Strategies for Multi-Family Real Estate Capital Allocation
AIR
COMMUNITIES
The most efficient and most effective way to allocate capital to multi-family real estate
AIR and AIV are independent, and operate as such
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Given the shared history and relationship as described below, great care is taken that any transactions between
the two companies are commercially reasonable, and on market terms
The AIR-AIV Transactions Committee is responsible for reviewing all transactions involving AIV, and is comprised of
three independent directors - Thomas Keltner, Nina Tran, and John Rayis
AIV Note Receivable
Master Leasing Agreement
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$534M note receivable from AIV
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5.2% interest rate per annum
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Properties leased by AIV: Flamingo North, Prism, The Fremont and 707 Leahy
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Lease payments to AIR based on FMV and determined at inception
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1/31/2024 maturity and lock-out date
Customary protections for AIR on property
sales, debt issuances, casualty loss, etc.
Expected to be repaid in Q2 2022 plus a
~$23.5M prepayment penalty
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Proceeds will be used to pay down debt
AIR Service Agreements
Property Management
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Market-based contract for AIR on AIV-owned
properties renewable annually
Terminable at any time on 60-days' notice
without fee or penalty
Master Services
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Administrative and support services by AIR
charged at fully-burdened cost with no
additional margin
Terminable by AIR after 12/31/2023 on 60-days'
notice; terminable by AIV at any time
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At stabilization after redevelopment by AIV:
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A/V has the option to terminate the lease on each property
AIR then has the right to acquire the improvements at a 5% discount to FMV; or
A/V may (i) acquire the fee or (ii) cause a sale to a third party (AIR would receive
consideration based on the FMV of the fee prior to redevelopment at lease
inception with the balance to A/V)
All four properties approaching stabilization over 2022 and 2023
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Expect to repurchase properties prior to lease expiration
No obligation to lease additional properties to AIV
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Master Leasing Agreement subject to renewal in June 2022
AIV is one of several strategic partners - future projects may be considered if
value enhancing for AIR shareholders
Additional AIR rights to limit conflicts:
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Purchase Option at FMV on stabilized properties owned by AIV; and
ROFO on stabilized properties where AIV is under contract to purchase (AIV
receives a 1% fee on GAV if AIR exercises)
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