Same Community property NOI increased 6.9% in 2012 compared to 2011 primarily as a result of a $3.2 million or 8.2% increase in property NOI from our Midwest (Ohio, Michigan and Indiana) portfolio. Our Mid-Atlantic (Maryland, Metro DC and Virginia) portfolio property NOI increased $1.7 million or 5.5%, our Southeast (Georgia and Florida) portfolio property NOI increased $919,000 or 5.6%, and our Southwest (Texas) portfolio property NOI increased 13.7% or $170,000 in 2012. The following table presents property NOI results for 2012 and 2011:

                                    Year Ended December 31,
                                     2012                2011
(In thousands)                   Property NOI        Property NOI     Variance
Same Community Properties:
Midwest                      $      42,264          $     39,054     $   3,210
Mid-Atlantic                        31,583                29,923         1,660
Southeast                           17,282                16,363           919
Southwest                            1,409                 1,239           170
Total Same Community                92,538                86,579         5,959
Acquired Properties                 11,432                 2,683         8,749
Development                          1,621                  (106 )       1,727
Total Property NOI           $     105,591          $     89,156     $  16,435

Our 2013 earnings guidance anticipates the acquisition of zero to $100.0 million of properties and the disposition of $60.0 million to $100.0 million of properties. Additionally, our development spend is expected to be approximately $60.0 million to $70.0 million, and includes the completion of the 99-unit expansion to our San Raphael property in Dallas. We intend to continue to evaluate potential property acquisitions and development opportunities within our investment criteria. We also may sell properties where market conditions are such that the reinvestment of cash proceeds derived from a sale are expected to provide, over time, a significantly greater return on equity, an increase in cash flow or further enhance our strategic objectives. We will continue to focus on the ratio of our total debt to gross real estate assets which was 47.4% at December 31, 2012 compared with 49.4% at December 31, 2011, and the level of secured debt to gross real estate assets, which was 24.9% at December 31, 2012 compared to 35.8% at December 31, 2011. We will also continue to focus on our fixed charge coverage ratio, which improved to 2.98 times at December 31, 2012 from 2.34 times at December 31, 2011.
In order to maximize property NOI, we plan to continue our efforts toward improving revenue, controlling costs and realizing operational efficiencies at the property level, both regionally and portfolio-wide. In 2013, at the midpoint of our guidance, we expect Same Community property NOI to increase 5.75%, driven by a 4.5% increase in property revenue and a 2.5% increase in property operating expenses compared to 2012. The increase in revenue will primarily be due to maintaining physical occupancy levels and from increased rental rates. However, the uncertainties caused by economic and financial conditions complicate our ability to forecast future performance. We believe that the apartment industry is better situated to weather a slow growing or recessionary environment or a delayed recovery than other real estate sectors because people will normally choose shelter over discretionary spending such as going to the mall or hotel stays. Government sponsored agencies such as Fannie Mae and Freddie Mac continue to provide attractive apartment financing, which may be unavailable to other commercial real estate sectors. Our 2013 expectations could be adversely impacted if recessionary forces resume or if Congress curtails Fannie Mae or Freddie Mac financing support to the apartment industry. Moreover, unless and until sustained job and wage growth occurs in our markets, significant continued rental growth may be limited.

Federal Income Taxes. We have elected to be taxed as a Real Estate Investment Trust ("REIT") under Sections 856 through 860 of the Internal Revenue Code of 1986, as amended, commencing with our taxable year ending December 31, 1993. REITs are subject to a number of organizational and operational requirements including a requirement that 90.0% of the income that would otherwise be considered as taxable income be distributed to shareholders. Providing we continue to qualify as a REIT, we will generally not be subject to federal income tax on net income.
A REIT is precluded from owning more than 10.0% of the outstanding voting securities of any one issuer, other than a wholly owned subsidiary or another REIT, and more than 10.0% of the value of all securities of any one issuer. As an exception to this prohibition, a REIT is allowed to own up to 100% of the securities of a taxable REIT subsidiary ("TRS") that can provide non-customary services to REIT tenants and others without disqualifying the rents that a REIT receives from its tenants. However, no more than 25.0% of the value of a REIT's total assets can be represented by securities of one or more TRS's. The amount of intercompany interest and other expenses charged in transactions between a TRS and a REIT are subject to arms length allocation requirements contained in the Code and Treasury regulations. We believe we have qualified and plan to, and believe we will, continue to qualify as a REIT, however, qualification is subject to the satisfaction of numerous highly technical and complex requirements. We cannot, therefore, guarantee that we have qualified or will qualify in the future as a REIT. See "Risk Factors" in Item 1A of this report on Form 10-K.
LIQUIDITY AND CAPITAL RESOURCES
Cash Flows and Liquidity. Significant sources and uses of cash in the past three years are summarized as follows:

Significant Cash Sources (Uses):
                                                         Year Ended December 31,
(In thousands)                                      2012          2011          2010

Net cash provided by operations                  $  70,606     $  53,317     $  33,511
Fixed assets:
Acquisitions and development expenditures         (207,207 )    (165,271 )    (266,283 )
Net property disposition proceeds                   64,422        28,961             -
Recurring, revenue enhancing and non-recurring
capital expenditures                               (12,314 )     (11,561 )     (15,012 )
Debt:
(Decrease) Increase in mortgage notes             (132,784 )      18,623       (24,390 )
Increase (decrease) in revolving credit facility
borrowings                                         132,500       (34,500 )      80,000
Increase in term loan borrowings                    25,000       125,000             -
Redemption of trust preferred securities                 -             -       (25,780 )
Exercise of stock options                              312           810         5,418
Common share issuances                              98,149        13,300       288,835
Preferred share redemption                               -             -       (48,263 )
Cash dividends and operating partnership
distributions paid                                 (32,460 )     (28,139 )     (21,902 )
Purchase of treasury shares                           (959 )        (857 )        (634 )

Our primary sources of liquidity are cash flow provided by operations, short-term borrowings on the unsecured revolver, project specific loans and the sale of debt or equity securities. Our scheduled debt maturities for 2012 consisted of five mortgage loans totaling approximately $79.8 million. We have repaid all of these loans with proceeds from borrowings on our unsecured revolver. In addition we prepaid four mortgage loans totaling $76.7 million in 2012 and incurred prepayment penalties of $2.1 million. We also repaid a construction loan totaling $21.7 million.

As of the filing date of this report on Form 10-K, we have loans totaling $130.5 million maturing in 2013. We intend to repay these loans from borrowings on one or more of the following sources: borrowings on our unsecured revolver, unsecured debt financings, proceeds from property sales or proceeds from the sale of common shares.
In January 2012, we entered into an Amended and Restated Credit Agreement, that among other things, increased the maximum amount of borrowings under our unsecured revolver to $350.0 million, extended the maturity date to January 11, 2016 and provided for a one year extension option. Additionally, the Amended and Restated Credit Agreement provides for an increase of the total facility to $400.0 million upon our request and the agreement of the lenders participating in the facility. Our borrowing capacity under the revolver is a function of our unencumbered property pool. As of February 12, 2013, the maximum amount of borrowings available to us under the revolver was $315.2 million and borrowings outstanding totaled $39.5 million.
On October 19, 2012, we completed modifications to our unsecured term loan which included increasing the outstanding principal amount to $150.0 million from $125.0 million and extending the maturity date from June 2016 to January 2018. Total costs associated with this modification were $600,000.
During 2012, we sold 681,178 shares under our $25.0 million at-the-market ("ATM") program for total gross proceeds of $11.3 million, or $11.1 million net of sales and commissions and other costs. The proceeds were used to reduce borrowings on our unsecured revolver and for general corporate purposes. At June 30, 2012, all $25.0 million of common shares available for issuance under the ATM had been sold and the program was completed. In August 2012, we registered an ATM program allowing us to sell up to $75.0 million of our common shares in open market transactions at-the-then market price per share. There were no shares sold during 2012 under this program. Our ability to access the capital markets affords us additional liquidity as demonstrated by our sale of 6,325,000 of our common shares in an underwritten public offering in June 2012. The net proceeds from this offering, which totaled approximately $87.2 million, were used to fund property acquisitions and development and for general corporate purposes. As of the filing date, equity and/or debt securities of up to $258.8 million remain available for public offerings under our current shelf registration statement which expires in June 2013.
On January 22, 2013, we completed the issuance of $150.0 million of unsecured senior notes. The notes were offered in a private placement with two maturity tranches: $63.0 million 8-year maturity at 4.02% and $87.0 million 10-year maturity at 4.45%. The $150.0 million total issuance has a weighted average term of 9.2 years at a weighted average interest rate of 4.27%. Proceeds from the issuance were used to repay borrowings under the unsecured revolver, including amounts borrowed in December to repay two mortgages totaling approximately $33.6 million.
Cash flow provided by operations increased $17.3 million when comparing 2012 to 2011. The increase was primarily due to a 6.9% increase in Same Community property NOI and the contribution from the four properties acquired during 2012, the three properties acquired during 2011 and the completion and lease up of our Vista Germantown development in 2012.
Cash flow provided by operations increased $19.8 million when comparing 2011 to 2010. The increase was primarily due to an increase in property NOI as a result of the acquisition of four properties during 2010, the completion of a 60-unit expansion at one of our existing properties and the acquisition of three additional properties during 2011.
Shelf Availability. We have a shelf registration statement that relates to the offering, from time to time, of debt securities (including convertible debt), preferred shares, depositary shares, common shares and common share warrants. The amount of securities originally registered under this registration statement was $500.0 million and it expires in June 2013. Securities and/or debt offerings up to $258.8 million are currently available under this shelf registration statement. As of the filing date of this document, we qualify as a well-known seasoned issuer and intend to file a new shelf registration statement that will be effective upon filing prior to the expiration of the existing shelf.

Liquidity: Normal Business Operations. We anticipate that we will meet our normal business operations and liquidity requirements for the upcoming year generally through net cash provided by operations. We believe that if net cash provided by operations is below projections, other sources such as the unsecured revolver and secured and unsecured borrowings are or can be made available and should be sufficient to meet our normal business operations and liquidity requirements.
Liquidity: Non-Operational Activities. Sources of cash available for repayment of debt, any property acquisitions and funding other capital expenditures are expected to be provided primarily by proceeds from the refinancing of debt borrowings, our unsecured revolver, the sale of properties and possibly the sale of common shares. The development of the 99-unit expansion of San Raphael Apartments will be financed from our unsecured revolver. Additionally, we anticipate that the development of our planned Turtle Creek apartment community in Dallas, our Bethesda development in Maryland and our Desmond development in Los Angeles will be funded from some combination of property sale proceeds, construction financings, borrowings on our unsecured revolver or the sale of common shares.
Long-Term Contractual Obligations. The following table summarizes our long-term contractual obligations at December 31, 2012, as defined by Item 303(a)(5) of Regulation S-K of the Securities Exchange Act of 1934.

                                                     Payments Due In
(In thousands)                                                                      2018 and
Contractual Obligations      Total         2013       2014-2015     2016-2017     Later Years

Debt payable - principal   $ 716,778    $ 138,651    $   80,850    $  456,110    $      41,167
Debt payable - interest       80,233       23,794        30,976        11,495           13,968
Operating leases                 610          177           265           156               12
Purchase obligations          82,554        6,153           194        76,207                -
Total                      $ 880,175    $ 168,775    $  112,285    $  543,968    $      55,147

Debt Payable - Principal. Debt payable - principal includes principal payments on all property specific mortgages, the unsecured term loan and the unsecured revolver based on amounts and terms of debt in existence at December 31, 2012. For detailed information about our debt, see Note 6 of the Notes to Consolidated Financial Statements presented in Part II, Item 8 of this report on Form 10-K. Debt Payable - Interest. Debt payable - interest includes accrued interest at December 31, 2012, and interest payments as required based upon the terms of the debt in existence at December 31, 2012. Interest related to floating rate debt included in the above table was calculated based on applicable rates as of December 31, 2012.
Operating Leases. We lease certain equipment and facilities under operating leases. For detailed information about our lease obligations, see Note 8 of the Notes to Consolidated Financial Statements presented in Part II, Item 8 of this report on Form 10-K.
Purchase Obligations. Purchase obligations represent agreements to purchase goods or services and contracts for the acquisition of properties that are legally binding and enforceable and that specify all significant terms of the agreement. Our purchase obligations include, but are not limited to, obligations under construction contracts for labor and materials as well as vendor contracts for property operations entered into in the normal course of operations, such as for landscaping, snow removal, elevator maintenance, security, trash removal and electronically generated services. In addition, 2016 includes a purchase agreement to acquire a property to be developed in Florida for a purchase price of $80.2 million, net of a $4.0 million earnest money deposit. Our purchase obligation is conditioned upon the successful completion of the property in accordance with agreed upon plans and specifications and up to a 18-month period to allow for lease up of the property. Closing will not occur unless the closing conditions are satisfied which is not expected to occur until 2016. If we choose not to purchase the property despite the closing conditions having been satisfied within the time period contemplated by the purchase agreement, we would forfeit our $4.0 million earnest money deposit. Obligations included in the above table represent agreements dated December 31, 2012, or earlier.

Dividends. On December 6, 2012, we declared a dividend of $0.19 per common share, which was paid in cash on February 1, 2013, to shareholders of record on January 15, 2013. We anticipate that we will continue paying regular quarterly dividends in cash. Effective beginning with the dividend paid in February, 2013, we have increased the quarterly dividend to $0.19 per share from $0.18 per share. In conjunction with revising the Company's dividend policy, the Board of Directors evaluated the Company's past performance and future prospects for earnings growth. Additional factors considered in determining the increase included current dividend distributions, the relationship of dividend distributions to taxable income, distribution requirements under rules governing REITs, and expected growth in taxable income.
Capital Expenditures. We anticipate incurring approximately $14.6 million in capital expenditures for 2013. This includes replacement of worn carpet and appliances, refurbishing parking lots and similar items in accordance with our current property expenditure plan, as well as commitments for investment/revenue enhancing and non-recurring expenditures. We expect to use cash provided by operating activities to pay for these expenditures. Additionally, we anticipate the acquisition of zero to $100.0 million of properties and the disposition of $60.0 million to $100.0 million of properties. Furthermore, our development spend is expected to be approximately $60.0 million to $70.0 million. The following table identifies our capital expenditures for December 31, 2012 and 2011:

                                            Actual       Actual
(In thousands)                               2012         2011       Variance
Recurring fixed asset additions           $  10,659    $   9,815    $    844
Revenue enhancing/non-recurring
   fixed asset additions                      1,655        1,746         (91 )
Acquisition fixed asset additions:
   Operating property acquisitions          157,587      132,599      24,988
   Acquisition-related projects               1,919        5,402      (3,483 )
Total acquisition fixed asset additions   $ 159,506    $ 138,001    $ 21,505
Development fixed assets:
   Internal costs                             2,363          582       1,781
   Capitalized interest                       1,460          738         722
    Land and other development costs         43,878       25,950      17,928
Total development fixed asset additions   $  47,701    $  27,270    $ 20,431
Total fixed asset additions               $ 219,521    $ 176,832    $ 42,689

Capital expenditures have increased primarily due to the four acquisitions during 2012 and the current and future development of four multifamily properties.

Financing and Other Commitments. The following table identifies our total debt outstanding as of December 31, 2012:

                                          Balance          Percentage       Weighted
                                        Outstanding            of            Average
(Dollar amounts in thousands)        December 31, 2012     Total Debt     Interest Rate
Fixed Rate Debt:
Secured                             $           376,278         52.5 %          5.4 %
Total Fixed Rate Debt                           376,278         52.5 %          5.4 %

Variable Rate Debt Hedged:
Unsecured - term loan (1)                       125,000         17.4 %          1.9 %
Total Variable Rate Debt Hedged                 125,000         17.4 %          1.9 %

Variable Rate Debt Unhedged:
Unsecured - revolver                            190,500         26.6 %          1.7 %
Unsecured - term loan                            25,000          3.5 %          1.9 %
Total Variable Rate Debt Unhedged               215,500         30.1 %          1.7 %
Total Debt                          $           716,778        100.0 %          3.7 %

(1) The Company entered into a forward starting swap in December 2011 fixing the rate beginning in June 2013 until June 2016 on $125.0 million of the term loan balance at a rate of 1.26% plus the credit spread under our term loan (which was 1.7% as of December 31, 2012), or an all-in rate of 2.96%. The loan matures in January 2018.

The following table provides information on fixed rate mortgage loans repaid, as well as loans obtained/assumed during 2012:

(Dollar amounts in
thousands)                        Loans Repaid                         Loans Obtained/Assumed
     Property            Amount          Interest Rate (4)           Amount           Interest Rate        Maturity

Arbor Landings        $   16,074                  7.9 %          $          -               N/A               N/A
Bradford at Easton        12,109                  7.9 %                     -               N/A               N/A
Center Point              16,500                  5.8 %                     -               N/A               N/A
Residence at
Barrington                19,500                  5.8 %                     -               N/A               N/A
River Forest              18,325   (5)            5.7 %                     -               N/A               N/A
The Belvedere             25,280   (5)            5.6 %                     -               N/A               N/A
The Falls                 15,660                  7.9 %                     -               N/A               N/A
Vista Germantown          21,663                  3.5 %                     -               N/A               N/A
Courtney Chase            20,161   (5)            4.6 %                     -               N/A               N/A
. . .