APARTMENT INVESTMENT & MANAGEMENT CO : Entry into a Material Definitive Agreement, Financial Statements and Exhibits (form 8-K)

ITEM 1.01. Entry into a Material Definitive Agreement.

Termination of Agreement with respect to the Master Leases

On June 17, 2022, Aimco OP L.P. (“Aimco OP”), AIR OP, certain subsidiaries of
Aimco OP, and certain subsidiaries of AIR OP entered into a termination
agreement (the “Termination Agreement”) with respect to each Master Lease
Agreement entered into on December 15, 2020, by certain subsidiaries of Aimco OP
and certain subsidiaries of AIR OP (as the same may have been amended, modified
or supplemented from time to time, collectively, the “Master Leases”). Pursuant
to the terms of the Termination Agreement, each Master Lease shall terminate as
of September 1, 2022. In connection with such termination, AIR OP shall pay (or
shall cause to be paid) to Aimco OP and/or its applicable subsidiaries a
termination fee equal to $200,000,000.00. Upon such termination, each party
shall be released of any and all liabilities and obligations under each
respective Master Lease other than those liabilities and obligations, if any,
that expressly survive termination.

Amendment to the Mezzanine Note Agreement and Notes

On June 17, 2022, Aimco JO Intermediate Holdings, LLC (the “Issuer”), AIR OP,
and AIR/Bethesda Holdings, Inc. entered into an Amendment to the Mezzanine Note
Agreement and Notes in order to, among other things, amend the Issuer’s 5.2%
Secured Mezzanine Notes due January 31, 2024 (the “Mezzanine Notes”) to (i) make
the maturity date August 1, 2022, (ii) permit prepayments, and (iii) modify the
definition of the “Make-Whole Amount.”

Amendment to the Master Leasing Agreement

On June 14, 2022, Aimco Development Company, LLC (“Aimco”), a subsidiary of
Apartment Investment and Management Company, entered into an amendment (the
“Amendment”) to the Master Leasing Agreement, dated as of December 15, 2020 (as
the same may have been amended, modified or supplemented from time to time, the
“Master Leasing Agreement”), to amend certain terms of the Master Leasing
Agreement, including the following: (i) to eliminate the purchase option
previously granted to Apartment Income REIT, L.P. (formerly known as AIMCO
Properties, L.P.) (“AIR OP”) under the Master Leasing Agreement with respect to
certain real property that has achieved stabilization after the date that Aimco
or its applicable subsidiary acquired such property; (ii) to exclude from the
existing right of first offer in favor of AIR OP under the Master Leasing
Agreement properties designated by Aimco to be used in a like-kind exchange in
accordance with Section 1031 of the Internal Revenue Code of 1986 and other
exchange transactions; and (iii) to grant a new right of first offer, subject to
certain exceptions and conditions as set forth in the Amendment, in favor of AIR
OP with respect to certain real property owned by Aimco or its subsidiaries (a)
that has achieved stabilization after the date that Aimco or its applicable
subsidiary acquired such property and (b) that Aimco or its applicable
subsidiary, in its sole discretion, desires to sell within 12 months after the
date on which stabilization has been achieved.

The foregoing descriptions of the (i) Termination Agreement, (ii) Amendment to
the Mezzanine Note Agreement and Notes, and (iii) Amendment to the Master
Leasing Agreement do not purport to be complete and are qualified in their
entirety by the full text of the (i) Termination Agreement, (ii) Amendment to
the Mezzanine Note Agreement and Notes, and (iii) Amendment to the Master
Leasing Agreement, which are being filed as Exhibit 1.1, 1.2, and 1.3,
respectively, to this Current Report on Form 8-K and are incorporated herein by
reference.

ITEM 9.01. Financial statements and Exhibits.

(d) Exhibits

Exhibit No. Description

  1.1         Termination of Master Lease Agreements, dated as of June 17, 2022, by
            and among (i) MCZ/Centrum Flamingo II, L.L.C., AIMCO 50 Rogers Street,
            L.L.C., AIMCO Leahy Square Apartments, LLC, and Aimco Fitzsimons 3A
            Lessor, LLC; (ii) Flamingo North Lessee, LLC, Prism Lessee, LLC, 707
            Leahy Lessee, LLC, and Fremont Lessee LLC; (iii) Aimco OP L.P.; and
            (iv) Apartment Income REIT, L.P.
  1.2         Amendment to Mezzanine Note Agreement and Notes, dated as of June 17,
            2022, by and among Aimco JO Intermediate Holdings, LLC, Apartment
            Income REIT, L.P. (f/k/a AIMCO Properties, L.P.) and AIR/Bethesda
            Holdings, Inc. (f/k/a AIMCO/Bethesda Holdings, Inc.)
  1.3         Amendment to Master Leasing Agreement by and between Apartment Income
            REIT, L.P. and Aimco Development Company, LLC, dated as of June 14,
            2022
104         Cover Page Interactive Data File (embedded within the Inline XBRL
            document)

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