UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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☒ |
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended September 30, 2019
OR
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☐ |
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: 000-24843
AMERICA FIRST MULTIFAMILY INVESTORS, L.P.
(Exact name of registrant as specified in its charter)
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Delaware |
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47-0810385 |
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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1004 Farnam Street, Suite 400, Omaha, Nebraska |
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68102 |
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(Address of principal executive offices) |
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(Zip Code) |
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(402) 444-1630 |
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(Registrant’s telephone number, including area code)
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N/A |
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(Former name, former address and former fiscal year, if changed since last report) |
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Securities registered pursuant to Section 12(b) of the Act:
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Title of each class |
Trading Symbol(s) |
Name of each exchange on which registered |
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Beneficial Unit Certificates representing assignments of limited partnership interests in America First Multifamily Investors, L.P. |
ATAX |
The NASDAQ Stock Market, LLC |
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. 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). 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.
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Large accelerated filer |
☐ |
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Accelerated filer |
☒ |
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Non- accelerated filer |
☐ |
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Smaller reporting company |
☒ |
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Emerging growth company |
☐ |
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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 ☐ NO ☒
As of September 30, 2019, the registrant had 60,835,204 Beneficial Unit Certificates representing assignments of limited partnership interests in America First Multifamily Investors, L.P. outstanding.
PART I – FINANCIAL INFORMATION
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4 |
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4 |
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5 |
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6 |
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7 |
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9 |
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10 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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42 |
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62 |
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64 |
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PART II – OTHER INFORMATION |
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65 |
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66 |
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68 |
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This report (including, but not limited to, the information contained in “Management’s Discussion and Analysis of Financial Condition and Results of Operations”) contains forward-looking statements. All statements other than statements of historical facts contained in this report, including statements regarding our future results of operations and financial position, business strategy and plans and objectives of management for future operations, are forward-looking statements. When used, statements which are not historical in nature, including those containing words such as “anticipate,” “estimate,” “should,” “expect,” “believe,” “intend,” and similar expressions, are intended to identify forward-looking statements. We have based forward-looking statements largely on our current expectations and projections about future events and financial trends that we believe may affect our business, financial condition and results of operations. This report also contains estimates and other statistical data made by independent parties and by us relating to market size and growth and other industry data. This data involves several assumptions and limitations, and you are cautioned not to give undue weight to such estimates. We have not independently verified the statistical and other industry data generated by independent parties which are contained in this report and, accordingly, we cannot guarantee their accuracy or completeness.
These forward-looking statements are subject, but not limited, to various risks and uncertainties, including those relating to:
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• |
current maturities of our financing arrangements and our ability to renew or refinance such financing arrangements; |
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• |
defaults on the mortgage loans securing our mortgage revenue bonds (“MRBs”); |
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• |
the competitive environment in which we operate; |
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• |
risks associated with investing in multifamily and student residential properties and commercial properties, including changes in business conditions and the general economy; |
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• |
changes in interest rates; |
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• |
our ability to use borrowings or obtain capital to finance our assets; |
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• |
local, regional, national and international economic and credit market conditions; |
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• |
recapture of previously issued Low Income Housing Tax Credits (“LIHTCs”) in accordance with Section 42 of the Internal Revenue Code; |
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• |
changes in the United States Department of Housing and Urban Development’s (“HUD”) Capital Fund Program; |
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• |
geographic concentration within the MRB portfolio held by the Partnership; |
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• |
appropriations risk related to the funding of federal housing programs, including HUD Section 8; and |
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• |
changes in the U.S. corporate tax code and other government regulations affecting our business. |
Other risks, uncertainties and factors could cause our actual results to differ materially from those projected in any forward-looking statements we make. We are not obligated to publicly update or revise any forward-looking statements, whether because of new information, future events or otherwise. In addition, projections, assumptions and estimates of our future performance and the future performance of the industry in which we operate are necessarily subject to a high degree of uncertainty and risk due to a variety of factors, including those described under the heading “Risk Factors” in Item 1A of America First Multifamily Investors, L.P.’s Annual Report on Form 10-K for the year ended December 31, 2018.
All references to “we,” “us,” “our” and the “Partnership” in this document mean America First Multifamily Investors, L.P. (“ATAX”), its wholly-owned subsidiaries and its consolidated variable interest entities.
PART I - FINANCIAL INFORMATION
AMERICA FIRST MULTIFAMILY INVESTORS, L.P.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
|
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September 30, 2019 |
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December 31, 2018 |
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Cash and cash equivalents |
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$ |
40,782,506 |
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$ |
32,001,925 |
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Restricted cash |
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|
570,990 |
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|
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1,266,686 |
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Interest receivable, net |
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|
7,927,509 |
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|
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7,011,839 |
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Mortgage revenue bonds held in trust, at fair value (Note 6) |
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747,157,387 |
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645,258,873 |
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Mortgage revenue bonds, at fair value (Note 6) |
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30,125,333 |
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86,894,562 |
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Public housing capital fund trust certificates, at fair value (Note 7) |
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44,684,506 |
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48,672,086 |
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Real estate assets: (Note 8) |
|
|
|
|
|
|
|
|
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Land and improvements |
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4,900,465 |
|
|
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4,971,665 |
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Buildings and improvements |
|
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72,003,079 |
|
|
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71,897,070 |
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Real estate assets before accumulated depreciation |
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76,903,544 |
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|
|
76,868,735 |
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Accumulated depreciation |
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(14,650,397 |
) |
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(12,272,387 |
) |
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Net real estate assets |
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62,253,147 |
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|
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64,596,348 |
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Investments in unconsolidated entities (Note 9) |
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87,059,995 |
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76,534,306 |
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Property loans, net of loan loss allowance (Note 10) |
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7,999,094 |
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15,961,012 |
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Other assets (Note 12) |
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|
4,940,703 |
|
|
|
4,515,609 |
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Total Assets |
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$ |
1,033,501,170 |
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$ |
982,713,246 |
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Liabilities: |
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Accounts payable, accrued expenses and other liabilities (Note 13) |
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$ |
9,592,950 |
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$ |
7,543,822 |
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Distribution payable |
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8,869,350 |
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7,576,167 |
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Unsecured lines of credit (Note 14) |
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13,200,000 |
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35,659,200 |
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Debt financing, net (Note 15) |
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538,812,130 |
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505,663,565 |
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Mortgages payable and other secured financing, net (Note 16) |
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27,049,871 |
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27,454,375 |
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Total Liabilities |
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597,524,301 |
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583,897,129 |
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Commitments and Contingencies (Note 18) |
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Redeemable Series A Preferred Units, approximately $94.5 million redemption value, 9.5 million issued and outstanding, net (Note 19) |
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94,377,414 |
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94,350,376 |
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Partnersʼ Capital: |
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General Partner (Note 1) |
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731,741 |
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344,590 |
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Beneficial Unit Certificates ("BUCs," Note 1) |
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340,867,714 |
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304,121,151 |
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Total Partnersʼ Capital |
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341,599,455 |
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304,465,741 |
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Total Liabilities and Partnersʼ Capital |
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$ |
1,033,501,170 |
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$ |
982,713,246 |
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The accompanying notes are an integral part of the condensed consolidated financial statements.
4
AMERICA FIRST MULTIFAMILY INVESTORS, L.P.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
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For the Three Months Ended September 30, |
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For the Nine Months Ended September 30, |
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2019 |
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2018 |
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2019 |
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2018 |
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Revenues: |
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Property revenues |
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$ |
1,974,546 |
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$ |
2,285,736 |
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$ |
6,002,971 |
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$ |
7,025,390 |
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Investment income |
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12,589,743 |
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12,733,013 |
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37,072,288 |
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38,360,534 |
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Contingent interest income |
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3,360 |
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|
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4,246,094 |
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3,045,462 |
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4,246,094 |
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Other interest income |
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206,625 |
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|
5,217,741 |
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|
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635,732 |
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|
|
7,019,465 |
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Other income |
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91,428 |
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|
|
1,518,531 |
|
|
|
120,181 |
|
|
|
1,592,831 |
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Total revenues |
|
|
14,865,702 |
|
|
|
26,001,115 |
|
|
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46,876,634 |
|
|
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58,244,314 |
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Expenses: |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Real estate operating (exclusive of items shown below) |
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|
1,381,909 |
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1,606,765 |
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3,477,983 |
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4,292,745 |
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Impairment of securities |
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- |
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|
309,958 |
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- |
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|
|
1,141,020 |
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Impairment charge on real estate assets |
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|
75,000 |
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150,000 |
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75,000 |
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|
150,000 |
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Depreciation and amortization |
|
|
743,503 |
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864,600 |
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|
|
2,384,115 |
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|
|
2,692,731 |
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Interest expense (Note 2) |
|
|
6,509,021 |
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|
|
6,394,683 |
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|
|
19,110,876 |
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|
|
18,091,314 |
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General and administrative |
|
|
6,992,528 |
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|
|
3,653,288 |
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|
|
12,267,917 |
|
|
|
9,506,258 |
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Total expenses |
|
|
15,701,961 |
|
|
|
12,979,294 |
|
|
|
37,315,891 |
|
|
|
35,874,068 |
|
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Other Income: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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Gain on sales of real estate assets, net |
|
|
- |
|
|
|
4,051,429 |
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|
|
- |
|
|
|
4,051,429 |
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|
Gain on sale of investment in an unconsolidated entity |
|
|
10,475,927 |
|
|
|
- |
|
|
|
10,475,927 |
|
|
|
- |
|
|
Income before income taxes |
|
|
9,639,668 |
|
|
|
17,073,250 |
|
|
|
20,036,670 |
|
|
|
26,421,675 |
|
|
Income tax benefit |
|
|
(68,235 |
) |
|
|
(809,805 |
) |
|
|
(9,236 |
) |
|
|
(803,805 |
) |
|
Net income |
|
|
9,707,903 |
|
|
|
17,883,055 |
|
|
|
20,045,906 |
|
|
|
27,225,480 |
|
|
Redeemable Series A Preferred Unit distributions and accretion |
|
|
(717,762 |
) |
|
|
(717,763 |
) |
|
|
(2,153,288 |
) |
|
|
(2,153,288 |
) |
|
Net income available to Partners |
|
$ |
8,990,141 |
|
|
$ |
17,165,292 |
|
|
$ |
17,892,618 |
|
|
$ |
25,072,192 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to Partners allocated to: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General Partner |
|
$ |
1,266,157 |
|
|
$ |
2,163,058 |
|
|
$ |
2,078,086 |
|
|
$ |
2,242,127 |
|
|
Limited Partners - BUCs |
|
|
7,695,468 |
|
|
|
14,933,260 |
|
|
|
15,719,693 |
|
|
|
22,662,993 |
|
|
Limited Partners - Restricted units |
|
|
28,516 |
|
|
|
68,974 |
|
|
|
94,839 |
|
|
|
167,072 |
|
|
|
|
$ |
8,990,141 |
|
|
$ |
17,165,292 |
|
|
$ |
17,892,618 |
|
|
$ |
25,072,192 |
|
|
BUC holders' interest in net income per BUC, basic and diluted |
|
$ |
0.13 |
|
|
$ |
0.25 |
|
|
$ |
0.26 |
|
|
$ |
0.38 |
|
|
Weighted average number of BUCs outstanding, basic |
|
|
60,519,542 |
|
|
|
59,907,123 |
|
|
|
60,457,299 |
|
|
|
59,989,585 |
|
|
Weighted average number of BUCs outstanding, diluted |
|
|
60,519,542 |
|
|
|
59,907,123 |
|
|
|
60,457,299 |
|
|
|
59,989,585 |
|
The accompanying notes are an integral part of the condensed consolidated financial statements.
5
AMERICA FIRST MULTIFAMILY INVESTORS, L.P.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(UNAUDITED)
|
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|
For the Three Months Ended September 30, |
|
|
For the Nine Months Ended September 30, |
|
||||||||||
|
|
|
2019 |
|
|
2018 |
|
|
2019 |
|
|
2018 |
|
||||
|
Net income |
|
$ |
9,707,903 |
|
|
$ |
17,883,055 |
|
|
$ |
20,045,906 |
|
|
$ |
27,225,480 |
|
|
Reversal of net unrealized losses on securities with other-than-temporary impairment |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
525,446 |
|
|
Unrealized gain (loss) on securities |
|
|
19,048,316 |
|
|
|
(6,744,509 |
) |
|
|
42,112,324 |
|
|
|
(24,097,818 |
) |
|
Unrealized gain (loss) on bond purchase commitments |
|
|
- |
|
|
|
51,760 |
|
|
|
- |
|
|
|
(1,956,095 |
) |
|
Comprehensive income |
|
|
28,756,219 |
|
|
|
11,190,306 |
|
|
|
62,158,230 |
|
|
|
1,697,013 |
|
The accompanying notes are an integral part of the condensed consolidated financial statements.
6
AMERICA FIRST MULTIFAMILY INVESTORS, L.P.
CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS’ CAPITAL
(UNAUDITED)
|
|
|
General Partner |
|
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# of BUCs - Restricted and Unrestricted |
|
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BUCs - Restricted and Unrestricted |
|
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Total |
|
|
Accumulated Other Comprehensive Income (Loss) |
|
|||||
|
|
$ |
344,590 |
|
|
|
60,691,467 |
|
|
$ |
304,121,151 |
|
|
$ |
304,465,741 |
|
|
$ |
58,978,042 |
|
|
|
Cumulative effect of accounting change (Note 2) |
|
|
(2 |
) |
|
|
- |
|
|
|
(210 |
) |
|
|
(212 |
) |
|
|
- |
|
|
Distributions paid or accrued ($0.125 per BUC): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regular distribution |
|
|
(53,812 |
) |
|
|
- |
|
|
|
(5,327,357 |
) |
|
|
(5,381,169 |
) |
|
|
- |
|
|
Distribution of Tier 2 income (Note 3) |
|
|
(753,025 |
) |
|
|
- |
|
|
|
(2,259,077 |
) |
|
|
(3,012,102 |
) |
|
|
- |
|
|
Net income allocable to Partners |
|
|
780,245 |
|
|
|
- |
|
|
|
4,953,805 |
|
|
|
5,734,050 |
|
|
|
- |
|
|
Restricted unit compensation expense |
|
|
1,842 |
|
|
|
- |
|
|
|
182,342 |
|
|
|
184,184 |
|
|
|
- |
|
|
Unrealized gain on securities |
|
|
81,439 |
|
|
|
- |
|
|
|
8,062,488 |
|
|
|
8,143,927 |
|
|
|
8,143,927 |
|
|
Balance as of March 31, 2019 |
|
|
401,277 |
|
|
|
60,691,467 |
|
|
|
309,733,142 |
|
|
|
310,134,419 |
|
|
|
67,121,969 |
|
|
Distributions paid or accrued ($0.125 per BUC): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regular distribution |
|
|
(76,631 |
) |
|
|
- |
|
|
|
(7,586,433 |
) |
|
|
(7,663,064 |
) |
|
|
- |
|
|
Net income allocable to Partners |
|
|
31,684 |
|
|
|
- |
|
|
|
3,136,743 |
|
|
|
3,168,427 |
|
|
|
- |
|
|
Restricted unit compensation expense |
|
|
1,862 |
|
|
|
- |
|
|
|
184,368 |
|
|
|
186,230 |
|
|
|
- |
|
|
Unrealized gain on securities |
|
|
149,201 |
|
|
|
- |
|
|
|
14,770,880 |
|
|
|
14,920,081 |
|
|
|
14,920,081 |
|
|
Balance as of June 30, 2019 |
|
|
507,393 |
|
|
|
60,691,467 |
|
|
|
320,238,700 |
|
|
|
320,746,093 |
|
|
|
82,042,050 |
|
|
Distributions paid or accrued ($0.125 per BUC): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Distribution of Tier 2 income (Note 3) |
|
|
(1,264,949 |
) |
|
|
- |
|
|
|
(3,794,847 |
) |
|
|
(5,059,796 |
) |
|
|
- |
|
|
Distribution of Tier 3 income (Note 3) |
|
|
- |
|
|
|
- |
|
|
|
(3,809,553 |
) |
|
|
(3,809,553 |
) |
|
|
- |
|
|
Net income allocable to Partners |
|
|
1,266,157 |
|
|
|
- |
|
|
|
7,723,984 |
|
|
|
8,990,141 |
|
|
|
- |
|
|
Restricted units awarded |
|
|
- |
|
|
|
353,197 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
Restricted unit compensation expense |
|
|
32,657 |
|
|
|
- |
|
|
|
3,233,020 |
|
|
|
3,265,677 |
|
|
|
- |
|
|
BUCs surrendered to pay tax withholding on vested restricted units |
|
|
- |
|
|
|
(209,460 |
) |
|
|
(1,581,423 |
) |
|
|
(1,581,423 |
) |
|
|
- |
|
|
Unrealized gain on securities |
|
|
190,483 |
|
|
|
- |
|
|
|
18,857,833 |
|
|
|
19,048,316 |
|
|
|
19,048,316 |
|
|
Balance as of September 30, 2019 |
|
$ |
731,741 |
|
|
|
60,835,204 |
|
|
$ |
340,867,714 |
|
|
$ |
341,599,455 |
|
|
$ |
101,090,366 |
|
7
|
|
|
General Partner |
|
|
# of BUCs - Restricted and Unrestricted |
|
|
BUCs - Restricted and Unrestricted |
|
|
Total |
|
|
Accumulated Other Comprehensive Income (Loss) |
|
|||||
|
|
$ |
437,256 |
|
|
|
60,373,674 |
|
|
$ |
313,403,014 |
|
|
$ |
313,840,270 |
|
|
$ |
75,623,830 |
|
|
|
Cumulative effect of accounting change |
|
|
(2,169 |
) |
|
|
- |
|
|
|
(214,779 |
) |
|
|
(216,948 |
) |
|
|
- |
|
|
Distributions paid or accrued ($0.125 per BUC): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regular distribution |
|
|
(76,329 |
) |
|
|
- |
|
|
|
(7,556,616 |
) |
|
|
(7,632,945 |
) |
|
|
- |
|
|
Net income allocable to Partners |
|
|
52,865 |
|
|
|
- |
|
|
|
5,233,676 |
|
|
|
5,286,541 |
|
|
|
- |
|
|
Sale of BUCs, net of issuance costs |
|
|
- |
|
|
|
38,617 |
|
|
|
192,310 |
|
|
|
192,310 |
|
|
|
- |
|
|
Repurchase of BUCs |
|
|
- |
|
|
|
(198,465 |
) |
|
|
(1,256,654 |
) |
|
|
(1,256,654 |
) |
|
|
- |
|
|
Restricted units awarded |
|
|
- |
|
|
|
239,102 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
Restricted units compensation expense |
|
|
2,066 |
|
|
|
- |
|
|
|
204,570 |
|
|
|
206,636 |
|
|
|
- |
|
|
Unrealized loss on securities |
|
|
(218,749 |
) |
|
|
- |
|
|
|
(21,656,127 |
) |
|
|
(21,874,876 |
) |
|
|
(21,874,876 |
) |
|
Unrealized loss on bond purchase commitments |
|
|
(9,751 |
) |
|
|
- |
|
|
|
(965,316 |
) |
|
|
(975,067 |
) |
|
|
(975,067 |
) |
|
Balance as of March 31, 2018 |
|
|
185,189 |
|
|
|
60,452,928 |
|
|
|
287,384,078 |
|
|
|
287,569,267 |
|
|
|
52,773,887 |
|
|
Distributions paid or accrued ($0.125 per BUC): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regular distribution |
|
|
(76,330 |
) |
|
|
- |
|
|
|
(7,556,616 |
) |
|
|
(7,632,946 |
) |
|
|
- |
|
|
Net income allocable to Partners |
|
|
26,204 |
|
|
|
- |
|
|
|
2,594,155 |
|
|
|
2,620,359 |
|
|
|
- |
|
|
Repurchase of BUCs |
|
|
- |
|
|
|
(70,110 |
) |
|
|
(440,959 |
) |
|
|
(440,959 |
) |
|
|
- |
|
|
Restricted units awarded |
|
|
- |
|
|
|
70,110 |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
Restricted units compensation expense |
|
|
5,436 |
|
|
|
- |
|
|
|
538,085 |
|
|
|
543,521 |
|
|
|
- |
|
|
Unrealized gain on securities |
|
|
45,216 |
|
|
|
- |
|
|
|
4,476,351 |
|
|
|
4,521,567 |
|
|
|
4,065,221 |
|
|
Unrealized loss on bond purchase commitments |
|
|
(10,328 |
) |
|
|
- |
|
|
|
(1,022,460 |
) |
|
|
(1,032,788 |
) |
|
|
(1,032,788 |
) |
|
Reversal of net unrealized loss on securities with other-than-temporary impairment |
|
|
5,254 |
|
|
|
- |
|
|
|
520,192 |
|
|
|
525,446 |
|
|
|
981,792 |
|
|
Balance as of June 30, 2018 |
|
|
180,641 |
|
|
|
60,452,928 |
|
|
|
286,492,826 |
|
|
|
286,673,467 |
|
|
|
56,788,112 |
|
|
Distributions paid or accrued ($0.125 per BUC): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Regular distribution |
|
|
(13,554 |
) |
|
|
- |
|
|
|
(1,341,891 |
) |
|
|
(1,355,445 |
) |
|
|
- |
|
|
Distribution of Tier 2 income (Note 3) |
|
|
(2,074,381 |
) |
|
|
|
|
|
|
(6,223,142 |
) |
|
|
(8,297,523 |
) |
|
|
|
|
|
Net income allocable to Partners |
|
|
2,163,058 |
|
|
|
- |
|
|
|
15,002,234 |
|
|
|
17,165,292 |
|
|
|
- |
|
|
Sale of BUCs, net of issuance costs |
|
|
- |
|
|
|
67,333 |
|
|
|
383,990 |
|
|
|
383,990 |
|
|
|
- |
|
|
Restricted units compensation expense |
|
|
6,222 |
|
|
|
- |
|
|
|
616,005 |
|
|
|
622,227 |
|
|
|
- |
|
|
Unrealized loss on securities |
|
|
(67,445 |
) |
|
|
- |
|
|
|
(6,677,064 |
) |
|
|
(6,744,509 |
) |
|
|
(6,288,163 |
) |
|
Unrealized gain on bond purchase commitments |
|
|
518 |
|
|
|
- |
|
|
|
51,242 |
|
|
|
51,760 |
|
|
|
51,760 |
|
|
Reversal of net unrealized loss on securities with other-than-temporary impairment |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(456,346 |
) |
|
Balance as of September 30, 2018 |
|
$ |
195,059 |
|
|
|
60,520,261 |
|
|
$ |
288,304,200 |
|
|
$ |
288,499,259 |
|
|
$ |
50,095,363 |
|
The accompanying notes are an integral part of the condensed consolidated financial statements.
8
AMERICA FIRST MULTIFAMILY INVESTORS, L.P.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
|
|
|
For the Nine Months Ended September 30, |
|
|||||
|
|
|
2019 |
|
|
2018 |
|
||
|
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
20,045,906 |
|
|
$ |
27,225,480 |
|
|
Adjustments to reconcile net income to net cash provided by operating activities: |
|
|
|
|
|
|
|
|
|
Depreciation and amortization expense |
|
|
2,384,115 |
|
|
|
2,692,731 |
|
|
Gain on sale of real estate assets, net |
|
|
- |
|
|
|
(4,051,429 |
) |
|
Gain on sale of investment in an unconsolidated entity |
|
|
(10,475,927 |
) |
|
|
- |
|
|
Contingent interest realized on investing activities |
|
|
(3,045,462 |
) |
|
|
(4,246,094 |
) |
|
Impairment of securities |
|
|
- |
|
|
|
1,141,020 |
|
|
Impairment charge on real estate assets |
|
|
75,000 |
|
|
|
150,000 |
|
|
Loss (gain) on derivatives, net of cash paid |
|
|
574,028 |
|
|
|
(1,266,808 |
) |
|
Restricted unit compensation expense |
|
|
3,636,091 |
|
|
|
1,372,384 |
|
|
Bond premium/discount amortization |
|
|
(106,114 |
) |
|
|
(50,839 |
) |
|
Debt premium amortization |
|
|
(8,410 |
) |
|
|
- |
|
|
Amortization of deferred financing costs |
|
|
1,476,463 |
|
|
|
1,304,879 |
|
|
Deferred income tax expense (benefit) & income tax payable/receivable |
|
|
100,804 |
|
|
|
(840,871 |
) |
|
Change in preferred return receivable from unconsolidated entities, net |
|
|
(1,935,286 |
) |
|
|
(2,642,634 |
) |
|
Changes in operating assets and liabilities |
|
|
|
|
|
|
|
|
|
Increase in interest receivable |
|
|
(915,670 |
) |
|
|
(1,395,660 |
) |
|
(Increase) decrease in other assets |
|
|
694,925 |
|
|
|
(921,756 |
) |
|
Increase (decrease) in accounts payable and accrued expenses |
|
|
327,188 |
|
|
|
(473,415 |
) |
|
Net cash provided by operating activities |
|
|
12,827,651 |
|
|
|
17,996,988 |
|
|
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
Capital expenditures |
|
|
(88,110 |
) |
|
|
(496,336 |
) |
|
Proceeds from sale of MF Properties |
|
|
- |
|
|
|||