Land & Buildings Calls on Apartment Investment & Management (AIV) to Immediately Pursue a Full Company Sale Process and Highlights Significant Upside to Current Share Price

Key Summary: Aimco, a $1.2B REIT, faced activist pressure from Land & Buildings (L&B). In 2020, L&B opposed Aimco's spin-off into AIR and Aimco, advocating for shareholder votes, which succeeded. In 2022, L&B pushed for board changes and declassification, influencing strategic shifts and electing a nominee to the board. In 2023, L&B called for a sale process, citing a 40%-60% potential upside. On Jan 14, 2025, L&B praises the company’s recent $520 million asset sale and calls for an immediate full company sale, citing a 30% upside in share price based on an estimated NAV of $11.50/share.

Market Cap: $1.2 billion | Apartment Investment & Management Co is a real estate investment trust focused on the ownership and management of quality apartment communities located in select markets in the United States.

  • On September 14, 2020, the company announced its plan to separate its business into two separate and distinct publicly traded companies, Apartment Income REIT and Aimco.
  • On September 22, 2020, Land & Buildings (0.2%) issued a letter to the Board expressing concerns regarding the company's announcement to separate its business. It stated that it was prepared to file preliminary proxy materials with the SEC on September 28, 2020, seeking requests to call a special meeting if the Board did not agree to put the proposed spin-off to a vote by that time. Land & Buildings stated that it was highly unlikely that both Aimco and AIR combined would trade anywhere close to AIV’s stated NAV of $58 per share. It called on the Board to explain whether it truly explored all available strategic opportunities to maximize value for shareholders, given the 75% upside to the published NAV.
  • On September 29, 2020, Land & Buildings (1.4%) filed proxy materials requesting that the company call a special meeting of stockholders for the following purposes:
    • To approve a non-binding resolution urging the Board to put any proposed separation or spin-off involving the company to a vote of the company’s stockholders at a duly called meeting and to refrain from proceeding with any such separation or spin-off unless approved by a majority vote of the company’s stockholders.
    • To transact such other business as may properly come before the special meeting.
  • On October 20, 2020, Land & Buildings issued an investor Presentation detailing its case for change at the company. It stated its belief that the proposed taxable spin of ~90% of AIV's value should require shareholder approval.
  • On October 30, 2020, Land & Buildings announced  that ISS recommended shareholders vote FOR on the GOLD request card to consent to call a special meeting of the company’s shareholders to hold an advisory vote on AIV’s planned separation of its business into two separate and distinct publicly traded companies, Apartment Income REIT (“AIR”) and Aimco, through a reverse spin-off.
  • On November 12, 2020, Land & Buildings announced that Glass Lewis had recommended shareholders support Land & Buildings’ call for the special meeting. Land & Buildings stated that it had delivered written requests from the holders of more than 43% of the company’s outstanding shares of common stock to AIV to call a special meeting of shareholders. Pursuant to the company’s Amended and Restated Bylaws, a special meeting of shareholders can be called on the written request of shareholders entitled to cast at least 25% of all votes entitled to be cast at the meeting. Source
  • On November 18, 2020, the company announced that the shareholders approved the proposal.
  • On December 15, 2020, the company announced that it had completed the separation of its businesses, creating two separate and distinct publicly traded companies, Apartment Income REIT Corp. (“AIR”) and Aimco. Source
  • On September 30, 2022, Land & Buildings filed proxy materials nominating two director candidates to the Board. Source
  • On October 18, 2022, Land & Buildings issued a presentation opining that the estimated net asset value would be $12.20 per share. Further, it urged the Board to immediately de-stagger its structure, remove Terry Considine, former CEO of Aimco and current AIRC CEO, from the Board, refresh the Board with independent, shareholder-minded directors, and explore all strategic options to unlock shareholder value.
  • On October 20, 2022, Land & Buildings launched a website to communicate with the company’s stockholders regarding the Annual Meeting. The website address is https://aimhighaiv.com/.
  • On November 15, 2022, the company announced several actions, namely:
    • Declassify the Board in 2023: Given the success of Aimco’s strategic plan, the Aimco Board accelerated the company’s previously planned transition to annual elections for all directors for one-year terms beginning at the 2023 annual meeting.
    • Opt out of MUTA: The Aimco Board opted out of the provisions of the Maryland Unsolicited Takeover Act (MUTA) that allowed it to reclassify the Board without shareholder approval.
    • Transition Timing of the Annual Meeting Date: The Board moved the date of the company’s annual meeting so the 2024 annual meeting will be held by the end of the second quarter of 2024.
  • On November 18, 2022, Land & Buildings issued an Investor Presentation titled “Aim Higher – Improving Stewardship to Reverse Underperformance and Unlock Trapped Value.”
  • On December 5, 2022, Land & Buildings announced that ISS recommended shareholders vote for the election of Land & Buildings’ highly qualified director candidate, James P. Sullivan, to the Board at the 2022 AGM scheduled for December 16, 2022.
  • At the AGM held on December 16, 2022, Aimco stockholders voted to elect Aimco nominees and existing directors Jay Leupp and Dary Stone, as well as Jim Sullivan, Land & Buildings' nominee, to the Board. Source
  • On April 18, 2023, Land & Buildings issued an open letter to the Board stating that Aimco must run a full public strategic review process to evaluate all potential alternatives—including a sale—to deliver value for shareholders. It also stated that, based on its analysis, a potential sale could result in a 40% to 60% upside to the current trading price. Source
  • On January 14, 2025, Land & Buildings commends CEO Wes Powell and the Aimco Board for executing the $520 million Brickell Assemblage transaction and expanding the strategic review process. Land & Buildings urges Aimco to promptly pursue a full company sale following recent asset sales, citing an estimated 30% upside potential to the current share price based on a net asset value (NAV) of $11.50/share. They highlight Aimco's attractive portfolio of stabilized multifamily assets, particularly in the Midwest and Northeast, as appealing to potential buyers. Land & Buildings anticipates a transaction could be completed by mid-2025. Source

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