Mid-America Apartment Communities
Annual Report 2013

Plain-text annual report

C O V E R & B A C K : C R A T S O U T h E N d / C h A R L O T T E , N C RIVER’S WALK / CHARLESTON, SC2 0 1 3 A N N U A L R E P O R T i n 2 0 1 3 , F O L L O W i nG T H E S U C C E S S O F i T S F i R S T 2 0 Y E A R S , M A A s h o w e d t h A t i t i s j u s t g e t t i n g s t A r t e d . p / O N E M A A On OctOber 1, 2013, MAA Merged with cOlOniAl PrOPerties trust. t h i s M e r g e r h A s b r O u g h t tOgether twO highly cOM Ple­ Men tAry, Publicly trAded, Multi­ fAMily reAl estAte POrtfOliOs with strAtegic diversity AcrOss the high­grOwth sunbelt regiOn. by cOMbining the strengths Of bOth cOMPAnies, we exPect tO cAPture iMPrOved effi ciencies And An enhAnced bAlAnce sheet PrOviding A n even strOnger PlAt fOrM fOr grOwing shAre­ hOlder vAlue. p / T W O 2 0 1 3 A N N U A L R E P O R T p / T H R E E CR AT FRISCO BRIDGES / DALLAS, TXM A A En H A n C E D o p p o r t u n i t y Following the merger, MAA became a member of the S&P MidCap 400 Index and had a total enterprise value of $8.3 billion at the end of 2013. We improved diversification and presence in several key, Large and Secondary high-growth markets including Charlotte, Dallas, Orlando and Charleston. We joined top talent, technol- ogy and best practices of both companies to further enhance our efficiencies of operations. With an even stronger platform, MAA expects to continue its strategy of optimizing cash flow over the full cycle, by prudently managing and deploying shareholder capital throughout the Sunbelt markets. It is our aim to deliver long-term, superior risk- adjusted returns to our shareholders through growth in dividend and value per share. p / F O U R 2 0 1 3 A N N U A L R E P O R T 14 S T A T E S 50 M A R K E T S 275 C O M M U N I T I E S 83,641 U N I T S p / F I V E M A A 64.2% o F t o t A L S A M E S T O R E L A R G E M A R K E T Dallas Raleigh-Durham Charlotte Austin Atlanta Nashville Orlando Jacksonville Phoenix Tampa Houston Las Vegas South Florida % 2 0 1 3 g r o s s r e A L A s s e t s 10.8% 8.0% 7.3% 7.1% 6.9% 4.4% 4.0% 3.9% 3.8% 3.2% 2.8% 1.1% 0.9% 6 4 . 2 % 35.8% o F t o t A L S A M E S T O R E S E C O N D A R Y M A R K E T % 2 0 1 3 g r o s s r e A L A s s e t s Savannah Charleston Memphis Richmond Birmingham Huntsville Greenville Little Rock Jackson Fredericksburg Lexington Columbus San Antonio Other* 3.5% 3.5% 3.2% 3.0% 2.8% 1.8% 1.5% 1.3% 1.1% 1.1% 1.1% 1.1% 1.0% 9.8% 3 5 . 8 % * Comprised of 20 additional individual markets each with <1% gross real assets p / S I X 2 0 1 3 A N N U A L R E P O R T Full Cycle Strategy L A r g e M A r K e t s s e C o n d A r y M A r K e t s * * Same Store Markets with greater than 1% gross real assets T O T A L M U L T I F A M I L Y P O R T F O L I O B Y S T A T E s tAt e Texas Florida North Carolina Georgia Tennessee South Carolina Alabama u n i t s s tAt e 20,113 12,275 11,417 10,731 8,012 5,300 4,457 Virginia Arizona Mississippi Kentucky Arkansas Nevada Missouri p / S E V E N u n i t s 3,702 1,976 1,698 1,548 1,368 721 323 8 3 , 6 4 1 M A AM A AA Atlanta T W E N T Y - F I V E F O R T U N E 1 0 0 0 C O M P A N I E S Austin R A N K E D F A S T E S T G R O W I N G C I T Y 4 T H Y E A R I N A R O W ( FORBES) Charlotte 2 N D L A R G E S T F I N A N C I A L C E N T E R B Y A S S E T S B E H I N D N Y C Dallas H O M E T O 1 8 F O R T U N E 5 0 0 C O M P A N I E S Nashville R A N K E D N° 5 F O R B E S T P L A C E S F O R B U S I N E S S & C A R E E R S ( FORBES) p / E I G H T 2 0 1 3 A N N U A L R E P O R T Raleigh R A N K E D N° 3 F O R B E S T P L A C E S F O R B U S I N E S S & C A R E E R S ( FORBES) Jacksonville R A N K E D N° 3 F O R B E S T C I T Y F O R F I N D I N G A J O B ( FORBES) Charleston R A N K E D A M O N G 1 0 B E S T M I D - S I Z E C I T I E S F O R J O B S ( FORBES) Tampa R A N K S A M O N G T H E 2 0 F A S T E S T - G R O W I N G M E T R O A R E A S I N T H E C O U N T R Y San Antonio R A N K E D N° 2 M E T R O A R E A S W I T H M O S T E C O N O M I C M O M E N T U M ( FORBES) p / N I N E M A A S O L iD p e rF o rM A nC e 5% 7.2% 5.2% y o y d i V i d e n d g r o w t h C o r e F F o g r o w t h s A M e s t o r e n o i g r o w t h In addition to successfully closing on our merger opportunity, MAA associates were also hard at work delivering another success- ful year of performance from our existing portfolio resulting in $4.94 Core FFO per diluted share for 2013. We also continued our capital recycling efforts, acquiring and beginning new development of $179 million in high quality, strategically located multifamily communities, while disposing of $131 million in existing properties. p / T E N 2 0 1 3 A N N U A L R E P O R T p / E L E V E N CR AT SOUTH END / CHARLOTTE, NCM A A p / T W E L V E RIVER’S WALK / CHARLESTON, SC2 0 1 3 A N N U A L R E P O R T F i nAn C i A L s t r e n g t h $350 62.2% 3.59X M i L Li o n i n i t i A L u n e n C u M B e r e d A s s e t s F i X e d C h A r g e p u B L iC Bo n d oF F e r i n g / g r o s s A s s e t s C o V e r A g e During 2013, we continued strengthening our balance sheet through our first public bond offering of $350 million in 10-year unsecured notes. We also successfully exchanged $392 million in outstanding public Colonial notes for MAA notes. The resultant $742 million in MAA public bonds will enhance investor liquidity and value. p / T H I R T E E N p / N I N E M A A p / F O U R T E E N CR AT FRISCO BRIDGES / DALLAS, TX2 0 1 3 A N N U A L R E P O R T p / F I F T E E N CR AT FRISCO BRIDGES / DALLAS, TXM A A “ while we hAve AccOMPlished A gre At de A l O v er t he PA s t 20 yeArs, in MAny wAys it’s My belief thAt we Are just getting stArted. MAA’s PrOven strAtegy Of generAting suPeriOr risk­ Adjusted P erfO rMA nce fO r shArehOlders Over the full re Al estAte cycle is well­ POsitiOned fOr the future. the OutlOOk fOr APArtMent reAl estAte reMAins very gOOd. with MA A’s incre Ased scAle And cOMPetitive AdvAntAges, we Are excited AbOut the OPPOrtunities in frOnt Of us.” p / S I X T E E N 2 0 1 3 A N N U A L R E P O R T A M e s s A g e f r O M e r i c b O l t O n C h i e F e X e C u t i V e o F F i C e r d e Ar s hAr e h o L d e r s / Over this past year we completed a milestone event for our company by merging MAA and Colonial Properties Trust. This merger provided MAA an opportunity to add a port- folio of high-quality apartment real estate and a solid investment- grade balance sheet to our existing platform, while also expanding our team of highly qualified professionals. p / S E V E N T E E N M A A As a result, MAA is now positioned for an even brighter future. The larger scale of our operat- ing and financing platform creates advantages which will support higher operating margins and lower cost of capital, driving more benefits and higher long-term value for our now combined set of shareholders of MAA and Colonial Properties. We officially closed the merger on October 1st and our team was well prepared to execute as a combined operation with a number of important integration and consolidation activities already complete. Our web presence was fully consolidated and able to support both prospective custom- ers as well as existing residents with full internet capabilities including online review of available apartments, completing lease applications, submitting maintenance work orders, and paying rent online. Over the course of this year our work continues as we complete the full integration of all remaining property and asset management systems, wrap-up the consolidation of various manage ment information reporting practices and position the company to capture the full opportunity of expense efficiencies and synergies identified at the time we announced the merger transaction. And while this past year was certainly busy with merger related activities, our team also contin- ued to generate solid results from our existing portfolio of properties. Same store net operating income from our legacy MAA portfolio of properties grew a strong 5.2% over the prior year as effective rent growth of 3.9% and solid expense control generated positive results. On the trans- action front, we expanded efforts surrounding the recycling of capital and sold $131 million of older multifamily properties and acquired a total of $129 million in new multifamily assets, excluding the merger transaction. Additionally, we funded approximately $50 million in new development starts during the year. The initial lease-ups at these communities are going very well. We will capture increasing earnings contribution from these investments as we head into 2015. Last year another important milestone for the company was achieved as we completed a $350 million inaugural public-bond offering. This public bond offering was the culmination of several years of work starting with efforts to position our balance sheet to secure an investment-grade rating from all three rating agencies. Our inaugural offering was very successful and, impor- tantly, we are now positioned for broader access to the capital markets. Given the strength of our balance sheet, we believe this capability will have long-term positive implications for our cost of capital and continue to support a competitive edge for MAA. After several years of strong leasing conditions, the apartment markets are expected to show some degree of moderation in 2014 as a result of the increased delivery of new apartments. However, given the improving employment markets, very favorable demographic trends, and the general trend towards more households choosing to rent their housing, the growth in demand is p / E I G H T E E N 2 0 1 3 A N N U A L R E P O R T expected to largely absorb the new supply of apartments and support continued healthy leasing conditions. As new supply enters the market and leasing becomes more competitive (a normal cycle trend that we have successfully navigated a number of times over our 20-year history) our team of seasoned professionals and portfolio of high-quality properties diversified across the high-growth Sunbelt markets is well-positioned to meet the challenge. Our strategy remains firmly fixed on a goal of out-performing across the full real estate cycle, with a long-term per- spective taken on all capital deployment decisions and the operation of the real estate we own. This past January, MAA passed the 20-year mark as a publicly owned apartment REIT. MAA’s IPO occurred on January 28, 1994 at a price of $19.75 per share and the first quarterly dividend of $0.26 per share was paid shortly thereafter in April 1994. In the 20 years since, our company has paid 80 consecutive quarterly dividends and has never reduced the amount of the quarterly dividend rate. We believe that our annual dividend rate, currently at $2.92 per share, is a very important component of driving superior long-term shareholder return. Over the past 20 years, assuming reinvestment of the dividend paid, MAA shareholders have captured an annualized total return of 12.8%. While we have accomplished a great deal over the past 20 years, in many ways it’s my belief that we are just getting started. MAA’s proven strategy of generating superior risk-adjusted perfor- mance for shareholders over the full real estate cycle is well-positioned for the future. The out- look for apartment real estate remains very good and with MAA’s increased scale and competitive advantages, we are excited about the opportunities in front of us. I would like to close by expressing my sincere appreciation to everyone connected with both MAA and Colonial Properties Trust who worked so hard over this past year. Our board of directors provided valuable counsel and support as we evaluated and ultimately consummated our merger transaction. Our team of associates not only delivered another strong year of performance in 2013, but also successfully closed our merger transaction and ensured that we were ready to operate as a combined company. Thank you for a terrific year of performance and great results. And to our shareholders, thank you for your support and trust in MAA. Sincerely, H. Eric Bolton, Jr. Chairman and CEO p / N I N E T E E N M A A p / T W E N T Y CG AT WINDERMERE / ORLANDO, FL2 0 1 3 A N N U A L R E P O R T p / T W E N T Y - O N E CG AT WINDERMERE / ORLANDO, FLM A A A Prosperous Twenty Years 83,641 $6,841 5 , 9 7 6 IP O 2 0 1 3 N U M B E R O F M U L T I F A M I L Y U N I T S $ 1 6 0 IP O 2 0 1 3 T O T A L A S S E T S ( I N M I L L I O N S ) 0 3 . 2 $ 2 3 . 2 $ 4 3 . 2 $ 4 3 . 2 $ 4 3 . 2 $ 4 3 . 2 $ 5 3 . 2 $ 8 3 . 2 $ 2 4 . 2 $ 6 4 . 2 $ 6 4 . 2 $ 6 4 . 2 $ 4 6 . 2 $ 1 5 . 2 $ $2.78 0 0 . 2 $ 4 0 . 2 $ 4 1 . 2 $ 0 2 . 2 $ 1 2 . 1 $ 1 9 9 4 1 9 9 5 1 9 9 6 1 9 9 7 1 9 9 8 1 9 9 9 2 0 0 1 2 0 0 2 2 0 0 0 2 0 0 4 A N N U A L C A S H D I V I D E N D S P A I D 2 0 0 3 2 0 0 6 2 0 0 7 2 0 0 5 2 0 0 8 7 9 C O N S E C U T I V E C A S H D I V I D E N D S PA I D O V E R 2 0 Y E A R S M A A I N V E S T M E N T P E E R I N V E S T M E N T * $ 1 3 0 , 0 0 0 $ 1 1 0 , 0 0 0 $ 9 0 , 0 0 0 $ 7 0 , 0 0 0 $ 5 0 , 0 0 0 $ 3 0 , 0 0 0 $ 1 0 , 0 0 0 2 0 0 9 2 0 1 0 2 0 11 2 0 1 2 2 0 1 3 $107,005 $ 7 0 , 9 9 3 IP O 1 9 9 4 1 9 9 5 1 9 9 6 1 9 9 7 1 9 9 8 1 9 9 9 2 0 0 0 2 0 0 5 2 0 0 2 R E T U R N O N I N V E S T M E N T 2 0 0 3 2 0 0 4 2 0 0 1 2 0 0 6 2 0 0 7 2 0 0 8 2 0 0 9 2 0 1 0 2 0 11 2 0 1 2 2 0 1 3 VA L U E O F $10 , 0 0 0 I N V E S T M E N T *Multifamily REITS public at time of MAA’s IPO Source: SNL Equity Research p / T W E N T Y - T W O 2 0 1 3 A N N U A L R E P O R T 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 available for common shareholders Depreciation and amortization of real estate assets Depreciation and amortization of real estate assets of discontinued operations Gain on sales of discontinued operations Depreciation and amortization of real estate assets of real estate joint ventures Net income attributable to noncontrolling interests Funds from operations Acquisition expense Merger related expenses Integration related expenses Mark-to-market debt adjustment Loss on debt extinguishment Core funds from operations Weighted average shares, diluted Net income per share available for common shareholders, diluted Weighted average shares and units, diluted Funds from operations per share and unit, diluted Core funds from operations per share and unit, diluted Dividends paid per share Real estate owned, at cost Capital improvements in progress Investments in real estate joint ventures Total debt Shareholders’ equity, redeemable stock and minority interest Market capitalization (shares and units)(1) Years ended December 31, 2013 2012 $ 115,281 184,671 2,716 (76,844) 1,203 3,998 $ 105,223 118,848 7,384 (41,635) 1,887 4,602 $ 231,025 1,393 32,403 5,102 (7,992) 426 196,309 1,581 — — (767) 654 2011 48,821 104,463 10,386 (12,799) 2,261 2,410 155,542 3,319 — — (360) 755 $ 262,357 $ 197,777 $ 159,256 53,116 2.25 53,108 4.35 4.94 2.78 $ $ $ $ $ 7,694,618 $ 166,048 5,499 $ $ 3,472,718 $ 3,118,587 $ 4,801,990 42,937 2.56 42,911 4.57 4.61 2.64 $ $ $ $ $ 3,734,544 $ 52,455 4,837 $ $ 1,673,848 $ 949,823 $ 2,852,113 39,087 1.31 39,051 3.98 4.08 2.51 $ $ $ $ $ 3,396,934 $ 53,790 17,006 $ $ 1,649,755 $ 747,499 $ 2,558,107 Number of properties, including joint venture ownership interest Number of apartment units, including joint venture ownership interest 275 83,641 166 49,591 167 49,133 (1) Market capitalization includes common shares, regardless of classification on balance sheet, and partnership units (value based on common stock equivalency). p / T W E N T Y - T H R E E M A A A Sound Financial Strategy 3.59X 42.4% F I X E D C H A R G E C O V E R A G E N E T D E B T T O G R O S S A S S E T S 5 2 . 5 % 62.2% 2 0 1 2 2 0 1 3 3 0 . 5 % 2 0 11 M A A U N E N C U M B E R E D A S S E T S T O G R O S S A S S E T S F U L L Y E A R AT D E C E M B E R 3 1 F O R E A C H P E R I O D $3.47B D E B T 4 2 % 5 8 % $4.80B C O M M O N E Q U I T Y T O T A L C A P I T A L I Z A T I O N 12 . 3 1.13 Total Capitalization equals the total number of shares of common stock and units at period end times the closing stock price plus total debt outstanding. S T A N D A R D & P O O R ’ S R A T I N G S S E R V I C E S 1 M O O D Y ’ S I N V E S T O R S S E R V I C E 2 BBB S T A B L E Baa2 S T A B L E F I T C H R A T I N G S 1 BBB S T A B L E C R E D I T R A T I N G S 1) Mid-America Apartment Communities, Inc. & Mid-America Apartments L.P. 2) Mid-America Apartments L.P. only p / T W E N T Y - F O U R 2 0 1 3 A N N U A L R E P O R T C o n s o Li d A t e d BA L A n C e s h e e t s (Dollars in thousands, except per share data) A s s e t s : Real estate assets: Land Buildings and improvements Furniture, fixtures and equipment Development and capital improvements in progress Less accumulated depreciation Undeveloped land Corporate properties, net Investments in 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 L i A B i Li t i e s A n d s h A r e h o Ld e r s ’ e q u i t y : Liabilities: Secured notes payable Unsecured notes payable Accounts payable Fair market value of interest rate swaps Accrued expenses and other liabilities Security deposits Liabilities associated with assets held for sale Total liabilities Redeemable stock Shareholders’ equity: Common stock, $0.01 par value per share, 100,000,000 shares authorized; 74,830,726 and 42,316,398 shares issued and outstanding at December 31, 2013 and December 31, 2012, respectively(1) Additional paid-in capital Accumulated distributions in excess of net income Accumulated other comprehensive income (losses) Total MAA shareholders’ equity Noncontrolling interest Total equity Total liabilities and equity December 31, 2013 2012 $ 871,316 6,366,701 199,573 166,048 $ 386,670 3,170,413 98,044 52,455 7,603,638 (1,124,207) 3,707,582 (1,027,618) 6,479,431 63,850 7,523 5,499 6,556,303 89,333 44,361 17,424 91,637 4,106 38,761 2,679,964 1,205 8,065 4,837 2,694,071 9,075 808 13,842 29,166 4,106 — $ 6,841,925 $ 2,751,068 $ 1,790,935 1,681,783 15,067 20,015 206,190 9,270 78 3,723,338 5,050 $ 1,190,848 483,000 4,586 21,423 94,719 6,669 — 1,801,245 4,713 747 3,599,549 (653,593) 108 2,946,811 166,726 3,113,537 422 1,542,999 (603,315) (26,054) 914,052 31,058 945,110 $ 6,841,925 $ 2,751,068 (1) Number of shares issued and outstanding represents total shares of common stock regardless of classification on the consolidated balance sheet. The number of shares classified as redeemable stock on the consolidated balance sheet for December 31, 2013 and December 31, 2012 are 83,139 and 72,786, respectively. p / T W E N T Y - F I V E M A A Solid Long-term Performance F F O / S H A R E 1 C O R E F F O / S H A R E 2 $4.94 $ 4 . 5 7 $ 4 . 3 5 $ 3 . 2 0 $ 3 . 3 3 $ 3 . 0 0 $ 3 . 5 5 $ 3 . 7 3 $ 3 . 7 9 $ 3 . 7 7 $ 3 . 9 8 2 0 0 4 2 0 0 5 2 0 0 6 2 0 0 7 2 0 0 8 2 0 0 9 2 0 1 0 2 0 11 2 0 1 2 2 0 1 3 2) In 2013, the Company began reporting core FFO/Share which excludes certain non-routine items including merger-related expenses S T R O N G L O N G - T E R M F F O G R O W T H 1) FFO/Share for 2010 excludes non-routine items S & P 5 0 0 S N L U S R E I T E Q U I T Y S E C T O R A V E R A G E M A A 11.5% 1 0 . 3 % 9 . 2 % 7 . 4 % 4 . 7 % 14.0% 12.6% 1 0 . 8 % 1 1 . 5 % 1 0 . 6 % 1 0 . 4 % 9 .1 % 1 0-Y E A R 1 5-Y E A R SIN C E IP O S U P E R I O R L O N G - T E R M P E R F O R M A N C E T O TA L A N N U A L S H A R E H O L D E R R E T U R N S AT 12 . 3 1.13 Source: SNL Equity Research p / T W E N T Y - S I X 2 0 1 3 A N N U A L R E P O R T C o n s oL i d A t e d s t A t e M e n t s oF 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 and amortization Total property operating expenses Acquisition expenses Property management expenses General and administrative expenses Merger related expenses Integration related expenses Income from continuing operations before non-operating items Interest and other non-property income Interest expense Loss on debt extinguishment/modification Amortization of deferred financing costs Net casualty loss after insurance and other settlement proceeds Gain on sale of non-depreciable assets Income before income tax expense Income tax expense Income from continuing operations before gain (loss) from real estate joint ventures Gain (loss) from real estate joint ventures Income from continuing operations Discontinued operations: Income from discontinued operations before gain on sale Net casually gain (loss) after insurance and other settlement proceeds on discontinued operations Gain on sale of discontinued operations Consolidated net income Net income attributable to noncontrolling interests Net income available for MAA common shareholders Earnings per common share—basic: Income from continuing operations available for common shareholders Discontinued property operations Net income available for common shareholders Earnings per common share—diluted: Income from continuing operations available for common shareholders Discontinued property operations Net income available for common shareholders p / T W E N T Y - S E V E N Years ended December 31, 2013 2012 2011 $ 580,207 53,880 $ 436,658 38,331 $ 373,797 34,968 634,087 647 634,734 68,246 20,018 76,771 36,606 13,245 38,428 186,979 440,293 1,393 23,083 15,569 32,403 5,102 116,891 488 (75,915) (426) (3,063) (143) — 37,832 (893) 36,939 338 37,277 474,989 899 475,888 54,355 15,029 55,024 25,941 10,447 33,353 121,211 315,360 1,581 21,281 13,762 — — 123,904 430 (57,937) (654) (3,552) (6) 45 62,230 (803) 61,427 (223) 61,204 408,765 1,017 409,782 48,941 13,728 46,937 23,852 9,642 30,463 106,009 279,572 3,319 19,973 18,123 — — 88,795 802 (56,383) (755) (2,902) (619) 1,084 30,022 (727) 29,295 (593) 28,702 5,065 6,938 9,742 93 76,844 119,279 3,998 48 41,635 109,825 4,602 (12) 12,799 51,231 2,410 $ 115,281 $ 105,223 $ 48,821 $ $ $ $ 0.71 1.56 2.27 0.70 1.55 2.25 $ $ $ $ 1.43 1.13 2.56 1.43 1.13 2.56 $ $ $ $ 0.74 0.58 1.32 0.73 0.58 1.31 M A A p / T W E N T Y - E I G H T CR AT FRISCO BRIDGES / DALLAS, TXS h A R E h O L d E R I N F O R m A T I O N C O R P O R AT E h E A d q U A R T E R S MAA 6584 Poplar Avenue Memphis, TN 38138 901-682-6600 www.maac.com G E N E R A L C O U N S E L Baker, Donelson, Bearman, Caldwell & Berkowitz, PC, Memphis, TN 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 Ernst & Young LLP, Memphis, TN A N N U A L S h A R E h O L d E R S m E E T I N G MAA will hold its 2014 Annual Meeting of Shareholders on Thursday, May 22, 2014 at 11:00 a.m. CDT at their corporate head- quarters located in Memphis, TN. S T O C K LI S T I N G MAA’s common stock is listed on the New York Stock Exchange (NYSE) and is traded under the stock symbol MAA. TR A N S F E R A G E N T A N d R E G I S T R A R American Stock Transfer & Trust Company 866-668-6554 or www.amstock.com Registered 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 enroll in our dividend reinvestment plan or direct stock purchase program should contact American Stock Transfer & Trust Company at the shareholder service number listed above or access their account at the website listed above. Beneficial owners who own shares held in “street name” should contact their broker or bank for all questions. Limited partners of Mid-America Apartments, L.P. wishing to transfer their units or convert units into shares of common stock of MAA should contact MAA directly at the corpo- rate headquarters. Colonial Properties Trust equity owners who need assistance exchanging their equity posi- tion should contact American Stock Transfer & Trust Company at 877-248-6417. A N N U A L R E P O R T A N d F O R m 10 - K A copy of MAA’s Annual Report and Form 10-K for the year ended December 31, 2013, as filed with the Securities and Exchange Commission (SEC), will be sent without charge upon written request. Please address requests to the corporate headquarters, attention Investor Relations or email your request to investor.relations@maac.com. Other MAA SEC filings as well as corporate governance documents are also on the “For Investors” page of our website at www.maac.com. C E O A N d C F O C E R T I F I C AT I O N S 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 exhibits to MAA’s Form 10-K. T h E O P E N A R m S F O U N d AT I O N The Open Arms Foundation is MAA’s award- winning corporate charity that provides fully furnished, two-bedroom apartment homes free of charge to families displaced from their own homes while seeking medical treatment. In addition to rent, The Open Arms Foundation also pays for basic utilities including electricity/gas, phone, cable and internet. At the time of printing of this report, The Open Arms Foundation was providing 44 homes to families in medical crisis across 11 states. In its 20-year history, the founda- tion has provided approximately 2,400 families with nearly 150,000 nights of rest away from home. To find out more about The Open Arms Foundation please visit www.maac.com. B O A R d O F d I R E C T O R S h . E R I C BO LT O N , J R . Chairman of the Board of Directors and Chief Executive Officer MAA Committee: Investment (Chairman) T h O m A S h . L O w d E R Past Chief Executive Officer and Chairman of the Board of Trustees Colonial Properties Trust Committee: Investment A L A N B . G R A F, J R . Co-lead Independent Director, MAA Executive Vice President and Chief Financial Officer FedEx Corporation Committee: Audit (Chairman) R A L P h h O R N Co-lead Independent Director, MAA Past President, Chief Executive Officer and Chairman of the Board of Directors First Horizon National Corporation Committees: Compensation; Nominating and Corporate Governance (Chairman) J A m E S K . L O w d E R Chairman of the Board of Directors The Colonial Company C L A U d E B . N I E L S E N Chief Executive Officer and Chairman of the Board of Directors Coca-Cola Bottling Company United, Inc. Committee: Compensation P h I L I P w . N O R w O O d Past President and Chief Executive Officer Faison Enterprises, Inc. Committees: Compensation (Chairman); Nominating and Corporate Governance; Investment h A R O L d w . R I P P S Chief Executive Officer The Rime Companies Committee: Nominating and Corporate Governance w. R E I d S A N d E R S Managing Partner Chickasaw Partners Committees: Audit; Investment w I L L I A m B . S A N S O m President, Chief Executive Officer and Chairman of the Board of Directors H.T. Hackney Co. Committees: Compensation; Nominating and Corporate Governance G A Ry S hO R B President and Chief Executive Officer Methodist Le Bonheur Healthcare Committee: Audit J O h N w . S P I E G E L Past Vice Chairman and Chief Financial Officer SunTrust Banks, Inc. Committee: Audit Annual Report Design by Curran & Connors, Inc. / www.curran-connors.com 

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