Condensed Consolidating Financial Statements

American Homes 4 Rent, L.P.

The 2028 Notes issued by American Homes 4 Rent, L.P. (the “Parent Company”) have been initially guaranteed by American Residential Properties OP, L.P. (the “Guarantor Subsidiary”), a 100% owned subsidiary of the Parent Company, but such guarantee will be automatically released at the time that the Subsidiary Guarantor no longer guarantees our credit facility. The Parent Company’s other subsidiaries, including, but not limited to, the subsidiaries that own substantially all of our properties (collectively, the “Combined Non-Guarantor Subsidiaries”), have not provided a guarantee of the 2028 Notes. Pursuant to Rule 3-10 of Regulation S-X, the following condensed consolidating financial information is provided for the Operating Partnership, including the Parent Company, the Guarantor Subsidiary and the Combined Non-Guarantor Subsidiaries. This summarized financial information may not necessarily be indicative of the results of operations or financial position had the Parent Company, the Guarantor Subsidiary or the Combined Non-Guarantor Subsidiaries operated as independent entities. In addition, the Operating Partnership acquired the Guarantor Subsidiary on February 29, 2016. Accordingly, the information presented for the Guarantor Subsidiary does not reflect a full year of operating results for 2016. All intercompany balances and transactions between the Parent Company, the Guarantor Subsidiary and the Non-Guarantor Subsidiaries have been eliminated as shown in the “Consolidating Adjustments” column. All assets and liabilities have been allocated to the Parent Company, the Guarantor Subsidiary and the Combined Non-Guarantor Subsidiaries based on legal entity ownership.

Condensed Consolidating Balance Sheets

(Amounts in thousands)



	As of December 31, 2017
	American Homes 4 Rent, L.P. (Parent Company)		American Residential Properties OP, L.P. (Guarantor Subsidiary)			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Consolidated Total
Assets
Single-family properties, net	$	—	$	1,732		$	8,063,248		$	—		$	8,064,980
Cash and cash equivalents	22,157		—			23,999			—			46,156
Restricted cash	14,742		31			121,894			—			136,667
Rent and other receivables, net	114		57			29,973			—			30,144
Intercompany receivables	154,621		—			—			(154,621		)	—
Escrow deposits, prepaid expenses and other assets, including due from affiliates	59,271		164			138,082			—			197,517
Investments in subsidiaries	5,889,146		115,303			—			(6,004,449		)	—
Deferred costs and other intangibles, net	9,652		—			3,373			—			13,025
Goodwill	120,279		—			—			—			120,279
Total assets	$	6,269,982	$	117,287		$	8,380,569		$	(6,159,070	)	$	8,608,768

Liabilities
Revolving credit facility	$	140,000	$	—		$	—		$	—		$	140,000
Term loan facility, net	198,023		—			—			—			198,023
Asset-backed securitizations, net	—		—			1,977,308			—			1,977,308
Exchangeable senior notes, net	—		111,697			—			—			111,697
Secured note payable	—		—			48,859			—			48,859
Accounts payable and accrued expenses	27,566		2,757			192,544			—			222,867
Amounts payable to affiliates	4,720		—			—			—			4,720
Intercompany payables	—		8,428			146,193			(154,621		)	—
Participating preferred units derivative liability	29,470		—			—			—			29,470
Total liabilities	399,779		122,882			2,364,904			(154,621		)	2,732,944

Capital
Partners' capital:
General partner:
Common units	4,241,266		(5,595		)	6,017,014			(6,004,449		)	4,248,236
Preferred units	901,318		—			—			—			901,318
Limited partner:
Common units	727,544		—			—			—			727,544
Accumulated other comprehensive income	75		—			—			—			75
Total partners' capital:	5,870,203		(5,595		)	6,017,014			(6,004,449		)	5,877,173

Noncontrolling interest	—		—			(1,349		)	—			(1,349		)
Total capital	5,870,203		(5,595		)	6,015,665			(6,004,449		)	5,875,824

Total liabilities and capital	$	6,269,982	$	117,287		$	8,380,569		$	(6,159,070	)	$	8,608,768

Condensed Consolidating Balance Sheets (continued)

(Amounts in thousands)



	As of December 31, 2016
	American Homes 4 Rent, L.P. (Parent Company)		American Residential Properties OP, L.P. (Guarantor Subsidiary)		Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Consolidated Total
Assets
Single-family properties, net	$	—	$	4,838	$	7,543,018		$	—		$	7,547,856
Cash and cash equivalents	76,913		—		41,886			—			118,799
Restricted cash	—		62		131,380			—			131,442
Rent and other receivables, net	131		144		17,343			—			17,618
Intercompany receivables	133,808		—		—			(133,808		)	—
Escrow deposits, prepaid expenses and other assets, including due from affiliates	57,543		170		101,547			—			159,260
Investments in subsidiaries	4,928,974		116,242		—			(5,045,216		)	—
Deferred costs and other intangibles, net	7,724		3		4,229			—			11,956
Goodwill	120,279		—		—			—			120,279
Total assets	$	5,325,372	$	121,459	$	7,839,403		$	(5,179,024	)	$	8,107,210

Liabilities
Revolving credit facility	$	—	$	—	$	—		$	—		$	—
Term loan facility, net	321,735		—		—			—			321,735
Asset-backed securitizations, net	—		—		2,442,863			—			2,442,863
Exchangeable senior notes, net	—		108,148		—			—			108,148
Secured note payable	—		—		49,828			—			49,828
Accounts payable and accrued expenses	1,715		3,708		171,783			—			177,206
Intercompany payables	—		8,393		125,415			(133,808		)	—
Participating preferred units derivative liability	69,810		—		—			—			69,810
Total liabilities	393,260		120,249		2,789,889			(133,808		)	3,169,590

Capital
Partners' capital:
General partner:
Common units	3,351,022		1,210		5,050,976			(5,045,216		)	3,357,992
Preferred units	834,849		—		—			—			834,849
Limited partner:
Common units	746,174		—		—			—			746,174
Accumulated other comprehensive income	67		—		28			—			95
Total partners' capital:	4,932,112		1,210		5,051,004			(5,045,216		)	4,939,110

Noncontrolling interest	—		—		(1,490		)	—			(1,490		)
Total capital	4,932,112		1,210		5,049,514			(5,045,216		)	4,937,620

Total liabilities and capital	$	5,325,372	$	121,459	$	7,839,403		$	(5,179,024	)	$	8,107,210

Condensed Consolidating Statements of Operations

(Amounts in thousands)



	For the Year Ended December 31, 2017
	American Homes 4 Rent, L.P. (Parent Company)			American Residential Properties OP, L.P. (Guarantor Subsidiary)			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Consolidated Total
Revenues:
Rents from single-family properties	$	—		$	240		$	823,783		$	—		$	824,023
Fees from single-family properties	—			3			10,724			—			10,727
Tenant charge-backs	—			23			120,058			—			120,081
Other	1,455			—			4,113			—			5,568
Total revenues	1,455			266			958,678			—			960,399

Expenses:
Property operating expenses	—			139			354,935			—			355,074
Property management expenses	—			17			69,695			—			69,712
General and administrative expense	21,136			149			13,447			—			34,732
Interest expense	11,639			7,286			93,695			—			112,620
Acquisition fees and costs expensed	358			—			4,265			—			4,623
Depreciation and amortization	1,516			8			295,766			—			297,290
Hurricane-related charges, net	—			—			7,963			—			7,963
Other expense (income)	388			(86		)	4,703			—			5,005
Total expenses	35,037			7,513			844,469			—			887,019

Intercompany income	381			—			497			(878		)	—
Intercompany expenses	(497		)	—			(381		)	878			—
Gain on sale of single-family properties and other, net	3,031			442			3,353			—			6,826
Loss on early extinguishment of debt	—			—			(6,555		)	—			(6,555		)
Remeasurement of participating preferred units	2,841			—			—			—			2,841
Equity in income of subsidiaries	104,177			35,594			—			(139,771		)	—

Net income (loss)	76,351			28,789			111,123			(139,771		)	76,492

Noncontrolling interest	—			—			141			—			141
Preferred distributions	60,718			—			—			—			60,718
Redemption of participating preferred units	42,416			—			—			—			42,416

Net (loss) income attributable to common unitholders	$	(26,783	)	$	28,789		$	110,982		$	(139,771	)	$	(26,783	)

Condensed Consolidating Statements of Operations (continued)

(Amounts in thousands)



	For the Year Ended December 31, 2016
	American Homes 4 Rent, L.P. (Parent Company)			American Residential Properties OP, L.P. (Guarantor Subsidiary)			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Consolidated Total
Revenues:
Rents from single-family properties	$	—		$	436		$	757,167		$	—		$	757,603
Fees from single-family properties	—			4			10,230			—			10,234
Tenant charge-backs	—			16			95,238			—			95,254
Other	612			—			15,186			—			15,798
Total revenues	612			456			877,821			—			878,889

Expenses:
Property operating expenses	—			161			317,149			—			317,310
Property management expenses	—			26			70,698			—			70,724
General and administrative expense	19,339			75			13,654			—			33,068
Interest expense	11,306			5,935			113,606			—			130,847
Acquisition fees and costs expensed	6,119			—			5,324			—			11,443
Depreciation and amortization	1,221			106			297,350			—			298,677
Other	133			60			11,785			—			11,978
Total expenses	38,118			6,363			829,566			—			874,047

Intercompany income	413			—			502			(915		)	—
Intercompany expenses	(502		)	—			(413		)	915			—
Gain on sale of single-family properties and other, net	—			147			14,422			—			14,569
Loss on early extinguishment of debt	(2,724		)	—			(10,684		)	—			(13,408		)
Gain on conversion of Series E units	11,463			—			—			—			11,463
Remeasurement of participating preferred units	(7,020		)	—			—			—			(7,020		)
Equity in income of subsidiaries	46,884			1			—			(46,885		)	—

Net income (loss)	11,008			(5,759		)	52,082			(46,885		)	10,446

Noncontrolling interest	—			—			(562		)	—			(562		)
Preferred distributions	40,237			—			—			—			40,237
Income allocated to Series C and D limited partners	10,730			—			—			—			10,730

Net (loss) income attributable to common unitholders	$	(39,959	)	$	(5,759	)	$	52,644		$	(46,885	)	$	(39,959	)

Condensed Consolidating Statements of Comprehensive Income (Loss)

(Amounts in thousands)



	For the Year Ended December 31, 2017
	American Homes 4 Rent, L.P. (Parent Company)			American Residential Properties OP, L.P. (Guarantor Subsidiary)		Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Consolidated Total
Net income	$	76,351		$	28,789	$	111,123		$	(139,771	)	$	76,492
Other comprehensive income (loss):
Unrealized gain on cash flow hedging instruments:
Unrealized gain on cash flow hedging instruments	75			—		—			—			75
Reclassification adjustment for amortization of interest expense included in net income	—			—		(28		)	—			(28		)
Unrealized gain on investment in equity securities:
Reclassification adjustment for realized gain included in net income	(67		)	—		—			—			(67		)
Other comprehensive income (loss)	8			—		(28		)	—			(20		)
Comprehensive income	76,359			28,789		111,095			(139,771		)	76,472
Comprehensive income attributable to noncontrolling interests	—			—		141			—			141
Preferred distributions	60,718			—		—			—			60,718
Redemption of participating preferred units	42,416			—		—			—			42,416
Comprehensive (loss) income attributable to common unitholders	$	(26,775	)	$	28,789	$	110,954		$	(139,771	)	$	(26,803	)



	For the Year Ended December 31, 2016
	American Homes 4 Rent, L.P. (Parent Company)			American Residential Properties OP, L.P. (Guarantor Subsidiary)			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Consolidated Total
Net income (loss)	$	11,008		$	(5,759	)	$	52,082		$	(46,885	)	$	10,446
Other comprehensive income:
Unrealized gain on interest rate cap agreement:
Reclassification adjustment for amortization of interest expense included in net income (loss)	—			—			130			—			130
Unrealized gain on investment in equity securities	67			—			—			—			67
Other comprehensive income	67			—			130			—			197
Comprehensive income (loss)	11,075			(5,759		)	52,212			(46,885		)	10,643
Comprehensive loss attributable to noncontrolling interests	—			—			(562		)	—			(562		)
Preferred distributions	40,237			—			—			—			40,237
Income allocated to Series C and D limited partners	10,730			—			—			—			10,730
Comprehensive (loss) income attributable to common unitholders	$	(39,892	)	$	(5,759	)	$	52,774		$	(46,885	)	$	(39,762	)

Condensed Consolidating Statements of Cash Flows

(Amounts in thousands)



	For the Year Ended December 31, 2017
	American Homes 4 Rent, L.P. (Parent Company)			American Residential Properties OP, L.P. (Guarantor Subsidiary)			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Consolidated Total
Operating activities
Net cash (used for) provided by operating activities	$	(66,411	)	$	(4,513	)	$	456,885		$	—		$	385,961

Investing activities
Cash paid for single-family properties	—			—			(784,666		)	—			(784,666		)
Change in escrow deposits for purchase of single-family properties	—			—			(8,937		)	—			(8,937		)
Net proceeds received from sales of single-family properties and other	14,265			5,156			67,642			—			87,063
Collections from mortgage financing receivables	—			—			268			—			268
Distributions from unconsolidated joint ventures	680			—			8,612			—			9,292
Collections from intercompany notes	9,507			—			—			(9,507		)	—
(Investment in) return of investment in subsidiaries	(854,346		)	36,533			—			817,813			—
Initial renovations to single-family properties	—			(1,613		)	(46,298		)	—			(47,911		)
Recurring and other capital expenditures for single-family properties	—			—			(37,540		)	—			(37,540		)
Other purchases of productive assets	(6,657		)	—			(48,391		)	—			(55,048		)
Net cash (used for) provided by investing activities	(836,551		)	40,076			(849,310		)	808,306			(837,479		)

Financing activities
Proceeds from issuance of Class A units	694,765			—			—			—			694,765
Payments of Class A unit issuance costs	(10,637		)	—			—			—			(10,637		)
Proceeds from issuance of perpetual preferred units	270,000			—			—			—			270,000
Payments of perpetual preferred unit issuance costs	(9,229		)	—			—			—			(9,229		)
Proceeds from exercise of stock options, net of tax withholding	548			—			—			—			548
Redemptions of Class A units	(169		)	—			—			—			(169		)
Payments on asset-backed securitizations	—			—			(477,879		)	—			(477,879		)
Proceeds from revolving credit facility	202,000			—			—			—			202,000
Payments on revolving credit facility	(112,000		)	—			—			—			(112,000		)
Proceeds from term loan facility	25,000			—			—			—			25,000
Payments on term loan facility	(100,000		)	—			—			—			(100,000		)
Payments on secured note payable	—			—			(969		)	—			(969		)
Payments on intercompany notes borrowed	—			—			(9,507		)	9,507			—
Intercompany financing and distributions to parent	—			(35,594		)	853,407			(817,813		)	—
Distributions to common unitholders	(47,234		)	—			—			—			(47,234		)
Distributions to preferred unitholders	(46,122		)	—			—			—			(46,122		)
Deferred financing costs paid	(3,974		)	—			—			—			(3,974		)
Net cash provided by (used for) financing activities	862,948			(35,594		)	365,052			(808,306		)	384,100

Net decrease in cash, cash equivalents and restricted cash	(40,014		)	(31		)	(27,373		)	—			(67,418		)
Cash, cash equivalents and restricted cash, beginning of period	76,913			62			173,266			—			250,241
Cash, cash equivalents and restricted cash, end of period	$	36,899		$	31		$	145,893		$	—		$	182,823

Supplemental cash flow information
Cash payments for interest, net of amounts capitalized	$	(9,263	)	$	(3,738	)	$	(87,907	)	$	—		$	(100,908	)

Supplemental schedule of noncash investing and financing activities
Accounts payable and accrued expenses related to property acquisitions and renovations	$	—		$	11		$	7,953		$	—		$	7,964
Transfer of term loan borrowings to revolving credit facility	$	50,000		$	—		$	—		$	—		$	50,000
Transfer of deferred financing costs from term loan to revolving credit facility	$	1,524		$	—		$	—		$	—		$	1,524
Transfers of completed homebuilding deliveries to properties	$	—		$	—		$	4,536		$	—		$	4,536
Note receivable related to a bulk sale of properties, net of discount	$	5,710		$	—		$	—		$	—		$	5,710
Redemption of participating preferred units	$	(37,499	)	$	—		$	—		$	—		$	(37,499	)
Accrued distributions to affiliates	$	4,720		$	—		$	—		$	—		$	4,720
Accrued distributions to non-affiliates	$	26,982		$	—		$	—		$	—		$	26,982

Condensed Consolidating Statements of Cash Flows (continued)

(Amounts in thousands)



	For the Year Ended December 31, 2016
	American Homes 4 Rent, L.P. (Parent Company)			American Residential Properties OP, L.P. (Guarantor Subsidiary)			Combined Non-Guarantor Subsidiaries			Consolidating Adjustments			Consolidated Total
Operating activities
Net cash (used for) provided by operating activities	$	(137,991	)	$	5,692		$	411,166		$	—		$	278,867

Investing activities
Cash paid for single-family properties	—			—			(252,841		)	—			(252,841		)
Change in escrow deposits for purchase of single-family properties	—			—			(312		)	—			(312		)
Cash acquired in noncash business combinations	—			3,317			21,703			—			25,020
Payoff of credit facility in connection with ARPI merger	(350,000		)	—			—			—			(350,000		)
Net proceeds received from sales of single-family properties and other	—			603			87,987			—			88,590
Net proceeds received from sales of non-performing loans	—			—			47,186			—			47,186
Purchase of commercial office buildings	(20,056		)	—			(7,049		)	—			(27,105		)
Collections from mortgage financing receivables	—			—			19,425			—			19,425
Distributions from unconsolidated joint ventures	7,200			—			1,147			—			8,347
Collections from intercompany notes	19,092			—			—			(19,092		)	—
Investments in subsidiaries	(155,139		)	(9,508		)	—			164,647			—
Initial renovations to single-family properties	—			(41		)	(39,871		)	—			(39,912		)
Recurring and other capital expenditures for single-family properties	—			—			(27,807		)	—			(27,807		)
Other purchases of productive assets	(4,576		)	—			(8,413		)	—			(12,989		)
Net cash (used for) provided by investing activities	(503,479		)	(5,629		)	(158,845		)	145,555			(522,398		)

Financing activities
Proceeds from issuance of Class A units	102,830			—			—			—			102,830
Payments of Class A unit offering costs	(227		)	—			—			—			(227		)
Proceeds from issuance of perpetual preferred units	498,750			—			—			—			498,750
Payments of perpetual preferred units issuance costs	(15,938		)	—			—			—			(15,938		)
Proceeds from exercise of stock options	3,171			—			—			—			3,171
Repurchase of Class A units	(96,098		)	—			—			—			(96,098		)
Redemptions of Class A units	(399		)	—			—			—			(399		)
Payments on asset-backed securitizations	—			—			(381,117		)	—			(381,117		)
Proceeds from revolving credit facilities	951,000			—			—			—			951,000
Payments on revolving credit facilities	(951,000		)	—			—			—			(951,000		)
Proceeds from term loan facility	325,000			—			—			—			325,000
Payments on secured note payable	—			—			(924		)	—			(924		)
Payments on intercompany notes borrowed	—			—			(19,092		)	19,092			—
Intercompany financing and distributions to parent	—			(1		)	164,648			(164,647		)	—
Distributions to noncontrolling interests	—			—			(230		)	—			(230		)
Distributions to common unitholders	(58,445		)	—			—			—			(58,445		)
Distributions to preferred unitholders	(40,237		)	—			—			—			(40,237		)
Distributions to Series C and D convertible unitholders	(856		)	—			—			—			(856		)
Deferred financing costs paid	(10,436		)	—			(40		)	—			(10,476		)
Net cash provided by (used for) financing activities	707,115			(1		)	(236,755		)	(145,555		)	324,804

Net increase in cash, cash equivalents and restricted cash	65,645			62			15,566			—			81,273
Cash, cash equivalents and restricted cash, beginning of period	11,268			—			157,700			—			168,968
Cash, cash equivalents and restricted cash, end of period	$	76,913		$	62		$	173,266		$	—		$	250,241

Supplemental cash flow information
Cash payments for interest, net of amounts capitalized	$	(8,774	)	$	(3,115	)	$	(103,925	)	$	—		$	(115,814	)

Supplemental schedule of noncash investing and financing activities
Accounts payable and accrued expenses related to property acquisitions and renovations	$	—		$	—		$	(2,876	)	$	—		$	(2,876	)
Conversion of nonperforming loans to properties	$	—		$	—		$	3,554		$	—		$	3,554

Merger with ARPI
Single-family properties	$	—		$	5,898		$	1,271,355		$	—		$	1,277,253
Rent and other receivables, net	$	—		$	50		$	793		$	—		$	843
Escrow deposits, prepaid expenses and other assets	$	—		$	666		$	34,468		$	—		$	35,134
Deferred costs and other intangibles, net	$	—		$	109		$	22,587		$	—		$	22,696
Asset-backed securitization	$	—		$	—		$	(329,703	)	$	—		$	(329,703	)
Exchangeable senior notes, net	$	—		$	(112,298	)	$	—		$	—		$	(112,298	)
Accounts payable and accrued expenses	$	(8,660	)	$	(4,475	)	$	(25,350	)	$	—		$	(38,485	)
Class A units issued	$	(530,460	)	$	—		$	—		$	—		$	(530,460	)