UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 8-K(A)
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
June 10, 1997
Date of Report (Date of earliest event reported)
MID-AMERICA APARTMENT COMMUNITIES, INC.
(Exact Name of Registrant as Specified in Charter)
TENNESSEE 1-12762 62-1543819
(State of Incorporation) (Commission File Number) (I.R.S. Employer
Identification Number)
6584 POPLAR AVENUE, SUITE 340
MEMPHIS, TENNESSEE 38138
(Address of principal executive offices)
(901) 682-6600
Registrant's telephone number, including area code
(Former name or address, if changed since last report)
<PAGE>
Item 5. Other Events.
Mid-America Apartment Communities, Inc. has consummated the
acquisitions of the apartment communities below. The
acquisitions were previously reported under item 5 of Form 8-K.
<TABLE>
<CAPTION>
Apartment Purchase Number Date of Date
Community Location Price of Units Form 8-K Acquired
- ---------------- ---------------- -------------- -------- -------- --------
<S> <C> <C> <C> <C> <C>
Westside Creek I Little Rock, AR $ 6,100,000 142 4/11/97 3/28/97
Woodhollow Jacksonville, FL $16,700,000 450 4/25/97 4/10/97
The Woods Austin, TX $10,000,000 278 4/25/97 4/15/97
</TABLE>
[FN]
Each audited Historical Summary of Gross Income and Direct
Operating Expenses of the above referenced properties for the
previous fiscal year are included herein as exhibits.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned thereunto duly authorized.
MID-AMERICA APARTMENT COMMUNITIES, INC.
Date: June 10, 1997 /s/ Simon R.C. Wadsworth
--------------------- ----------------------------------------
Simon R.C. Wadsworth
Executive Vice President
(Principal Financial and Accounting Officer)
MID-AMERICA APARTMENT COMMUNITIES, INC.
Historical Summary of Gross Income
and Direct Operating Expenses
(Westside Creek Phase I Apartments)
December 31, 1996
<PAGE>
Independent Auditors' Report
The Board of Directors
Mid-America Apartment Communities, Inc.:
We have audited the accompanying Historical Summary of Gross
Income and Direct Operating Expenses (Historical Summary) of the
Acquisition Property (Westside Creek Phase I Apartments), as
described in Note 1, for the year ended December 31, 1996. This
Historical Summary is the responsibility of the Acquisition
Property's management. Our responsibility is to express an
opinion on this Historical Summary for the Acquisition Property
based on our audit.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement is free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the Historical Summary for the
Acquisition Property. An audit also includes assessing the
accounting principles used and the significant estimates made by
management, as well as evaluating the overall presentation of the
Historical Summary for the Acquisition Property. We believe that
our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary for the Acquisition Property
was prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission as
described in Note 1 and is not intended to be a complete
presentation of the Acquisition Property's revenues and expenses.
In our opinion, the Historical Summary referred to above presents
fairly, in all material respects, the gross income and direct
operating expenses described in Note 1 to the Historical Summary
for the year ended December 31, 1996, in conformity with
generally accepted accounting principles.
/s/ KPMG PEAT MARWICK LLP
Memphis, Tennessee
May 2, 1997
<PAGE>
MID-AMERICA APARTMENT COMMUNITIES, INC.
Historical Summary of Gross Income and Direct Operating Expenses
(Westside Creek Phase I Apartments)
Year ended December 31, 1996
<TABLE>
<CAPTION>
<S> <C>
Gross income - total revenue $984,816
Direct operating expenses:
Operating expenses 185,523
Real estate taxes 55,473
Repairs and maintenance 108,146
--------
349,142
--------
Gross income in excess of direct operating expenses $635,674
========
</TABLE>
[FN]
See accompanying notes to Historical Summary of Gross Income and
Direct Operating Expenses for the Acquisition Property.
<PAGE>
MID-AMERICA APARTMENT COMMUNITIES, INC.
Notes to Historical Summary of Gross Income
and Direct Operating Expenses
(Westside Creek Phase I Apartments)
December 31, 1996
(1) Accounting Policies
Description
The accompanying financial statement includes the operations
of Westside Creek Phase I Apartments (the Acquisition
Property) owned by parties unaffiliated with Mid-America
Apartment Communities, Inc. (the Company). The Acquisition
Property, a multi-family residential property located in
Little Rock, Arkansas was acquired by the Company on March
31, 1997 and contains 142 apartment units.
Basis of Presentation
The accompanying financial statement is not representative
of the actual operations for the period presented. Certain
expenses have been excluded because Mid-America Apartments,
L.P. (the Operating Partnership) does not anticipate that
they will be incurred in future operations of the property.
Expenses excluded consist of depreciation and amortization,
management fees and other costs not directly related to the
future operations of the Acquisition Property. Operating
expenses include payroll, utilities, advertising, and other
general and administrative costs. Management is not aware
of any material factors relating to this Acquisition
Property that would cause this financial statement not to be
indicative of future operating results as related to gross
income and direct operating expenses.
Income Recognition
Revenues from rental property are recognized when due from
tenants. Leases are generally for one year or less.
(2) Pro Forma Taxable Operating Results and Funds Generated From
Operations (Unaudited)
The pro forma table reflects the taxable operating results
and funds generated from operations of the Acquisition
Property for the twelve months ended March 31, 1997 as
adjusted for certain items which can be factually supported.
This statement does not purport to forecast actual operating
results for any period in the future.
<TABLE>
<CAPTION>
<S> <C>
Pro forma net operating income
(exclusive of depreciation and amortization) $584,586
Less estimated depreciation expense 229,360
--------
Pro forma taxable operating income 355,226
Add depreciation not requiring outlay of funds 229,360
--------
Pro forma funds generated from operations $584,586
========
Depreciation for the buildings is estimated using a straight-line
method over a 25-year life.
</TABLE>
MID-AMERICA APARTMENT COMMUNITIES, INC.
Historical Summary of Gross Income
and Direct Operating Expenses
(Woodhollow Apartments)
December 31, 1996
<PAGE>
Independent Auditors' Report
The Board of Directors
Mid-America Apartment Communities, Inc.:
We have audited the accompanying Historical Summary of Gross
Income and Direct Operating Expenses (Historical Summary) of the
Acquisition Property (Woodhollow Apartments), as described in
Note 1, for the year ended December 31, 1996. This Historical
Summary is the responsibility of the Acquisition Property's
management. Our responsibility is to express an opinion on this
Historical Summary for the Acquisition Property based on our
audit.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement is free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the Historical Summary for the
Acquisition Property. An audit also includes assessing the
accounting principles used and the significant estimates made by
management, as well as evaluating the overall presentation of the
Historical Summary for the Acquisition Property. We believe that
our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary for the Acquisition Property
was prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission as
described in Note 1 and is not intended to be a complete
presentation of the Acquisition Property's revenues and expenses.
In our opinion, the Historical Summary referred to above presents
fairly, in all material respects, the gross income and direct
operating expenses described in Note 1 to the Historical Summary
for the year ended December 31, 1996, in conformity with
generally accepted accounting principles.
/s/ KPMG PEAT MARWICK LLP
Memphis, Tennessee
April 24, 1997
<PAGE>
MID-AMERICA APARTMENT COMMUNITIES, INC.
Historical Summary of Gross Income and Direct Operating Expenses
(Woodhollow Apartments)
Year ended December 31, 1996
<TABLE>
<CAPTION>
<S> <C>
Gross income - total revenue $2,866,010
Direct operating expenses:
Operating expenses 600,294
Real estate taxes 276,972
Repairs and maintenance 242,973
Interest expense 779,653
-----------
1,899,892
-----------
Gross income in excess of direct operating expenses $ 966,118
===========
</TABLE>
[FN]
See accompanying notes to Historical Summary of Gross Income and
Direct Operating Expenses for the Acquisition Property.
<PAGE>
MID-AMERICA APARTMENT COMMUNITIES, INC.
Notes to Historical Summary of Gross Income
and Direct Operating Expenses
(Woodhollow Apartments)
December 31, 1996
(1) Accounting Policies
Description
The accompanying financial statement includes the operations
of Woodhollow Apartments (the Acquisition Property) owned by
parties unaffiliated with Mid-America Apartment Communities,
Inc. (the Company). The Acquisition Property, a multi-
family residential property located in Jacksonville, Florida
was acquired by the Company on April 10, 1997 and contains
450 apartment units.
Basis of Presentation
The accompanying financial statement is not representative
of the actual operations for the period presented. Certain
expenses have been excluded because Mid-America Apartments,
L.P. (the Operating Partnership) does not anticipate that
they will be incurred in future operations of the property.
Expenses excluded consist of depreciation and amortization,
management fees and other costs not directly related to the
future operations of the Acquisition Property. Interest
expense has been included in the Historical Summary to the
extent that notes payable are assumed in connection with the
Operating Partnership's acquisition of the Acquisition
Property. Operating expenses include payroll, utilities,
advertising, and other general and administrative costs.
Management is not aware of any material factors relating to
this Acquisition Property that would cause this financial
statement not to be indicative of future operating results
as related to gross income and direct operating expenses.
Income Recognition
Revenues from rental property are recognized when due from
tenants. Leases are generally for one year or less.
(2) Pro Forma Taxable Operating Results and Funds Generated From
Operations (Unaudited)
The pro forma table reflects the taxable operating results
and funds generated from operations of the Acquisition
Property for the twelve months ended March 31, 1997 as
adjusted for certain items which can be factually supported.
This statement does not purport to forecast actual operating
results for any period in the future.
<TABLE>
<CAPTION>
<S> <C>
Pro forma net operating income
(exclusive of depreciation and amortization) $866,660
Less estimated depreciation expense 627,920
--------
Pro forma taxable operating income 238,740
Add depreciation not requiring outlay of funds 627,920
--------
Pro forma funds generated from operations $866,660
========
</TABLE>
[FN]
Depreciation for the buildings is estimated using a straight-line
method over a 25-year life.
MID-AMERICA APARTMENT COMMUNITIES, INC.
Historical Summary of Gross Income
and Direct Operating Expenses
(The Woods Apartments)
December 31, 1996
<PAGE>
Independent Auditors' Report
The Board of Directors
Mid-America Apartment Communities, Inc.:
We have audited the accompanying Historical Summary of Gross
Income and Direct Operating Expenses (Historical Summary) of the
Acquisition Property (The Woods Apartments), as described in Note
1, for the year ended December 31, 1996. This Historical Summary
is the responsibility of the Acquisition Property's management.
Our responsibility is to express an opinion on this Historical
Summary for the Acquisition Property based on our audit.
We conducted our audit in accordance with generally accepted
auditing standards. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether
the statement is free of material misstatement. An audit
includes examining, on a test basis, evidence supporting the
amounts and disclosures in the Historical Summary for the
Acquisition Property. An audit also includes assessing the
accounting principles used and the significant estimates made by
management, as well as evaluating the overall presentation of the
Historical Summary for the Acquisition Property. We believe that
our audit provides a reasonable basis for our opinion.
The accompanying Historical Summary for the Acquisition Property
was prepared for the purpose of complying with the rules and
regulations of the Securities and Exchange Commission as
described in Note 1 and is not intended to be a complete
presentation of the Acquisition Property's revenues and expenses.
In our opinion, the Historical Summary referred to above presents
fairly, in all material respects, the gross income and direct
operating expenses described in Note 1 to the Historical Summary
for the year ended December 31, 1996, in conformity with
generally accepted accounting principles.
/s/ KPMG PEAT MARWICK LLP
Memphis, Tennessee
May 9, 1997
<PAGE>
MID-AMERICA APARTMENT COMMUNITIES, INC.
Historical Summary of Gross Income and Direct Operating Expenses
(The Woods Apartments)
Year ended December 31, 1996
<TABLE>
<CAPTION>
<S> <C>
Gross income - total revenue $2,107,565
Direct operating expenses:
Operating expenses 448,953
Real estate taxes 246,868
Repairs and maintenance 69,072
----------
764,893
----------
Gross income in excess of direct operating expenses $1,342,672
==========
</TABLE>
[FN]
See accompanying notes to Historical Summary of Gross Income and
Direct Operating Expenses for the Acquisition Property.
<PAGE>
MID-AMERICA APARTMENT COMMUNITIES, INC.
Notes to Historical Summary of Gross Income
and Direct Operating Expenses
(The Woods Apartments)
December 31, 1996
(1) Accounting Policies
Description
The accompanying financial statement includes the operations
of The Woods Apartments (the Acquisition Property) owned by
parties unaffiliated with Mid-America Apartment Communities,
Inc. (the Company). The Acquisition Property, a multi-
family residential property located in Austin, Texas was
acquired by the Company on April 15, 1997 and contains 278
apartment units.
Basis of Presentation
The accompanying financial statement is not representative
of the actual operations for the period presented. Certain
expenses have been excluded because Mid-America Apartments,
L.P. (the Operating Partnership) does not anticipate that
they will be incurred in future operations of the property.
Expenses excluded consist of depreciation and amortization,
management fees and other costs not directly related to the
future operations of the Acquisition Property. Operating
expenses include payroll, utilities, advertising, and other
general and administrative costs. Management is not aware
of any material factors relating to this Acquisition
Property that would cause this financial statement not to be
indicative of future operating results as related to gross
income and direct operating expenses.
Income Recognition
Revenues from rental property are recognized when due from
tenants. Leases are generally for one year or less.
(2) Pro Forma Taxable Operating Results and Funds Generated From
Operations (Unaudited)
The pro forma table reflects the taxable operating results
and funds generated from operations of the Acquisition
Property for the twelve months ended March 31, 1997 as
adjusted for certain items which can be factually supported.
This statement does not purport to forecast actual operating
results for any period in the future.
<TABLE>
<CAPTION>
<S> <C>
Pro forma net operating income
(exclusive of depreciation and amortization) $1,251,745
Less estimated depreciation expense 376,000
----------
Pro forma taxable operating income 875,745
Add depreciation not requiring outlay of funds 376,000
----------
Pro forma funds generated from operations $1,251,745
==========
</TABLE>
[FN]
Depreciation for the buildings is estimated using a straight-line
method over a 25-year life.
