Mid-America Apartment Communities
Annual Report 2005

Plain-text annual report

2 0 0 5 A nnu al Re p o r t Mid-America Apartment Communities, Inc. Mid-America Apartment Communities, Inc. (NYSE: MAA) is a publicly traded real estate investment trust which owned or had an ownership interest in 132 multifamily apartment communities with 38,227 apartment homes throughout the Sunbelt region of the United States at year end. TRANSFORMING INNOVATIVE HIGH PERFORMER STRONG OPERATOR RESPONSIBLE DISCIPLINED GROWTH ORIENTED © 2005 Trey Clark GROWING FROM TWENTY-TWO APARTMENT COMMUNITIES IN 1994 TO SIX TIMES THAT NUMBER TODAY, MID-AMERICA APARTMENT COMMUNITIES HAS DELIVERED TOP-TIER PERFORMANCE FOR SHAREHOLDERS. AS LEASING CONDITIONS FOR APARTMENT HOUSING CYCLES TOWARDS A RAPIDLY IMPROVING PHASE, MID-AMERICA IS WELL POSITIONED TO CAPTURE EXCITING VALUE GROWTH FROM OUR EXISTING PROPERTIES, AS WELL AS NEW VALUE GROWTH FROM A STEADY AND CAREFUL EXPANSION OF OUR PORTFOLIO. WE’RE EXCITED. WITH A PROUD HISTORY OF ACCOMPLISHMENT FOR SHAREHOLDERS, LET US TELL YOU MORE ABOUT WHY WE BELIEVE THE BEST IS YET TO COME. Mid-America Apartment Communities, Inc. TOP-TIER PERFORMANCE FOR SHAREHOLDERS © 2005 Jeffrey Jacobs Photography Whether considering one-year, three-year, five-year or longer investment horizons, Mid-America’s total shareholder return has been in the very top-tier of apartment REITs. Through a disciplined investment program and strong operating practices, Mid-America shareholders have captured an annual compounded total return of 17% since the IPO in early 1994. Mid-America’s unique investment strategy and strong operating skills generate steady performance, disciplined growth and a solid dividend. TOTAL SHAREHOLDER RETURN IN 2005 WAS 24.8% page 2/3 Mid-America Apartment Communities, Inc. A FOUNDATION IN HIGH-QUALITY REAL ESTATE © 2005 Jeffrey Jacobs Photography Mid-America’s focus on high quality properties, diversified across markets in the robust growth Sunbelt region of the country, provides the foundation for top-tier performance. The company’s portfolio of high curb-appeal properties captured another year of strong recognition and awards from various industry and civic organizations during 2005. Mid-America has remained committed to maintaining the quality of its portfolio through steady capital improvements and as a result is poised to capture significant revenue growth over the next few years. MID-AMERICA PROPERTIES RECEIVED OVER 40 AWARDS IN 2005 page 4/5 Mid-America Apartment Communities, Inc. INNOVATIVE USES OF TECHNOLOGY © 2005 Jeffrey Jacobs Photography Mid-America has significantly enhanced its operating platform over the last two years through implementation of a new web-based operating system that will drive a higher level of performance in property, asset and portfolio management. The new operating system supports real time pricing, more opportunistic revenue decisions at each property, drives more efficiencies into inventory management practices and enables a higher level of support and oversight by Asset Management operations. INTERNET-BASED LEASING WAS UP 6% IN 2005 page 6/7 Mid-America Apartment Communities, Inc. POSITIONED FOR NEW VALUE GROWTH © 2005 Jeffrey Jacobs Photography As the demand for high quality apartment housing in the Sunbelt region grows, Mid- America is poised to capture not only exciting levels of value growth from existing properties, but from new acquisitions as well. Value growth from existing properties is expected to accelerate as leasing conditions improve and the extensive improvements to the operating systems take affect. Additionally, renovation projects underway, including upgrades to kitchens and baths at a number of existing properties, will expand their value and drive higher FFO growth. Mid-America’s acquisition program has been expanded and the opportunities for new growth are accelerating. New growth captured through Mid-America’s well developed and tested investment program will deliver new value growth in the years to come. NEARLY $130 MILLION IN ACQUISITIONS SINCE 2004 page 8/9 Mid-America Apartment Communities, Inc. TO MY FELLOW SHAREHOLDERS We had a terrific year of progress in 2005… • Funds from operations (“FFO”) were $3.20 per common share/ unit, a record high performance for our company, • Same store growth in net operating income was 4.7%; the best performance for Mid-America since 1995, • We added just over $100 million of high-end properties, in strong growth markets, to our real estate portfolio, • A new web-based property management system is creating new tools and performance capabilities; enabling Mid-America associates to provide more responsive services to our residents and in turn create higher value for our properties, • Mid-America’s balance sheet strengthened with leverage decreasing 190 basis points, • Our Board of Directors voted to increase the quarterly dividend in October to 59.5 cents per share, an annual rate of $2.38 per share, and • Mid-America shareholders captured a 24.8% total return on their investment during 2005, compared to an average for the apartment REIT sector of 14.8%. Progress continues and performance has been good. But more excit- ing to us is that with leasing conditions improving and a number of enhancements to our operating capabilities now in place, we believe the best is yet to come for Mid-America’s residents, employees and shareholders. Over the next few years the apartment business is poised to capture very exciting performance. The significant trend up in home owner- ship over the last few years is slowing, job growth in the economy is expected to remain strong and construction costs have risen considerably, all driving more value into existing properties. The very significant “echo boom” generation that will be entering the work force over the next few years will continue to drive higher levels of demand for apartment housing, especially in the Sunbelt states which are attracting growing migration and immigration. All of these variables will have a very positive impact on the apart- ment business and particularly Mid-America’s portfolio of upscale properties. Being strategically diversified across large, mid-sized and small tier markets, across this high demand Sunbelt region, our properties are poised to capture the benefits from these positive trends. While we are excited about the changes that are underway, let me note a couple of things that are not going to change. First, we will remain focused on our existing properties and protecting the significant value we have created for our shareholders. “Minding the store” is a message that has always defined our culture. Protecting and enhancing existing value is a priority. As we look to create new value by growing the company, we will also remain very committed to the investment disciplines that have guided us for years. We will only deploy investment capital in situations where we believe that, based on realistic underwriting, we will capture the amount of investment return that our shareholders expect. Growth for growth’s sake is a recipe for disaster and a strategy we don’t buy into. I am really excited and proud of the innovations that our Mid-America associates have introduced to the operating and management sys- tems over the last couple of years. Various programs and processes aimed at tighter inventory management designed to drive more productivity in refurbishing apartments, leasing and new resident move-in will yield lower vacancy loss and expense associated with resident turnover. Our use of the internet as a tool for attracting prospective new residents, qualifying and approving their applica- tions and securing their lease is growing. With market conditions improving, the time is right to step up efforts at repositioning a number of properties for better than market rental growth. Our unit interior renovation project is expected to begin a significant upgrade at 17 of our properties this year and set the stage for much more robust rent growth from the portfolio. A stronger operating platform, coupled with improving market conditions set the stage for solid internal FFO growth. In addition to improving FFO growth from our existing properties, we believe that Mid-America is poised to capture higher levels of new FFO growth from a steady expansion of our portfolio. Our acquisi- tion pipeline is high and we remain very busy in evaluating new property acquisitions. In addition to growth captured by acquiring established properties, we will also be starting development on three construction projects in 2006 that we expect to deliver very attractive investment returns. We will remain focused on capturing the bulk of our new growth through opportunistically acquiring existing operating properties, but expect to supplement this growth with selective opportunities to develop new units when we can do so with superior investment returns. Mid-America’s management team is stable and one of the best in the business. The average tenure at Mid-America of our management team at the vice-president level and above is close to 11 years. Being in a service business, especially since the serv- ice and product we supply is an apartment home, our Mid-America associates… particularly the folks working directly on our properties…make all the difference and are a key reason for our top-tier performance for shareholders. We are fortunate to be supported by a very strong Board of Directors who are also a key component of our success and I am very appreciative of their guidance. Thank you for your trust and confidence in our team. Very truly yours, H. Eric Bolton, Jr. Chairman and CEO H. ERIC BOLTON, JR. CHAIRMAN AND CHIEF EXECUTIVE OFFICER page 10/11 Mid-America Apartment Communities, Inc. ww 2 0 0 5 F I N A N C I A L H I G H L I G H T S (Dollars and shares in thousands, except per share data) Net income Preferred dividend distribution Premiums and original issuance costs associated with the redemption of preferred stock(1) Net income (loss) available for common shareholders Depreciation real estate assets Net gain on insurance and other settlement proceeds Gain on disposition within unconsolidated entities Net loss (gain) on insurance and other settlement proceeds of discontinued operations Depreciation real estate assets of discontinued operations Gain on sale of discontinued operations Depreciation real estate assets of unconsolidated entities Minority interest in operating partnership income Funds from operations Weighted average shares, diluted(2) Net income (loss) available for common shareholders, diluted(2) Weighted average shares and units, diluted Funds from operations per share and unit, diluted Funds from operations before premiums and original issuance costs associated with the redemption of preferred stock per share and unit, diluted Dividends per share Real estate owned, at cost Capital improvements in progress Investments in and advances to real estate joint ventures Total debt Shareholders’ equity and minority interest Market capitalization, shares and units(3) Number of properties, including ownership interest and held for sale Number of apartment units, including ownership interest and held for sale Years Ended December 31, 2005 2004 $ 19,744 (14,329) $ 25,198 (14,825) $ — — 5,415 73,704 (749) (3,034) 25 — — 482 1,571 10,373 67,302 (2,683) (3,249) (526) 681 (5,825) 1,688 2,264 2003 20,206 (15,419) (5,987) (1,200) 56,701 (2,860) — (82) 1,022 (1,919) 2,345 1,360 $ 77,414 $ 70,025 $ 55,367 21,607 0.25 24,227 3.20 $ $ 3.20 $ $ 2.35 $ 1,987,853 4,175 $ $ 4,182 $ 1,140,046 $ 392,324 $ 1,358,725 132 38,227 20,652 0.50 23,316 3.00 $ $ 3.00 $ $ 2.34 $ 1,862,850 6,519 $ $ 14,143 $ 1,083,473 $ 378,701 $ 1,145,183 132 37,904 18,374 (0.07) 21,354 2.59 $ $ 2.87 $ $ 2.34 $ 1,695,111 7,335 $ $ 12,620 $ 951,941 $ 383,313 $ 939,581 127 35,734 (1) Original issuance costs represent non-cash charges. (2) For periods where the company reported a net loss available for common shareholders, the effect of dilutive shares has been excluded from net loss available for common shareholders per common share computations as including such shares would be anti-dilutive. (3) Market capitalization includes all series of preferred shares (value based on $25 per share liquidation preference) regardless of classification on balance sheet, common shares and partnership units (value based on common stock equivalency). Annualized Common Total Shareholder Returns (at December 30, 2005) 34.6% 24.8% 26.7% 25.5% 14.8% 15.6% 17.3% 15.3% P E E R A V G . M A A P E E R A V G . M A A P E E R A V G . M A A P E E R A V G . M A A 2005 3-YEAR 5-YEAR SINCE IPO Peer Weighted Averages taken from Morgan Stanley’s Real Estate Investment Trusts 2005 Year-End Statistical Supplement Annual dividends paid per common share Annulized Dividends Paid Per Common Share $2.30 $2.32 $2.34 $2.34 $2.34 $2.34 $2.35 $2.20 $2.14 $2.00 $2.04 2.5 2.0 1.5 1.0 0.5 0.0 $1.21 2.5 2.0 1.5 1.0 5 0 94 95 96 97 98 99 00 01 02 03 04 05 * Febuary 4, 1994 (formation of REIT) through December 31, 1994 * 4 9 9 1 5 9 9 1 6 9 9 1 7 9 9 1 8 9 9 1 9 9 9 1 0 0 0 2 1 0 0 2 2 0 0 2 3 0 0 2 4 0 0 2 5 0 0 2 * Febuary 4, 1994 (formation of REIT) through December 31, 1994 Annualized Common total Shareholder Returns (dec 2005) Alabama Arkansas 35 30 25 20 15 10 5 0 Florida Georgia Kentucky Mississippi North Carolina S O U T H E A S T R E G I O N A L F O C U S Ohio South Carolina Tennessee Texas Virginia MAA peer avg 2005 MAA peer avg MAA peer avg MAA peer avg 3-YEAR 5-YEAR since IPO Peer Weighted Averages taken from Morgan Stanley’s Real Estate Investment Trusts 2005 Year-End Statistical Supplement Represents cities where Mid-America owns communities. Represents cities where Mid-America has regional offices. page 12/13 Mid-America Apartment Communities, Inc. C O N S O L I D A T E D S T A T E M E N T S O F O P E R A T I O N S (Dollars in thousands, except per share data) Operating revenues: Rental revenues Other property revenues Total property revenues Management fee income Total operating revenues Property operating expenses: Personnel Building repairs and maintenance Real estate taxes and insurance Utilities Landscaping Other operating Depreciation Total property operating expenses Property management expenses General and administrative expenses Income from continuing operations before non-operating items Interest and other non-property income Interest expense (Loss) gain on debt extinguishment Amortization of deferred financing costs Minority interest in operating partnership income Income (loss) from investments in unconsolidated entities Incentive fee from unconsolidated entity Net gain on insurance and other settlement proceeds Gain on sale of non-depreciable assets Gain on disposition within unconsolidated entities Income from continuing operations Years ended December 31, 2005 2004 2003 $285,965 11,165 $257,265 9,937 $227,541 8,399 297,130 325 267,202 582 235,940 822 297,455 267,784 236,762 35,771 11,097 37,677 16,749 7,978 14,444 75,050 198,766 11,871 10,354 76,464 498 (58,751) (409) (2,011) (1,571) 65 1,723 749 334 3,034 32,154 9,994 35,135 14,734 7,251 13,480 68,653 181,401 10,357 9,240 66,786 593 (50,858) 1,095 (1,753) (2,264) (287) — 2,683 — 3,249 27,485 9,119 31,331 12,117 6,462 12,178 58,074 156,766 8,435 7,235 64,326 835 (44,991) 111 (2,050) (1,360) (949) — 2,860 — — 20,125 19,244 18,782 C O N S O L I D A T E D S T A T E M E N T S O F O P E R A T I O N S [ c o n t i n u e d ] (Dollars in thousands, except per share data) Discontinued operations: Loss from discontinued operations before asset impairment, settlement proceeds and gain on sale Asset impairment on discontinued operations Net (loss) gain on insurance and other settlement proceeds on discontinued operations Gain on sale of discontinued operations Net income Preferred dividend distribution Premiums and original issuance costs associated with the redemption of preferred stock Net income (loss) available for common shareholders Weighted average shares outstanding (in thousands): Basic Effect of dilutive stock options Diluted Net income (loss) available for common shareholders Discontinued property operations Income (loss) from continuing operations available for common shareholders Earnings per share—basic: Income (loss) from continuing operations available for common shareholders Discontinued property operations Net income (loss) available for common shareholders Earnings per share—diluted: Income (loss) from continuing operations available for common shareholders Discontinued property operations Net income (loss) available for common shareholders See Form 10-K for related footnote disclosures. Years ended December 31, 2005 2004 2003 $ (113) (243) (25) — 19,744 14,329 — $ (197) (200) 526 5,825 25,198 14,825 — $ (577) — 82 1,919 20,206 15,419 5,987 $ 5,415 $ 10,373 $ (1,200) 21,405 202 20,317 335 21,607 20,652 18,374 — 18,374 $ 5,415 381 $ 10,373 (5,954) $ (1,200) (1,424) $ 5,796 $ 4,419 $ (2,624) $ 0.27 (0.02) $ 0.22 0.29 $ (0.14) 0.07 $ 0.25 $ 0.51 $ (0.07) $ 0.27 (0.02) $ 0.21 0.29 $ (0.14) 0.07 $ 0.25 $ 0.50 $ (0.07) page 14/15 Mid-America Apartment Communities, Inc. C O N S O L I D A T E D B A L A N C E S H E E T S (Dollars in thousands, except per share data) Assets: Real estate assets: Land Buildings and improvements Furniture, fixtures and equipment Capital improvements in progress Less accumulated depreciation Land held for future development Commercial properties, net Investments in and advances to real estate joint ventures Real estate assets, net Cash and cash equivalents Restricted cash Deferred financing costs, net Other assets Goodwill Assets held for sale Total assets Liabilities and Shareholders’ Equity: Liabilities: Notes payable Accounts payable Accrued expenses and other liabilities Security deposits Liabilities associated with assets held for sale Total liabilities Minority interest 8.625% Series G Cumulative Redeemable Preferred Stock, 400,000 shares authorized, 400,000 shares issued and outstanding Shareholders’ equity: Preferred stock, $.01 par value, 20,000,000 shares authorized, $166,863 or $25 per share liquidation preference: 9.25% Series F Cumulative Redeemable Preferred Stock, 3,000,000 shares authorized, 474,500 shares issued and outstanding 8.30% Series H Cumulative Redeemable Preferred Stock, 6,200,000 shares authorized, 6,200,000 shares issued and outstanding Common stock, $.01 par value per share, 50,000,000 shares authorized; 22,048,372 and 20,856,791 shares issued and outstanding at December 31, 2005 and December 31, 2004, respectively Additional paid-in capital Other Accumulated distributions in excess of net income Accumulated other comprehensive income (loss) Total shareholders’ equity Total liabilities and shareholders’ equity See Form 10-K for related footnote disclosures. December 31, 2005 2004 $ 179,523 1,740,818 46,301 4,175 $ 163,381 1,625,194 41,682 6,519 1,970,817 (473,421) 1,497,396 1,366 7,345 4,182 1,510,289 14,064 5,534 15,338 20,181 5,051 — 1,836,776 (399,762) 1,437,014 1,366 7,429 14,143 1,459,952 9,133 6,041 16,365 16,837 5,400 8,579 $ 1,570,457 $ 1,522,307 $ 1,140,046 3,278 28,380 6,429 — 1,178,133 29,798 — $ 1,083,473 767 43,381 5,821 164 1,133,606 31,376 10,000 5 62 220 671,885 (2,422) (314,352) 7,128 5 62 209 634,520 (3,252) (269,482) (14,737) 362,526 347,325 $ 1,570,457 $ 1,522,307 R E P O R T O F I N D E P E N D E N T R E G I S T E R E D P U B L I C A C C O U N T I N G F I R M The Board of Directors and Shareholders of Mid-America Apartment Communities, Inc. We have audited the consolidated balance sheet of Mid-America Apartment Communities, Inc. and subsidiaries as of December 31, 2005, and the related consolidated statements of operations, shareholders’ equity, and cash flows for the year then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audit. The financial statements of Mid-America Apartment Communities, Inc. and subsidiaries as of and for each of the two years in the period ended December 31, 2004, were audited by other auditors whose report dated March 8, 2005, expressed an unqualified opinion on those statements. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the financial statements as of and for the year ended December 31, 2005, referred to above present fairly, in all material respects, the consolidated financial position of Mid-America Apartment Communities, Inc. and subsidiaries at December 31, 2005, and the consolidated results of their operations and their cash flows for the year ended December 31, 2005, in conformity with U.S. generally accepted accounting principles. We have also audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the effectiveness of Mid-America Apartment Communities, Inc.’s internal control over financial reporting as of December 31, 2005, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission and our report dated February 27, 2006, expressed an unqualified opinion thereon. Memphis, Tennessee February 27, 2006 page 16/17 Mid-America Apartment Communities, Inc. R E P O R T O F I N D E P E N D E N T R E G I S T E R E D P U B L I C A C C O U N T I N G F I R M The Board of Directors and Shareholders of Mid-America Apartment Communities, Inc. We have audited management’s assessment, included in the accompanying Management’s Report on Internal Control Over Financial Reporting, that Mid-America Apartment Communities, Inc. maintained effective internal control over financial reporting as of December 31, 2005, based on criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (the COSO criteria). Mid-America Apartment Communities, Inc.’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting. Our responsibility is to express an opinion on management’s assessment and an opinion on the effectiveness of the company’s internal control over financial reporting based on our audit. We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, evaluating management’s assessment, testing and evaluating the design and operating effectiveness of internal control, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion. A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those poli- cies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. In our opinion, management’s assessment that Mid-America Apartment Communities, Inc. maintained effective internal control over financial reporting as of December 31, 2005, is fairly stated, in all material respects, based on the COSO criteria. Also, in our opinion, Mid-America Apartment Communities, Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2005, based on the COSO criteria. We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet of Mid-America Apartment Communities, Inc. and subsidiaries as of December 31, 2005, and the related consolidated statements of operations, shareholders’ equity, and cash flows for the year then ended and our report dated February 27, 2006, expressed an unqualified opinion thereon. Memphis, Tennessee February 27, 2006 2 0 0 5 C I V I C A N D I N D U S T R Y A W A R D S C E N T R A L R E G I O N : Multi-Site Manager of the Year; National Association of Home Builders W O O D B R I D G E A T T H E L A K E : Rookie of the Year Award; First Coast Apartment Association Annual Circle of Excellence L I G H T H O U S E C O U R T : Maintenance Supervisor of the Year; First Coast Apartment Association Annual Circle of Excellence S A V A N N A H S A T J A M E S L A N D I N G : Beautification Award for multi-family dwellings; Melbourne Beautification & Environment Advisory Committee R I V E R H I L L S : Civic Pride Award; City of Grenada G E O R G E T O W N G R O V E : Landscape; Savannah Apartment Association E A G L E R I D G E : 1st Place Apartment Homes Beautification Award; Greater Birmingham Association of Home Builders E A G L E R I D G E : Best of Best Award; Greater Birmingham Association of Home Builders T O W N S H I P A T H A M P T O N W O O D S : Best Overall Community; Peninsula Apartment Council T O W N S H I P A T H A M P T O N W O O D S : Maintenance Person of the Year; Peninsula Apartment Council T O W N S H I P A T H A M P T O N W O O D S : Leasing Professional of the Year; Peninsula Apartment Council R U N A W A Y B A Y : Heritage Registry of Who’s Who; Heritage Registry S T O N E M I L L V I L L A G E : First Place Beautifica- tion; City of Louisville and Jefferson County G R A N D R E S E R V E : Maintenance Supervisor of the Year; Lexington Apartment Association G R A N D R E S E R V E : Property Manager of the Year; Lexington Apartment Association M I D - A M E R I C A A P A R T M E N T C O M M U N I T I E S : Management Company of the Year; Lexington Apartment Association R E S E R V E A T D E X T E R L A K E : Assistant Property Manager of the Year; Apartment Association of Greater Memphis E A G L E R I D G E : Team Support Person of the Year; Birmingham Apartment Association E A G L E R I D G E : Assistant Property Manager of the Year; Birmingham Apartment Association H I D D E N C R E E K : First Place Beautification; Chattanooga Apartment Association E A G L E R I D G E : Property Manager of the Year; Greater Birmingham Association of Home Builders E A G L E R I D G E : Property Manager of the Year; Birmingham Apartment Association W I N D R I D G E : Second Place Beautification; Chattanooga Apartment Association S T E E P L E C H A S E : Third Place Beautification; Chattanooga Apartment Association G R A N D R E S E R V E : Triple Crowne Landscaping Award (First Place); Lexington Apartment Association T H E V I L L A G E : Triple Crowne Landscaping Award (First Place); Lexington Apartment Association T H E M A N S I O N : Triple Crowne Landscaping Award (First Place); Lexington Apartment Association L A K E P O I N T E : Triple Crowne Landscaping Award (First Place); Lexington Apartment Association M I D - A M E R I C A A P A R T M E N T C O M M U N I T I E S : Best Corporate Website; Apartment Association of Greater Memphis M I D - A M E R I C A A P A R T M E N T C O M M U N I T I E S : Superior Marketing Program; Apartment Association of Greater Memphis R E S E R V E A T D E X T E R L A K E : Best Clubhouse; Apartment Association of Greater Memphis H I C K O R Y FA R M : White Glove Award; Apartment Association of Greater Memphis R E S E R V E A T D E X T E R L A K E : Grounds Technician of the Year; Apartment Association of Greater Memphis R E S E R V E A T D E X T E R L A K E : Maintenance Technician of the Year; Apartment Association of Greater Memphis E A G L E R I D G E : Property of the Year; Birmingham Apartment Association T P C - M U R F R E E S B O R O : Second Place Beautification; Nashville Apartment Association M O N T H A V E N P A R K : First Place Beautification; Nashville Apartment Association G R A N D E V I E W : Best of the Best; Nashville Apartment Association H I G H L A N D R I D G E : First Place Overall; Upper State Apartment Association H O W E L L C O M M O N S : First Place Floral Display; Upper State Apartment Association P R E S E R V E A T C O R A L S Q U A R E : Rose Award; Coral Springs Garden Club page 18/19 Mid-America Apartment Communities, Inc. B O A R D O F D I R E C T O R S H . E R I C B O L T O N , J R . A director since February 1997, Mr. Bolton is our Chairman of the Board of Directors, Grinalds was the headmaster of Woodberry Forest School. From 1989 to 1991, General Grinalds held the rank of Major General in the United States Marine Corps. In June President and Chief Executive Officer. Mr. Bolton joined us in 1994 as Vice President of 2006, General Grinalds will become the head of the Porter-Gaud School in Charleston, Development, was named Chief Operating Officer in February 1996 and promoted to South Carolina. President in December 1996. Mr. Bolton assumed the position of Chief Executive Officer following the planned retirement of George E. Cates in October 2001 and became Chairman of the Board in September 2002. R A L P H H O R N Committees: Compensation (Chairman), Nominating and Corporate Governance (Chairman). A director since April 1998, Mr. Horn was elected President, Chief Operating G E O R G E E . C A T E S A director since 1994, Mr. Cates served as Chairman of the Board of Directors from the Officer, and a director of First Horizon National Corporation (“FHNC”) in July 1991 and Chief Executive Officer in April 1994. Mr. Horn was elected Chairman of the Board of time of its initial public offering in February 1994 until September 2002. Mr. Cates FHNC in January 1996. Mr. Horn served as Chief Executive Officer and President of served as our President and Chief Executive Officer from February 1994 until his plan- FHNC until July 2002, and as Chairman of the Board through December 2003. ned retirement in October 2001. Mr. Cates was Chief Executive Officer of The Cates Company from 1977 until its merger with us in February 1994. R O B E R T F. F O G E L M A N Committees: Compensation, Nominating and Corporate Governance. A director since M A R Y E . M C C O R M I C K Committees: Audit. A director since March 2006, Ms. McCormick served the Ohio Public Employees Retirement System from 1989 through 2005, most recently directing real estate investments and overseeing an internally managed REIT portfolio. Ms. McCormick July 1994, Mr. Fogelman has been the President of Fogelman Investment Company, a has also held a number of leadership positions on a variety of national and regional privately owned investment firm, for more than nine years. real estate associations. A L A N B . G R A F, J R . Committees: Audit (Chairman). A director since June 2002, Mr. Graf is the Executive M I C H A E L S . S T A R N E S Committees: Audit. A director since July 1998, Mr. Starnes founded M.S. Carriers, Inc., Vice President and Chief Financial Officer of FedEx Corporation, a position he has held a truckload transportation and logistics company, in 1978 and served as Chairman and since 1998. Prior to that time, he was Executive Vice President and Chief Financial Chief Executive Officer until its merger with Swift Transportation Co., Inc., in June 2001. Officer for FedEx Express, FedEx’s predecessor, from 1991 to 1998. Mr. Graf joined Mr. Starnes served as President of M.S. Carriers, a subsidiary of Swift Transportation FedEx in 1980. Co., Inc., from June 2001 until his planned retirement in June 2004. J O H N S . G R I N A L D S Committees: Audit, Compensation, Nominating and Corporate Governance. A director S I M O N R . C . W A D S W O R T H A director since March 1994, Mr. Wadsworth joined us in March 1994 and has served as since November 1997, General Grinalds served as the President of The Citadel from Executive Vice President and Chief Financial Officer since that time. 1997 until August 2005. Prior to assuming the presidency of The Citadel, General C O R P O R A T E I N F O R M A T I O N Transfer Agent and Registrar American Stock Transfer & Trust Company 866-668-6550 shareholder toll-free line Mid-America’s former transfer agent and registrar, Wachovia Bank, N.A., has sold its stock transfer business to American Stock Transfer & Trust Company. We expect the transition to be smooth and look forward to working with American Stock Transfer & Trust Company to meet the needs of our shareholders. Shareholders who have questions about their accounts or who wish to change ownership or address of stock; to report lost, stolen or destroyed certificates; or wish to sign up for our dividend reinvestment plan or direct stock purchase plan should contact American Stock Transfer & Trust Company at the shareholder service number listed above. Limited partners of Mid-America Apartments, L.P. wishing to transfer their units or convert units into shares of common stock of Mid-America Apartment Communities, Inc. should contact Mid-America directly at the corporate headquarters. Corporate Headquarters Mid-America Apartment Communities, Inc. 6584 Poplar Avenue, Suite 300 Memphis, TN 38138 901-682-6600 www.maac.net Independent Registered Public Accountants Ernst & Young LLP, Memphis, TN General Counsel Bass, Berry & Sims, PLC, Memphis, TN Annual Shareholders Meeting Mid-America Apartment Communities, Inc. will hold its 2006 annual meeting of shareholders on Tuesday, May 16, 2006, at 1:00 p.m. CDT at the Reserve at Dexter Lake apartments in Memphis, TN. Stock Listings Mid-America’s stock is listed on the New York Stock Exchange (NYSE). Our common stock is traded under the stock symbol MAA. We have two series of publicly traded preferred stock and they are traded under the stock symbols MAA Pr F and MAA Pr H. Annual Report and Form 10-K A copy of Mid-America’s Annual Report and Form 10-K for the year ended December 31, 2005, as filed with the Securities and Exchange Commission (SEC) will be sent without charge upon written request to the corporate head- quarters address, attention Investor Relations, and is also available on the Investor Relations page of our web-site at www.maac.net. Mid-America’s other SEC filings as well as our corporate governance documents are also available. CEO and CFO Certifications As is required by Section 303A.12(a) of the NYSE’s corporate governance standards, the CEO Certification has been previously filed without qualification with the NYSE. Certifications of the CEO and CFO pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 have been filed as exhib- its to Mid-America’s Form 10-K. The Open Arms Foundation The Open Arms Foundation is Mid-America’s corporate charity that provides fully-furnished two-bedroom apart- ment homes free of charge to families displaced from their own homes by long-term medical care needs. The Open Arms Foundation currently offers 30 homes to families in medical crisis. designed by curran & connors, inc. / www.curran-connors.com Mid-America Apartment Communities, Inc. • 6584 Poplar Avenue, Suite 300 • Memphis, TN 38138 • P. 901.682.6600 www.maac.net 

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