Strategies for Multi-Family Real Estate Capital Allocation slide image

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 • 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 • $534M note receivable from AIV - 5.2% interest rate per annum • • • Properties leased by AIV: Flamingo North, Prism, The Fremont and 707 Leahy - Lease payments to AIR based on FMV and determined at inception - 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 - Proceeds will be used to pay down debt AIR Service Agreements Property Management - - 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 - ― 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 • • At stabilization after redevelopment by AIV: - - 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 - Expect to repurchase properties prior to lease expiration No obligation to lease additional properties to AIV - 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: - - 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) 31
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