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Equity Residential (EQR) SEC Filing 10-Q Quarterly Report for the period ending Thursday, March 31, 2022

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EQR Quarterly Reports

Equity Residential

CIK: 906107 Ticker: EQR

 

 

 

 


The following information was filed by Equity Residential (EQR) on Tuesday, April 26, 2022 as an 8K 2.02 statement, which is an earnings press release pertaining to results of operations and financial condition. It may be helpful to assess the quality of management by comparing the information in the press release to the information in the accompanying 10-Q Quarterly Report statement of earnings and operation as management may choose to highlight particular information in the press release.

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

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: 1-12252 (Equity Residential)

Commission File Number: 0-24920 (ERP Operating Limited Partnership)

EQUITY RESIDENTIAL

ERP OPERATING LIMITED PARTNERSHIP

(Exact name of registrant as specified in its charter)

 

Maryland (Equity Residential)

 

13-3675988 (Equity Residential)

Illinois (ERP Operating Limited Partnership)

 

36-3894853 (ERP Operating Limited Partnership)

(State or other jurisdiction of incorporation or organization)

 

(I.R.S. Employer Identification No.)

 

 

 

Two North Riverside Plaza, Chicago, Illinois 60606

 

(312) 474-1300

(Address of principal executive offices) (Zip Code)

 

(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Shares of Beneficial Interest,
$0.01 Par Value (Equity Residential)

 

EQR

 

New York Stock Exchange

7.57% Notes due August 15, 2026
(ERP Operating Limited Partnership)

 

N/A

 

New York Stock Exchange

 

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

 

Equity Residential  Yes   No

ERP Operating Limited Partnership  Yes   No

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).

 

Equity Residential  Yes   No

ERP Operating Limited Partnership  Yes   No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Equity Residential:

 

Large accelerated filer

 

 

Accelerated filer

 

 

 

 

 

Non-accelerated filer

 

 

Smaller reporting company

 

 

 

 

 

 

 

 

Emerging growth company

 

 

 

 

 

l

ERP Operating Limited Partnership:

 

Large accelerated filer

 

 

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.

 

Equity Residential  

ERP Operating Limited Partnership  

 

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

 

Equity Residential  Yes   No

ERP Operating Limited Partnership  Yes   No

 

The number of EQR Common Shares of Beneficial Interest, $0.01 par value, outstanding on April 22, 2022 was 376,041,849.

 

 


 

 

 

EXPLANATORY NOTE

This report combines the reports on Form 10-Q for the quarterly period ended March 31, 2022 of Equity Residential and ERP Operating Limited Partnership.  Unless stated otherwise or the context otherwise requires, references to “EQR” mean Equity Residential, a Maryland real estate investment trust (“REIT”), and references to “ERPOP” mean ERP Operating Limited Partnership, an Illinois limited partnership.  References to the “Company,” “we,” “us” or “our” mean collectively EQR, ERPOP and those entities/subsidiaries owned or controlled by EQR and/or ERPOP.  References to the “Operating Partnership” mean collectively ERPOP and those entities/subsidiaries owned or controlled by ERPOP.  The following chart illustrates the Company’s and the Operating Partnership’s corporate structure:

EQR is the general partner of, and as of March 31, 2022 owned an approximate 96.7% ownership interest in, ERPOP.  The remaining 3.3% interest is owned by limited partners.  As the sole general partner of ERPOP, EQR has exclusive control of ERPOP’s day-to-day management.  Management operates the Company and the Operating Partnership as one business.  The management of EQR consists of the same members as the management of ERPOP.

The Company is structured as an umbrella partnership REIT (“UPREIT”) and EQR contributes all net proceeds from its various equity offerings to ERPOP.  In return for those contributions, EQR receives a number of OP Units (see definition below) in ERPOP equal to the number of Common Shares it has issued in the equity offering.  The Company may acquire properties in transactions that include the issuance of OP Units as consideration for the acquired properties.  Such transactions may, in certain circumstances, enable the sellers to defer in whole or in part, the recognition of taxable income or gain that might otherwise result from the sales.  This is one of the reasons why the Company is structured in the manner shown above.  Based on the terms of ERPOP’s partnership agreement, OP Units can be exchanged with Common Shares on a one-for-one basis because the Company maintains a one-for-one relationship between the OP Units of ERPOP issued to EQR and the outstanding Common Shares.

The Company believes that combining the reports on Form 10-Q of EQR and ERPOP into this single report provides the following benefits:

 

enhances investors’ understanding of the Company and the Operating Partnership by enabling investors to view the business as a whole in the same manner as management views and operates the business;

 

eliminates duplicative disclosure and provides a more streamlined and readable presentation since a substantial portion of the disclosure applies to both the Company and the Operating Partnership; and

 

creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.


 

 

 

The Company believes it is important to understand the few differences between EQR and ERPOP in the context of how EQR and ERPOP operate as a consolidated company.  All of the Companys property ownership, development and related business operations are conducted through the Operating Partnership and EQR has no material assets or liabilities other than its investment in ERPOP.  EQRs primary function is acting as the general partner of ERPOP.  EQR also issues equity from time to time, the net proceeds of which it is obligated to contribute to ERPOP.  EQR does not have any indebtedness as all debt is incurred by the Operating Partnership.  The Operating Partnership holds substantially all of the assets of the Company, including the Companys ownership interests in its joint ventures.  The Operating Partnership conducts the operations of the business and is structured as a partnership with no publicly traded equity.  Except for the net proceeds from equity offerings by EQR (which are contributed to the capital of ERPOP in exchange for additional partnership interests in ERPOP (“OP Units”) (on a one-for-one Common Share per OP Unit basis) or additional preference units in ERPOP (on a one-for-one preferred share per preference unit basis)), the Operating Partnership generates all remaining capital required by the Company’s business.  These sources include the Operating Partnerships working capital, net cash provided by operating activities, borrowings under its revolving credit facility and/or commercial paper program, the issuance of secured and unsecured debt and partnership interests, and proceeds received from disposition of certain properties and joint venture interests.

Shareholders equity, partners capital and noncontrolling interests are the main areas of difference between the consolidated financial statements of the Company and those of the Operating Partnership.  The limited partners of the Operating Partnership are accounted for as partners capital in the Operating Partnerships financial statements and as noncontrolling interests in the Companys financial statements.  The noncontrolling interests in the Operating Partnerships financial statements include the interests of unaffiliated partners in various consolidated partnerships.  The noncontrolling interests in the Companys financial statements include the same noncontrolling interests at the Operating Partnership level and limited partner OP Unit holders of the Operating Partnership.  The differences between shareholders equity and partners capital result from differences in the equity issued at the Company and Operating Partnership levels.

To help investors understand the differences between the Company and the Operating Partnership, this report provides separate consolidated financial statements for the Company and the Operating Partnership; a single set of consolidated notes to such financial statements that includes separate discussions of each entitys debt, noncontrolling interests and shareholders equity or partners capital, as applicable; and a combined Managements Discussion and Analysis of Financial Condition and Results of Operations section that includes discrete information related to each entity.

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

In order to highlight the differences between the Company and the Operating Partnership, the separate sections in this report for the Company and the Operating Partnership specifically refer to the Company and the Operating Partnership.  In the sections that combine disclosure of the Company and the Operating Partnership, this report refers to actions or holdings as being actions or holdings of the Company.  Although the Operating Partnership is generally the entity that directly or indirectly enters into contracts and joint ventures and holds assets and debt, reference to the Company is appropriate because the Company is one business and the Company operates that business through the Operating Partnership.

As general partner with control of ERPOP, EQR consolidates ERPOP for financial reporting purposes, and EQR essentially has no assets or liabilities other than its investment in ERPOP.  Therefore, the assets and liabilities of the Company and the Operating Partnership are the same on their respective financial statements.  The separate discussions of the Company and the Operating Partnership in this report should be read in conjunction with each other to understand the results of the Company on a consolidated basis and how management operates the Company.

 

 


 

 

 

TABLE OF CONTENTS

 

 

PAGE

 

 

PART I.

 

 

 

Item 1. Financial Statements of Equity Residential:

 

 

 

Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021

2

 

 

Consolidated Statements of Operations and Comprehensive Income for the quarters ended March 31, 2022 and 2021

3

 

 

Consolidated Statements of Cash Flows for the quarters ended March 31, 2022 and 2021

5

 

 

Consolidated Statements of Changes in Equity for the quarters ended March 31, 2022 and 2021

8

 

 

Financial Statements of ERP Operating Limited Partnership:

 

 

 

Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021

10

 

 

Consolidated Statements of Operations and Comprehensive Income for the quarters ended March 31, 2022 and 2021

11

 

 

Consolidated Statements of Cash Flows for the quarters ended March 31, 2022 and 2021

13

 

 

Consolidated Statements of Changes in Capital for the quarters ended March 31, 2022 and 2021

16

 

 

Notes to Consolidated Financial Statements of Equity Residential and ERP Operating Limited Partnership

18

 

 

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

35

 

 

Item 3. Quantitative and Qualitative Disclosures about Market Risk

45

 

 

Item 4. Controls and Procedures

45

 

 

PART II.

 

 

Item 1. Legal Proceedings

46

 

Item 1A. Risk Factors

46

 

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

46

 

Item 3. Defaults Upon Senior Securities

46

 

Item 4. Mine Safety Disclosures

46

 

Item 5. Other Information

46

 

 

Item 6. Exhibits

46

 

 


 

 

 

EQUITY RESIDENTIAL

CONSOLIDATED BALANCE SHEETS

(Amounts in thousands except for share amounts)

(Unaudited)

 

 

 

March 31,

 

 

December 31,

 

 

 

2022

 

 

2021

 

ASSETS

 

 

 

 

 

 

 

 

Land

 

$

5,836,951

 

 

$

5,814,790

 

Depreciable property

 

 

22,496,307

 

 

 

22,370,811

 

Projects under development

 

 

36,718

 

 

 

24,307

 

Land held for development

 

 

66,980

 

 

 

62,998

 

Investment in real estate

 

 

28,436,956

 

 

 

28,272,906

 

Accumulated depreciation

 

 

(8,578,131

)

 

 

(8,354,282

)

Investment in real estate, net

 

 

19,858,825

 

 

 

19,918,624

 

Investments in unconsolidated entities

 

 

150,092

 

 

 

127,448

 

Cash and cash equivalents

 

 

41,140

 

 

 

123,832

 

Restricted deposits

 

 

70,560

 

 

 

236,404

 

Right-of-use assets

 

 

471,667

 

 

 

474,713

 

Other assets

 

 

237,953

 

 

 

288,220

 

Total assets

 

$

20,830,237

 

 

$

21,169,241

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND EQUITY

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

Mortgage notes payable, net

 

$

2,193,199

 

 

$

2,191,201

 

Notes, net

 

 

5,836,957

 

 

 

5,835,222

 

Line of credit and commercial paper

 

 

129,995

 

 

 

315,030

 

Accounts payable and accrued expenses

 

 

157,681

 

 

 

107,013

 

Accrued interest payable

 

 

56,876

 

 

 

69,510

 

Lease liabilities

 

 

311,293

 

 

 

312,335

 

Other liabilities

 

 

303,654

 

 

 

353,102

 

Security deposits

 

 

67,515

 

 

 

66,141

 

Distributions payable

 

 

242,574

 

 

 

233,502

 

Total liabilities

 

 

9,299,744

 

 

 

9,483,056

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Redeemable Noncontrolling Interests – Operating Partnership

 

 

495,760

 

 

 

498,977

 

Equity:

 

 

 

 

 

 

 

 

Shareholders' equity:

 

 

 

 

 

 

 

 

Preferred Shares of beneficial interest, $0.01 par value; 100,000,000 shares

   authorized; 745,600 shares issued and outstanding as of March 31, 2022 and

   December 31, 2021

 

 

37,280

 

 

 

37,280

 

Common Shares of beneficial interest, $0.01 par value; 1,000,000,000 shares

   authorized; 375,974,070 shares issued and outstanding as of March 31, 2022 and

   375,527,195 shares issued and outstanding as of December 31, 2021

 

 

3,760

 

 

 

3,755

 

Paid in capital

 

 

9,142,969

 

 

 

9,121,122

 

Retained earnings

 

 

1,661,705

 

 

 

1,827,063

 

Accumulated other comprehensive income (loss)

 

 

(31,847

)

 

 

(34,272

)

Total shareholders’ equity

 

 

10,813,867

 

 

 

10,954,948

 

Noncontrolling Interests:

 

 

 

 

 

 

 

 

Operating Partnership

 

 

217,451

 

 

 

214,094

 

Partially Owned Properties

 

 

3,415

 

 

 

18,166

 

Total Noncontrolling Interests

 

 

220,866

 

 

 

232,260

 

Total equity

 

 

11,034,733

 

 

 

11,187,208

 

Total liabilities and equity

 

$

20,830,237

 

 

$

21,169,241

 

 

See accompanying notes

 

 

2


 

 

 

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME

(Amounts in thousands except per share data)

(Unaudited)

 

 

 

Quarter Ended March 31,

 

 

 

2022

 

 

2021

 

REVENUES

 

 

 

 

 

 

 

 

Rental income

 

$

653,348

 

 

$

597,602

 

 

 

 

 

 

 

 

 

 

EXPENSES

 

 

 

 

 

 

 

 

Property and maintenance

 

 

124,874

 

 

 

117,054

 

Real estate taxes and insurance

 

 

100,688

 

 

 

103,470

 

Property management

 

 

30,747

 

 

 

26,130

 

General and administrative

 

 

17,238

 

 

 

15,383

 

Depreciation

 

 

229,961

 

 

 

199,962

 

Total expenses

 

 

503,508

 

 

 

461,999

 

 

 

 

 

 

 

 

 

 

Net gain (loss) on sales of real estate properties

 

 

(102

)

 

 

(43

)

 

 

 

 

 

 

 

 

 

Operating income

 

 

149,738

 

 

 

135,560

 

 

 

 

 

 

 

 

 

 

Interest and other income

 

 

3,528

 

 

 

216

 

Other expenses

 

 

(3,056

)

 

 

(4,110

)

Interest:

 

 

 

 

 

 

 

 

Expense incurred, net

 

 

(72,792

)

 

 

(67,358

)

Amortization of deferred financing costs

 

 

(2,077

)

 

 

(2,185

)

Income before income and other taxes, income (loss) from investments in

   unconsolidated entities and net gain (loss) on sales of land parcels

 

 

75,341

 

 

 

62,123

 

Income and other tax (expense) benefit

 

 

(282

)

 

 

(153

)

Income (loss) from investments in unconsolidated entities

 

 

(1,261

)

 

 

(1,611

)

Net gain (loss) on sales of land parcels

 

 

 

 

 

5

 

Net income

 

 

73,798

 

 

 

60,364

 

Net (income) loss attributable to Noncontrolling Interests:

 

 

 

 

 

 

 

 

Operating Partnership

 

 

(2,394

)

 

 

(2,143

)

Partially Owned Properties

 

 

(639

)

 

 

(682

)

Net income attributable to controlling interests

 

 

70,765

 

 

 

57,539

 

Preferred distributions

 

 

(772

)

 

 

(773

)

Net income available to Common Shares

 

$

69,993

 

 

$

56,766

 

 

 

 

 

 

 

 

 

 

Earnings per share – basic:

 

 

 

 

 

 

 

 

Net income available to Common Shares

 

$

0.19

 

 

$

0.15

 

Weighted average Common Shares outstanding

 

 

375,509

 

 

 

372,280

 

 

 

 

 

 

 

 

 

 

Earnings per share – diluted:

 

 

 

 

 

 

 

 

Net income available to Common Shares

 

$

0.19

 

 

$

0.15

 

Weighted average Common Shares outstanding

 

 

389,628

 

 

 

386,916

 

 

See accompanying notes

3


 

 

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (Continued)

(Amounts in thousands except per share data)

(Unaudited)

 

 

Quarter Ended March 31,

 

 

 

2022

 

 

2021

 

Comprehensive income:

 

 

 

 

 

 

 

 

Net income

 

$

73,798

 

 

$

60,364

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

Other comprehensive income (loss) – derivative instruments:

 

 

 

 

 

 

 

 

Losses reclassified into earnings from other comprehensive income

 

 

2,425

 

 

 

2,303

 

Other comprehensive income (loss)

 

 

2,425

 

 

 

2,303

 

Comprehensive income

 

 

76,223

 

 

 

62,667

 

Comprehensive (income) attributable to Noncontrolling Interests

 

 

(3,113

)

 

 

(2,909

)

Comprehensive income attributable to controlling interests

 

$

73,110

 

 

$

59,758

 

See accompanying notes

4


 

 

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Amounts in thousands)

(Unaudited)

 

 

 

Quarter Ended March 31,

 

 

 

2022

 

 

2021

 

CASH FLOWS FROM OPERATING ACTIVITIES:

 

 

 

 

 

 

 

 

Net income

 

$

73,798

 

 

$

60,364

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Depreciation

 

 

229,961

 

 

 

199,962

 

Amortization of deferred financing costs

 

 

2,077

 

 

 

2,185

 

Amortization of above/below market lease intangibles

 

 

 

 

 

(18

)

Amortization of discounts and premiums on debt

 

 

1,358

 

 

 

1,294

 

Amortization of deferred settlements on derivative instruments

 

 

2,422

 

 

 

2,301

 

Amortization of right-of-use assets

 

 

3,046

 

 

 

2,980

 

Write-off of pursuit costs

 

 

1,463

 

 

 

1,331

 

(Income) loss from investments in unconsolidated entities

 

 

1,261

 

 

 

1,611

 

Distributions from unconsolidated entities – return on capital

 

 

79

 

 

 

 

Net (gain) loss on sales of real estate properties

 

 

102

 

 

 

43

 

Net (gain) loss on sales of land parcels

 

 

 

 

 

(5

)

Realized (gain) loss on sale of investment securities

 

 

(2,066

)

 

 

133

 

Compensation paid with Company Common Shares

 

 

9,203

 

 

 

8,678

 

Changes in assets and liabilities:

 

 

 

 

 

 

 

 

(Increase) decrease in other assets

 

 

30,174

 

 

 

20,746

 

Increase (decrease) in accounts payable and accrued expenses

 

 

54,553

 

 

 

59,116

 

Increase (decrease) in accrued interest payable

 

 

(12,634

)

 

 

(10,407

)

Increase (decrease) in lease liabilities

 

 

(902

)

 

 

(868

)

Increase (decrease) in other liabilities

 

 

(27,213

)

 

 

(3,852

)

Increase (decrease) in security deposits

 

 

1,374

 

 

 

459

 

Net cash provided by operating activities

 

 

368,056

 

 

 

346,053

 

CASH FLOWS FROM INVESTING ACTIVITIES:

 

 

 

 

 

 

 

 

Investment in real estate – acquisitions

 

 

(113,046

)

 

 

 

Investment in real estate – development/other

 

 

(24,255

)

 

 

(64,599

)

Capital expenditures to real estate

 

 

(35,285

)

 

 

(28,679

)

Non-real estate capital additions

 

 

(971

)

 

 

(589

)

Interest capitalized for real estate and unconsolidated entities under development

 

 

(1,017

)

 

 

(3,769

)

Investments in unconsolidated entities – other

 

 

(24,897

)

 

 

(2,378

)

Distributions from unconsolidated entities – return of capital

 

 

9

 

 

 

4

 

Purchase of investment securities and other investments

 

 

(1,009

)

 

 

(26,335

)

Proceeds from sale of investment securities

 

 

3,434

 

 

 

 

Net cash provided by (used for) investing activities

 

 

(197,037

)

 

 

(126,345

)

 

See accompanying notes

5


 

 

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Amounts in thousands)

(Unaudited)

 

 

 

Quarter Ended March 31,

 

 

 

2022

 

 

2021

 

CASH FLOWS FROM FINANCING ACTIVITIES:

 

 

 

 

 

 

 

 

Debt financing costs

 

$

 

 

$

(318

)

Mortgage notes payable, net:

 

 

 

 

 

 

 

 

Proceeds

 

 

2,689

 

 

 

37,492

 

Lump sum payoffs

 

 

 

 

 

(59,880

)

Scheduled principal repayments

 

 

(1,933

)

 

 

(1,871

)

Line of credit and commercial paper:

 

 

 

 

 

 

 

 

Commercial paper proceeds

 

 

1,424,086

 

 

 

1,184,923

 

Commercial paper repayments

 

 

(1,609,121

)

 

 

(1,170,000

)

Finance ground lease principal payments

 

 

(140

)

 

 

(116

)

Proceeds from Employee Share Purchase Plan (ESPP)

 

 

969

 

 

 

1,731

 

Proceeds from exercise of options

 

 

14,344

 

 

 

22,882

 

Payment of offering costs

 

 

(114

)

 

 

 

Contributions – Noncontrolling Interests – Partially Owned Properties

 

 

446

 

 

 

 

Contributions – Noncontrolling Interests – Operating Partnership

 

 

1

 

 

 

 

Distributions:

 

 

 

 

 

 

 

 

Common Shares

 

 

(226,639

)

 

 

(224,308

)

Preferred Shares

 

 

(772

)

 

 

(773

)

Noncontrolling Interests – Operating Partnership

 

 

(7,535

)

 

 

(8,479

)

Noncontrolling Interests – Partially Owned Properties

 

 

(15,836

)

 

 

(2,883

)

Net cash provided by (used for) financing activities

 

 

(419,555

)

 

 

(221,600

)

Net increase (decrease) in cash and cash equivalents and restricted deposits

 

 

(248,536

)

 

 

(1,892

)

Cash and cash equivalents and restricted deposits, beginning of period

 

 

360,236

 

 

 

99,728

 

Cash and cash equivalents and restricted deposits, end of period

 

$

111,700

 

 

$

97,836

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents and restricted deposits, end of period

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

41,140

 

 

$

35,453

 

Restricted deposits

 

 

70,560

 

 

 

62,383

 

Total cash and cash equivalents and restricted deposits, end of period

 

$

111,700

 

 

$

97,836

 

 

See accompanying notes

6


 

 

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(Amounts in thousands)

(Unaudited)

 

 

 

Quarter Ended March 31,

 

 

 

2022

 

 

2021

 

SUPPLEMENTAL INFORMATION:

 

 

 

 

 

 

 

 

Cash paid for interest, net of amounts capitalized

 

$

81,391

 

 

$

74,058

 

Net cash paid (received) for income and other taxes

 

$

350

 

 

$

752

 

Amortization of deferred financing costs:

 

 

 

 

 

 

 

 

Investment in real estate, net

 

$

(127

)

 

$

(60

)

Other assets

 

$

585

 

 

$

585

 

Mortgage notes payable, net

 

$

557

 

 

$

703

 

Notes, net

 

$

1,062

 

 

$

957

 

Amortization of discounts and premiums on debt:

 

 

 

 

 

 

 

 

Mortgage notes payable, net

 

$

685

 

 

$

684

 

Notes, net

 

$

673

 

 

$

610

 

Amortization of deferred settlements on derivative instruments:

 

 

 

 

 

 

 

 

Other liabilities

 

$

(3

)

 

$

(2

)

Accumulated other comprehensive income

 

$

2,425

 

 

$

2,303

 

Write-off of pursuit costs:

 

 

 

 

 

 

 

 

Investment in real estate, net

 

$

375

 

 

$

1,209

 

Investments in unconsolidated entities

 

$

1,070

 

 

$

 

Other assets

 

$

18

 

 

$

114

 

Accounts payable and accrued expenses

 

$

 

 

$

8

 

(Income) loss from investments in unconsolidated entities:

 

 

 

 

 

 

 

 

Investments in unconsolidated entities

 

$

946

 

 

$

1,282

 

Other liabilities

 

$

315

 

 

$

329

 

Interest capitalized for real estate and unconsolidated entities under development:

 

 

 

 

 

 

 

 

Investment in real estate, net

 

$

(307

)

 

$

(3,769

)

Investments in unconsolidated entities

 

$

(710

)

 

$

 

Investments in unconsolidated entities – other:

 

 

 

 

 

 

 

 

Investments in unconsolidated entities

 

$

(24,897

)

 

$

(1,778

)

Other liabilities

 

$

 

 

$

(600

)

Debt financing costs:

 

 

 

 

 

 

 

 

Mortgage notes payable, net

 

$

 

 

$

(318

)

Right-of-use assets and lease liabilities initial measurement and reclassifications:

 

 

 

 

 

 

 

 

Right-of-use assets

 

$

 

 

$

11,308

 

Lease liabilities

 

$

 

 

$

(11,308

)

Non-cash share distribution from unconsolidated entities:

 

 

 

 

 

 

 

 

Investments in unconsolidated entities

 

$

859

 

 

$

 

Other assets

 

$

(859

)

 

$

 

 

See accompanying notes

7


 

 

EQUITY RESIDENTIAL

CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

(Amounts in thousands except per share data)

(Unaudited)

 

 

 

Quarter Ended March 31,

 

 

 

2022

 

 

2021

 

SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

PREFERRED SHARES

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

37,280

 

 

$

37,280

 

Balance, end of period

 

$

37,280

 

 

$

37,280

 

COMMON SHARES, $0.01 PAR VALUE

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

3,755

 

 

$

3,723

 

Exercise of share options

 

 

3

 

 

 

5

 

Share-based employee compensation expense:

 

 

 

 

 

 

 

 

Restricted shares

 

 

2

 

 

 

1

 

Balance, end of period

 

$

3,760

 

 

$

3,729

 

PAID IN CAPITAL

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

9,121,122

 

 

$

9,128,599

 

Common Share Issuance:

 

 

 

 

 

 

 

 

Conversion of OP Units into Common Shares

 

 

174

 

 

 

 

Exercise of share options

 

 

14,341

 

 

 

22,877

 

Employee Share Purchase Plan (ESPP)

 

 

969

 

 

 

1,731

 

Share-based employee compensation expense:

 

 

 

 

 

 

 

 

Restricted shares

 

 

3,609

 

 

 

2,273

 

Share options

 

 

876

 

 

 

988

 

ESPP discount

 

 

171

 

 

 

444

 

Offering costs

 

 

(114

)

 

 

 

Supplemental Executive Retirement Plan (SERP)

 

 

(163

)

 

 

(1,229

)

Change in market value of Redeemable Noncontrolling Interests – Operating Partnership

 

 

939

 

 

 

(72,956

)

Adjustment for Noncontrolling Interests ownership in Operating Partnership

 

 

1,045

 

 

 

619

 

Balance, end of period

 

$

9,142,969

 

 

$

9,083,346

 

RETAINED EARNINGS

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

1,827,063

 

 

$

1,399,715

 

Net income attributable to controlling interests

 

 

70,765

 

 

 

57,539

 

Common Share distributions

 

 

(235,351

)

 

 

(224,673

)

Preferred Share distributions

 

 

(772

)

 

 

(773

)

Balance, end of period

 

$

1,661,705

 

 

$

1,231,808

 

ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

 

 

 

 

 

 

 

 

Balance, beginning of period

 

$

(34,272

)

 

$

(43,666

)

Accumulated other comprehensive income (loss) – derivative instruments:

 

 

 

 

 

 

 

 

Losses reclassified into earnings from other comprehensive income

 

 

2,425

 

 

 

2,303

 

Balance, end of period

 

$

(31,847

)

 

$

(41,363

)