Total Assets | $ | $ | ||||||
| LIABILITIES AND EQUITY: | ||||||||
| Indebtedness, net | $ | $ | ||||||
| Indebtedness associated with real estate held for sale | ||||||||
| Accounts payable and accrued expenses | ||||||||
| Accrued interest payable | ||||||||
| Dividends payable | ||||||||
| Derivative liabilities | ||||||||
| Other liabilities | ||||||||
| Total Liabilities | ||||||||
| Equity: | ||||||||
| Stockholders’ equity: | ||||||||
| Preferred stock, $ par value; shares authorized, and shares issued and outstanding, respectively | ||||||||
| Common stock, $ par value; shares authorized, and shares issued and outstanding, including and unvested restricted common share awards, respectively | ||||||||
| Additional paid-in capital | ||||||||
| Accumulated other comprehensive income | ||||||||
| Accumulated deficit | ( | ) | ( | ) | ||||
| Total stockholders’ equity | ||||||||
| Noncontrolling interests | ||||||||
| Total Equity | ||||||||
| Total Liabilities and Equity | $ | $ | ||||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
Independence Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited and dollars in thousands, except share and per share data)
| For the Three Months Ended |
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| March 31, |
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| 2025 |
2024 |
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| REVENUE: |
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| Rental and other property revenue |
$ | $ | ||||||
| Other revenue |
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| Total revenue |
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| EXPENSES: |
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| Property operating expenses |
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| Property management expenses |
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| General and administrative expenses |
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| Depreciation and amortization expense |
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| Casualty (gains) losses, net |
( |
) | ||||||
| Total expenses |
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| Interest expense |
( |
) | ( |
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| Gain on sale (loss on impairment) of real estate assets, net |
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| (Loss) gain on extinguishment of debt |
( |
) | ||||||
| Other loss |
( |
) | ( |
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| Loss from investments in unconsolidated real estate entities |
( |
) | ( |
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| Net income: |
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| Income allocated to noncontrolling interest |
( |
) | ( |
) | ||||
| Net income allocable to common shares |
$ | $ | ||||||
| Earnings per share: |
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| Basic |
$ | $ | ||||||
| Diluted |
$ | $ | ||||||
| Weighted-average shares: |
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| Basic |
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| Diluted |
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The accompanying notes are an integral part of these condensed consolidated financial statements.
Independence Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Comprehensive (Loss) Income
(Unaudited and dollars in thousands)
| For the Three Months Ended |
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| March 31, |
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| 2025 |
2024 |
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| Net income |
$ | $ | ||||||
| Other comprehensive (loss) income: |
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| Change in fair value of interest rate hedges |
( |
) | ||||||
| Realized gains on interest rate hedges reclassified to earnings |
( |
) | ( |
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| Total other comprehensive (loss) income |
( |
) | ||||||
| Comprehensive (loss) income before allocation to noncontrolling interests |
( |
) | ||||||
| Allocation to noncontrolling interests |
( |
) | ||||||
| Comprehensive (loss) income |
$ | ( |
) | $ | ||||
The accompanying notes are an integral part of these condensed consolidated financial statements.
Independence Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Changes in Equity
(Unaudited and dollars in thousands, except share and per share data)
| Accumulated | Retained | |||||||||||||||||||||||||||||||
| Par Value | Additional | Other | Earnings | Total | ||||||||||||||||||||||||||||
| Common | Common | Paid In | Comprehensive | (Accumulated | Stockholders’ | Noncontrolling | Total | |||||||||||||||||||||||||
| Shares | Shares | Capital | Income (Loss) | Deficit) | Equity | Interests | Equity | |||||||||||||||||||||||||
| Balance, December 31, 2024 | $ | $ | $ | $ | ( | ) | $ | $ | $ | |||||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||||||
| Common dividends declared ($ per share) | — | ( | ) | ( | ) | ( | ) | |||||||||||||||||||||||||
| Other comprehensive loss | — | ( | ) | ( | ) | ( | ) | ( | ) | |||||||||||||||||||||||
| Stock compensation | ||||||||||||||||||||||||||||||||
| Repurchase of shares related to equity award tax withholding | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||
| Issuance of common shares, net | ||||||||||||||||||||||||||||||||
| Distribution to noncontrolling interest declared ($ per share) | — | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Balance, March 31, 2025 | $ | $ | $ | $ | ( | ) | $ | $ | $ | |||||||||||||||||||||||
| Accumulated | Retained | |||||||||||||||||||||||||||||||
| Par Value | Additional | Other | Earnings | Total | ||||||||||||||||||||||||||||
| Common | Common | Paid In | Comprehensive | (Accumulated | Stockholders’ | Noncontrolling | Total | |||||||||||||||||||||||||
| Shares | Shares | Capital | Income (Loss) | Deficit) | Equity | Interests | Equity | |||||||||||||||||||||||||
| Balance, December 31, 2023 | $ | $ | $ | $ | ( | ) | $ | $ | $ | |||||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||||||
| Common dividends declared ($ per share) | — | ( | ) | ( | ) | ( | ) | |||||||||||||||||||||||||
| Other comprehensive income | — | |||||||||||||||||||||||||||||||
| Stock compensation | ||||||||||||||||||||||||||||||||
| Repurchase of shares related to equity award tax withholding | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||||
| Conversion of noncontrolling interest to common shares | ( | ) | ||||||||||||||||||||||||||||||
| Distribution to noncontrolling interest declared ($ per unit) | — | ( | ) | ( | ) | |||||||||||||||||||||||||||
| Balance, March 31, 2024 | $ | $ | $ | $ | ( | ) | $ | $ | $ | |||||||||||||||||||||||
The accompanying notes are an integral part of these condensed consolidated financial statements
Independence Realty Trust, Inc. and Subsidiaries
Condensed Consolidated Statements of Cash Flows
(Unaudited and dollars in thousands)
| For the Three Months Ended |
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| March 31, |
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| 2025 |
2024 |
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| Cash flows from operating activities: |
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| Net income |
$ | $ | ||||||
| Adjustments to reconcile net income to cash flow from operating activities: |
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| Depreciation and amortization |
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| Accretion of loan discounts and premiums, net |
( |
) | ( |
) | ||||
| Amortization of deferred financing costs, net |
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| Stock compensation expense |
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| (Gain on sale) loss on impairment of real estate assets, net |
( |
) | ( |
) | ||||
| Loss (gain) on extinguishment of debt |
( |
) | ||||||
| Amortization related to derivative instruments |
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| Non-cash casualty losses |
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| Equity in loss from investments in unconsolidated real estate entities |
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| Other non-cash loss |
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| Changes in assets and liabilities: |
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| Other assets |
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| Accounts payable and accrued expenses |
( |
) | ( |
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| Accrued interest payable |
( |
) | ||||||
| Other liabilities |
( |
) | ( |
) | ||||
| Cash flow provided by operating activities |
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| Cash flows from investing activities: |
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| Acquisition of real estate properties |
( |
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| Escrow deposits for pending real estate acquisitions |
( |
) | ||||||
| Investments in unconsolidated real estate entities |
( |
) | ( |
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| Proceeds from dispositions of real estate properties, net |
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| Capital expenditures |
( |
) | ( |
) | ||||
| Real estate development expenditures |
( |
) | ( |
) | ||||
| Proceeds from insurance claims |
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| Cash flow provided by investing activities |
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| Cash flows from financing activities: |
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| Proceeds from issuance of common stock, net |
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| Proceeds from unsecured credit facility |
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| Unsecured credit facility and secured credit facility repayments |
( |
) | ( |
) | ||||
| Mortgage principal repayments and payoffs |
( |
) | ( |
) | ||||
| Payment for deferred financing costs |
( |
) | ( |
) | ||||
| Distributions on common stock |
( |
) | ( |
) | ||||
| Distributions to noncontrolling interests |
( |
) | ( |
) | ||||
| Payment for debt extinguishment |
( |
) | ||||||
| Repurchase of shares related to equity award tax withholding |
( |
) | ( |
) | ||||
| Cash flow used in financing activities |
( |
) | ( |
) | ||||
| Net change in cash and cash equivalents, and restricted cash |
( |
) | ||||||
| Cash and cash equivalents, and restricted cash, beginning of period |
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| Cash and cash equivalents, and restricted cash, end of the period |
$ | $ | ||||||
| Reconciliation of cash, cash equivalents, and restricted cash to the Condensed Consolidated Balance Sheets |
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| Cash and cash equivalents |
$ | $ | ||||||
| Restricted cash |
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| Total cash, cash equivalents, and restricted cash, end of period |
$ | $ | ||||||
The accompanying notes are an integral part of these condensed consolidated financial statements
Independence Realty Trust, Inc. (“IRT”), is a self-administered and self-managed Maryland real estate investment trust (“REIT”) which was formed on March 26, 2009. We are primarily engaged in the ownership, operation, management, improvement, and acquisition of multifamily apartment communities in non-gateway markets. As of March 31, 2025, we owned and operated
As used herein, the terms “we,” “our,” and “us” refer to IRT and, as required by context, IROP and its subsidiaries.
NOTE 2: Summary of Significant Accounting Policies
a. Basis of Presentation
The accompanying unaudited interim condensed consolidated financial statements have been prepared by management in accordance with generally accepted accounting principles in the United States (“GAAP”). Certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations, although we believe that the included disclosures are adequate to make the information presented not misleading. The unaudited interim condensed consolidated financial statements should be read in conjunction with our audited financial statements as of and for the year ended December 31, 2024 included in our 2024 Annual Report on Form 10-K. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, necessary to present fairly our condensed consolidated financial position and condensed consolidated results of operations and cash flows are included. The results of operations for the interim periods presented are not necessarily indicative of the results for the full year. The Company evaluated subsequent events through the date its financial statements were issued. No significant recognized or non-recognized subsequent events were noted other than those described in the footnotes.
b. Principles of Consolidation
The condensed consolidated financial statements reflect our accounts and the accounts of IROP and its subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Pursuant to the Financial Accounting Standards Board (the “FASB”) Accounting Standards Codification Topic 810, “Consolidation”, IROP is considered a variable interest entity of which we are the primary beneficiary. As our significant asset is our investment in IROP, substantially all of our assets and liabilities represent the assets and liabilities of IROP.
c. Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Actual results could differ from those estimates.
d. Cash and Cash Equivalents
Cash and cash equivalents include cash held in banks and highly liquid investments with original maturities of three months or less when purchased. Cash, including amounts restricted, may at times exceed the Federal Deposit Insurance Corporation deposit insurance limit of $250 per institution. We mitigate credit risk by placing cash and cash equivalents with major financial institutions. To date, we have not experienced any losses on cash and cash equivalents.
e. Restricted Cash
Restricted cash includes escrows of our funds held by lenders to fund certain expenditures, such as real estate taxes and insurance, or to be released at our discretion upon the occurrence of certain pre-specified events. As of March 31, 2025 and December 31, 2024, we had $
f. Investments in Real Estate
Investments in real estate are recorded at cost less accumulated depreciation. Costs, including internal costs, that both add value and appreciably extend the useful life of an asset are capitalized. Expenditures for repairs and maintenance are expensed as incurred.
Investments in real estate are classified as held for sale in the period in which certain criteria are met including when the sale of the asset is probable, necessary approvals are obtained, and actions required to complete the plan of sale indicate that it is unlikely that significant changes to the plan of sale will be made or the plan of sale will be withdrawn.
Allocation of Purchase Price of Acquired Assets
In accordance with FASB ASC Topic 805 (“ASC 805”), we evaluate our real estate acquisitions to determine if they should be accounted for as a business or as a group of assets. The evaluation includes an initial screen to determine if substantially all of the fair value of the gross assets acquired is concentrated in a single asset or group of similar assets. If the screen is met, the acquisition is not a business. The properties we have acquired met the screen test and are accounted for as asset acquisitions. Under asset acquisition accounting, the costs to acquire real estate, including transaction costs related to the acquisition, are accumulated and then allocated to the individual assets and liabilities acquired based upon their relative fair value. Transaction costs and fees incurred related to the financing of an acquisition are capitalized and amortized over the life of the related financing.
We estimate the fair value of acquired tangible assets (consisting of land, building and improvements), identified intangible assets (consisting of in-place leases), and assumed debt at the date of acquisition, based on the evaluation of information and estimates available at that date.
The aggregate value of in-place leases is determined by evaluating various factors, including the terms of the leases that are in place and assumed lease-up periods. The value assigned to these intangible assets is amortized over the assumed lease up period, typically nine months. During the three months ended March 31, 2025 and 2024, we acquired in-place leases with a value of $
Business Combinations
For properties we acquire or transactions we enter into that are accounted for as business combinations, we apply the acquisition method of accounting under ASC 805, which requires the identification of the acquiror, the determination of the acquisition date, and the recognition and measurement, at fair value, of the assets acquired and liabilities assumed. To the extent that the fair value of net assets acquired differs from the fair value of consideration paid, ASC 805 requires the recognition of goodwill or a gain from a bargain purchase price, if any.
Impairment of Long-Lived Assets
Management evaluates the recoverability of our investments in real estate assets, including related identifiable intangible assets, in accordance with FASB ASC Topic 360, “Property, Plant and Equipment”. This accounting standard requires that long-lived assets be reviewed for impairment whenever events or changes in circumstances indicate that recoverability of the assets is not assured.
We review our long-lived assets on an ongoing basis and evaluate the recoverability of the carrying value when there is an indicator of impairment. An impairment charge is recognized when it is determined that the carrying value of the asset exceeds the fair value. The estimated cash flows and estimated fair value used in the impairment analysis are determined based on our plans for the respective assets, including the expected hold period, and our assessment of market and economic conditions. The estimates consider matters such as current and historical rental rates and collection levels, occupancies for the respective and/or comparable properties, and recent sales data for comparable properties. Changes in our plans or views of market and economic conditions may result in adjustments to estimated future cash flows, which could lead to recognition of impairment losses. These losses, as guided by the applicable accounting standards, could be significant. For the three months ended March 31, 2025 and 2024, we recorded impairment charges of $
Depreciation Expense
Depreciation expense for real estate assets is computed using a straight-line method based on a life of
Casualty Related Costs
Occasionally, we incur losses at our communities from wind storms, floods, fires and similar hazards. Sometimes, a portion of these losses are not fully covered by our insurance policies due to deductibles. In these cases, we estimate the carrying value of the damaged property and record a casualty loss for the difference between the estimated carrying value and the insurance proceeds. Any amount of insurance recovery in excess of the amount of the losses incurred is considered a gain contingency and is recorded in casualty losses (gains), net when the proceeds are received. During the three months ended March 31, 2025 and 2024, we recorded ($
g. Investments in Real Estate Under Development
We capitalize direct and indirect project costs incurred during the development period such as construction, insurance, architectural, legal, interest costs, and real estate taxes. At such time as the development is considered substantially complete, the capitalization of certain indirect costs such as real estate taxes, interest costs, and all project-related costs in real estate under development are reclassified to investments in real estate. For the three months ended March 31, 2025 and 2024, we recorded $
As of March 31, 2025 and December 31, 2024, the carrying value of our investment in real estate under development in Denver, Colorado totaled $
h. Investments in Unconsolidated Real Estate Entities
We have entered into joint ventures with unrelated third parties to acquire, develop, own, operate, and manage real estate assets. Our joint ventures are funded with a combination of debt and equity. We will consolidate entities that we control as well as any variable interest entity ("VIE") where we are the primary beneficiary. Under the VIE model, we consolidate an entity when we have the ability to direct the activities of the VIE and the obligations to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, we consolidate an entity when we control the entity through ownership of a majority voting interest. We separately analyzed the initial accounting for each of our investments in unconsolidated real estate entities and concluded that each investment is a voting interest entity. Our equity interest varies for each of our investments in unconsolidated real estate entities between
i. Revenue and Expenses
Rental and Other Property Revenue
We apply FASB ASC Topic 842, “Leases” (“ASC 842”) with respect to our accounting for rental income. We primarily lease apartment units under operating leases generally with terms of one year or less. Rental payments are generally due monthly and rental revenues are recognized on an accrual basis when earned. We have elected to account for lease (i.e., fixed payments including base rent) and non-lease components (i.e., tenant reimbursements and certain other service fees) as a single combined operating lease component since (1) the timing and pattern of transfer of the lease and non-lease components is the same, (2) the lease component is the predominant element, and (3) the combined single lease component would be classified as an operating lease.
We make ongoing estimates of the collectability of our base rents, tenant reimbursements, and other service fees included within rental and other property revenue. If collectability is not probable, we adjust rental and other property income for the amount of uncollectible revenue.
j. Derivative Instruments
We may use derivative financial instruments to hedge all or a portion of the interest rate risk associated with our borrowings. The principal objective of such arrangements is to minimize the risks and/or costs associated with our operating and financial structure, as well as to hedge specific anticipated transactions. While these instruments may impact our periodic cash flows, they benefit us by minimizing the risks and/or costs previously described. The counterparties to these contractual arrangements are major financial institutions with which we, and our affiliates, may also have other financial relationships. In the event of nonperformance by the counterparties, we are potentially exposed to credit loss. However, because of the high credit ratings of the counterparties, we do not anticipate that any of the counterparties will fail to meet their obligations.
In accordance with FASB ASC Topic 815, “Derivatives and Hedging”, we measure each derivative instrument at fair value and record such amounts in our condensed consolidated balance sheets as either an asset or liability. For derivatives designated as cash flow hedges, the changes in the fair value of the effective portions of the derivative are reported in other comprehensive income and changes in the fair value of the ineffective portions of cash flow hedges, if any, are recognized in earnings. For derivatives not designated as hedges, the changes in fair value of the derivative instrument are recognized in earnings. Any derivatives that we designate in hedge relationships are done so at inception. At inception, we determine whether or not the derivative is highly effective in offsetting changes in the designated interest rate risk associated with the identified indebtedness using regression analysis. At each reporting period, we update our regression analysis and use the hypothetical derivative method to measure any ineffectiveness.
k. Fair Value of Financial Instruments
In accordance with FASB ASC Topic 820, “Fair Value Measurements and Disclosures”, fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Where available, fair value is based on observable market prices or parameters or derived from such prices or parameters. Where observable prices or inputs are not available, valuation models are applied. These valuation techniques involve management estimation and judgment, the degree of which is dependent on the price transparency for the instruments or market and the instruments’ complexity for disclosure purposes. Assets and liabilities recorded at fair value in our condensed consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure their value. Hierarchical levels, as defined in FASB ASC Topic 820, “Fair Value Measurements and Disclosures” and directly related to the amount of subjectivity associated with the inputs to fair valuations of these assets and liabilities, are as follows:
| • | Level 1: Valuations are based on unadjusted, quoted prices in active markets for identical assets or liabilities at the measurement date. The types of assets carried at Level 1 fair value generally are equity securities listed in active markets. As such, valuations of these investments do not entail a significant degree of judgment. |
| • | Level 2: Valuations are based on quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active or for which all significant inputs are observable, either directly or indirectly. |
| • | Level 3: Inputs are unobservable for the asset or liability, and include situations where there is little, if any, market activity for the asset or liability. In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, the level in the fair value hierarchy within which the fair value measurement in its entirety falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset or liability. |
FASB ASC Topic 825, “Financial Instruments” requires disclosure of the fair value of financial instruments for which it is practicable to estimate that value. Given that cash and cash equivalents and restricted cash are short term in nature with limited fair value volatility, the carrying amount is deemed to be a reasonable approximation of fair value and the fair value input is classified as a Level 1 fair value measurement. The fair value input for derivatives is classified as a Level 2 fair value measurement within the fair value hierarchy. The fair value of our unsecured revolver, term loans, and mortgage indebtedness is based on a discounted cash flows valuation technique. As this technique utilizes current credit spreads, which are generally unobservable, this is classified as a Level 3 fair value measurement within the fair value hierarchy. We determine appropriate credit spreads based on the type of debt and its maturity. There were no transfers between levels in the fair value hierarchy for the three months ended March 31, 2025. The following table summarizes the carrying amount and the fair value of our financial instruments as of the periods indicated:
| As of March 31, 2025 | As of December 31, 2024 | |||||||||||||||
| Carrying | Estimated | Carrying | Estimated | |||||||||||||
| Financial Instrument | Amount | Fair Value | Amount | Fair Value | ||||||||||||
| Assets | ||||||||||||||||
| Cash and cash equivalents | $ | $ | $ | $ | ||||||||||||
| Restricted cash | ||||||||||||||||
| Derivative assets | ||||||||||||||||
| Liabilities | ||||||||||||||||
| Debt: | ||||||||||||||||
| Unsecured revolver | ||||||||||||||||
| Unsecured term loans | ||||||||||||||||
| Secured credit facilities | ||||||||||||||||
| Mortgages | ||||||||||||||||
| Unsecured notes | ||||||||||||||||
| Derivative liabilities | ||||||||||||||||
l. Deferred Financing Costs
Costs incurred in connection with debt financing are deferred and classified within indebtedness and charged to interest expense over the terms of the related debt agreements, under the effective interest method.
m. Office Leases
In accordance with FASB ASC Topic 842, “Leases”, lessees are required to recognize a right-of-use asset and a lease liability on the balance sheet at the lease commencement date for all leases, except those leases with terms of less than a year. We lease corporate office space under leases with terms of up to
n. Income Taxes
We have elected to be taxed as a REIT. Accordingly, we recorded income tax expense for the three months ended March 31, 2025 and 2024.
To qualify as a REIT, we must meet certain organizational and operational requirements, including a requirement to distribute at least 90% of our ordinary taxable income to stockholders. As a REIT, we generally are not subject to federal income tax on taxable income that we distribute to our stockholders. If we fail to qualify as a REIT in any taxable year, we will be subject to federal income taxes on our taxable income at regular corporate rates and will not be permitted to qualify for treatment as a REIT for federal income tax purposes for four years following the year during which qualification is lost unless the Internal Revenue Service grants us relief under certain statutory provisions. Such an event could materially adversely affect our net income and net cash available for distribution to stockholders; however, we believe that we are organized and operate in such a manner as to qualify and maintain treatment as a REIT and intend to operate in such a manner so that we will remain qualified as a REIT for federal income tax purposes.
o. Recent Accounting Pronouncements
Below is a brief description of recent accounting pronouncements that could have a material effect on our condensed consolidated financial statements.
In November 2024, the FASB issued ASU No. 2024-03 “Income Statement —Reporting Comprehensive Income —Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses”, and in January 2025, the FASB issued ASU No. 2025-01 “Income Statement —Reporting Comprehensive Income —Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date.” ASU 2024-03 requires disaggregated information for specified categories of expenses, including employee compensation and depreciation and amortization, to be presented in certain expense captions on the face of the income statement. ASU 2024-03, as clarified by ASU 2025-01, is effective for annual periods beginning January 1, 2027 and interim periods beginning January 1, 2028. Early adoption is permitted. The new standards may be applied either prospectively, to financial statements issued after the effective date, or retrospectively, to all prior periods presented. The Company is currently evaluating the impact of this standard on its financial statement disclosures.
In March 2024, the SEC issued rules on the enhancement and standardization of climate-related disclosures. The rules, require disclosure of material climate-related risks; activities to mitigate or adapt to such risks; governance and management of such risks; and material greenhouse gas emissions from operations owned or controlled and or indirect emissions from purchased energy consumed in operations. Additionally, the rules require disclosure in the notes to the financial statements of the effects of severe weather events and other natural conditions, subject to certain materiality thresholds. The rules were scheduled to become effective for the Company beginning with the year ended December 31, 2025. However, the SEC has voluntarily stayed the rules and ended its defense of the rules in response to pending legal challenges. The Company is evaluating the effect that the rules will have on its financial statement disclosures if the rules were to ultimately be implemented.
NOTE 3: Investments in Real Estate
As of March 31, 2025, our investments in real estate consisted of
| As of March 31, 2025 | As of December 31, 2024 | Depreciable Lives (In years) | ||||||||||
| Land | $ | $ | — | |||||||||
| Building | ||||||||||||
| Furniture, fixtures and equipment | ||||||||||||
| Total investments in real estate | $ | $ | ||||||||||
| Accumulated depreciation | ( | ) | ( | ) | ||||||||
| Investments in real estate, net | $ | $ | ||||||||||
Acquisitions
The following table summarizes our acquisitions for the three months ended March 31, 2025:
| Property Name | Date Acquired | Market | Units | Purchase Price | ||||||||
| Autumn Breeze | 2/27/2025 | Indianapolis, IN | $ | |||||||||
The following table summarizes the relative fair value of the assets and liabilities associated with acquisitions during the three months ended March 31, 2025, on the date of acquisition accounted for under FASB ASC Topic 805-50-15-3.
| Fair Value of Assets Acquired During the | ||||
| Three Months Ended | ||||
| March 31, 2025 | ||||
| Assets acquired: | ||||
| Investments in real estate | $ | |||
| Other assets | ||||
| Intangible assets | ||||
| Total assets acquired | ||||
| Liabilities assumed: | ||||
| Accounts payable and accrued expenses | ||||
| Other liabilities | ||||
| Total liabilities assumed | ||||
| Estimated fair value of net assets acquired | $ | |||
Dispositions
The following table summarizes our dispositions for the three months ended March 31, 2025:
| Property | Market | Units | Sale Date | Sale Price | Gain on Sale (Loss) on Impairment), Net | |||||||||||
| Ridge Crossings (1) | Birmingham, AL | 2/14/2025 | $ | $ | ||||||||||||
| (1) | During the three months ended December 31, 2024, we recognized a loss on impairment of $ |
NOTE 4: Investments in Unconsolidated Real Estate
As of March 31, 2025, our investments in unconsolidated real estate entities had aggregate land, building, and capitalized construction in progress costs of $
The following table summarizes our investments in unconsolidated real estate entities as of March 31, 2025 and December 31, 2024:
| Carrying Value As Of | ||||||||||||||||||
| Investments in Unconsolidated Real Estate Entities | Location | Units (1) | IRT Ownership Interest | March 31, 2025 | December 31, 2024 | |||||||||||||
| Metropolis at Innsbrook (2) | Richmond, VA | % | $ | $ | ||||||||||||||
| Views of Music City II (3) | Nashville, TN | % | ||||||||||||||||
| Lakeline Station | Austin, TX | % | ||||||||||||||||
| The Mustang (4) | Dallas, TX | % | ||||||||||||||||
| Nexton Pine Hollow (5) | Charleston, SC | % | ||||||||||||||||
| Total | $ | $ | ||||||||||||||||
| (1) | Represents the total number of units after development is complete and each property is placed in service. |
| (2) | The Metropolis at Innsbrook is an operating property consisting of |
| (3) | Views of Music City II is an operating property consisting of |
| (4) | The Mustang is an operating property consisting of | |
| (5) | On January 30, 2025, we entered into a joint venture for the development of Nexton Pine Hollow, a to-be-built multifamily apartment project comprised of |
NOTE 5: Indebtedness
Unsecured Revolver and Term Loans
On January 8, 2025, IROP entered into the Fifth Amended and Restated Credit Agreement (the “Fifth Restated Credit Agreement”), which amended and restated in its entirety the Fourth Amended and Restated Credit Agreement dated as of July 25, 2022. The Fifth Restated Credit Agreement increased the maximum principal amount of the unsecured revolver to $
The Fifth Restated Credit Agreement increases the aggregate amount of borrowings under the credit agreement to $
The following tables contain summary information concerning our consolidated indebtedness, as of March 31, 2025:
| Consolidated Debt: | Outstanding Principal | Unamortized Debt Issuance Costs | Unamortized Loan (Discount)/Premiums | Carrying Amount | Type | Weighted Average Contractual Rate (2) | Weighted Average Effective Rate (3) | Weighted Average Maturity (in years) | ||||||||||||||||||||||
| Unsecured revolver (1) | $ | $ | ( | ) | $ | $ | Floating | % | % | |||||||||||||||||||||
| Unsecured term loans | ( | ) | Floating | % | % | |||||||||||||||||||||||||
| Secured credit facilities | ( | ) | Fixed | % | % | |||||||||||||||||||||||||
| Mortgages | ( | ) | Fixed | % | % | |||||||||||||||||||||||||
| Unsecured notes | ( | ) | Fixed | % | % | |||||||||||||||||||||||||
| Total Consolidated Debt | $ | $ | ( | ) | $ | $ | % | % | ||||||||||||||||||||||
| (1) | The unsecured revolver total capacity is $ |
| (2) | Represents the weighted average of the contractual interest rates in effect as of the three months ended March 31, 2025, without regard to any interest rate swaps or collars. |
| (3) | Represents the weighted average effective interest rates for the three months ended March 31, 2025, including the impact of interest rate swaps and collars, the amortization of hedging costs, and deferred financing costs, but excluding the impact of loan premium amortization, discount accretion, and interest capitalization. |
The following table contains summary information concerning our consolidated indebtedness as of March 31, 2025:
| Scheduled maturities on our consolidated indebtedness outstanding as of March 31, 2025 | ||||||||||||||||||||||||
| Consolidated Debt: | 2025 | 2026 | 2027 | 2028 | 2029 | Thereafter | ||||||||||||||||||
| Unsecured revolver | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Unsecured term loans | ||||||||||||||||||||||||
| Secured credit facilities | ||||||||||||||||||||||||
| Mortgages | ||||||||||||||||||||||||
| Unsecured notes | ||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
The following table contains summary information concerning our consolidated indebtedness, including indebtedness secured by real estate held for sale, as of December 31, 2024:
| Consolidated Debt: | Outstanding Principal | Unamortized Debt Issuance Costs | Unamortized Loan (Discount)/Premiums | Carrying Amount | Type | Weighted Average Contractual Rate (3) | Weighted Average Effective Rate (4) | Weighted Average Maturity (in years) | ||||||||||||||||||||||
| Unsecured revolver (1) | $ | $ | ( | ) | $ | $ | Floating | % | % | |||||||||||||||||||||
| Unsecured term loans | ( | ) | Floating | % | % | |||||||||||||||||||||||||
| Secured credit facilities | ( | ) | Fixed | % | % | |||||||||||||||||||||||||
| Mortgages (2) | ( | ) | Fixed | % | % | |||||||||||||||||||||||||
| Unsecured notes | ( | ) | Fixed | % | % | |||||||||||||||||||||||||
| Total Consolidated Debt | $ | $ | ( | ) | $ | $ | % | % | ||||||||||||||||||||||
| (1) | The unsecured revolver total capacity was $ |
| (2) | Includes indebtedness secured by real estate held for sale of $ |
| (3) | Represents the weighted average of the contractual interest rates in effect as of year-end December 31, 2024, without regard to any interest rate swaps or collars. |
| (4) | Represents the total weighted average effective interest rates for the full year ended December 31, 2024, after giving effect to all components of interest expense including the impact of interest rate swaps and collars, but excluding the impact of loan premium amortization, discount accretion, and interest capitalization. |
As of March 31, 2025, we were in compliance with all financial covenants contained in our consolidated indebtedness.
NOTE 6: Derivative Financial Instruments
The following table summarizes the aggregate notional amounts and estimated net fair values of our derivative instruments as of March 31, 2025 and December 31, 2024:
| As of March 31, 2025 | As of December 31, 2024 | |||||||||||||||||||||||
| Notional | Fair Value of Assets | Fair Value of Liabilities | Notional | Fair Value of Assets | Fair Value of Liabilities | |||||||||||||||||||
| Cash flow hedges: | ||||||||||||||||||||||||
| Interest rate swaps | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Interest rate collars | ||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
Effective interest rate swaps and collars are reported in accumulated other comprehensive income, and the fair value of these hedge agreements is recorded as derivative assets or liabilities on the face of our condensed consolidated balance sheets.
For our interest rate swaps and collars that are considered highly effective hedges, we reclassified realized gains of $
On March 14, 2025, we entered into an interest rate swap contract with a notional value of $
NOTE 7: Stockholders' Equity and Noncontrolling Interests
Stockholders’ Equity
On March 10, 2025, our board of directors declared a dividend of $
Public Offering of 11,500,000 Shares of Common Stock
On September 3, 2024, we entered into an underwriting agreement with Citigroup Global Markets Inc., KeyBanc Capital Markets Inc. and RBC Capital Markets LLC as representatives of the several underwriters named therein, (collectively, the “Underwriters”), and Citigroup Global Markets Inc. in its capacity as agent (in such capacity, the “Forward Seller”) for Citibank N.A., as forward counterparty (the “Forward Counterparty”) and the Forward Counterparty related to the offering of an aggregate of
In connection with the offering, we also entered into forward sale agreements (the “Forward Sale Agreements”) pursuant to which the Forward Seller (or its affiliate) borrowed from third parties and sold to the Underwriters an aggregate of
On March 31, 2025, we physically settled
ATM Program
On July 28, 2023, we entered into an equity distribution agreement pursuant to which we may from time to time offer and sell shares of our common stock under our shelf registration statement having an aggregate offering price of up to $
During the three months ended March 31, 2025, we entered into forward sales transactions under our ATM Program for the forward sale of an aggregate of
We evaluated the accounting for forward sale agreements under FASB ASC Topic 480 “Distinguishing Liabilities from Equity” and FASB ASC Topic 815 “Derivatives and Hedging”. As the Forward Sale Agreements are considered indexed to our own equity and since they meet the equity classification conditions in ASC 815, the Forward Sale Agreements have been classified as equity.
Stock Repurchase Program
On May 18, 2022, our board of directors authorized a common stock repurchase program (the "Stock Repurchase Program") covering up to $
Noncontrolling Interest
During the three months ended March 31, 2025, no holders of IROP units exchanged units for shares of our common stock. As of March 31, 2025,
On March 10, 2025, our board of directors declared a dividend of per IROP unit, which was paid on April 21, 2025 to IROP unit holders of record as of March 28, 2025.
NOTE 8: Equity Compensation Plans
Long Term Incentive Plan
On May 18, 2022, our stockholders approved our 2022 Long Term Incentive Plan (the “2022 Incentive Plan”). The 2022 Incentive Plan provides for grants of equity and equity-based awards to our employees, officers, directors, consultants and other service providers, and such awards may take the form of restricted or unrestricted shares of common stock, non-qualified stock options, incentive stock options, restricted stock units (“RSUs”), stock appreciation rights (“SARs”), dividend equivalents and other equity and cash-based awards. A maximum of
The restricted shares and RSUs granted under the Incentive Plan generally vest or vested over a -to -year period. In addition, we have granted unrestricted shares to our non-employee directors. These awards generally vest or vested immediately. A summary of restricted and unrestricted common share awards and RSU activity is presented below.
| 2025 | ||||||||
| Number of Shares | Weighted Average Grant Date Fair Value Per Share | |||||||
| Balance, January 1, | $ | |||||||
| Granted | ||||||||
| Vested | ( | ) | ||||||
| Forfeited | ( | ) | ||||||
| Balance, March 31,(1) | $ | |||||||
| (1) | The outstanding award balances above include |
On February 4, 2025, our compensation committee awarded
During the three months ended March 31, 2025 and 2024, a portion of the RSUs and PSUs granted were issued to employees who are retirement eligible. The fact that the grantees are retirement eligible resulted in immediate recognition of the associated stock-based compensation expense totaling $
NOTE 9: Earnings Per Share
The following table presents a reconciliation of basic and diluted earnings per share for the three months ended March 31, 2025 and 2024:
| For the Three Months Ended | ||||||||
| March 31, | ||||||||
| 2025 | 2024 | |||||||
| Net income | $ | $ | ||||||
| Income allocated to noncontrolling interest | ( | ) | ( | ) | ||||
| Income allocable to common shares | $ | $ | ||||||
| Weighted-average shares outstanding—Basic | ||||||||
| Weighted-average shares outstanding—Diluted | ||||||||
| Earnings per share—Basic | $ | $ | ||||||
| Earnings per share—Diluted | $ | $ | ||||||
Certain IROP units and shares deliverable under the forward sale agreements were excluded from the earnings per share computation because their effect would have been anti-dilutive, totaling
NOTE 10: Segment Reporting
Each of our multifamily properties is considered an operating segment that earns revenues through the leasing of apartment homes and incurs associated expenses. We aggregate our multifamily properties on a same-store and non same-store basis, and as a result, have identified reportable segments.
| • | Same-Store includes properties that were owned and not a development property as of January 1, 2024, and that have not been sold or identified as held for sale. |
| • | Non Same-Store includes properties that did not meet the definition of a same-store property as of January 1, 2024. |
GAAP guidance requires that segment disclosures present the measures used by the Chief Operating Decision Maker (“CODM”) to decide how to allocate resources and for purposes of assessing segment performance. The CODM uses net operating income (“NOI”) as the primary financial measure to evaluate operating results of our multifamily properties, including analyses compared to prior periods and budgeted operating results. NOI is defined as total property revenues less total property operating expenses, excluding interest expenses, depreciation and amortization, casualty related costs and gains, property management expenses, general and administrative expense and net gains on sale of assets.
Segment assets consist of real estate held for investment, real estate held for sale and investments in real estate under development. Non-segment assets consist of assets in the Company’s other non-reportable segments and corporate non-segment assets, which are comprised of cash and cash equivalents, restricted cash, investments in unconsolidated real estate entities, other assets, derivative assets and intangible assets. Reportable segment asset information is not provided to the CODM as the CODM does not use segment asset information to evaluate the business and allocate resources.
The following table details NOI for our reportable segments for the three months ended March 31, 2025 and 2024, and reconciles NOI to net income (loss) on the condensed consolidated statements of operations. The segments are classified as same-store or non same-store based on the individual property’s status as of March 31, 2025.
| For the Three Months Ended March 31, | ||||||||
| 2025 | 2024 | |||||||
| Revenue: | ||||||||
| Same store rental and other property revenue | $ | $ | ||||||
| Non-same store rental and other property revenue | ||||||||
| Total reportable segments revenue | ||||||||
| Operating Expenses: | ||||||||
| Same store | ||||||||
| Real estate taxes | ||||||||
| Property insurance | ||||||||
| Personnel expenses | ||||||||
| Utilities | ||||||||
| Repairs and maintenance | ||||||||
| Contract services | ||||||||
| Advertising expenses | ||||||||
| Other property operating expenses (1) | ||||||||
| Total same store operating expenses | ||||||||
| Non-same store | ||||||||
| Total non-same store operating expenses | ||||||||
| Total reportable segments operating expenses | ||||||||
| Net Operating Income: | ||||||||
| Same store NOI | ||||||||
| Non-same store NOI | ||||||||
| Total reportable segments NOI | ||||||||
| Adjustments: | ||||||||
| Other revenue | ||||||||
| Property management expenses | ( | ) | ( | ) | ||||
| General and administrative expenses | ( | ) | ( | ) | ||||
| Depreciation and amortization | ( | ) | ( | ) | ||||
| Casualty gains (losses), net | ( | ) | ||||||
| Interest expense | ( | ) | ( | ) | ||||
| (Loss on impairment) gain on sale of real estate assets, net | ||||||||
| Gain (loss) on extinguishment of debt | ( | ) | ||||||
| Other (loss) income | ( | ) | ( | ) | ||||
| Gain (loss) from investments in unconsolidated real estate entities | ( | ) | ( | ) | ||||
| Net income (loss) | $ | $ | ||||||
| (1) | Other property operating expenses includes property office, administrative and legal costs. |
NOTE 11: Other Disclosures
Litigation
We are subject to various legal proceedings and claims that arise in the ordinary course of our business operations. Matters which arise out of allegations of bodily injury, property damage, and employment practices are generally covered by insurance. While the resolution of these matters cannot be predicted with certainty, we currently believe the final outcome of such matters will not have a material adverse effect on our financial position, results of operations or cash flows. See Part II, Item 1, Legal Proceedings, for additional information regarding our legal proceedings.
Loss Contingencies
We record an accrual for loss contingencies when a loss is probable and the amount of the loss can be reasonably estimated. Management reviews these accruals quarterly and makes revisions based on changes in facts and circumstances. When a loss contingency is not both probable and reasonably estimable, management does not accrue the loss. However, if the loss (or an additional loss in excess of an earlier accrual) is at least a reasonable possibility and material, then management discloses a reasonable estimate of the possible loss, or range of loss, if such reasonable estimate can be made. If we cannot make a reasonable estimate of the possible loss, or range of loss, then a statement to that effect is disclosed.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
The Securities and Exchange Commission (the “SEC”), encourages companies to disclose forward-looking information so that investors can better understand a company’s future prospects and make informed investment decisions. This report contains or incorporates by reference such “forward-looking statements” within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
Words such as “anticipates,” “estimates,” “expects,” “projects,” “intends,” “plans,” “believes” and words and terms of similar substance used in connection with any discussion of future operating or financial performance identify forward-looking statements.
This Quarterly Report on Form 10-Q contains certain forward-looking statements within the meaning of Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act. Such forward-looking statements include, but are not limited to, our planned use of remaining proceeds from our recent sales of common stock on a forward basis and, our unsecured notes in a private placement, our expectations with respect to the two properties which we are under contract to acquire, and our expectations with respect to future acquisitions. All statements in this Quarterly Report on Form 10-Q that address financial and operating performance, events or developments that we expect or anticipate will occur or be achieved in the future are forward-looking statements.
Our forward-looking statements are not guarantees of future performance and involve estimates, projections, forecasts and assumptions, including as to matters that are not within our control, and are subject to risks and uncertainties including, without limitation, risks and uncertainties related to changes in market demand for rental apartment homes and pricing pressures, including from competitors, that could lead to declines in occupancy and rent levels, uncertainty and volatility in capital and credit markets, including changes that reduce availability, and increase costs, of capital, unexpected changes in our intention or ability to repay certain debt prior to maturity, increased costs on account of inflation, increased competition in the labor market, and our planned use of remaining proceeds from our recent sales of common stock on a forward basis and our unsecured notes in a private placement, inability to sell certain assets, including those assets designated as held for sale, within the time frames or at the pricing levels expected, failure to achieve expected benefits from the redeployment of proceeds from asset sales, inability or failure to achieve anticipated benefits from future acquisitions, delays in completing, and cost overruns incurred in connection with, our value add initiatives and failure to achieve rent increases and occupancy levels on account of the value add initiatives, unexpected impairments or impairments in excess of our estimates, increased regulations generally and specifically on the rental housing market, including legislation that may regulate rents and fees or delay or limit our ability to evict non-paying residents, risks endemic to real estate and the real estate industry generally, the impact of potential outbreaks of infectious diseases and measures intended to prevent the spread or address the effects thereof, economic conditions, including inflation and recessionary conditions and their related impacts on the real estate industry, U.S. and global trade policies and tensions, including changes in, or the imposition of, tariffs and/or trade barriers and the economic impacts, volatility and uncertainty resulting therefrom, the effects of natural and other disasters, unknown or unexpected liabilities, including the cost of legal proceedings, costs and disruptions as the result of a cybersecurity incident or other technology disruption, including but not limited to a third party's unauthorized access to our data or the data of our residents, unexpected capital needs, inability to obtain appropriate insurance coverages at reasonable rates, or at all, or losses from catastrophes in excess of our insurance coverages, and share price fluctuations. Please refer to the documents filed by us with the SEC, including specifically the “Risk Factors” sections of our Annual Report on Form 10-K for the year ended December 31, 2024, and our other filings with the SEC, which identify additional factors that could cause actual results to differ from those contained in forward-looking statements.
These forward-looking statements are based upon the beliefs and expectations of our management at the time of this Quarterly Report on Form 10-Q and our actual results may differ materially from the expectations, intentions, beliefs, plans or predictions of the future expressed or implied by such forward-looking statements. We undertake no obligation to update these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as may be required by law.
Overview
Our Company
We are a self-administered and self-managed Maryland corporation that has elected to be taxed as a real estate investment trust (“REIT”). We are primarily engaged in the ownership, operation, management, improvement, and acquisition of multifamily apartment communities in non-gateway markets. As of March 31, 2025, we owned and operated 113 multifamily apartment properties (including one owned through a consolidated joint venture) that contain an aggregate of 33,175 units. Our properties are located in Alabama, Colorado, Florida, Georgia, Indiana, Kentucky, North Carolina, Ohio, Oklahoma, South Carolina, Tennessee and Texas. In addition, as of March 31, 2025, we owned and consolidated one investment in real estate under development in Colorado that will, upon completion, contain an aggregate of 296 units. As of March 31, 2025, we also owned interests in five unconsolidated joint ventures, three that own and operate multifamily apartment communities that contain an aggregate of 886 units and two that are developing multifamily apartment communities that will contain, upon completion, an aggregate of 702 units. We do not have any foreign operations and our business is not seasonal.
Our Business Objective and Investment Strategies
Our primary business objective is to maximize stockholder value through diligent portfolio management, strong operational performance, and a consistent return of capital through distributions and capital appreciation. Our investment strategy is focused on the following:
| • |
gaining scale within key amenity rich submarkets of non-gateway cities that offer good school districts, high-quality retail and major employment centers and are unlikely to experience substantial new apartment construction in the foreseeable future; |
| • |
increasing cash flows at our existing apartment properties through prudent property management and strategic renovation projects; and |
| • |
acquiring additional properties that have strong and stable occupancies and support a rise in rental rates or that have the potential for repositioning through capital expenditures or tailored management strategies. |
Consolidated Property Portfolio (1)
As of March 31, 2025, we owned and consolidated 113 multifamily apartment properties, totaling 33,175 units. Below is a summary of our consolidated property portfolio by market.
| (Dollars in thousands, except per unit data) |
As of March 31, 2025 |
For the Three Months Ended March 31, 2025 |
||||||||||||||||||||||||||
| Market |
Number of Properties |
Units |
Gross Real Estate Assets |
Period End Occupancy |
Average Effective Monthly Rent per Unit |
Net Operating Income |
% of NOI |
|||||||||||||||||||||
| Atlanta, GA |
13 | 5,180 | $ | 1,113,211 | 93.0 | % | $ | 1,596 | $ | 14,466 | 14.4 | % | ||||||||||||||||
| Dallas, TX |
14 | 4,007 | 883,203 | 96.1 | % | 1,815 | 13,803 | 13.7 | % | |||||||||||||||||||
| Columbus, OH |
10 | 2,510 | 381,887 | 95.7 | % | 1,523 | 7,172 | 7.0 | % | |||||||||||||||||||
| Tampa-St. Petersburg, FL |
6 | 1,791 | 398,502 | 95.6 | % | 1,913 | 6,692 | 6.7 | % | |||||||||||||||||||
| Denver, CO (1)(2) |
7 | 1,722 | 496,398 | 93.7 | % | 1,803 | 6,365 | 6.3 | % | |||||||||||||||||||
| Indianapolis, IN |
8 | 2,259 | 352,933 | 95.6 | % | 1,470 | 5,941 | 5.9 | % | |||||||||||||||||||
| Oklahoma City, OK |
8 | 2,147 | 338,709 | 96.0 | % | 1,232 | 5,554 | 5.5 | % | |||||||||||||||||||
| Raleigh - Durham, NC |
6 | 1,690 | 255,085 | 94.9 | % | 1,546 | 5,091 | 5.1 | % | |||||||||||||||||||
| Nashville, TN |
5 | 1,508 | 376,030 | 95.6 | % | 1,615 | 4,976 | 5.0 | % | |||||||||||||||||||
| Memphis, TN |
4 | 1,383 | 159,747 | 95.7 | % | 1,486 | 3,969 | 4.0 | % | |||||||||||||||||||
| Charlotte, NC |
4 | 1,014 | 262,750 | 93.4 | % | 1,713 | 3,471 | 3.5 | % | |||||||||||||||||||
| Houston, TX |
5 | 1,308 | 215,603 | 95.5 | % | 1,437 | 3,444 | 3.4 | % | |||||||||||||||||||
| Huntsville, AL |
4 | 1,051 | 241,774 | 94.8 | % | 1,446 | 3,061 | 3.0 | % | |||||||||||||||||||
| Lexington, KY |
3 | 886 | 164,494 | 96.8 | % | 1,419 | 2,867 | 2.9 | % | |||||||||||||||||||
| Louisville, KY |
4 | 1,150 | 143,363 | 94.9 | % | 1,344 | 2,869 | 2.9 | % | |||||||||||||||||||
| Orlando, FL |
2 | 617 | 133,044 | 94.1 | % | 1,840 | 2,163 | 2.2 | % | |||||||||||||||||||
| Cincinnati, OH |
2 | 542 | 125,449 | 95.4 | % | 1,636 | 1,812 | 1.8 | % | |||||||||||||||||||
| Myrtle Beach, SC - Wilmington, NC |
3 | 628 | 68,708 | 94.7 | % | 1,393 | 1,812 | 1.8 | % | |||||||||||||||||||
| Charleston, SC |
2 | 518 | 82,399 | 94.8 | % | 1,756 | 1,688 | 1.7 | % | |||||||||||||||||||
| Greenville, SC |
1 | 702 | 126,624 | 92.1 | % | 1,296 | 1,587 | 1.6 | % | |||||||||||||||||||
| San Antonio, TX |
1 | 306 | 57,580 | 97.7 | % | 1,451 | 838 | 0.8 | % | |||||||||||||||||||
| Austin, TX |
1 | 256 | 60,440 | 95.7 | % | 1,786 | 797 | 0.8 | % | |||||||||||||||||||
| Total/Weighted Average |
113 | 33,175 | $ | 6,437,933 | 94.9 | % | $ | 1,583 | $ | 100,438 | 100.0 | % | ||||||||||||||||
| (1) |
Excludes our development properties. See Non-GAAP financial measures for the definition of a development property. |
| (2) |
Includes properties in our Fort Collins, CO and Colorado Springs, CO markets. |
Current Developments
Dispositions
On February 14, 2025, we sold one multifamily apartment community in Birmingham, AL for a gross sales price of $111.0 million and used the proceeds to fund recent and anticipated property acquisitions as described below.
Acquisitions
On February 27, 2025, we acquired Autumn Breeze in Indianapolis, IN, a 280-unit multifamily apartment community for $59.5 million. This acquisition expanded our footprint in Indianapolis from 1,979 units to 2,259 units.
We are currently under contract to acquire two properties in Orlando, FL and Colorado Springs, CO (included in our Denver, CO market data) which are expected to expand our footprint in each of these markets and support enhanced scale and synergies. The aggregate purchase price of these two properties is approximately $154.8 million, which we expect to fund using forward equity sales proceeds and draws on our unsecured revolver. We expect to close on the acquisitions during late-second quarter or early-third quarter 2025; however, there can be no assurance that these acquisitions will be consummated at expected pricing levels, within expected time frames, or at all.
Investments in Unconsolidated Real Estate Entities
To create another avenue for accretive capital allocation and to increase our options for capital investment, we have partnered with, and may in the future partner with, developers through preferred equity investments and joint venture relationships focused on new multifamily development.
On January 30, 2025, we entered into a joint venture for the development of Nexton Pine Hollow, a to-be-built multifamily apartment project comprised of 324 units in Charleston, SC. We have committed to invest an aggregate of $28.6 million in this joint venture, and, as of March 31, 2025, had funded $8.9 million on account of this commitment.
During the first quarter of 2025, Metropolis at Innsbrook, a 402 unit property in Richmond, VA, was listed for sale during the three months ended March 31, 2025 and is under contract to be sold during the three months ended June 30, 2025. From the sale, we expect to receive a return of our invested capital in the amount of $24.5 million and to recognize a gain of approximately $10.3 million.
As of March 31, 2025 and December 31, 2024, we had investments in unconsolidated real estate entities of $101.6 million and $92.0 million, respectively.
Investments in Real Estate Under Development
As part of our merger with Steadfast Apartment REIT, Inc., we acquired two land parcels in Denver, Colorado that were being developed into multifamily properties that will contain 621 units, in the aggregate, upon completion, one of which was completed in 2024. As of March 31, 2025, we had one investment in real estate under development of $117.8 million.
Value Add
Our value add program provides us with the opportunity to improve long-term growth through targeted unit renovations at communities where there is the potential for outsized rent growth. We completed renovations on 275 units during the three months ended March 31, 2025. From inception of our value add program in January 2018 through March 31, 2025, we completed renovations on 9,717 of the 14,593 units currently in our value add program, achieving a return on investment of 16.6% (and approximately 18.5% on the interior portion of such renovation costs). We compute return on cost by using the rent premium per unit per month, multiplied by 12, divided by the applicable renovation costs per unit and we compute the rent premium as the difference between the rental rate on the renovated unit (excluding the impact of concessions) and the market rent for a comparable unrenovated unit as of the date presented, as determined by management consistent with its customary rent-setting and evaluation procedures.
Capital Markets
Unsecured Revolver and Term Loans
On January 8, 2025, IROP entered into the Fifth Amended and Restated Credit Agreement (the “Fifth Restated Credit Agreement”), which amended and restated in its entirety the Fourth Amended and Restated Credit Agreement dated as of July 25, 2022. The Fifth Restated Credit Agreement increased the maximum principal amount of the unsecured revolver to $750 million, which represents an increase of $250 million over the prior credit agreement, extended its maturity date until January 8, 2029 and reduced the margin on our unsecured revolver and existing $200 million term loan while leaving the terms of our existing $400 million term loan unchanged. In summary, the Fifth Restated Credit Agreement provides for a $750 million unsecured revolving credit facility (the “Unsecured Revolver”) with a January 8, 2029 maturity date and two unsecured term loans, specifically: (i) a $200 million term loan with a May 18, 2026 maturity date and (ii) a $400 million term loan with a January 28, 2028 maturity date.
The Fifth Restated Credit Agreement increases the aggregate amount of borrowings under the credit agreement to $1.35 billion and permits IROP to request an increase in such aggregate amount to up to $2.0 billion subject to certain terms and conditions, including receipt of commitments from one or more lenders, whether or not currently parties to the Fifth Restated Credit Agreement, to provide such increased amounts, which increase may be allocated, at IROP’s option, to the Unsecured Revolver and/or to one or more of the term loans, in accordance with the Fifth Restated Credit Agreement. Refer to our 2024 Annual Report on Form 10-K for additional borrowing terms and financial covenant details.
Public Offering of 11.5 Million Shares of Common Stock
On September 3, 2024, we entered into an underwriting agreement with Citigroup Global Markets Inc., KeyBanc Capital Markets Inc. and RBC Capital Markets LLC as representatives of the several underwriters named therein, (collectively, the “Underwriters”), and Citigroup Global Markets Inc. in its capacity as agent (in such capacity, the “Forward Seller”) for Citibank N.A., as forward counterparty (the “Forward Counterparty”) and the Forward Counterparty related to the offering of an aggregate of 11.5 million shares of our common stock, par value $0.01 per share, at a price of $18.96 per share consisting of 11.5 million shares of our common stock (including 1.5 million shares offered pursuant to the underwriter’s option to purchase additional shares, which was exercised in full) offered by the Forward Seller in connection with the forward sale agreements described below. We did not initially receive any proceeds from the sale of our common stock by the Forward Seller and we completed the offering on September 5, 2024.
In connection with the offering, we also entered into two forward sale agreements (the “Forward Sale Agreements”) pursuant to which the Forward Seller (or its affiliate) borrowed from third parties and sold to the Underwriters an aggregate of 11.5 million shares of our common stock that was sold in the offering.
On March 31, 2025, we physically settled 2.65 million of those shares at a weighted average price of $18.89 per share and we received proceeds of $50.1 million. All of the net proceeds were used to fund new acquisitions. As of March 31, 2025, 5.6 million shares of our common stock remained to be settled under the Forward Sale Agreements, which if physically settled would provide additional proceeds to us of $105.8 million based on the forward price as of March 31, 2025. We expect to physically settle the remaining Forward Sale Agreements and receive proceeds, subject to certain adjustments, from the sale of those shares upon one or more such physical settlements within approximately twelve months from the date of the prospectus supplement, no later than September 5, 2025, the scheduled maturity date of the Forward Sale Agreements. Although we expect to settle the remaining Forward Sale Agreements entirely by the physical delivery of shares of our common stock for cash proceeds, we may also elect to cash or net share settle all or a portion of our obligations under the Forward Sale Agreements, in which case, we may receive or owe cash or shares of our common stock from or to the Forward Seller. The Forward Sale Agreements provided for an initial forward sale price of $18.96 per share, subject to certain adjustments pursuant to the terms of each of the Forward Sale Agreements. The Forward Sale Agreements are subject to early termination or settlement under certain circumstances.
ATM Program
On July 28, 2023, we entered into an equity distribution agreement pursuant to which we may from time to time offer and sell shares of our common stock under our shelf registration statement having an aggregate offering price of up to $450 million (the “ATM Program”) in negotiated transactions or transactions that are deemed to be “at the market” offerings as defined in Rule 415 under the Securities Act. Under the ATM Program, we may also enter into one or more forward sale transactions for the sale of shares of our common stock on a forward basis.
During the three months ended March 31, 2025, we entered into forward sales transactions under the ATM Program for the forward sale of an aggregate of 2.7 million shares of our common stock. The forward sales transactions had not settled as of March 31, 2025, and we had not received any net proceeds from these transactions as of March 31, 2025. Subject to our right to elect net share settlement, we expect to physically settle the forward sales transactions by the maturity date of March 31, 2026. Assuming the forward sales transactions are physically settled in full utilizing the current forward sales price of $20.86 per share, we expect to receive proceeds, net of sales commissions of approximately $55.9 million, subject to adjustment in accordance with the forward sales transactions. We intend to use substantially all of the net proceeds to fund potential acquisitions and other investment opportunities or for general corporate purposes, including the reduction of outstanding borrowings under our unsecured revolver.
Results of Operations
As of March 31, 2025, we owned and consolidated 113 multifamily apartment properties, of which 108 comprised the Same-Store Portfolio.
Three Months Ended March 31, 2025 compared to the Three Months Ended March 31, 2024
| SAME-STORE PORTFOLIO |
NON SAME-STORE PORTFOLIO |
CONSOLIDATED |
||||||||||||||||||||||||||||||||||||||||||||||
| (Dollars in thousands) |
Three Months Ended March 31, |
Three Months Ended March 31, |
Three Months Ended March 31, |
|||||||||||||||||||||||||||||||||||||||||||||
| 2025 |
2024 |
Increase (Decrease) |
% Change |
2025 |
2024 |
Increase (Decrease) |
% Change |
2025 |
2024 |
Increase (Decrease) |
% Change |
|||||||||||||||||||||||||||||||||||||
| Property Data: |
||||||||||||||||||||||||||||||||||||||||||||||||
| Number of properties (1) |
108 | 108 | — | — | 5 | 3 | 2 | 66.7 | % | 113 | 111 | 2 | 1.8 | % | ||||||||||||||||||||||||||||||||||
| Number of units (1) |
31,662 | 31,662 | — | — | 1,513 | 1,215 | 298 | 24.5 | % | 33,175 | 32,877 | 298 | 0.9 | % | ||||||||||||||||||||||||||||||||||
| Average occupancy (1) |
95.4 | % | 94.4 | % | 1.0 | % | — | 93.3 | % | 93.6 | % | (0.3 | )% | — | 95.3 | % | 94.4 | % | 0.9 | % | — | |||||||||||||||||||||||||||
| Average effective monthly rent, per unit (1) |
$ | 1,568 | $ | 1,554 | $ | 14 | 0.9 | % | $ | 1,892 | $ | 1,456 | $ | 436 | 29.9 | % | $ | 1,583 | $ | 1,550 | $ | 33 | 2.1% | |||||||||||||||||||||||||
| Revenue: |
||||||||||||||||||||||||||||||||||||||||||||||||
| Rental and other property revenue |
$ | 151,724 | $ | 148,326 | $ | 3,398 | 2.3 | % | $ | 9,181 | $ | 12,005 | $ | (2,824 | ) | (23.5 | )% | $ | 160,905 | $ | 160,331 | $ | 574 | 0.4 | % | |||||||||||||||||||||||
| Expenses: |
||||||||||||||||||||||||||||||||||||||||||||||||
| Property operating expenses |
56,129 | 55,264 | 865 | 1.6 | % | 3,134 | 4,707 | (1,573 | ) | (33.4 | )% | 59,263 | 59,971 | (708 | ) | (1.2 | )% | |||||||||||||||||||||||||||||||
| Net Operating Income |
$ | 95,595 | $ | 93,062 | $ | 2,533 | 2.7 | % | $ | 6,047 | $ | 7,298 | $ | (1,251 | ) | (17.1 | )% | $ | 101,642 | $ | 100,360 | $ | 1,282 | 1.3 | % | |||||||||||||||||||||||
| Other Revenue: |
||||||||||||||||||||||||||||||||||||||||||||||||
| Other revenue |
$ | 338 | $ | 203 | $ | 135 | 66.5 | % | ||||||||||||||||||||||||||||||||||||||||
| Corporate and other expenses: |
||||||||||||||||||||||||||||||||||||||||||||||||
| Property management expenses |
7,826 | 7,499 | 327 | 4.4 | % | |||||||||||||||||||||||||||||||||||||||||||
| General and administrative expenses |
8,406 | 8,381 | 25 | 0.3 | % | |||||||||||||||||||||||||||||||||||||||||||
| Depreciation and amortization expense |
58,725 | 53,721 | 5,004 | 9.3 | % | |||||||||||||||||||||||||||||||||||||||||||
| Casualty (gains) losses, net |
(115 | ) | 2,301 | (2,416 | ) | (105.0 | )% | |||||||||||||||||||||||||||||||||||||||||
| Interest expense |
(19,348 | ) | (20,603 | ) | 1,255 | (6.1 | )% | |||||||||||||||||||||||||||||||||||||||||
| Gain on sale (loss on impairment) of real estate assets, net |
1,496 | 10,530 | (9,034 | ) | (85.8 | )% | ||||||||||||||||||||||||||||||||||||||||||
| (Loss) gain on extinguishment of debt |
(67 | ) | 203 | (270 | ) | (133.0 | )% | |||||||||||||||||||||||||||||||||||||||||
| Other loss |
(103 | ) | (1 | ) | (102 | ) | 10200.0 | % | ||||||||||||||||||||||||||||||||||||||||
| Loss from investments in unconsolidated real estate entities |
(590 | ) | (829 | ) | 239 | (28.8 | )% | |||||||||||||||||||||||||||||||||||||||||
| Net income |
8,526 | 17,961 | $ | (9,435 | ) | (52.5 | )% | |||||||||||||||||||||||||||||||||||||||||
| Income allocated to noncontrolling interests |
(172 | ) | (384 | ) | 212 | (55.2 | )% | |||||||||||||||||||||||||||||||||||||||||
| Net income available to common shares |
$ | 8,354 | $ | 17,577 | $ | (9,223 | ) | (52.5 | )% | |||||||||||||||||||||||||||||||||||||||
| (1) |
Excludes our development projects. See Non-GAAP Financial Measures for our definition of a development property and our methodology for determining same-store properties. |
Revenue
Rental and other property revenue. Revenue from rental and other property revenue of the consolidated portfolio increased $0.6 million to $160.9 million for the three months ended March 31, 2025 from $160.3 million for the three months ended March 31, 2024. The increase was primarily attributable to a $3.4 million increase in same-store rental and other property revenue driven by a 0.9% increase in average effective monthly rents and a 1.0% increase in average occupancy compared to the prior year period, partially offset by a $2.8 million decrease in non same-store revenue due to property sales.
Expenses
Property operating expenses. Property operating expenses decreased $0.7 million to $59.3 million for the three months ended March 31, 2025 from $60.0 million for the three months ended March 31, 2024. The decrease was due to a $1.6 million decrease in non same-store property operating expenses due to property sales, partially offset by a $0.8 million increase in same-store operating expenses.
Property management expenses. Property management expenses increased $0.3 million to $7.8 million for the three months ended March 31, 2025 from $7.5 million for the three months ended March 31, 2024 primarily due to higher personnel costs, software subscriptions and training costs compared to the prior year.
Depreciation and amortization expense. Depreciation and amortization expense increased $5.0 million to $58.7 million for the three months ended March 31, 2025 from $53.7 million for the three months ended March 31, 2024. The increase was primarily due to depreciation expenses driven by capital expenditures related to our value add program and higher intangible asset amortization expenses from our recent property acquisitions compared to the prior year.
Casualty (gains) losses, net. During the three months ended March 31, 2025 and March 31, 2024 we incurred casualty gain of $0.1 million and casualty loss of $2.3 million, respectively. The loss during the three months ended March 31, 2024 was primarily due to winter storm damage and fire at various properties, where the carrying value of the damage exceeded insurance proceeds due to policy deductible levels.
Interest expense. Interest expense decreased $1.3 million to $19.3 million for the three months ended March 31, 2025 from $20.6 million for the three months ended March 31, 2024. The decrease in interest expense was primarily driven by a $152 million decrease in our average outstanding debt during the three months ended March 31, 2025, due to payoffs of mortgages from property sales.
Gain on sale (loss on impairment) of real estate assets, net. During the three months ended March 31, 2025, we sold one multi-family property resulting in a gain on sale of $1.5 million. During the three months ended March 31, 2024, we sold five multifamily properties under our Portfolio Optimization and Deleveraging Strategy resulting in an aggregate gain of $25.6 million partially offset by a loss on impairment of $15.1 million in the three months ended March 31, 2024, as a result of the carrying value of the real estate exceeding the expected sales price less transaction costs.
Non-GAAP Financial Measures
Funds from Operations (FFO) and Core Funds from Operations (CFFO)
We believe that FFO and Core FFO (“CFFO”), each of which is a non-GAAP financial measure, are additional appropriate measures of the operating performance of a REIT and us in particular. We compute FFO in accordance with the standards established by the National Association of Real Estate Investment Trusts (“NAREIT”), as net income or loss allocated to common shares (computed in accordance with GAAP), excluding real estate-related depreciation and amortization expense, gains or losses on sales of real estate and the cumulative effect of changes in accounting principles. While our calculation of FFO is in accordance with NAREIT’s definition, it may differ from the methodology for calculating FFO utilized by other REITs and, accordingly, may not be comparable to FFO computations of such other REITs.
CFFO is a computation made by analysts and investors to measure a real estate company’s operating performance by removing the effect of items that do not reflect ongoing property operations, including depreciation and amortization of other items not included in FFO, and other non-cash or non-operating gains or losses related to items such as casualty (gains) losses, loan premium accretion and discount amortization and debt extinguishment costs from the determination of FFO.
Our calculation of CFFO may differ from the methodology used for calculating CFFO by other REITs and, accordingly, our CFFO may not be comparable to CFFO reported by other REITs. Our management utilizes FFO and CFFO as measures of our operating performance, and believe they are also useful to investors, because they facilitate an understanding of our operating performance after adjustment for certain non-cash or non-recurring items that are required by GAAP to be expensed but may not necessarily be indicative of current operating performance and our operating performance between periods. Furthermore, although FFO, CFFO and other supplemental performance measures are defined in various ways throughout the REIT industry, we believe that FFO and CFFO may provide us and our investors with an additional useful measure to compare our financial performance to certain other REITs. Neither FFO nor CFFO is equivalent to net income or cash generated from operating activities determined in accordance with GAAP. Furthermore, FFO and CFFO do not represent amounts available for management’s discretionary use because of needed capital replacement or expansion, debt service obligations or other commitments or uncertainties. Accordingly, FFO and CFFO do not measure whether cash flow is sufficient to fund all of our cash needs, including principal amortization and capital improvements. Neither FFO nor CFFO should be considered as an alternative to net income or any other GAAP measurement as an indicator of our operating performance or as an alternative to cash flow from operating, investing, and financing activities as a measure of our liquidity.
Set forth below is a reconciliation of net income to FFO and CFFO for the three months ended March 31, 2025 and 2024 (in thousands, except share and per share information):
| For the Three Months Ended March 31, |
||||||||||||||||
| 2025 |
2024 |
|||||||||||||||
| Amount |
Per Share(1) |
Amount |
Per Share(2) |
|||||||||||||
| Net income |
$ | 8,526 | $ | 0.04 | $ | 17,961 | $ | 0.08 | ||||||||
| Adjustments: |
||||||||||||||||
| Real estate depreciation and amortization |
58,308 | 0.24 | 53,390 | 0.23 | ||||||||||||
| Our share of real estate depreciation and amortization from investments in unconsolidated real estate entities |
457 | — | 598 | — | ||||||||||||
| Loss on impairment (gain on sale) of real estate assets net, excluding prepayment gains |
73 | — | (9,609 | ) | (0.04 | ) | ||||||||||
| FFO |
$ | 67,364 | $ | 0.28 | $ | 62,340 | $ | 0.27 | ||||||||
| FFO |
$ | 67,364 | $ | 0.28 | $ | 62,340 | $ | 0.27 | ||||||||
| Adjustments: |
||||||||||||||||
| Other depreciation and amortization |
417 | — | 331 | — | ||||||||||||
| Casualty (gains) losses, net |
(115 | ) | — | 2,301 | 0.01 | |||||||||||
| Loan (premium accretion) discount amortization, net |
(2,029 | ) | (0.01 | ) | (2,395 | ) | (0.01 | ) | ||||||||
| Prepayment (gains) losses on asset dispositions |
(1,569 | ) | — | (921 | ) | — | ||||||||||
| Loss (gain) on extinguishment of debt |
67 | — | (203 | ) | — | |||||||||||
| Other loss |
103 | — | 1 | — | ||||||||||||
| CFFO |
$ | 64,238 | $ | 0.27 | $ | 61,454 | $ | 0.27 | ||||||||
| (1) |
Based on 236,665,226 weighted-average shares and units outstanding for the three months ended March 31, 2025. |
| (2) |
Based on 230,570,707 weighted-average shares and units outstanding for the three months ended March 31, 2024. |
Same-Store Portfolio Net Operating Income
We believe that Net Operating Income (“NOI”), a non-GAAP financial measure, is a useful supplemental measure of our operating performance. We define NOI as total property revenues less total property operating expenses, excluding interest expenses, depreciation and amortization, casualty related costs and gains, property management expenses, general and administrative expense and net gains on sale of assets. Other REITs may use different methodologies for calculating NOI, and accordingly, our NOI may not be comparable to other REITs. We believe that this measure provides an operating perspective not immediately apparent from GAAP operating income or net income insofar as the measure reflects only operating income and expense at the property level. We use NOI to evaluate our performance on a same-store and non same-store basis because NOI measures the core operations of property performance by excluding corporate level expenses, financing expenses, and other items not related to property operating performance and captures trends in rental housing and property operating expenses. However, NOI should only be used as an alternative measure of our financial performance.
Same-Store Properties and Same-Store Portfolio
We review our same-store portfolio at the beginning of each calendar year. Properties are added into the same-store portfolio if they were owned and not a development property at the beginning of the previous year. Properties that are held for sale or have been sold are excluded from the same-store portfolio.
Non Same-Store Properties and Non Same-Store Portfolio
Properties that did not meet the definition of a same-store property as of the beginning of the previous year are added into the non same-store portfolio.
Set forth below is a reconciliation of GAAP net income to Same-Store Portfolio NOI for the three months ended March 31, 2025 and 2024 (in thousands):
| Three Months Ended March 31, |
||||||||||||
| 2025 |
2024 |
% change |
||||||||||
| Net income |
$ | 8,526 | $ | 17,961 | (52.5 | )% | ||||||
| Other revenue |
(338 | ) | (203 | ) | 66.5 | % | ||||||
| Property management expenses |
7,826 | 7,499 | 4.4 | % | ||||||||
| General and administrative expenses |
8,406 | 8,381 | 0.3 | % | ||||||||
| Depreciation and amortization expense |
58,725 | 53,721 | 9.3 | % | ||||||||
| Casualty (gains) losses, net |
(115 | ) | 2,301 | (105.0 | )% | |||||||
| Interest expense |
19,348 | 20,603 | (6.1 | )% | ||||||||
| (Gain on sale) loss on impairment of real estate assets, net |
(1,496 | ) | (10,530 | ) | (85.8 | )% | ||||||
| Loss (gain) on extinguishment of debt |
67 | (203 | ) | (133.0 | )% | |||||||
| Other loss |
103 | 1 | 10200.0 | % | ||||||||
| Loss from investments in unconsolidated real estate entities |
590 | 829 | (28.8 | )% | ||||||||
| NOI |
101,642 | 100,360 | 1.3 | % | ||||||||
| Less: Non same-store portfolio NOI |
6,047 | 7,298 | (17.1 | )% | ||||||||
| Same-store portfolio (a) NOI |
$ | 95,595 | $ | 93,062 | 2.7 | % | ||||||
| (a) |
Same-Store Portfolio for the three months ended March 31, 2025 and 2024 included 108 properties containing 31,662 units. |
Set forth below is Same-Store Portfolio (a) NOI for the three months ended March 31, 2025 and 2024 (in thousands, except per unit data):
| Three Months Ended March 31, |
||||||||||||
| 2025 |
2024 |
% change |
||||||||||
| Revenue: |
||||||||||||
| Rental and other property revenue |
$ | 151,724 | $ | 148,326 | 2.3 | % | ||||||
| Property Operating Expenses |
||||||||||||
| Real estate taxes |
18,834 | 18,678 | 0.8 | % | ||||||||
| Property insurance |
3,870 | 4,096 | (5.5 | )% | ||||||||
| Personnel expenses |
11,887 | 11,998 | (0.9 | )% | ||||||||
| Utilities |
7,851 | 7,423 | 5.8 | % | ||||||||
| Repairs and maintenance |
4,421 | 4,747 | (6.9 | )% | ||||||||
| Contract services |
5,697 | 5,061 | 12.6 | % | ||||||||
| Advertising expenses |
1,906 | 1,588 | 20.0 | % | ||||||||
| Other expenses |
1,663 | 1,673 | (0.6 | )% | ||||||||
| Total property operating expenses |
56,129 | 55,264 | 1.6 | % | ||||||||
| Same-store portfolio NOI |
$ | 95,595 | $ | 93,062 | 2.7 | % | ||||||
| Same-store portfolio NOI Margin |
63.0 | % | 62.7 | % | 0.3 | % | ||||||
| Average Occupancy |
95.4 | % | 94.4 | % | 1.0 | % | ||||||
| Average effective monthly rent, per unit |
$ | 1,568 | $ | 1,554 | 0.9 | % | ||||||
| (a) |
Same-Store Portfolio for the three months ended March 31, 2025 and 2024 included 108 properties containing 31,662 units. |
Average Effective Monthly Rent per Unit
Average effective rent per unit represents the average of net rent amounts, after concessions amortized over the life of the lease, divided by the average occupancy (in units) for the period presented. We believe average effective rent is a helpful measurement in evaluating average pricing. This metric, when presented, reflects the average effective rent per month.
Average Occupancy
Average occupancy represents the average occupied units for the reporting period divided by the average of total units available for rent for the reporting period.
Development Property
A development property is a property that is either currently under development or is in lease-up prior to reaching overall occupancy of 90%.
Liquidity and Capital Resources
Liquidity is a measure of our ability to meet potential cash requirements, including ongoing commitments to repay borrowings, fund and maintain investments, pay distributions and other general business needs. We believe our available cash balances, financing arrangements and cash flows from operations will be sufficient to fund our liquidity requirements with respect to our existing portfolio for the next twelve months and the foreseeable future.
Our primary cash requirements are to:
| • |
make investments to continue our value add initiatives to improve the quality and performance of our properties; |
| • |
repay our indebtedness; |
| • |
fund costs necessary to maintain our properties; |
| • |
continue funding our current real estate developments until completion; |
| • |
pay our operating expenses; and |
| • |
distribute a minimum of 90% of our REIT taxable income (determined without regard to the deduction for dividends paid and excluding net capital gain) and to make investments in a manner that enables us to maintain our qualification as a REIT. |
We intend to meet our liquidity requirements primarily through a combination of one or more of the following:
| • |
the use of our cash and cash equivalents of $29.1 million as of March 31, 2025; |
| • |
existing and future unsecured financing, including advances under our unsecured revolver, and financing secured directly or indirectly by the apartment properties in our portfolio; |
| • |
cash generated from operating activities; |
| • |
net cash proceeds from property sales, including sales undertaken as part of our capital recycling strategy and other sales; and |
| • |
proceeds from the sales of our common stock and other equity securities, including common stock that may be sold under our ATM program. |
Cash Flows
As of March 31, 2025 and 2024, we maintained cash and cash equivalents, and restricted cash of approximately $48.3 million and $41.9 million, respectively. Our cash and cash equivalents were generated from the following activities (dollars in thousands):
| For the Three Months Ended March 31, |
||||||||
| 2025 |
2024 |
|||||||
| Cash flow provided by operating activities |
$ | 60,365 | $ | 44,057 | ||||
| Cash flow provided by investing activities |
10,441 | 255,403 | ||||||
| Cash flow used in financing activities |
(65,924 | ) | (308,292 | ) | ||||
| Net change in cash and cash equivalents, and restricted cash |
4,882 | (8,832 | ) | |||||
| Cash and cash equivalents, and restricted cash, beginning of period |
43,452 | 50,732 | ||||||
| Cash and cash equivalents, and restricted cash, end of the period |
$ | 48,334 | $ | 41,900 | ||||
Our cash inflows from operating activities during the three months ended March 31, 2025 and 2024 were primarily driven by ongoing operations of our properties. The $16.3 million increase in cash inflows from operating activities during the three months ended March 31, 2025, were primarily driven by the decrease in real estate tax obligations associated with the sale of 10 properties as part of our Portfolio Optimization and Deleveraging Strategy, our recent acquisitions in Charlotte, Indianapolis, Orlando and Tampa-St. Petersburg and successful appeals to lower the assessed values at certain properties. In addition, our cash inflows from operating activities increased during the three months ended March 31, 2025, as a result of the timing of interest payments on unsecured private placement notes entered into in October 2024, an increase in prepaid rent and improved operations at our portfolio driven primarily by increasing occupancy and average rental rates.
Our cash inflows from investing activities during the three months ended March 31, 2025 were primarily due to $109.2 million of proceeds from the disposition of one property, partially offset by $58.6 million to acquire one multifamily property, $21.5 million of capital expenditures, $10.3 million of investments in unconsolidated real estate entities and $7.1 million of investments in real estate under development. Our cash inflows from investing activities during the three months ended March 31, 2024 were primarily due to $292.7 million of proceeds from the disposition of five properties under our Portfolio Optimization and Deleveraging Strategy and $2.7 million of proceeds from insurance claims, partially offset by $24.6 million of capital expenditures, $1.3 million of investments in unconsolidated real estate entities, and $14.1 million of investments in real estate under development.
Our cash outflows from financing activities during the three months ended March 31, 2025 were primarily due to mortgage principal repayments of $74.4 million and payment of dividends on our common stock and noncontrolling interests of $38.1 million, partially offset by the $50.0 million issuance of common stock from our forward equity transactions. Our cash outflows from financing activities during the three months ended March 31, 2024 were primarily due to credit facility and mortgage principal repayments of $362.7 million, payment of dividends on our common stock and noncontrolling interests of $37.1 million, partially offset by $94.0 million of draws on our unsecured revolver.
Contractual Obligations
Our 2024 Annual Report on Form 10-K includes a table of contractual obligations. There were no material changes to these obligations since the filing of our 2024 Annual Report on Form 10-K.
Off-Balance Sheet Arrangements
There were no off-balance sheet arrangements during the three months ended March 31, 2025 that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that are material to our interests.
Critical Accounting Estimates and Policies
Our 2024 Annual Report on Form 10-K contains a discussion of our critical accounting policies. Management discusses our critical accounting policies and management’s judgments and estimates with the audit committee of our board of directors. There were no material changes to our critical accounting policies since the filing of our Annual Report on Form 10-K.
Item 3. Quantitative and Qualitative Disclosure About Market Risk.
Our 2024 Annual Report on Form 10-K contains a discussion of qualitative and quantitative market risks. There have been no material changes in quantitative and qualitative market risks during the three months ended March 31, 2025 from the disclosures included in our 2024 Annual Report on Form 10-K.
Item 4. Controls and Procedures.
Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports under the Exchange Act, is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and our Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
Effective as of March 31, 2025, we carried out an evaluation, under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures. Based on that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that the disclosure controls and procedures are effective to ensure that information required to be disclosed by us in our Exchange Act filings is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.
Changes in Internal Control Over Financial Reporting
There were no changes in our internal control over financial reporting identified in connection with the evaluation referred to above during the quarter ended March 31, 2025 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
We are subject to various legal proceedings and claims that arise in the ordinary course of our business operations. Matters which arise out of allegations of bodily injury, property damage, and employment practices are generally covered by insurance. While the resolution of these matters cannot be predicted with certainty, we currently believe the final outcome of such matters will not have a material adverse effect on our financial position, results of operations or cash flows.
Starting around November 2022, putative class action representatives began filing complaints in various United States District Courts across the country naming as defendants RealPage, Inc. (“RealPage”), a seller of revenue management products, and approximately 50 defendants who own and/or manage multifamily residential rental housing, alleging that the defendants conspired to fix, raise, maintain, and stabilize rent prices in violation of Section 1 of the Sherman Act. Some of the complaints, including one filed on November 14, 2022 in the U.S. District Court for the Northern District of Illinois, named us as one of the defendants, and others did not. On April 10, 2023, the United States Judicial Panel on Multidistrict Litigation issued an order transferring the cases to the United States District Court for the Middle District of Tennessee for coordinated and consolidated pretrial proceedings, where plaintiffs filed a consolidated complaint. We filed an answer to the consolidated complaint and asserted affirmative defenses. As these proceedings are in the early stages, it is not possible for the Company to predict the outcome nor is it possible to estimate the amount of loss, if any, which may be associated with an adverse decision in this matter. We deny all allegations of wrongdoing and intend to defend against these claims vigorously.
There have not been any material changes from the risk factors disclosed in Part 1, Item 1A of our 2024 Annual Report on Form 10-K, except as described below.
We face the risk of fluctuations in the cost, availability and quality of our materials and products from new or increased tariffs or otherwise, which could impact tenants or prospective tenants and adversely affect our results of operations and financial condition.
There have been significant changes, and continue to be ongoing discussions regarding potential significant changes to U.S. trade policies, treaties and tariffs, creating significant uncertainty about future relationships between the United States and other countries with respect to trade policies, treaties and tariffs. The potential disruptions in the supply or cost of materials or products or the inability of contractors to perform on a timely basis, or at all, due to new or higher tariffs or otherwise, could cause delays in completing ongoing or future value add projects and other capital improvements at our multifamily communities and development projects. In addition, developments with respect to trade policies, treaties and tariffs, or the perception that such developments could occur, and the uncertainty related to such developments, could impact tenants or prospective tenants and could adversely affect our ability to lease our properties, which in turn could have a material adverse effect on our business, results of operations and financial condition.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
During the three months ended March 31, 2025, no holders of IROP units exchanged units for shares of our common stock. The issuance of shares upon exchange of units is exempt from registration under the Securities Act, pursuant to the exemption from registration provided by Section 4(a)(2) of the Securities Act. As of March 31, 2025, 5,941,643 IROP units held by unaffiliated third parties remained outstanding.
During the three months ended March 31, 2025, we withheld shares of common stock to satisfy employee tax withholding obligations payable upon the vesting of restricted common stock awards as follow:
| Period |
Total Number of Shares Purchased |
Average Price Paid per Share (1) |
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs |
Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (in thousands) (2) |
||||||||||||
| January 1 - 31, 2025 |
1,824 | $ | 19.76 | — | $ | 250,000 | ||||||||||
| February 1 - 28, 2025 |
— | — | — | 250,000 | ||||||||||||
| March 1 - 31, 2025 |
44,830 | 21.80 | — | 250,000 | ||||||||||||
| Total |
46,654 | $ | 21.72 | — | ||||||||||||
| (1) |
The price reported is the average price paid per share using our closing price on the NYSE on the vesting date of the relevant award. |
| (2) |
On May 18, 2022, our Board of Directors approved the Stock Repurchase Program covering up to $250 million in shares of our common stock. Under the Stock Repurchase Program, we, in our discretion, may purchase our shares from time to time in the open market or in privately negotiated transactions. The amount and timing of the purchases will depend on a number of factors, including the price and availability of our shares, trading volumes and general market conditions. The Stock Repurchase Program has no time limit and may be suspended or discontinued at any time. |
Item 3. Defaults Upon Senior Securities.
None.
Item 4. Mine Safety Disclosures.
None.
During the three months ended March 31, 2025, of the Company's directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act). During the three months ended March 31, 2025, the Company did not adopt, terminate or modify a Rule 10b5-1 trading arrangement.
The following exhibits are filed as part of, or incorporated by reference into, this Quarterly Report on Form 10-Q.
* Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. IRT agrees to furnish supplementally to the SEC a copy of any omitted schedule upon request by the SEC.
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.
| Independence Realty Trust, Inc. |
||
| Date: May 1, 2025 |
By: |
/s/ SCOTT F. SCHAEFFER |
| Scott F. Schaeffer |
||
| Chairman of the Board and Chief Executive Officer |
||
| (Principal Executive Officer) |
||
| Date: May 1, 2025 |
By: |
/s/ JAMES J. SEBRA |
| James J. Sebra |
||
| President and Chief Financial Officer |
||
| (Principal Financial Officer) |
||
| Date: May 1, 2025 |
By: |
/s/ JASON R. DELOZIER |
| Jason R. Delozier |
||
| Chief Accounting Officer |
||
| (Principal Accounting Officer) |
||