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Published: 2025-09-15 21:19:21 ET
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8-K
September 9, 2025false0000922864September 9, 20250001820878false00009228642025-09-092025-09-090000922864aiv:AimcoPropertiesLpMember2025-09-092025-09-09

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

 

PURSUANT TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

 

Date of Report (Date of earliest event reported): September 9, 2025

 

APARTMENT INVESTMENT AND MANAGEMENT COMPANY

AIMCO OP L.P.

(Exact name of registrant as specified in its charter)

 

 

Maryland (Apartment Investment and Management Company)

 

1-13232

 

84-1259577

Delaware (Aimco OP L.P.)

 

0-56223

 

85-2460835

(State or other jurisdiction

 

(Commission

 

(I.R.S. Employer

of incorporation or organization)

 

File Number)

 

Identification No.)

4582 SOUTH ULSTER STREET

SUITE 1450, DENVER, CO 80237

 

(Address of principal executive offices) (Zip Code)

 

Registrant’s telephone number, including area code: (303) 224-7900

NOT APPLICABLE

(Former name or Former Address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Apartment Investment and Management Company

Class A Common Stock

AIV

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the exchange act. ☐

 

 


 

Item 2.01 Completion of Acquisition or Disposition of Assets

As previously reported, on August 5, 2025, certain subsidiaries of Apartment Investment and Management Company (“Aimco”) and Aimco OP L.P. (collectively, the “Company” or “Seller”) entered into an Agreement of Purchase and Sale (the “Agreement”) with HGI Acquisitions, LLC (the “Purchaser”). The Purchaser is not affiliated with the Seller. Under the terms of the Agreement, the Seller agreed to sell to the Purchaser, five properties located in suburban Boston (the “Boston Portfolio”) for an aggregate purchase price of $740 million.

On September 9, 2025, the Company completed the sale of four of the five properties located in suburban Boston to the Purchaser for an aggregate purchase price of $490 million paid in cash. These four properties include properties known as Royal Crest Estates (Marlboro), Royal Crest Estates (Warwick), Waterford Village, and Wexford Village. The sale of the fifth property, Royal Crest Estates (Nashua), continues to be under contract for a purchase price of $250 million and is expected to close in the fourth quarter of 2025 to accommodate the assumption of the property loan pursuant to the terms of the Agreement, although no assurance can be made that the Company will complete the sale of the remaining property within that timeframe, or at all. The buyer has made a $20 million non-refundable deposit, which will be forfeited to the Company if the final sale is not completed.

Cautionary Statement Regarding Forward-Looking Statements

This Current Report on Form 8-K contains certain forward-looking statements within the meaning of the federal securities laws. Forward-looking statements include all statements that are not historical statements of fact and those regarding our intent, belief, or expectations. Words such as “anticipate(s),” “expect(s),” “intend(s),” “plan(s),” “believe(s),” “may,” “will,” “would,” “could,” “should,” “seek(s),” “forecast(s),” and similar expressions, or the negative of these terms, are intended to identify such forward-looking statements. These statements, including those regarding the timing of asset sales and the timing and amount of capital expected to be returned to stockholders, are not guarantees of future performance, condition or results, and involve a number of known and unknown risks, uncertainties, and assumptions that may affect actual results or outcomes, including changes in market conditions, fluctuations in our stock price, our financial performance, regulatory changes, and general economic conditions. Readers should carefully review the Company's financial statements and the notes thereto, as well as the section entitled “Risk Factors” in Item 1A of Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as these filings identify and address important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. These forward-looking statements reflect management's judgment as of this date, and the Company assumes no (and disclaims any) obligation to revise or update them to reflect future events or circumstances.

Item 9.01 Financial Statements and Exhibits

(b) Pro Forma Financial Information

The following unaudited pro forma financial information of the Company, which reflect the sale of the Company’s interests in the Boston Portfolio to the Purchaser, are filed as Exhibit 99.1 to this Current Report.

Unaudited Pro Forma Condensed Consolidated Balance Sheet as of June 30, 2025
Unaudited Pro Forma Consolidated Statements of Operations for the six months ended June 30, 2025 and the years ended December 31, 2024, 2023, and 2022
 

(d) The following exhibits are filed with this report:

Exhibit No.

Description

99.1

Unaudited Pro Forma Condensed Consolidated Financial Statements of Aimco and Aimco OP L.P.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

 

 


 

 

 


 

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 hereunto duly authorized.

 

Dated: September 15, 2025

 

 

 

 

 

 

APARTMENT INVESTMENT AND MANAGEMENT COMPANY

 

 

 

 

 

 

 

/s/ H. Lynn C. Stanfield

 

 

 

H. Lynn C. Stanfield

 

 

 

Executive Vice President and Chief Financial Officer

 

 

 

 

 

 

AIMCO OP L.P.

 

 

By: Aimco OP GP, LLC, its general partner

By: Apartment Investment and Management Company, its managing member

 

 

 

 

 

 

 

/s/ H. Lynn C. Stanfield

 

 

 

H. Lynn C. Stanfield

 

 

 

Executive Vice President and Chief Financial Officer