UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 10-K

[X]    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999

 

OR

 

[ ]  TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 OF THE

SECURITIES EXCHANGE ACT OF 1934

 

FOR THE TRANSITION PERIOD FROM           TO

 

COMMISSION FILE NUMBER 1-13232

 

APARTMENT INVESTMENT AND MANAGEMENT COMPANY

(Exact name of registrant as specified in its charter)

 

                    MARYLAND                                           84-1259577

         (State or other jurisdiction of                            (I.R.S. Employer

         incorporation or organization)                            Identification No.)

 

            TOWER TWO, SUITE 2-1000,

                   DENVER, CO                                          80222-7900

    (Address of principal executive offices)                           (Zip Code)

 

 

 

Registrant's Telephone Number, Including Area Code: (303) 757-8101

 

Securities Registered Pursuant to Section 12(b) of the Act:

 

 

                                                               NAME OF EACH EXCHANGE

                    TITLE OF EACH CLASS                         ON WHICH REGISTERED

                    -------------------                        ---------------------

Class A Common Stock                                          New York Stock Exchange

Class C Cumulative Preferred Stock                            New York Stock Exchange

Class D Cumulative Preferred Stock                            New York Stock Exchange

Class G Cumulative Preferred Stock                            New York Stock Exchange

Class H Cumulative Preferred Stock                            New York Stock Exchange

Class K Convertible Cumulative Preferred Stock                New York Stock Exchange

 

Securities Registered Pursuant to Section 12(g) of the Act: NONE

 

       Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes [X]  No [ ]

 

       Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  [ ]

 

       As of February 29, 2000, there were 67,096,142 shares of Class A Common Stock outstanding. The aggregate market value of the voting and non-voting common stock held by non-affiliates of the registrant, was approximately $2,482.6 million as of February 29, 2000.

 

DOCUMENTS INCORPORATED BY REFERENCE

 

       Portions of the proxy statement for the registrant's 2000 annual meeting of stockholders are incorporated by reference into Part III of this Annual Report.

 

 

 


 

APARTMENT INVESTMENT AND MANAGEMENT COMPANY

 

TABLE OF CONTENTS

 

ANNUAL REPORT ON FORM 10-K

FOR THE FISCAL YEAR ENDED DECEMBER 31, 1999

 

 

ITEM                                                                 PAGE

----                                                                 ----

                                 PART I

 1.   Business....................................................

      1999 Developments...........................................

      Financial Information About Industry Segments...............

      Operating and Financial Strategies..........................

      Growth Strategies...........................................

      Property Management Strategies..............................

      Taxation of the Company.....................................

      Competition.................................................

      Regulation..................................................

      Insurance...................................................

      Employees...................................................

 2.   Properties..................................................

 3.   Legal Proceedings...........................................

 4.   Submission of Matters to a Vote of Security Holders.........

 

                                 PART II

 5.   Market for the Registrant's Common Equity and Related

      Stockholder Matters.........................................

 6.   Selected Financial Data.....................................

 7.   Management's Discussion and Analysis of Financial Condition

      and Results of Operations...................................

7a.   Quantitative and Qualitative Disclosures About Market

      Risk........................................................

 8.   Financial Statements and Supplementary Data.................

 9.   Changes in and Disagreements with Accountants on Accounting

      and Financial Disclosure....................................

 

                                PART III

10.   Directors and Executive Officers of the Registrant..........

11.   Executive Compensation......................................

12.   Security Ownership of Certain Beneficial Owners and

      Management..................................................

13.   Certain Relationships and Related Transactions..............

 

                                 PART IV

14.   Exhibits, Financial Statement Schedule and Reports on Form

      8-K.........................................................


 

PART I

 

ITEM 1. BUSINESS.

 

       Apartment Investment and Management Company ("AIMCO"), a Maryland corporation formed on January 10, 1994, is a self-administered and self-managed REIT engaged in the ownership, acquisition, development, expansion and management of multi-family apartment properties. As of December 31, 1999, we owned or managed 363,462 apartment units in 1,942 properties located in 48 states, the District of Columbia and Puerto Rico. Based on apartment unit data compiled by the National Multi Housing Council, we believe that, as of December 31, 1999, we were the largest owner and manager of multifamily apartment properties in the United States. As of December 31, 1999, we:

 

       - owned or controlled 106,148 units in 373 apartment properties;

 

       - held an equity interest in 133,113 units in 751 apartment properties; and

 

       - managed 124,201 units in 818 apartment properties for third party owners

         and affiliates.

 

       We conduct substantially all of our operations through our operating partnership, AIMCO Properties, L.P. Through a wholly-owned subsidiary, we act as the sole general partner of the AIMCO operating partnership. As of December 31, 1999, we owned approximately a 91% interest in the AIMCO operating partnership. We manage apartment properties for third parties and affiliates through unconsolidated subsidiaries that we refer to as the "management companies." Generally, when we refer to "we," "us" or the "Company" in this annual report on Form 10-K, we are referring to AIMCO, the AIMCO operating partnership, the management companies and their respective subsidiaries. We refer to interests in the AIMCO operating partnership that are held by third parties as "OP Units."

 

       The Company's principal executive offices are located at 2000 South Colorado Blvd., Tower Two, Suite 2-1000, Denver, Colorado 80222-7900 and its telephone number is (303) 757-8101.

 

1999 DEVELOPMENTS

 

  Individual Property Acquisitions

 

       The Company directly acquired 28 apartment communities in unrelated transactions during 1999 (not including those acquired in connection with the merger with Insignia Properties Trust, "IPT"). The aggregate consideration paid by the Company of $495.0 million consisted of $91.5 million in cash, 2.4 million Preferred OP Units, 0.9 million common OP Units and 0.5 million shares of Class A Common Stock with a total recorded value of $116.8 million, assumption of $110.1 million of secured long-term indebtedness, the assumption of $15.2 million of other liabilities, and new financing of $161.4 million of secured long-term indebtedness. The Company has budgeted an additional $23.9 million for initial capital enhancements related to these properties.

 

  Tender Offers

 

       During 1999, the Company made separate offers to the limited partners of approximately 600 partnerships to acquire their limited partnership interests. The Company paid approximately $271 million in cash and OP Units to acquire limited partnership interests pursuant to the offers.

 

  Property Dispositions

 

       In 1999, the Company sold 63 properties for an aggregate sales price of approximately $426.0 million. Net cash proceeds to the Company from the sales of $135.8 million were used to repay a portion of the Company's outstanding short-term indebtedness. The results of operations of 55 of these properties were accounted for by the Company under the equity method.

 

2


 

  Debt Assumptions and Financings

 

       In August 1999, the Company closed a $300 million revolving credit facility arranged by Bank of America, N.A. BankBoston, N.A. and First Union National Bank and comprised of a total of nine lender participants. The obligations under the new credit facility are secured by certain non-real estate assets of the Company. The existing lines of credit were terminated. The credit facility is used for general corporate purposes and has a two-year term with two one-year extensions. The annual interest rate under the new credit facility is based on either LIBOR or a base rate which is the higher of Bank of America's reference rate or 0.5% over the federal funds rate, plus, in either case, an applicable margin. The margin ranges between 2.05% and 2.55%, in the case of LIBOR-based loans, and between 0.55% and 1.05%, in the case of base rate loans, based upon a fixed charge coverage ratio. The weighted average interest rate at December 31, 1999 was 8.84%. The amount available under the credit facility at December 31, 1999 was $90.8 million.

 

       During the year ended December 31, 1999, the Company issued $410.3 million of long-term fixed rate, fully amortizing non-recourse mortgage notes payable with a weighted average interest rate of 7.3%. Each of the notes is individually secured by one of forty properties with no cross-collateralization. The Company used the net proceeds after transaction costs of $373.6 million to repay existing debt. During the year ended December 31, 1999, the Company has also assumed $110.1 million of long-term fixed rate, fully amortizing notes payables with a weighted average interest rate of 7.9% in connection with the acquisition of properties. Each of the notes is individually secured by one of thirteen properties with no cross-collateralization.

 

  Equity Offerings

 

       In 1999, the Company raised proceeds of $304.6 million in one public offering and two direct placements of equity securities (excluding equity issued in connection with the completion of the IPT merger discussed below and in connection with the purchase of real estate and limited partnership interests). These transactions are summarized below:

 

 

                                                              NUMBER     TOTAL PROCEEDS   DIVIDEND OR

                                                                OF             IN         DISTRIBUTION

TRANSACTION                             TYPE       DATE       SHARES        MILLIONS          RATE

-----------                             ----       ----      ---------   --------------   ------------

Class K Convertible Cumulative

  Preferred Stock of AIMCO...........  Public    Feb. 1999   5,000,000       $125.0               (1)

Class L Convertible Cumulative

  Preferred Stock of AIMCO...........  Direct     May 1999   5,000,000        125.0               (2)

Class A Common Stock of AIMCO........  Direct   Sept. 1999   1,382,580         54.6

                                                                             ------

TOTAL PROCEEDS 1999...................................................       $304.6

                                                                             ======

 

 

 

(1) For three years from the date of original issuance, the Class K Preferred

     Stock dividend will be in an amount per share equal to the greater of (i)

     $2.00 per year (equivalent to 8% of the liquidation preference), or (ii) the

     cash dividends payable on the number of shares of Class A Common Stock (or

     portion thereof) into which a share of Class K Preferred Stock is

     convertible. Beginning with the third anniversary of the date of original

     issuance, the Class K Preferred Stock dividend per share will be increased

     to the greater of (i) $2.50 per year (equivalent to 10% of the liquidation

     preference), or (ii) the cash dividends payable on the number of shares of

     Class A Common Stock (or portion thereof) into which a share of Class K

     Preferred Stock is convertible.

 

(2) For three years from the date of original issuance, the Class L Preferred

     Stock dividend will be in an amount per share equal to the greater of (i)

     $2.025 per year (equivalent to 8.1% of the liquidation preference), or (ii)

     the cash dividends payable on the number of shares of Class A Common Stock

     into which a share of Class L Preferred Stock is convertible. Beginning with

     the third anniversary of the date of original issuance, the holder of Class

     L Preferred Stock will be entitled to receive an amount per share equal to

     the greater of (i) $2.50 per year (equivalent to 10% of the liquidation

     preference), or (ii) the cash dividends payable on the number of shares of

     Class A Common Stock into which a share of Class L Preferred Stock is

     convertible.

 

3


 

  Insignia Properties Trust Merger

 

       As a result of the Insignia merger on October 1, 1998, AIMCO acquired approximately 51% of the outstanding shares of beneficial interest of IPT. On February 26, 1999, IPT was merged into AIMCO. Pursuant to the merger, each of the outstanding shares of IPT that were not held by AIMCO were converted into the right to receive 0.3601 shares of AIMCO Class A Common Stock, resulting in the issuance of approximately 4.3 million shares of AIMCO Class A Common Stock (valued at approximately $158.8 million).

 

  Pending Acquisitions

 

       In the ordinary course of business, the Company engages in discussions and negotiations regarding the acquisition of apartment properties (including interests in entities that own apartment properties). The Company frequently enters into contracts and non-binding letters of intent with respect to the purchase of properties. These contracts are typically subject to certain conditions and permit the Company to terminate the contract in its sole and absolute discretion if it is not satisfied with the results of its due diligence investigation of the properties. The Company believes that such contracts essentially result in the creation of an option on the subject properties and give the Company greater flexibility in seeking to acquire properties. As of February 29, 2000, the Company had under contract or letter of intent an aggregate of 10 multi-family apartment properties with a maximum aggregate purchase price of $107.6 million, including estimated capital improvements, which, in some cases, may be paid in the form of assumption of existing debt. All such contracts are subject to termination by the Company as described above. No assurance can be given that any of these possible acquisitions will be completed or, if completed, that they will be accretive on a per share basis.

 

FINANCIAL INFORMATION ABOUT INDUSTRY SEGMENTS

 

       The Company operates in one industry segment, the ownership and management of real estate properties. See the consolidated financial statements and notes thereto included elsewhere in this Annual Report on Form 10-K for financial information relating to the Company.

 

OPERATING AND FINANCIAL STRATEGIES

 

       The Company strives to meet its objective of providing long-term, predictable funds from operations ("FFO") per share of Class A Common Stock, less an allowance for Capital Replacements of $300 per apartment unit, by implementing its operating and financing strategies which include the following:

 

       - Acquisition of Properties at Less Than Replacement Cost. AIMCO attempts

         to acquire properties at a significant discount to their replacement

         cost.

 

       - Geographic Diversification. AIMCO operates in 48 states, the District of

         Columbia and Puerto Rico. This geographic diversification insulates the

         Company, to some degree, from inevitable downturns in any one market.

         AIMCO's net income before depreciation and interest expense is earned in

         more than 175 local markets. In 1999, the largest single market

         contributed 7% to net income before depreciation and interest expense,

         and the five largest markets contributed 32%.

 

       - Market Growth. The Company seeks to operate in markets where population

         and employment growth are expected to exceed the national average and

         where it believes it can become a regionally significant owner or manager

         of properties. For the period from 1997 through 2000, annual population

         and employment growth rates in AIMCO's five largest regional markets are

         forecasted to be 2.2% and 3.6%, respectively.

 

       - Product Diversification. The Company's portfolio of apartment properties

         spans a wide range of apartment community types, both within and among

         markets, including garden and high-rise apartments, as well as corporate

         and student housing.

 

4


 

       - Capital Replacement. AIMCO believes that the physical condition and

         amenities of its apartment communities are important factors in its

         ability to maintain and increase rental rates. The Company allocates

         approximately $300 annually per owned apartment unit for capital

         replacements, and reserves unexpended amounts for future capital

         replacements.

 

       - Debt Financing. AIMCO's strategy is generally to incur debt to increase

         its return on equity while maintaining acceptable interest coverage

         ratios. AIMCO seeks to maintain a ratio of free cash flow to combined

         interest expense and preferred stock dividends of between 2:1 and 3:1,

         and a ratio of earnings before interest, income taxes, depreciation and

         amortization (with certain adjustments and after a provision of

         approximately $300 per owned apartment unit) to debt service of at least

         2:1, and to match debt maturities to the character of the assets

         financed. For the year ended December 31, 1999, the Company was within

         these targets. The Company uses predominantly long-term, fixed-rate and

         self-amortizing non-recourse debt in order to avoid the refunding or

         repricing risks of short-term borrowings. The Company uses short-term

         debt financing to fund acquisitions and generally expects to refinance

         such borrowings with proceeds from equity offerings or long-term debt

         financings. As of December 31, 1999, approximately 9% of AIMCO's

         outstanding debt was short-term debt and 91% was long-term debt.

 

       - Dispositions. The Company regularly sells properties that do not meet its

         return on investment criteria or that are located in areas where AIMCO

         does not believe that the long-term neighborhood values justify the

         continued investment in the properties.

 

       - Dividend Policy. AIMCO pays dividends on its Class A Common Stock to

         share its profitability with its stockholders. The Company distributed

         61.3%, 65.8% and 66.5% of FFO to holders of Class A Common Stock for the

         years ended December 31, 1999, 1998 and 1997, respectively. It is the

         present policy of the Board of Directors to increase the dividend

         annually in an amount equal to one-half of the projected increase in FFO,

         adjusted for capital replacements, subject to minimum distribution

         requirements to maintain its REIT status.

 

GROWTH STRATEGIES

 

       The Company seeks growth through two primary sources -- internal expansion and acquisitions.

 

  Internal Growth Strategies.

 

       The Company pursues internal growth primarily through the following strategies:

 

       - Revenue Increases. The Company increases rents where feasible and seeks

         to improve occupancy rates.

 

       - Controlling Expenses. Cost reductions are accomplished by local focus on

         the regional operating center level and by exploiting economies of scale.

         As a result of the size of its portfolio and its creation of regional

         concentrations of properties, the Company has the ability to leverage

         fixed costs for general and administrative expenditures and certain

         operating functions, such as insurance, information technology and

         training, over a large property base.

 

       - Redevelopment of Properties. The Company believes redevelopment of

         selected properties in superior locations provides advantages over

         development of new properties. AIMCO believes that redevelopment

         generally allows the Company to maintain rents comparable to new

         properties and, compared to development of new properties, can be

         accomplished with relatively lower financial risk, in less time and with

         reduced delays due to governmental regulation.

 

       - Expansion of Properties. The Company believes that expansion within or

         adjacent to properties already owned or managed by the Company also

         provides growth opportunities at lower risk than new development. Such

         expansion can offer cost advantages to the extent common area amenities

         and on-site management personnel can service the property expansions.

         AIMCO's current policy is to limit redevelopments and expansions to 10%

         of total equity market capitalization.

 

5


 

       - Ancillary Services. The Company believes that its ownership and

         management of properties provides it with unique access to a customer

         base that allows us to provide additional services and thereby increase

         occupancy, increase rents and generate incremental revenue. The Company

         currently provides cable television, telephone services, appliance

         rental, and carport, garage and storage space rental at certain

         properties.

 

  Acquisition Strategies.

 

       The Company believes its acquisition strategies will increase profitability and predictability of earnings by increasing its geographic diversification, economies of scale and opportunities to provide ancillary services to tenants at its properties. Since AIMCO's initial public offering in July 1994, the Company has completed numerous acquisition and management transactions, expanding its portfolio of owned or managed properties from 132 apartment properties with 29,343 units to 1,942 apartment properties with 363,462 units as of December 31, 1999. The Company acquires additional properties primarily in three ways:

 

       - Direct Acquisitions. AIMCO may directly, including through mergers and

         other business combinations, acquire individual properties or portfolios

         of properties and controlling interests in entities that own or control

         such properties or portfolios. To date, a significant portion of AIMCO's

         growth has resulted from the acquisition of other companies that owned or

         controlled properties.

 

       - Acquisition of Managed Properties. AIMCO believes that its property

         management operations support its acquisition activities. Since AIMCO's

         initial public offering, the Company has acquired from its managed

         portfolio 16 properties comprising 5,697 units for total consideration of

         $189.9 million.

 

       - Increasing its Interest in Partnerships. For properties where AIMCO owns

         a general partnership interest in the property-owning partnership, the

         Company may seek to acquire, subject to its fiduciary duties, the

         interests in the partnership held by third parties for cash or, in some

         cases, in exchange for OP Units. AIMCO has completed tender offers with

         respect to approximately 1,000 partnerships and has purchased additional

         interests in such partnerships for cash and for OP Units.

 

PROPERTY MANAGEMENT STRATEGIES

 

       AIMCO seeks to improve the operating results from its property management business by, among other methods, combining centralized financial control and uniform operating procedures with localized property management decision-making and market knowledge. AIMCO's management operations are organized into 31 regional operating centers. Each of the regional operating centers is supervised by a Regional Vice-President.

 

TAXATION OF THE COMPANY

 

       The Company has elected to be taxed as a REIT under the Internal Revenue Code of 1986, as amended, commencing with its taxable year ended December 31, 1994, and the Company intends to continue to operate in such a manner. The Company's current and continuing qualification as a REIT depends on its ability to meet the various requirements imposed by the Internal Revenue Code, through actual operating results, distribution levels and diversity of stock ownership.

 

       If the Company qualifies for taxation as a REIT, it will generally not be subject to U.S. federal corporate income tax on its net income that is currently distributed to stockholders. This treatment substantially eliminates the "double taxation" (at the corporate and stockholder levels) that generally results from investment in a corporation. If the Company fails to qualify as a REIT in any taxable year, its taxable income will be subject to U.S. federal income tax at regular corporate rates (including any applicable alternative minimum tax). Even if the Company qualifies as a REIT, it may be subject to certain state and local income taxes and to U.S. federal income and excise taxes on its undistributed income.

 

       If in any taxable year the Company fails to qualify as a REIT and incurs additional tax liability, the Company may need to borrow funds or liquidate certain investments in order to pay the applicable tax and the

6


 

Company would not be compelled to make distributions under the Code. Unless entitled to relief under certain statutory provisions, the Company would also be disqualified from treatment as a REIT for the four taxable years following the year during which qualification is lost. Although the Company currently intends to operate in a manner designed to qualify as a REIT, it is possible that future economic, market, legal, tax or other considerations may cause the Company to fail to qualify as a REIT or may cause the Board of Directors to revoke the REIT election.

 

       The Company and its stockholders may be subject to state or local taxation in various state or local jurisdictions, including those in which it or they transact business or reside. The state and local tax treatment of the Company and its stockholders may not conform to the U.S. federal income tax treatment.

 

COMPETITION

 

       There are numerous housing alternatives that compete with the Company's properties in attracting residents. The Company's properties compete directly with other multi-family rental apartments and single family homes that are available for rent or purchase in the markets in which the Company's properties are located. The Company's properties also compete for residents with new and existing and condominiums. The number of competitive properties in a particular area could have a material effect on the Company's ability to lease apartment units at its properties and on the rents charged. The Company competes with numerous real estate companies in acquiring, developing and managing multi-family apartment properties and seeking tenants to occupy its properties. In addition, the Company competes with numerous property management companies in the markets where the properties managed by the Company are located.

 

REGULATION

 

  General

 

       Multifamily apartment properties are subject to various laws, ordinances and regulations, including regulations relating to recreational facilities such as swimming pools, activity centers and other common areas. Changes in laws increasing the potential liability for environmental conditions existing on properties or increasing the restrictions on discharges or other conditions, as well as changes in laws affecting development, construction and safety requirements, may result in significant unanticipated expenditures, which would adversely affect the Company's cash flows from operating activities. In addition, future enactment of rent control or rent stabilization laws or other laws regulating multi-family housing may reduce rental revenue or increase operating costs in particular markets.

 

  Laws Benefiting Disabled Persons

 

       Under the Americans with Disabilities Act of 1990, all places of public accommodation are required to meet certain Federal requirements related to access and use by disabled persons. These requirements became effective in 1992. A number of additional Federal, state and local laws may also require modifications to the Company's properties, or restrict certain further renovations of the properties, with respect to access thereto by disabled persons. For example, the Fair Housing Amendments Act of 1988 requires apartment properties first occupied after March 13, 1990 to be accessible to the handicapped. Noncompliance with these laws could result in the imposition of fines or an award of damages to private litigants and also could result in an order to correct any non-complying feature, which could result in substantial capital expenditures. Although the Company believes that its properties are substantially in compliance with present requirements, it may incur unanticipated expenses to comply with these laws.

 

  Regulation of Affordable Housing

 

       As of December 31, 1999, the Company owned or controlled 27 properties and held an equity interest in 434 properties with a combined weighted average ownership percentage of 24%. AIMCO also managed for third parties and affiliates 477 properties that benefit from governmental programs intended to provide housing to people with low or moderate incomes. These programs, which are usually administered by the United States Department of Housing and Urban Development ("HUD") or state housing finance agencies, typically

 

7


 

provide mortgage insurance, favorable financing terms or rental assistance payments to the property owners. As a condition to the receipt of assistance under these programs, the properties must comply with various requirements, which typically limit rents to pre-approved amounts. If permitted rents on a property are insufficient to cover costs, a sale of the property may become necessary, which could result in a loss of management fee revenue. The Company must obtain the approval of HUD in order to manage, or acquire a significant interest in, a HUD-assisted or HUD-insured property. This approval process is commonly referred to as "2530 Clearance." The Company had three unresolved flags in the 2530 system as of December 31, 1999, which the Company believes will not have a material effect on its ability to receive 2530 approval. The Company can make no assurance, however, that it will always receive such approval.

 

  Environmental

 

       The Company is subject to various Federal, state and local laws that impose liability on property owners or operators for the costs of removal or remediation of certain hazardous substances present on a property. Such laws often impose liability without regard to whether the owner or operator knew of, or was responsible for, the release of the hazardous substances. The presence of, or the failure to properly remediate, hazardous substances may adversely affect occupancy at contaminated apartment communities and our ability to sell or borrow against contaminated properties. In addition to the costs associated with investigation and remediation actions brought by governmental agencies, the presence of hazardous wastes on a property could result in personal injury or similar claims by private plaintiffs. The Company also is subject to various laws that impose liability for the cost of removal or remediation of hazardous substances at a disposal or treatment facility. Anyone who arranges for the disposal or treatment of hazardous or toxic substances is potentially liable under such laws. These laws often impose liability whether or not the person arranging for the disposal ever owned or operated the disposal facility. In connection with the ownership, operation and management of our properties, we could potentially be liable for environmental liabilities or costs associated with our properties or properties we may acquire or manage in the future.

 

INSURANCE

 

       Management believes that the Company's properties are covered by adequate fire, flood and property insurance provided by reputable companies and with commercially reasonable deductibles and limits.

 

EMPLOYEES

 

       The Company has a staff of employees performing various acquisition, redevelopment and management functions. The Company, through the AIMCO operating partnership and the management companies, has approximately 12,500 employees, most of whom are employed at the property level. None of the employees are represented by a union, and the Company has never experienced a work stoppage. The Company believes it maintains satisfactory relations with its employees.

 

8


 

ITEM 2. PROPERTIES.

 

       The Company's properties are located in 48 states, Puerto Rico and the District of Columbia. The properties are managed by four Division Vice-Presidents controlling 31 regional operating centers. The following table sets forth information for the regional operating centers as of December 31, 1999:

 

 

                                                                   NUMBER OF    NUMBER OF

REGIONAL OPERATING CENTER                              DIVISION    PROPERTIES     UNITS

-------------------------                              --------    ----------   ---------

Chicago, IL..........................................  Far West         57        10,761

Denver, CO...........................................  Far West         84        14,279

Kansas City, MO......................................  Far West         72        11,094

Los Angeles, CA......................................  Far West         53         9,505

Oakland, CA..........................................  Far West         69         8,013

Phoenix, AZ..........................................  Far West         52        13,008

                                                                     -----       -------

                                                                       387        66,660

                                                                     -----       -------

Allentown, PA........................................  East            116         9,693

Columbia, SC.........................................  East             73        13,767

Greenville, SC.......................................  East             86        12,016

Philadelphia, PA.....................................  East             62        19,512

Rockville, MD........................................  East             62        16,881

Tarrytown, NY........................................  East             67         9,413