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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 11-K
ANNUAL REPORT
PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)
FOR THE TRANSITION PERIOD FROM TO
COMMISSION FILE NUMBER 1-13232
APARTMENT INVESTMENT AND MANAGEMENT COMPANY
401(k) RETIREMENT PLAN
(FULL TITLE OF THE PLAN)
APARTMENT INVESTMENT AND MANAGEMENT COMPANY
2000 COLORADO BOULEVARD, TOWER TWO, SUITE 2-1000
DENVER, COLORADO 80222
(NAME OF ISSUER OF THE SECURITIES HELD PURSUANT TO
THE PLAN AND THE ADDRESS OF ITS PRINCIPAL EXECUTIVE OFFICE)
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Financial Statements and Schedules
Apartment Investment and Management Company
(Formerly National Corporation for Housing Partnerships
Amended and Restated)
401(k) Retirement Plan
December 31, 1999 and 1998 and for the year ended December 31, 1999
CONTENTS
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Report of Independent Public Accountants........................................3
Audited Financial Statements....................................................4
Statements of Net Assets Available for Benefits.................................4
Statements of Changes in Net Assets Available for Benefits......................5
Notes to Financial Statements...................................................6
Schedule
Schedule of Assets Held for Investment Purposes at End of Year..................10
Consent of Independent Auditors.................................................11
Signatures......................................................................12
</TABLE>
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REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS
Pension Plan Committee
Apartment Investment and Management Company
401(k) Retirement Plan
We have audited the accompanying statements of net assets available for benefits
of Apartment Investment and Management Company (formerly National Corporation
for Housing Partnerships Amended and Restated) 401(k) Retirement Plan (Plan) as
of December 31, 1999 and 1998 and for the year ended December 31, 1999. These
financial statements are the responsibility of the Plan's management. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the 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 audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for benefits of the Plan as of
December 31, 1999 and 1998 and the changes in its net assets available for
benefits for the year ended December 31, 1999 in conformity with accounting
principles generally accepted in the United States.
Our audits were performed for the purpose of forming an opinion on the financial
statements taken as a whole. The accompanying supplemental schedule of assets
held for investment purposes as of December 31, 1999 is presented for the
purpose of additional analysis and is not a required part of the financial
statements but is supplementary information required by the Department of
Labor's Rules and Regulations for Reporting and Disclosure under the Employee
Retirement Income Security Act of 1974. This supplemental schedule is the
responsibility of the Plan's management. The supplemental schedule has been
subjected to the auditing procedures applied in our audits of the financial
statements and, in our opinion, is fairly stated in all material respects in
relation to the financial statements taken as a whole.
/s/ Ernst & Young LLP
Indianapolis, Indiana
June 9, 2000
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Apartment Investment and Management Company
(Formerly National Corporation for Housing Partnerships Amended and Restated)
401(k) Retirement Plan
Statements of Net Assets Available for Benefits
<TABLE>
<CAPTION>
DECEMBER 31
1999 1998
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ASSETS:
Investments, at fair value $ 75,592,284 $ 63,161,061
Contributions receivable:
Employee contribution receivable 99,711 319,439
Employer contribution receivable 54,114 123,339
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153,825 442,778
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Total assets 75,746,109 63,603,839
LIABILITY:
Participant refunds payable 168,656 --
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Net assets available for benefits $ 75,577,453 $ 63,603,839
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</TABLE>
See accompanying notes.
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Apartment Investment and Management Company
(Formerly National Corporation for Housing Partnerships Amended and Restated)
401(k) Retirement Plan
Statement of Changes in Net Assets Available for Benefits
Year ended December 31, 1999
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Additions:
Employee contributions $ 6,879,982
Employer contributions 2,608,747
Rollover contributions 327,355
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9,816,084
Net appreciation in fair value of investments 6,404,054
Interest and dividend income 5,258,178
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Total additions 21,478,316
Deductions
Benefits Payments 9,163,535
Participant refunds 168,656
Administrative expenses 172,511
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Total deductions 9,504,702
Net increase 11,973,614
Net assets available for benefits at the beginning of the year 63,603,839
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Net assets available for benefits at the end of the year $ 75,577,453
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</TABLE>
See accompanying notes
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Apartment Investment and Management Company
(Formerly National Corporation for Housing Partnerships
Amended and Restated)
401(k) Retirement Plan
Notes to Financial Statements
December 31, 1999
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
BASIS OF ACCOUNTING
The accompanying financial statements of the Apartment Investment and Management
Company 401(k) Retirement Plan (the "Plan") are presented on the accrual basis
of accounting.
INVESTMENTS
Investments other than participant loans are valued at fair value as determined
by reference to quoted market values. The participant loans are valued at their
outstanding balances, which approximate fair value.
USE OF ESTIMATES
The preparation of financial statements in conformity with generally accepted
accounting principles requires management to make estimates and assumptions that
affect the reported amounts in the financial statements and accompanying notes.
Actual results could differ from those estimates.
INCOME TAX STATUS
The Plan has received a determination letter from the Internal Revenue Service
dated October 31, 1989, stating that the Plan is qualified under Section 401(a)
of the Internal Revenue Code (the "Code") and, therefore, the related trust is
exempt from taxation. Once qualified, the Plan is required to operate in
conformity with the Code to maintain its qualification. The Plan was amended and
restated, effective January 1, 1999. The Plan administrator believes that the
Plan, as amended and restated, continues to operate in compliance with the
applicable requirements of the Code and, therefore, believes the Plan continues
to be qualified and the related trust is tax exempt.
RECLASSIFICATION
Certain amounts in the 1998 financial statements have been reclassified to
conform to the 1999 presentation.
2. DESCRIPTION OF THE PLAN
The following description of the Plan provides only general information.
Participants should refer to the Summary Plan Description for a more complete
description of the Plan's provisions.
The Plan is a defined contribution plan that was established for all eligible
employees of the National Corporation for Housing Partnerships (NHP). As a
result of the 1997 merger with AIMCO/NHP Acquisition Corp., NHP is now a wholly
owned subsidiary of Apartment Investment and Management Company (AIMCO).
Consequently, effective January 1, 1998, AIMCO assumed sponsorship of the Plan
and the Plan was renamed Apartment Investment and Management Company 401(k)
Retirement Plan.
Employees become eligible to participate when they have reached the age of 18
and have worked for the Company (AIMCO) for a six-month period. Participants may
elect to contribute to the Plan from 1% to 20% of their compensation on a pretax
basis, subject to certain statutory limitations. The Company, at its discretion,
may match 50% of the participants' contribution, up to 6% of compensation
deferral.
The Plan is subject to the provisions of the Employee Retirement Income Security
Act of 1974 ("ERISA").
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Each participant's account is credited with the participant's contributions,
allocations of the Company's contributions, and Plan earnings. The benefit to
which a participant is entitled is the account balance at the time of
distribution.
Participants are immediately vested in their voluntary contributions. The
Company's matching contributions are fully vested after three years of service.
Upon withdrawal, the nonvested portion of a participant's account will be used
by the Company to reduce the next employer contribution or pay expenses of the
Plan. During 1999 and 1998, forfeited balances of terminated participants'
nonvested accounts were $136,230 and $187,413, respectively.
Participants may borrow funds from their own account. Loans are permitted in
amounts not to exceed the lesser of $50,000 reduced by the highest outstanding
loan balance for the preceding year or 50% of the value of the vested interest
in the participant's account. Only one loan is permitted during any twelve month
period.
Although the Company has not expressed any intent to do so, it has the right
under the Plan to discontinue its contributions at any time and to terminate the
Plan subject to the provisions of ERISA. In the event of termination of the
Plan, each participant will become fully vested and will receive a total
distribution of their account.
3. INVESTMENTS
The Plan's investments are held in trust by Fidelity Management Trust, the
trustee of the Plan. The Plan's investments in the various funds (including
investments bought, sold, and held during the year) appreciated (depreciated) in
fair value as presented in the following table.
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<CAPTION>
NET
APPRECIATION
(DEPRECIATION)
IN FAIR VALUE
DURING YEAR
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Year ended December 31, 1999:
Fair value as determined by quoted market prices:
Investments in mutual funds $ 6,320,803
Investments in common collective trust (19,950)
Investments in common stocks 103,201
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$ 6,404,054
</TABLE>
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Apartment Investment and Management Company
(Formerly National Corporation for Housing Partnerships
Amended and Restated)
401(k) Retirement Plan
Notes to Financial Statements (Continued)
3. INVESTMENTS (CONTINUED)
The fair value of individual investments that represent 5% or more of the Plan's
net assets are as follows:
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<CAPTION>
DECEMBER 31
1999 1998
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Fair value determined by quoted market prices:
Fidelity Investment Mutual Funds:
Magellan Fund $ 13,886,387 $ 10,881,058
Growth Company Fund 9,164,597 4,793,821
Growth and Income Fund 10,975,301 10,788,697
Retirement Money Market Fund 7,456,344 7,437,050
Asset Manager Fund 6,625,164 6,258,780
Equity Income II Fund 5,856,453 6,074,394
Fidelity Management Trust Company common collective trust fund:
Managed Income Portfolio Fund 9,404,195 9,332,464
</TABLE>
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Apartment Investment and Management Company
(Formerly National Corporation for Housing Partnerships
Amended and Restated)
401(k) Retirement Plan
SCHEDULE
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Apartment Investment and Management Company
(Formerly National Corporation for Housing Partnerships
Amended and Restated)
401(k) Retirement Plan
Schedule H, line 4i - Schedule of Assets Held for
Investment Purposes at End of Year
December 31, 1999
EIN: 52-1445137
Plan Number: 002
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<CAPTION>
DESCRIPTION OF INVESTMENT,
INCLUDING MATURITY DATE,
IDENTITY OF ISSUER, BORROWER, RATE OF INTEREST, COLLATERAL, PAR CURRENT
LESSOR OR SIMILAR PARTY OR MATURITY VALUE VALUE
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Common Stock:
*AIMCO Stock 149,764.74 shares $1,712,846
*Washington National Mortgage
Company Stock 2,050.48 shares 11,790
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1,724,636
*Fidelity Management Trust Company
Mutual Funds:
Magellan Fund 101,634.98 shares 13,886,387
Growth Company Fund 108,714.08 shares 9,164,597
Growth and Income Fund 232,724.78 shares 10,975,301
Intermediate Bond Fund 267,277.58 shares 2,608,629
Asset Manager Fund 360,455.06 shares 6,625,164
Equity Income II Fund 213,973.44 shares 5,856,453
Aggressive Growth Fund 61,350.45 shares 3,658,327
Diversified International Fund 7,536.51 shares 193,086
Low Price Stock Fund 11,422.37 shares 258,602
Spartan US Equity Index Fund 8,376.71 shares 436,343
Retirement Money Market Fund 7,456,344.43 shares 7,456,344
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61,119,233
Common Collective Trust:
Managed Income Portfolio Fund 9,404,194.84 shares 9,404,195
Participant Loans Interest rates range from 10% to 10.25% 3,344,220
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$75,592,284
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</TABLE>
*Indicates a party-in-interest to the Plan
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CONSENT OF INDEPENDENT AUDITORS
We consent to the incorporation by reference in the Registration Statement (Form
S-8 No. 333-57617) pertaining to the Apartment Investment and Management Company
(formerly National Corporation for Housing Partnerships Amended and Restated)
401(k) Retirement Plan of our report dated June 9, 2000, with respect to the
financial statements and schedules of the Apartment Investment and Management
Company (formerly National Corporation for Housing Partnerships Amended and
Restated) 401(k) Retirement Plan included in this Annual Report (Form 11-K) for
the year ended December 31, 1999.
/s/ Ernst & Young LLP
Indianapolis, Indiana
June 22, 2000
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SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
Plan Administrator has duly caused this annual report to be signed on its behalf
by the undersigned hereunto duly authorized.
Date: June 23, 2000
APARTMENT INVESTMENT AND
MANAGEMENT COMPANY
401(k) RETIREMENT PLAN
By: /s/ MARI AKERS
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Mari Akers
Plan Administrator
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