x
|
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Maryland (UDR, Inc.)
|
|
54-0857512
|
Delaware (United Dominion Realty, L.P.)
|
|
54-1776887
|
(State or other jurisdiction of
|
|
(I.R.S. Employer
|
incorporation of organization)
|
|
Identification No.)
|
UDR, Inc.
|
|
Yes
x
No
o
|
United Dominion Realty, L.P.
|
|
Yes
x
No
o
|
UDR, Inc.
|
|
Yes
x
No
o
|
United Dominion Realty, L.P.
|
|
Yes
x
No
o
|
UDR, Inc.
|
|
Yes
o
No
x
|
United Dominion Realty, L.P.
|
|
Yes
o
No
x
|
INDEX
|
|
|
PAGE
|
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|
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|
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|
|
|
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|
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|
|
|
|
|
|
|
|
|
|
|
|
|
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|
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Item 4
. Mine Safety Disclosures
|
|
|
|
|
|
|
|
|
|
Exhibit 2.1
|
|
Exhibit 12.1
|
|
Exhibit 12.2
|
|
Exhibit 31.1
|
|
Exhibit 31.2
|
|
Exhibit 31.3
|
|
Exhibit 31.4
|
|
Exhibit 32.1
|
|
Exhibit 32.2
|
|
Exhibit 32.3
|
|
Exhibit 32.4
|
|
|
September 30,
2015 |
|
December 31,
2014 |
||||
|
(unaudited)
|
|
(audited)
|
||||
ASSETS
|
|
|
|
||||
Real estate owned:
|
|
|
|
||||
Real estate held for investment
|
$
|
8,162,463
|
|
|
$
|
8,205,627
|
|
Less: accumulated depreciation
|
(2,557,490
|
)
|
|
(2,434,772
|
)
|
||
Real estate held for investment, net
|
5,604,973
|
|
|
5,770,855
|
|
||
Real estate under development (net of accumulated depreciation of $0)
|
104,080
|
|
|
177,632
|
|
||
Real estate held for disposition (net of accumulated depreciation of $90,014 and $0)
|
116,420
|
|
|
—
|
|
||
Total real estate owned, net of accumulated depreciation
|
5,825,473
|
|
|
5,948,487
|
|
||
Cash and cash equivalents
|
1,321
|
|
|
15,224
|
|
||
Restricted cash
|
23,722
|
|
|
22,340
|
|
||
Deferred financing costs, net
|
20,206
|
|
|
22,686
|
|
||
Notes receivable, net
|
15,494
|
|
|
14,369
|
|
||
Investment in and advances to unconsolidated joint ventures, net
|
921,925
|
|
|
718,226
|
|
||
Other assets
|
114,589
|
|
|
105,202
|
|
||
Total assets
|
$
|
6,922,730
|
|
|
$
|
6,846,534
|
|
|
|
|
|
||||
LIABILITIES AND EQUITY
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Secured debt
|
$
|
1,346,992
|
|
|
$
|
1,361,529
|
|
Unsecured debt
|
2,166,242
|
|
|
2,221,576
|
|
||
Real estate taxes payable
|
32,326
|
|
|
15,978
|
|
||
Accrued interest payable
|
23,577
|
|
|
34,215
|
|
||
Security deposits and prepaid rent
|
33,879
|
|
|
34,064
|
|
||
Distributions payable
|
75,937
|
|
|
69,460
|
|
||
Accounts payable, accrued expenses, and other liabilities
|
56,401
|
|
|
91,282
|
|
||
Total liabilities
|
3,735,354
|
|
|
3,828,104
|
|
||
|
|
|
|
||||
Commitments and contingencies (Note 12)
|
|
|
|
||||
|
|
|
|
||||
Redeemable noncontrolling interests in the Operating Partnership
|
312,158
|
|
|
282,480
|
|
||
|
|
|
|
||||
Equity:
|
|
|
|
||||
Preferred stock, no par value; 50,000,000 shares authorized:
|
|
|
|
||||
8.00% Series E Cumulative Convertible; 2,796,903 and 2,803,812 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively
|
46,457
|
|
|
46,571
|
|
||
Common stock, $0.01 par value; 350,000,000 shares authorized:
|
|
|
|
||||
262,015,237 and 255,114,603 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively
|
2,620
|
|
|
2,551
|
|
||
Additional paid-in capital
|
4,449,555
|
|
|
4,223,747
|
|
||
Distributions in excess of net income
|
(1,610,086
|
)
|
|
(1,528,917
|
)
|
||
Accumulated other comprehensive income/(loss), net
|
(14,187
|
)
|
|
(8,855
|
)
|
||
Total stockholders’ equity
|
2,874,359
|
|
|
2,735,097
|
|
||
Noncontrolling interests
|
859
|
|
|
853
|
|
||
Total equity
|
2,875,218
|
|
|
2,735,950
|
|
||
Total liabilities and equity
|
$
|
6,922,730
|
|
|
$
|
6,846,534
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
REVENUES:
|
|
|
|
|
|
|
|
||||||||
Rental income
|
$
|
217,765
|
|
|
$
|
203,587
|
|
|
$
|
637,576
|
|
|
$
|
598,898
|
|
Joint venture management and other fees
|
3,653
|
|
|
3,165
|
|
|
19,457
|
|
|
9,599
|
|
||||
Total revenues
|
221,418
|
|
|
206,752
|
|
|
657,033
|
|
|
608,497
|
|
||||
OPERATING EXPENSES:
|
|
|
|
|
|
|
|
||||||||
Property operating and maintenance
|
39,478
|
|
|
39,086
|
|
|
113,922
|
|
|
112,646
|
|
||||
Real estate taxes and insurance
|
24,722
|
|
|
24,697
|
|
|
76,082
|
|
|
73,844
|
|
||||
Property management
|
5,988
|
|
|
5,598
|
|
|
17,533
|
|
|
16,470
|
|
||||
Other operating expenses
|
2,639
|
|
|
2,009
|
|
|
6,174
|
|
|
6,097
|
|
||||
Real estate depreciation and amortization
|
90,568
|
|
|
89,339
|
|
|
269,689
|
|
|
266,748
|
|
||||
General and administrative
|
15,824
|
|
|
11,554
|
|
|
41,697
|
|
|
36,078
|
|
||||
Casualty-related charges/(recoveries), net
|
541
|
|
|
—
|
|
|
2,380
|
|
|
500
|
|
||||
Other depreciation and amortization
|
1,457
|
|
|
1,385
|
|
|
4,780
|
|
|
3,658
|
|
||||
Total operating expenses
|
181,217
|
|
|
173,668
|
|
|
532,257
|
|
|
516,041
|
|
||||
Operating income
|
40,201
|
|
|
33,084
|
|
|
124,776
|
|
|
92,456
|
|
||||
Income/(loss) from unconsolidated entities
|
2,691
|
|
|
(939
|
)
|
|
61,277
|
|
|
(4,932
|
)
|
||||
Interest expense
|
(30,232
|
)
|
|
(33,087
|
)
|
|
(88,705
|
)
|
|
(97,662
|
)
|
||||
Interest income and other income/(expense), net
|
402
|
|
|
9,061
|
|
|
1,144
|
|
|
11,902
|
|
||||
Income/(loss) before income taxes, discontinued operations, and gain/(loss) on sale of real estate owned
|
13,062
|
|
|
8,119
|
|
|
98,492
|
|
|
1,764
|
|
||||
Tax benefit/(expense), net
|
633
|
|
|
2,492
|
|
|
2,462
|
|
|
8,011
|
|
||||
Income/(loss) from continuing operations
|
13,695
|
|
|
10,611
|
|
|
100,954
|
|
|
9,775
|
|
||||
Income/(loss) from discontinued operations, net of tax
|
—
|
|
|
79
|
|
|
—
|
|
|
10
|
|
||||
Income/(loss) before gain/(loss) on sale of real estate owned
|
13,695
|
|
|
10,690
|
|
|
100,954
|
|
|
9,785
|
|
||||
Gain/(loss) on sale of real estate owned, net of tax
|
—
|
|
|
31,302
|
|
|
79,042
|
|
|
82,305
|
|
||||
Net income/(loss)
|
13,695
|
|
|
41,992
|
|
|
179,996
|
|
|
92,090
|
|
||||
Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership
|
(405
|
)
|
|
(1,447
|
)
|
|
(6,022
|
)
|
|
(3,171
|
)
|
||||
Net (income)/loss attributable to noncontrolling interests
|
1
|
|
|
4
|
|
|
(6
|
)
|
|
(2
|
)
|
||||
Net income/(loss) attributable to UDR, Inc.
|
13,291
|
|
|
40,549
|
|
|
173,968
|
|
|
88,917
|
|
||||
Distributions to preferred stockholders — Series E (Convertible)
|
(930
|
)
|
|
(931
|
)
|
|
(2,792
|
)
|
|
(2,793
|
)
|
||||
Net income/(loss) attributable to common stockholders
|
$
|
12,361
|
|
|
$
|
39,618
|
|
|
$
|
171,176
|
|
|
$
|
86,124
|
|
Income/(loss) per weighted average common share — basic:
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations attributable to common stockholders
|
$
|
0.05
|
|
|
$
|
0.16
|
|
|
$
|
0.66
|
|
|
$
|
0.34
|
|
Income/(loss) from discontinued operations attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net income/(loss) attributable to common stockholders
|
$
|
0.05
|
|
|
$
|
0.16
|
|
|
$
|
0.66
|
|
|
$
|
0.34
|
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) per weighted average common share — diluted:
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations attributable to common stockholders
|
$
|
0.05
|
|
|
$
|
0.16
|
|
|
$
|
0.66
|
|
|
$
|
0.34
|
|
Income/(loss) from discontinued operations attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net income/(loss) attributable to common stockholders
|
$
|
0.05
|
|
|
$
|
0.16
|
|
|
$
|
0.66
|
|
|
$
|
0.34
|
|
|
|
|
|
|
|
|
|
||||||||
Common distributions declared per share
|
0.2775
|
|
|
0.2600
|
|
|
$
|
0.8325
|
|
|
0.7800
|
|
|||
Weighted average number of common shares outstanding — basic
|
259,114
|
|
|
251,655
|
|
|
257,940
|
|
|
250,701
|
|
||||
Weighted average number of common shares outstanding — diluted
|
261,207
|
|
|
253,732
|
|
|
260,020
|
|
|
252,675
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net income/(loss)
|
$
|
13,695
|
|
|
$
|
41,992
|
|
|
$
|
179,996
|
|
|
$
|
92,090
|
|
Other comprehensive income/(loss), including portion attributable to noncontrolling interests:
|
|
|
|
|
|
|
|
||||||||
Other comprehensive income/(loss) - derivative instruments:
|
|
|
|
|
|
|
|
||||||||
Unrealized holding gain/(loss)
|
(5,707
|
)
|
|
362
|
|
|
(7,072
|
)
|
|
611
|
|
||||
(Gain)/loss reclassified into earnings from other comprehensive income/(loss)
|
536
|
|
|
1,130
|
|
|
1,565
|
|
|
3,809
|
|
||||
Other comprehensive income/(loss), including portion attributable to noncontrolling interests
|
(5,171
|
)
|
|
1,492
|
|
|
(5,507
|
)
|
|
4,420
|
|
||||
Comprehensive income/(loss)
|
8,524
|
|
|
43,484
|
|
|
174,489
|
|
|
96,510
|
|
||||
Comprehensive (income)/loss attributable to noncontrolling interests
|
(230
|
)
|
|
(1,500
|
)
|
|
(5,853
|
)
|
|
(3,336
|
)
|
||||
Comprehensive income/(loss) attributable to UDR, Inc.
|
$
|
8,294
|
|
|
$
|
41,984
|
|
|
$
|
168,636
|
|
|
$
|
93,174
|
|
|
Preferred Stock
|
|
Common Stock
|
|
Paid-in Capital
|
|
Distributions in Excess of Net Income
|
|
Accumulated Other Comprehensive Income/(Loss), net
|
|
Noncontrolling Interests
|
|
Total
|
||||||||||||||||||||
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
|
|
|
|||||||||||||||||||||
Balance at December 31, 2014
|
2,803,812
|
|
|
$
|
46,571
|
|
|
255,114,603
|
|
|
$
|
2,551
|
|
|
$
|
4,223,747
|
|
|
$
|
(1,528,917
|
)
|
|
$
|
(8,855
|
)
|
|
$
|
853
|
|
|
$
|
2,735,950
|
|
Net income/(loss) attributable to UDR, Inc.
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
173,968
|
|
|
—
|
|
|
—
|
|
|
173,968
|
|
|||||||
Net income/(loss) attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6
|
|
|
6
|
|
|||||||
Other comprehensive income/(loss)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,332
|
)
|
|
—
|
|
|
(5,332
|
)
|
|||||||
Issuance/(forfeiture) of common and restricted shares, net
|
—
|
|
|
—
|
|
|
441,344
|
|
|
4
|
|
|
11,810
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,814
|
|
|||||||
Issuance of common shares through public offering
|
—
|
|
|
—
|
|
|
6,339,636
|
|
|
63
|
|
|
210,068
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
210,131
|
|
|||||||
Conversion of Series E Cumulative Convertible shares
|
(6,909
|
)
|
|
(114
|
)
|
|
7,480
|
|
|
—
|
|
|
114
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||
Adjustment for conversion of noncontrolling interest of unitholders in the Operating Partnership
|
—
|
|
|
—
|
|
|
112,174
|
|
|
2
|
|
|
3,816
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,818
|
|
|||||||
Common stock distributions declared ($0.8325 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(216,837
|
)
|
|
—
|
|
|
—
|
|
|
(216,837
|
)
|
|||||||
Preferred stock distributions declared-Series E ($0.9966 per share)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(2,792
|
)
|
|
—
|
|
|
—
|
|
|
(2,792
|
)
|
|||||||
Adjustment to reflect redemption value of redeemable noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(35,508
|
)
|
|
—
|
|
|
—
|
|
|
(35,508
|
)
|
|||||||
Balance at September 30, 2015
|
2,796,903
|
|
|
$
|
46,457
|
|
|
262,015,237
|
|
|
$
|
2,620
|
|
|
$
|
4,449,555
|
|
|
$
|
(1,610,086
|
)
|
|
$
|
(14,187
|
)
|
|
$
|
859
|
|
|
$
|
2,875,218
|
|
|
Nine Months Ended
|
||||||
|
September 30,
|
||||||
|
2015
|
|
2014
|
||||
Operating Activities
|
|
|
|
||||
Net income/(loss)
|
$
|
179,996
|
|
|
$
|
92,090
|
|
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities:
|
|
|
|||||
Depreciation and amortization
|
274,469
|
|
|
270,405
|
|
||
(Gain)/loss on sale of real estate owned, net of tax
|
(79,042
|
)
|
|
(82,380
|
)
|
||
Tax (benefit)/provision, net
|
(2,462
|
)
|
|
(8,049
|
)
|
||
(Income)/loss from unconsolidated entities
|
(61,277
|
)
|
|
4,932
|
|
||
Casualty-related (recoveries)/charges, net
|
2,380
|
|
|
500
|
|
||
Other
|
17,839
|
|
|
19,952
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
(Increase)/decrease in operating assets
|
(10,026
|
)
|
|
(5,870
|
)
|
||
Increase/(decrease) in operating liabilities
|
(16,075
|
)
|
|
(9,602
|
)
|
||
Net cash provided by/(used in) operating activities
|
305,802
|
|
|
281,978
|
|
||
|
|
|
|
||||
Investing Activities
|
|
|
|
||||
Acquisition of real estate assets
|
—
|
|
|
(199,012
|
)
|
||
Proceeds from sale of real estate investments, net
|
90,543
|
|
|
233,913
|
|
||
Development of real estate assets
|
(91,385
|
)
|
|
(160,643
|
)
|
||
Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement
|
(80,119
|
)
|
|
(82,332
|
)
|
||
Capital expenditures — non-real estate assets
|
(2,684
|
)
|
|
(4,277
|
)
|
||
Investment in unconsolidated joint ventures
|
(195,607
|
)
|
|
(167,160
|
)
|
||
Distributions received from unconsolidated joint ventures
|
53,185
|
|
|
17,884
|
|
||
Purchase deposits on pending acquisitions
|
(1,000
|
)
|
|
(4,000
|
)
|
||
(Issuance)/repayment of notes receivable
|
(1,125
|
)
|
|
64,715
|
|
||
Net cash provided by/(used in) investing activities
|
(228,192
|
)
|
|
(300,912
|
)
|
||
|
|
|
|
||||
Financing Activities
|
|
|
|
||||
Payments on secured debt
|
(6,861
|
)
|
|
(44,390
|
)
|
||
Proceeds from the issuance of secured debt
|
—
|
|
|
5,502
|
|
||
Payments on unsecured debt
|
(325,429
|
)
|
|
(312,500
|
)
|
||
Proceeds from the issuance of unsecured debt
|
299,310
|
|
|
298,956
|
|
||
Net proceeds/(repayment) of revolving bank debt
|
(42,500
|
)
|
|
160,000
|
|
||
Proceeds from the issuance of common shares through public offering
|
210,131
|
|
|
99,991
|
|
||
Distributions paid to redeemable noncontrolling interests
|
(7,761
|
)
|
|
(7,419
|
)
|
||
Distributions paid to preferred stockholders
|
(2,792
|
)
|
|
(2,793
|
)
|
||
Distributions paid to common stockholders
|
(210,458
|
)
|
|
(189,742
|
)
|
||
Other
|
(5,153
|
)
|
|
(4,315
|
)
|
||
Net cash provided by/(used in) financing activities
|
(91,513
|
)
|
|
3,290
|
|
||
Net increase/(decrease) in cash and cash equivalents
|
(13,903
|
)
|
|
(15,644
|
)
|
||
Cash and cash equivalents, beginning of period
|
15,224
|
|
|
30,249
|
|
||
Cash and cash equivalents, end of period
|
1,321
|
|
|
14,605
|
|
||
|
|
|
|
||||
|
Nine Months Ended
|
||||||
|
September 30,
|
||||||
|
2015
|
|
2014
|
||||
Supplemental Information:
|
|
|
|
||||
Interest paid during the period, net of amounts capitalized
|
$
|
101,618
|
|
|
$
|
105,232
|
|
|
|
|
|
||||
Non-cash transactions:
|
|
|
|
||||
Acquisition of real estate
|
$
|
24,067
|
|
|
$
|
—
|
|
Fair value adjustment of debt acquired as part of acquisition of real estate
|
$
|
1,363
|
|
|
$
|
—
|
|
Conversion of Operating Partnership noncontrolling interest to common stock (112,174 shares in 2015 and 151,453 shares in 2014)
|
$
|
3,818
|
|
|
$
|
4,318
|
|
|
Interest rate at
|
|
Balance outstanding
|
|||||||
|
September 30,
2015 |
|
September 30,
2015 |
|
December 31, 2014
|
|||||
Note due February 2017 (a)
|
10.00
|
%
|
|
$
|
12,994
|
|
|
$
|
11,869
|
|
Note due July 2017 (b)
|
8.00
|
%
|
|
2,500
|
|
|
2,500
|
|
||
Total notes receivable, net
|
|
|
$
|
15,494
|
|
|
$
|
14,369
|
|
|
September 30,
2015 |
|
December 31, 2014
|
||||
Land and land improvements
|
$
|
1,840,823
|
|
|
$
|
1,980,221
|
|
Depreciable property — held and used:
|
|
|
|
||||
Building, improvements, and furniture, fixtures and equipment
|
6,321,640
|
|
|
6,225,406
|
|
||
Under development:
|
|
|
|
||||
Land and land improvements
|
78,085
|
|
|
24,584
|
|
||
Building, improvements, and furniture, fixtures and equipment
|
25,995
|
|
|
153,048
|
|
||
Real estate held for disposition:
|
|
|
|
||||
Land and land improvements
|
81,080
|
|
|
—
|
|
||
Building, improvements, and furniture, fixtures and equipment
|
125,354
|
|
|
—
|
|
||
Real estate owned
|
8,472,977
|
|
|
8,383,259
|
|
||
Accumulated depreciation
|
(2,647,504
|
)
|
|
(2,434,772
|
)
|
||
Real estate owned, net
|
$
|
5,825,473
|
|
|
$
|
5,948,487
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Rental income
|
$
|
—
|
|
|
$
|
21
|
|
|
$
|
—
|
|
|
$
|
147
|
|
Rental expenses
|
—
|
|
|
11
|
|
|
—
|
|
|
225
|
|
||||
Property management
|
—
|
|
|
1
|
|
|
—
|
|
|
4
|
|
||||
Interest income and other (income)/expense, net
|
—
|
|
|
3
|
|
|
—
|
|
|
21
|
|
||||
Income/(loss) attributable to disposed properties and assets held for sale
|
—
|
|
|
6
|
|
|
—
|
|
|
(103
|
)
|
||||
Net gain/(loss) on the sale of depreciable properties
|
—
|
|
|
75
|
|
|
—
|
|
|
75
|
|
||||
Income tax benefit/(expense)
|
—
|
|
|
(2
|
)
|
|
—
|
|
|
38
|
|
||||
Income/(loss) from discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
79
|
|
|
$
|
—
|
|
|
$
|
10
|
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from discontinued operations attributable to UDR, Inc.
|
$
|
—
|
|
|
$
|
73
|
|
|
$
|
—
|
|
|
$
|
6
|
|
(a)
|
The number of apartment homes for the communities under development presented in the table above is based on the projected number of total homes. As of
September 30, 2015
,
no
apartment homes had been completed in Other UDR/MetLife Development Joint Ventures.
|
|
September 30,
2015 |
|
December 31, 2014
|
||||
Total real estate, net
|
$
|
3,074,723
|
|
|
$
|
2,941,803
|
|
Assets held for sale
|
—
|
|
|
216,196
|
|
||
Cash and cash equivalents
|
37,768
|
|
|
32,544
|
|
||
Other assets
|
44,259
|
|
|
28,707
|
|
||
Total assets
|
$
|
3,156,750
|
|
|
$
|
3,219,250
|
|
|
|
|
|
||||
Amount due to UDR
|
$
|
7,465
|
|
|
$
|
2,997
|
|
Third party debt
|
1,586,380
|
|
|
1,504,477
|
|
||
Liabilities held for sale
|
—
|
|
|
229,706
|
|
||
Accounts payable and accrued liabilities
|
87,730
|
|
|
44,335
|
|
||
Total liabilities
|
1,681,575
|
|
|
1,781,515
|
|
||
Total equity
|
1,475,175
|
|
|
1,437,735
|
|
||
Total liabilities and equity
|
$
|
3,156,750
|
|
|
$
|
3,219,250
|
|
|
|
|
|
||||
UDR’s investment in unconsolidated joint ventures
|
$
|
921,925
|
|
|
$
|
718,226
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Total revenues
|
$
|
55,948
|
|
|
$
|
52,804
|
|
|
$
|
165,944
|
|
|
$
|
140,138
|
|
Property operating expenses
|
(21,981
|
)
|
|
(19,837
|
)
|
|
(63,692
|
)
|
|
(52,197
|
)
|
||||
Real estate depreciation and amortization
|
(18,272
|
)
|
|
(19,158
|
)
|
|
(57,026
|
)
|
|
(50,654
|
)
|
||||
Operating income/(loss)
|
15,695
|
|
|
13,809
|
|
|
45,226
|
|
|
37,287
|
|
||||
Interest expense
|
(16,310
|
)
|
|
(15,755
|
)
|
|
(48,540
|
)
|
|
(42,833
|
)
|
||||
Other income/(expense)
|
(182
|
)
|
|
—
|
|
|
(190
|
)
|
|
—
|
|
||||
Income/(loss) from discontinued operations
|
(37
|
)
|
|
(2,891
|
)
|
|
182,452
|
|
|
(37,579
|
)
|
||||
Net income/(loss)
|
$
|
(834
|
)
|
|
$
|
(4,837
|
)
|
|
$
|
178,948
|
|
|
$
|
(43,125
|
)
|
UDR income/(loss) from unconsolidated entities
|
$
|
2,691
|
|
|
$
|
(939
|
)
|
|
$
|
61,277
|
|
|
$
|
(4,932
|
)
|
|
|
|
|
|
Nine Months Ended
|
|||||||||||
|
Principal Outstanding
|
|
September 30, 2015
|
|||||||||||||
|
September 30,
2015 |
|
December 31, 2014
|
|
Weighted Average
Interest Rate
|
|
Weighted Average
Years to Maturity
|
|
Number of Communities
Encumbered
|
|||||||
Secured Debt:
|
|
|
|
|
|
|
|
|
|
|||||||
Fixed Rate Debt
|
|
|
|
|
|
|
|
|
|
|||||||
Mortgage notes payable (a)
|
$
|
406,183
|
|
|
$
|
401,210
|
|
|
5.51
|
%
|
|
0.9
|
|
|
7
|
|
Fannie Mae credit facilities (b)
|
565,394
|
|
|
568,086
|
|
|
5.12
|
%
|
|
3.3
|
|
|
21
|
|
||
Total fixed rate secured debt
|
971,577
|
|
|
969,296
|
|
|
5.28
|
%
|
|
2.3
|
|
|
28
|
|
||
Variable Rate Debt
|
|
|
|
|
|
|
|
|
|
|
||||||
Mortgage notes payable
|
31,337
|
|
|
31,337
|
|
|
2.00
|
%
|
|
1.3
|
|
|
1
|
|
||
Tax-exempt secured notes payable (c)
|
94,700
|
|
|
94,700
|
|
|
0.75
|
%
|
|
7.4
|
|
|
2
|
|
||
Fannie Mae credit facilities (b)
|
249,378
|
|
|
266,196
|
|
|
1.65
|
%
|
|
4.5
|
|
|
7
|
|
||
Total variable rate secured debt
|
375,415
|
|
|
392,233
|
|
|
1.45
|
%
|
|
5.0
|
|
|
10
|
|
||
Total Secured Debt
|
1,346,992
|
|
|
1,361,529
|
|
|
4.21
|
%
|
|
3.0
|
|
|
38
|
|
||
|
|
|
|
|
|
|
|
|
|
|||||||
Unsecured Debt:
|
|
|
|
|
|
|
|
|
|
|||||||
Commercial Banks
|
|
|
|
|
|
|
|
|
|
|||||||
Borrowings outstanding under an unsecured credit facility due December 2017 (d) (g)
|
110,000
|
|
|
152,500
|
|
|
1.19
|
%
|
|
2.2
|
|
|
|
|||
Senior Unsecured Notes
|
|
|
|
|
|
|
|
|
|
|||||||
5.25% Medium-Term Notes due January 2015 (net of discounts of $0 and $6, respectively) (e)
|
—
|
|
|
325,169
|
|
|
—
|
%
|
|
—
|
|
|
|
|||
5.25% Medium-Term Notes due January 2016
|
83,260
|
|
|
83,260
|
|
|
5.25
|
%
|
|
0.3
|
|
|
|
|||
6.21% Term Notes due July 2016
|
12,351
|
|
|
—
|
|
|
6.21
|
%
|
|
0.8
|
|
|
|
|||
4.25% Medium-Term Notes due June 2018 (net of discounts of $1,144 and $1,465, respectively) (g)
|
298,856
|
|
|
298,535
|
|
|
4.25
|
%
|
|
2.7
|
|
|
|
|||
1.70% Term Notes due June 2018 (g)
|
215,000
|
|
|
215,000
|
|
|
1.70
|
%
|
|
2.7
|
|
|
|
|||
1.53% Term Notes due June 2018 (g)
|
100,000
|
|
|
100,000
|
|
|
1.53
|
%
|
|
2.7
|
|
|
|
|||
1.35% Term Notes due June 2018 (g)
|
35,000
|
|
|
35,000
|
|
|
1.35
|
%
|
|
2.7
|
|
|
|
|||
3.70% Medium-Term Notes due October 2020 (net of discounts of $40 and $46, respectively) (g)
|
299,960
|
|
|
299,954
|
|
|
3.70
|
%
|
|
5.0
|
|
|
|
|||
4.63% Medium-Term Notes due January 2022 (net of discounts of $2,254 and $2,523, respectively) (g)
|
397,746
|
|
|
397,477
|
|
|
4.63
|
%
|
|
6.3
|
|
|
|
|||
3.75% Medium-Term Notes due July 2024 (net of discount of $912 and $990, respectively) (g)
|
299,088
|
|
|
299,010
|
|
|
3.75
|
%
|
|
8.8
|
|
|
|
|||
8.50% Debentures due September 2024
|
15,644
|
|
|
15,644
|
|
|
8.50
|
%
|
|
9.0
|
|
|
|
|||
4.00% Medium-Term Notes due October 2025 (net of discount of $688 and $0, respectively) (f) (g)
|
299,312
|
|
|
—
|
|
|
4.00
|
%
|
|
10.0
|
|
|
|
|||
Other
|
25
|
|
|
27
|
|
|
N/A
|
|
|
N/A
|
|
|
|
|||
Total Unsecured Debt
|
2,166,242
|
|
|
2,221,576
|
|
|
3.72
|
%
|
|
5.5
|
|
|
|
|||
Total Debt
|
$
|
3,513,234
|
|
|
$
|
3,583,105
|
|
|
3.91
|
%
|
|
4.5
|
|
|
|
|
September 30,
2015 |
|
December 31, 2014
|
||||
Borrowings outstanding
|
$
|
814,772
|
|
|
$
|
834,282
|
|
Weighted average borrowings during the period ended
|
825,311
|
|
|
835,873
|
|
||
Maximum daily borrowings during the period ended
|
834,003
|
|
|
837,564
|
|
||
Weighted average interest rate during the period ended
|
4.0
|
%
|
|
4.1
|
%
|
||
Weighted average interest rate at the end of the period
|
4.1
|
%
|
|
4.0
|
%
|
|
September 30,
2015 |
|
December 31, 2014
|
||||
Total revolving credit facility
|
$
|
900,000
|
|
|
$
|
900,000
|
|
Borrowings outstanding at end of period (1)
|
110,000
|
|
|
152,500
|
|
||
Weighted average daily borrowings during the period ended
|
409,215
|
|
|
291,761
|
|
||
Maximum daily borrowings during the period ended
|
541,500
|
|
|
625,000
|
|
||
Weighted average interest rate during the period ended
|
1.2
|
%
|
|
1.2
|
%
|
||
Interest rate at end of the period
|
1.2
|
%
|
|
1.1
|
%
|
Year
|
|
Total Fixed Secured Debt
|
|
Total Variable Secured Debt
|
|
Total Secured Debt
|
|
Total Unsecured Debt (a)
|
|
Total Debt
|
||||||||||
2015
|
|
$
|
187,916
|
|
|
$
|
—
|
|
|
$
|
187,916
|
|
|
$
|
25
|
|
|
$
|
187,941
|
|
2016
|
|
148,223
|
|
|
—
|
|
|
148,223
|
|
|
94,402
|
|
|
242,625
|
|
|||||
2017
|
|
177,882
|
|
|
96,337
|
|
|
274,219
|
|
|
110,000
|
|
|
384,219
|
|
|||||
2018
|
|
121,685
|
|
|
87,969
|
|
|
209,654
|
|
|
648,311
|
|
|
857,965
|
|
|||||
2019
|
|
245,871
|
|
|
67,700
|
|
|
313,571
|
|
|
—
|
|
|
313,571
|
|
|||||
Thereafter
|
|
90,000
|
|
|
123,409
|
|
|
213,409
|
|
|
1,313,504
|
|
|
1,526,913
|
|
|||||
Total
|
|
$
|
971,577
|
|
|
$
|
375,415
|
|
|
$
|
1,346,992
|
|
|
$
|
2,166,242
|
|
|
$
|
3,513,234
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Numerator for income/(loss) per share:
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations
|
$
|
13,695
|
|
|
$
|
10,611
|
|
|
$
|
100,954
|
|
|
$
|
9,775
|
|
Gain/(loss) on sale of real estate owned, net of tax
|
—
|
|
|
31,302
|
|
|
79,042
|
|
|
82,305
|
|
||||
(Income)/loss from continuing operations attributable to redeemable noncontrolling interests in the Operating Partnership
|
(405
|
)
|
|
(1,441
|
)
|
|
(6,022
|
)
|
|
(3,167
|
)
|
||||
(Income)/loss from continuing operations attributable to noncontrolling interests
|
1
|
|
|
4
|
|
|
(6
|
)
|
|
(2
|
)
|
||||
Income/(loss) from continuing operations attributable to UDR, Inc.
|
13,291
|
|
|
40,476
|
|
|
173,968
|
|
|
88,911
|
|
||||
Distributions to preferred stockholders - Series E (Convertible)
|
(930
|
)
|
|
(931
|
)
|
|
(2,792
|
)
|
|
(2,793
|
)
|
||||
Income/(loss) from continuing operations attributable to common stockholders
|
$
|
12,361
|
|
|
$
|
39,545
|
|
|
$
|
171,176
|
|
|
$
|
86,118
|
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from discontinued operations, net of tax
|
$
|
—
|
|
|
$
|
79
|
|
|
$
|
—
|
|
|
$
|
10
|
|
(Income)/loss from discontinued operations attributable to redeemable noncontrolling interests in the Operating Partnership
|
—
|
|
|
(6
|
)
|
|
—
|
|
|
(4
|
)
|
||||
Income/(loss) from discontinued operations attributable to common stockholders
|
$
|
—
|
|
|
$
|
73
|
|
|
$
|
—
|
|
|
$
|
6
|
|
|
|
|
|
|
|
|
|
||||||||
Net income/(loss) attributable to common stockholders
|
$
|
12,361
|
|
|
$
|
39,618
|
|
|
$
|
171,176
|
|
|
$
|
86,124
|
|
|
|
|
|
|
|
|
|
||||||||
Denominator for income/(loss) per share:
|
|
|
|
|
|
|
|
||||||||
Weighted average common shares outstanding
|
260,302
|
|
|
252,891
|
|
|
259,151
|
|
|
251,860
|
|
||||
Non-vested restricted stock awards
|
(1,188
|
)
|
|
(1,236
|
)
|
|
(1,211
|
)
|
|
(1,159
|
)
|
||||
Denominator for basic income/(loss) per share
|
259,114
|
|
|
251,655
|
|
|
257,940
|
|
|
250,701
|
|
||||
Incremental shares issuable from assumed conversion of preferred stock, stock options, and unvested restricted stock
|
2,093
|
|
|
2,077
|
|
|
2,080
|
|
|
1,974
|
|
||||
Denominator for diluted income/(loss) per share
|
261,207
|
|
|
253,732
|
|
|
260,020
|
|
|
252,675
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Income/(loss) per weighted average common share-basic:
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations attributable to common stockholders
|
$
|
0.05
|
|
|
$
|
0.16
|
|
|
$
|
0.66
|
|
|
$
|
0.34
|
|
Income/(loss) from discontinued operations attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net income/(loss) attributable to common stockholders
|
$
|
0.05
|
|
|
$
|
0.16
|
|
|
$
|
0.66
|
|
|
$
|
0.34
|
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) per weighted average common share-diluted:
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations attributable to common stockholders
|
$
|
0.05
|
|
|
$
|
0.16
|
|
|
$
|
0.66
|
|
|
$
|
0.34
|
|
Income/(loss) from discontinued operations attributable to common stockholders
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Net income/(loss) attributable to common stockholders
|
$
|
0.05
|
|
|
$
|
0.16
|
|
|
$
|
0.66
|
|
|
$
|
0.34
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
|
September 30,
|
|
September 30,
|
||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||
OP Units
|
9,061
|
|
|
9,189
|
|
|
9,117
|
|
|
9,274
|
|
Preferred stock
|
3,029
|
|
|
3,036
|
|
|
3,033
|
|
|
3,036
|
|
Stock options and unvested restricted stock
|
2,093
|
|
|
2,077
|
|
|
2,080
|
|
|
1,974
|
|
Redeemable noncontrolling interests in the Operating Partnership, December 31, 2014
|
$
|
282,480
|
|
Mark-to-market adjustment to redeemable noncontrolling interests in the Operating Partnership
|
35,508
|
|
|
Conversion of OP Units to Common Stock
|
(3,818
|
)
|
|
Net income/(loss) attributable to redeemable noncontrolling interests in the Operating Partnership
|
6,022
|
|
|
Distributions to redeemable noncontrolling interests in the Operating Partnership
|
(7,859
|
)
|
|
Allocation of other comprehensive income/(loss)
|
(175
|
)
|
|
Redeemable noncontrolling interests in the Operating Partnership, September 30, 2015
|
$
|
312,158
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net income/(loss) attributable to common stockholders
|
$
|
12,361
|
|
|
$
|
39,618
|
|
|
$
|
171,176
|
|
|
$
|
86,124
|
|
Conversion of OP Units to UDR Common stock
|
320
|
|
|
4,127
|
|
|
3,818
|
|
|
4,318
|
|
||||
Change in equity from net income/(loss) attributable to common stockholders and conversion of OP Units to UDR Common Stock
|
$
|
12,681
|
|
|
$
|
43,745
|
|
|
$
|
174,994
|
|
|
$
|
90,442
|
|
•
|
Level 1 — Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access.
|
•
|
Level 2 — Observable inputs other than prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated with observable market data.
|
•
|
Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
|
|
|
|
|
|
Fair Value at September 30, 2015, Using
|
||||||||||||||
|
Total Carrying Amount in Statement of Financial Position at September 30, 2015
|
|
Fair Value Estimate at September 30, 2015
|
|
Quoted Prices in
Active Markets
for Identical
Assets or
Liabilities
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||||
Description:
|
|
|
|
|
|
|
|
|
|
||||||||||
Notes receivable (a)
|
$
|
15,494
|
|
|
$
|
15,795
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
15,795
|
|
Derivatives - Interest rate contracts (b)
|
6
|
|
|
6
|
|
|
—
|
|
|
6
|
|
|
—
|
|
|||||
Total assets
|
$
|
15,500
|
|
|
$
|
15,801
|
|
|
$
|
—
|
|
|
$
|
6
|
|
|
$
|
15,795
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives - Interest rate contracts (b)
|
$
|
3,205
|
|
|
$
|
3,205
|
|
|
$
|
—
|
|
|
$
|
3,205
|
|
|
$
|
—
|
|
Secured debt instruments - fixed rate: (c)
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage notes payable
|
406,183
|
|
|
416,287
|
|
|
—
|
|
|
—
|
|
|
416,287
|
|
|||||
Fannie Mae credit facilities
|
565,394
|
|
|
595,907
|
|
|
—
|
|
|
—
|
|
|
595,907
|
|
|||||
Secured debt instruments - variable rate: (c)
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage notes payable
|
31,337
|
|
|
31,337
|
|
|
—
|
|
|
—
|
|
|
31,337
|
|
|||||
Tax-exempt secured notes payable
|
94,700
|
|
|
94,700
|
|
|
—
|
|
|
—
|
|
|
94,700
|
|
|||||
Fannie Mae credit facilities
|
249,378
|
|
|
249,378
|
|
|
—
|
|
|
—
|
|
|
249,378
|
|
|||||
Unsecured debt instruments: (c)
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial bank
|
110,000
|
|
|
110,000
|
|
|
—
|
|
|
—
|
|
|
110,000
|
|
|||||
Senior unsecured notes
|
2,056,242
|
|
|
2,128,901
|
|
|
—
|
|
|
—
|
|
|
2,128,901
|
|
|||||
Total liabilities
|
$
|
3,516,439
|
|
|
$
|
3,629,715
|
|
|
$
|
—
|
|
|
$
|
3,205
|
|
|
$
|
3,626,510
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Redeemable noncontrolling interests in the Operating Partnership (d)
|
$
|
312,158
|
|
|
$
|
312,158
|
|
|
$
|
—
|
|
|
$
|
312,158
|
|
|
$
|
—
|
|
|
|
|
|
|
Fair Value at December 31, 2014, Using
|
||||||||||||||
|
Total Carrying Amount in Statement of Financial Position at December 31, 2014
|
|
Fair Value Estimate at December 31, 2014
|
|
Quoted Prices in
Active Markets
for Identical
Assets or
Liabilities
(Level 1)
|
|
Significant
Other
Observable
Inputs
(Level 2)
|
|
Significant
Unobservable
Inputs
(Level 3)
|
||||||||||
Description:
|
|
|
|
|
|
|
|
|
|
||||||||||
Notes receivable (a)
|
$
|
14,369
|
|
|
$
|
14,808
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
14,808
|
|
Derivatives - Interest rate contracts (b)
|
88
|
|
|
88
|
|
|
—
|
|
|
88
|
|
|
—
|
|
|||||
Total assets
|
$
|
14,457
|
|
|
$
|
14,896
|
|
|
$
|
—
|
|
|
$
|
88
|
|
|
$
|
14,808
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives- Interest rate contracts (b)
|
$
|
10,368
|
|
|
$
|
10,368
|
|
|
$
|
—
|
|
|
$
|
10,368
|
|
|
$
|
—
|
|
Secured debt instruments - fixed rate: (c)
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage notes payable
|
401,210
|
|
|
415,663
|
|
|
—
|
|
|
—
|
|
|
415,663
|
|
|||||
Fannie Mae credit facilities
|
568,086
|
|
|
606,623
|
|
|
—
|
|
|
—
|
|
|
606,623
|
|
|||||
Secured debt instruments - variable rate: (c)
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Mortgage notes payable
|
31,337
|
|
|
31,337
|
|
|
—
|
|
|
—
|
|
|
31,337
|
|
|||||
Tax-exempt secured notes payable
|
94,700
|
|
|
94,700
|
|
|
—
|
|
|
—
|
|
|
94,700
|
|
|||||
Fannie Mae credit facilities
|
266,196
|
|
|
266,196
|
|
|
—
|
|
|
—
|
|
|
266,196
|
|
|||||
Unsecured debt instruments: (c)
|
|
|
|
|
|
|
|
|
|
||||||||||
Commercial bank
|
152,500
|
|
|
152,500
|
|
|
—
|
|
|
—
|
|
|
152,500
|
|
|||||
Senior unsecured notes
|
2,069,076
|
|
|
2,144,125
|
|
|
—
|
|
|
—
|
|
|
2,144,125
|
|
|||||
Total liabilities
|
$
|
3,593,473
|
|
|
$
|
3,721,512
|
|
|
$
|
—
|
|
|
$
|
10,368
|
|
|
$
|
3,711,144
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Redeemable noncontrolling interests in the Operating Partnership (d)
|
$
|
282,480
|
|
|
$
|
282,480
|
|
|
$
|
—
|
|
|
$
|
282,480
|
|
|
$
|
—
|
|
(a)
|
See Note 2,
Significant Accounting Policies.
|
(b)
|
See Note 10,
Derivatives and Hedging Activity.
|
(c)
|
See Note 6,
Secured and Unsecured Debt.
|
(d)
|
See Note 8,
Noncontrolling Interests.
|
Product
|
|
Number of Instruments
|
|
Notional
|
||
Interest rate swaps
|
|
6
|
|
$
|
365,000
|
|
Interest rate caps
|
|
2
|
|
$
|
203,166
|
|
Product
|
|
Number of Instruments
|
|
Notional
|
||
Interest rate caps
|
|
3
|
|
$
|
133,107
|
|
|
Asset Derivatives
(included in
Other assets
)
|
|
Liability Derivatives
(included in
Other liabilities
)
|
||||||||||||
|
Fair Value at:
|
|
Fair Value at:
|
||||||||||||
|
September 30,
2015 |
|
December 31,
2014 |
|
September 30,
2015 |
|
December 31,
2014 |
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Interest rate products
|
$
|
4
|
|
|
86
|
|
|
$
|
3,205
|
|
|
$
|
10,368
|
|
|
Derivatives
not
designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Interest rate products
|
$
|
2
|
|
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Derivatives in Cash Flow Hedging Relationships
|
|
Unrealized holding gain/(loss)
Recognized in OCI
(Effective Portion)
|
|
Gain/(Loss) Reclassified from Accumulated OCI into
Interest expense
(Effective Portion)
|
|
Gain/(Loss) Recognized in
Interest expense
(Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
||||||||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|||||||||||||
Three Months Ended September 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest rate products
|
|
$
|
(5,707
|
)
|
|
$
|
362
|
|
|
$
|
(525
|
)
|
|
$
|
(1,130
|
)
|
|
$
|
(11
|
)
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Nine Months Ended September 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest rate products
|
|
$
|
(7,072
|
)
|
|
$
|
611
|
|
|
$
|
(1,554
|
)
|
|
$
|
(3,809
|
)
|
|
$
|
(11
|
)
|
|
$
|
3
|
|
|
|
Gain/(Loss) Recognized in
Interest income and other income/(expense), net
|
||||||
Derivatives Not Designated as Hedging Instruments
|
2015
|
|
2014
|
|||||
Three Months Ended September 30,
|
|
|
|
|
||||
Interest rate products
|
|
$
|
(1
|
)
|
|
$
|
—
|
|
|
|
|
|
|
||||
Nine Months Ended September 30,
|
|
|
|
|
||||
Interest rate products
|
|
$
|
(25
|
)
|
|
$
|
—
|
|
|
Number of
Properties
|
|
Costs Incurred as of September 30, 2015 (a)
|
|
Expected Costs
to Complete
|
|
Average Ownership
Stake
|
|||||
Wholly-owned — under development
|
1
|
|
$
|
104,080
|
|
(b)
|
$
|
237,920
|
|
|
100
|
%
|
Wholly-owned — redevelopment
|
1
|
|
7,383
|
|
(b)
|
7,617
|
|
|
100
|
%
|
||
Joint ventures:
|
|
|
|
|
|
|
|
|||||
Unconsolidated joint ventures
|
4
|
|
427,545
|
|
|
117,195
|
|
(c)
|
Various
|
|
||
Participating loan investments
|
1
|
|
89,498
|
|
(d)
|
3,960
|
|
(e)
|
0
|
%
|
||
Preferred equity investments
|
5
|
|
129,592
|
|
(f)
|
6,735
|
|
(g)
|
48
|
%
|
||
|
|
|
$
|
758,098
|
|
|
$
|
373,427
|
|
|
|
(a)
|
Represents 100% of project costs incurred as of
September 30, 2015
.
|
(b)
|
Costs incurred to date include
$2.8 million
and
$1.2 million
of accrued
fixed assets for development and redevelopment, respectively.
|
(c)
|
Represents UDR’s proportionate share of expected remaining costs to complete.
|
(d)
|
Represents the participating loan balance funded as of
September 30, 2015
.
|
(e)
|
Represents UDR’s remaining participating loan commitment for Steele Creek.
|
(f)
|
Represents UDR's share of capital contributed to the West Coast Development Joint Venture as of
September 30, 2015
.
|
(g)
|
Represents UDR's remaining funding commitment on Katella Grand II.
|
•
|
Same-Store Communities
represent those communities acquired, developed, and stabilized prior to
July 1, 2014
for quarter-to-date comparison and
January 1, 2014
for year-to-date comparison and held as of
September 30, 2015
. A comparison of operating results from the prior year is meaningful as these communities were owned and had stabilized occupancy and operating expenses as of the beginning of the prior period, there is no plan to conduct substantial redevelopment activities, and the community is not held for disposition within the current year. A community is considered to have stabilized occupancy once it achieves
90%
occupancy for at least three consecutive months.
|
•
|
Non-Mature Communities/Other
represent those communities that do not meet the criteria to be included in
Same-Store Communities
, including, but not limited to, recently acquired, developed and redeveloped properties, and the non-apartment components of mixed use properties.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30, (a)
|
|
September 30, (b)
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Reportable apartment home segment rental income
|
|
|
|
|
|
|
|
||||||||
Same-Store Communities
|
|
|
|
|
|
|
|
||||||||
West Region
|
$
|
77,837
|
|
|
$
|
72,014
|
|
|
$
|
197,831
|
|
|
$
|
183,887
|
|
Mid-Atlantic Region
|
40,029
|
|
|
39,351
|
|
|
119,546
|
|
|
117,384
|
|
||||
Southeast Region
|
26,293
|
|
|
24,682
|
|
|
77,420
|
|
|
73,151
|
|
||||
Northeast Region
|
21,914
|
|
|
20,721
|
|
|
64,242
|
|
|
60,817
|
|
||||
Southwest Region
|
14,599
|
|
|
13,859
|
|
|
43,068
|
|
|
40,949
|
|
||||
Non-Mature Communities/Other
|
37,093
|
|
|
32,981
|
|
|
135,469
|
|
|
122,857
|
|
||||
Total consolidated rental income
|
$
|
217,765
|
|
|
$
|
203,608
|
|
|
$
|
637,576
|
|
|
$
|
599,045
|
|
|
|
|
|
|
|
|
|
||||||||
Reportable apartment home segment NOI
|
|
|
|
|
|
|
|
||||||||
Same-Store Communities
|
|
|
|
|
|
|
|
||||||||
West Region
|
$
|
58,071
|
|
|
$
|
52,128
|
|
|
$
|
147,725
|
|
|
$
|
133,037
|
|
Mid-Atlantic Region
|
26,995
|
|
|
27,015
|
|
|
82,046
|
|
|
81,285
|
|
||||
Southeast Region
|
17,562
|
|
|
15,869
|
|
|
51,875
|
|
|
48,494
|
|
||||
Northeast Region
|
16,161
|
|
|
15,571
|
|
|
47,996
|
|
|
45,576
|
|
||||
Southwest Region
|
8,967
|
|
|
8,509
|
|
|
26,500
|
|
|
25,130
|
|
||||
Non-Mature Communities/Other
|
25,809
|
|
|
20,722
|
|
|
91,430
|
|
|
78,808
|
|
||||
Total consolidated NOI
|
153,565
|
|
|
139,814
|
|
|
447,572
|
|
|
412,330
|
|
||||
Reconciling items:
|
|
|
|
|
|
|
|
||||||||
Joint venture management and other fees
|
3,653
|
|
|
3,165
|
|
|
19,457
|
|
|
9,599
|
|
||||
Property management
|
(5,988
|
)
|
|
(5,599
|
)
|
|
(17,533
|
)
|
|
(16,474
|
)
|
||||
Other operating expenses
|
(2,639
|
)
|
|
(2,012
|
)
|
|
(6,174
|
)
|
|
(6,118
|
)
|
||||
Real estate depreciation and amortization
|
(90,568
|
)
|
|
(89,339
|
)
|
|
(269,689
|
)
|
|
(266,748
|
)
|
||||
General and administrative
|
(15,824
|
)
|
|
(11,554
|
)
|
|
(41,697
|
)
|
|
(36,078
|
)
|
||||
Casualty-related recoveries/(charges), net
|
(541
|
)
|
|
—
|
|
|
(2,380
|
)
|
|
(500
|
)
|
||||
Other depreciation and amortization
|
(1,457
|
)
|
|
(1,385
|
)
|
|
(4,780
|
)
|
|
(3,658
|
)
|
||||
Income/(loss) from unconsolidated entities
|
2,691
|
|
|
(939
|
)
|
|
61,277
|
|
|
(4,932
|
)
|
||||
Interest expense
|
(30,232
|
)
|
|
(33,087
|
)
|
|
(88,705
|
)
|
|
(97,662
|
)
|
||||
Interest income and other income/(expense), net
|
402
|
|
|
9,061
|
|
|
1,144
|
|
|
11,902
|
|
||||
Tax benefit/(expense), net
|
633
|
|
|
2,490
|
|
|
2,462
|
|
|
8,049
|
|
||||
Gain/(loss) on sale of real estate owned, net of tax
|
—
|
|
|
31,377
|
|
|
79,042
|
|
|
82,380
|
|
||||
Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership
|
(405
|
)
|
|
(1,447
|
)
|
|
(6,022
|
)
|
|
(3,171
|
)
|
||||
Net (income)/loss attributable to noncontrolling interests
|
1
|
|
|
4
|
|
|
(6
|
)
|
|
(2
|
)
|
||||
Net income/(loss) attributable to UDR, Inc.
|
$
|
13,291
|
|
|
$
|
40,549
|
|
|
$
|
173,968
|
|
|
$
|
88,917
|
|
(a)
|
Same-Store Community
population consisted of
34,774
apartment homes.
|
(b)
|
Same-Store Community
population consisted of
33,495
apartment homes.
|
|
September 30,
2015 |
|
December 31,
2014 |
||||
Reportable apartment home segment assets:
|
|
|
|
||||
Same-Store Communities:
|
|
|
|
||||
West Region
|
$
|
2,963,025
|
|
|
$
|
2,935,430
|
|
Mid-Atlantic Region
|
1,464,514
|
|
|
1,453,532
|
|
||
Southeast Region
|
726,186
|
|
|
716,427
|
|
||
Northeast Region
|
1,083,935
|
|
|
1,076,656
|
|
||
Southwest Region
|
446,145
|
|
|
440,721
|
|
||
Non-Mature Communities/Other
|
1,789,172
|
|
|
1,760,493
|
|
||
Total assets
|
8,472,977
|
|
|
8,383,259
|
|
||
Accumulated depreciation
|
(2,647,504
|
)
|
|
(2,434,772
|
)
|
||
Total assets — net book value
|
5,825,473
|
|
|
5,948,487
|
|
||
Reconciling items:
|
|
|
|
||||
Cash and cash equivalents
|
1,321
|
|
|
15,224
|
|
||
Restricted cash
|
23,722
|
|
|
22,340
|
|
||
Deferred financing costs, net
|
20,206
|
|
|
22,686
|
|
||
Notes receivable, net
|
15,494
|
|
|
14,369
|
|
||
Investment in and advances to unconsolidated joint ventures, net
|
921,925
|
|
|
718,226
|
|
||
Other assets
|
114,589
|
|
|
105,202
|
|
||
Total consolidated assets
|
$
|
6,922,730
|
|
|
$
|
6,846,534
|
|
i.
|
West Region — Orange County, San Francisco, Seattle, Los Angeles, Monterey Peninsula, Other Southern California, and Portland
|
ii.
|
Mid-Atlantic Region — Metropolitan D.C., Baltimore, Richmond, Norfolk, and Other Mid-Atlantic
|
iii.
|
Southeast Region — Tampa, Orlando, Nashville, and Other Florida
|
iv.
|
Northeast Region — New York and Boston
|
v.
|
Southwest Region — Dallas and Austin
|
Property
|
|
Location
|
Eleven55 Ripley
(1)
|
|
Silver Spring, MD
|
Arbor Park of Alexandria
(1)
|
|
Alexandria, VA
|
Newport Village
(1)
|
|
Alexandria, VA
|
The Courts at Dulles
(1)
|
|
Herndon, VA
|
1200 East West
(2)
|
|
Silver Spring, MD
|
Courts at Huntington Station
(3)
|
|
Alexandria, VA
|
|
|
|
(1)
Acquired through the DownREIT Partnership.
|
||
(2) Acquired by an affiliate of the Company through a reverse Section 1031 exchange.
|
||
(3) Acquired by the Operating Partnership through a reverse Section 1031 exchange.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
REVENUES:
|
|
|
|
|
|
|
|
||||||||
Rental income
|
$
|
115,173
|
|
|
$
|
107,444
|
|
|
$
|
338,426
|
|
|
$
|
314,656
|
|
|
|
|
|
|
|
|
|
||||||||
OPERATING EXPENSES:
|
|
|
|
|
|
|
|
||||||||
Property operating and maintenance
|
20,393
|
|
|
19,906
|
|
|
58,572
|
|
|
56,468
|
|
||||
Real estate taxes and insurance
|
12,490
|
|
|
11,785
|
|
|
37,166
|
|
|
35,050
|
|
||||
Property management
|
3,167
|
|
|
2,955
|
|
|
9,307
|
|
|
8,653
|
|
||||
Other operating expenses
|
1,482
|
|
|
1,484
|
|
|
4,468
|
|
|
4,371
|
|
||||
Real estate depreciation and amortization
|
43,829
|
|
|
45,043
|
|
|
132,411
|
|
|
134,011
|
|
||||
General and administrative
|
7,935
|
|
|
6,939
|
|
|
20,606
|
|
|
21,368
|
|
||||
Casualty-related (recoveries)/charges, net
|
16
|
|
|
—
|
|
|
888
|
|
|
500
|
|
||||
Total operating expenses
|
89,312
|
|
|
88,112
|
|
|
263,418
|
|
|
260,421
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Operating income
|
25,861
|
|
|
19,332
|
|
|
75,008
|
|
|
54,235
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Interest expense
|
(9,758
|
)
|
|
(9,306
|
)
|
|
(29,135
|
)
|
|
(27,176
|
)
|
||||
Interest expense on note payable due to General Partner
|
(1,151
|
)
|
|
(1,151
|
)
|
|
(3,452
|
)
|
|
(3,453
|
)
|
||||
Income/(loss) before gain/(loss) on sale of real estate owned
|
14,952
|
|
|
8,875
|
|
|
42,421
|
|
|
23,606
|
|
||||
Gain/(loss) on sale of real estate owned
|
—
|
|
|
—
|
|
|
56,998
|
|
|
40,687
|
|
||||
Net income/(loss)
|
14,952
|
|
|
8,875
|
|
|
99,419
|
|
|
64,293
|
|
||||
Net (income)/loss attributable to noncontrolling interests
|
(335
|
)
|
|
(238
|
)
|
|
(1,075
|
)
|
|
(697
|
)
|
||||
Net income/(loss) attributable to OP unitholders
|
$
|
14,617
|
|
|
$
|
8,637
|
|
|
$
|
98,344
|
|
|
$
|
63,596
|
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) per weighted average OP Unit - basic and diluted:
|
$
|
0.08
|
|
|
$
|
0.05
|
|
|
$
|
0.54
|
|
|
$
|
0.35
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average OP Units outstanding - basic and diluted
|
183,279
|
|
|
183,279
|
|
|
183,279
|
|
|
183,279
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net income/(loss)
|
$
|
14,952
|
|
|
$
|
8,875
|
|
|
$
|
99,419
|
|
|
$
|
64,293
|
|
Other comprehensive income/(loss), including portion attributable to noncontrolling interests:
|
|
|
|
|
|
|
|
||||||||
Other comprehensive income/(loss) - derivative instruments:
|
|
|
|
|
|
|
|
||||||||
Unrealized holding gain/(loss)
|
(8
|
)
|
|
(3
|
)
|
|
(85
|
)
|
|
(194
|
)
|
||||
(Gain)/loss reclassified into earnings from other comprehensive income/(loss)
|
278
|
|
|
588
|
|
|
831
|
|
|
1,784
|
|
||||
Other comprehensive income/(loss), including portion attributable to noncontrolling interests
|
270
|
|
|
585
|
|
|
746
|
|
|
1,590
|
|
||||
Comprehensive income/(loss)
|
15,222
|
|
|
9,460
|
|
|
100,165
|
|
|
65,883
|
|
||||
Comprehensive (income)/loss attributable to noncontrolling interests
|
(335
|
)
|
|
(238
|
)
|
|
(1,075
|
)
|
|
(697
|
)
|
||||
Comprehensive income/(loss) attributable to OP unitholders
|
$
|
14,887
|
|
|
$
|
9,222
|
|
|
$
|
99,090
|
|
|
$
|
65,186
|
|
|
Class A Limited
Partners
|
|
Limited
Partners
|
|
UDR, Inc.
|
|
Accumulated Other Comprehensive
Income/(Loss), net
|
|
Total Partners’
Capital
|
|
Advances (to)/from General Partner
|
|
Noncontrolling
Interests
|
|
|
||||||||||||||||||||
|
|
|
Limited Partner
|
|
General
Partner
|
|
|
|
|
|
Total
|
||||||||||||||||||||||||
Balance at December 31, 2014
|
$
|
53,987
|
|
|
$
|
228,493
|
|
|
$
|
1,420,491
|
|
|
$
|
1,105
|
|
|
$
|
(1,075
|
)
|
|
$
|
1,703,001
|
|
|
$
|
13,624
|
|
|
$
|
17,426
|
|
|
$
|
1,734,051
|
|
Net income/(loss)
|
1,008
|
|
|
3,940
|
|
|
93,337
|
|
|
59
|
|
|
—
|
|
|
98,344
|
|
|
—
|
|
|
1,075
|
|
|
99,419
|
|
|||||||||
Distributions
|
(1,746
|
)
|
|
(6,112
|
)
|
|
(144,938
|
)
|
|
(93
|
)
|
|
—
|
|
|
(152,889
|
)
|
|
—
|
|
|
—
|
|
|
(152,889
|
)
|
|||||||||
OP Unit Redemptions for common shares of UDR
|
—
|
|
|
(3,816
|
)
|
|
3,816
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Adjustment to reflect limited partners’ capital at redemption value
|
7,149
|
|
|
29,255
|
|
|
(36,404
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||||||
Unrealized gain on derivative financial investments
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
746
|
|
|
746
|
|
|
—
|
|
|
—
|
|
|
746
|
|
|||||||||
Net change in advances (to)/from General Partner
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,462
|
)
|
|
—
|
|
|
(3,462
|
)
|
|||||||||
Balance at September 30, 2015
|
$
|
60,398
|
|
|
$
|
251,760
|
|
|
$
|
1,336,302
|
|
|
$
|
1,071
|
|
|
$
|
(329
|
)
|
|
$
|
1,649,202
|
|
|
$
|
10,162
|
|
|
$
|
18,501
|
|
|
$
|
1,677,865
|
|
|
Nine Months Ended
|
||||||
|
September 30,
|
||||||
|
2015
|
|
2014
|
||||
Operating Activities
|
|
|
|
||||
Net income/(loss)
|
$
|
99,419
|
|
|
$
|
64,293
|
|
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities:
|
|
|
|
||||
Depreciation and amortization
|
132,411
|
|
|
134,011
|
|
||
Gain/(loss) on sale of real estate owned
|
(56,998
|
)
|
|
(40,687
|
)
|
||
Casualty-related (recoveries)/charges, net
|
888
|
|
|
500
|
|
||
Other
|
(888
|
)
|
|
187
|
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
(Increase)/decrease in operating assets
|
(2,174
|
)
|
|
(2,540
|
)
|
||
Increase/(decrease) in operating liabilities
|
6,278
|
|
|
2,077
|
|
||
Net cash provided by/(used in) operating activities
|
178,936
|
|
|
157,841
|
|
||
|
|
|
|
||||
Investing Activities
|
|
|
|
||||
Proceeds from sale of real estate investments, net
|
27,718
|
|
|
47,922
|
|
||
Development of real estate assets
|
(7,423
|
)
|
|
(41,701
|
)
|
||
Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement
|
(44,463
|
)
|
|
(32,631
|
)
|
||
Net cash provided by/(used in) investing activities
|
(24,168
|
)
|
|
(26,410
|
)
|
||
|
|
|
|
||||
Financing Activities
|
|
|
|
||||
Distributions and advances from/(to) UDR, Inc.
|
(143,495
|
)
|
|
(120,698
|
)
|
||
Payments on secured debt
|
(3,891
|
)
|
|
(3,727
|
)
|
||
Distributions paid to partnership unitholders
|
(7,759
|
)
|
|
(7,419
|
)
|
||
Payments of financing costs
|
6
|
|
|
—
|
|
||
Net cash provided by/(used in) financing activities
|
(155,139
|
)
|
|
(131,844
|
)
|
||
Net increase/(decrease) in cash and cash equivalents
|
(371
|
)
|
|
(413
|
)
|
||
Cash and cash equivalents, beginning of period
|
502
|
|
|
1,897
|
|
||
Cash and cash equivalents, end of period
|
$
|
131
|
|
|
$
|
1,484
|
|
|
|
|
|
||||
Supplemental Information:
|
|
|
|
||||
Interest paid during the period, net of amounts capitalized
|
$
|
34,978
|
|
|
$
|
32,792
|
|
|
September 30,
2015 |
|
December 31, 2014
|
||||
Land
|
$
|
932,717
|
|
|
$
|
1,008,014
|
|
Depreciable property — held and used:
|
|
|
|
||||
Buildings, improvements, and furniture, fixture and equipment
|
3,174,403
|
|
|
3,230,756
|
|
||
Real estate held for disposition:
|
|
|
|
||||
Land
|
75,160
|
|
|
—
|
|
||
Buildings, improvements, and furniture, fixture and equipment
|
76,298
|
|
|
—
|
|
||
Real estate owned
|
4,258,578
|
|
|
4,238,770
|
|
||
Accumulated depreciation
|
(1,518,558
|
)
|
|
(1,403,303
|
)
|
||
Real estate owned, net
|
$
|
2,740,020
|
|
|
$
|
2,835,467
|
|
|
|
|
|
|
Nine Months Ended
|
||||||||||
|
Principal Outstanding
|
|
September 30, 2015
|
||||||||||||
|
September 30,
2015 |
|
December 31, 2014
|
|
Weighted Average
Interest Rate
|
|
Weighted Average
Years to Maturity
|
|
Number of Communities
Encumbered
|
||||||
Fixed Rate Debt
|
|
|
|
|
|
|
|
|
|
||||||
Mortgage notes payable
|
$
|
371,888
|
|
|
$
|
378,371
|
|
|
5.50
|
%
|
|
0.9
|
|
5
|
|
Fannie Mae credit facilities
|
333,912
|
|
|
333,828
|
|
|
4.90
|
%
|
|
3.8
|
|
9
|
|
||
Total fixed rate secured debt
|
705,800
|
|
|
712,199
|
|
|
5.22
|
%
|
|
2.3
|
|
14
|
|
||
Variable Rate Debt
|
|
|
|
|
|
|
|
|
|
||||||
Tax-exempt secured note payable
|
27,000
|
|
|
27,000
|
|
|
0.76
|
%
|
|
16.5
|
|
1
|
|
||
Fannie Mae credit facilities
|
177,509
|
|
|
192,760
|
|
|
1.89
|
%
|
|
5.4
|
|
5
|
|
||
Total variable rate secured debt
|
204,509
|
|
|
219,760
|
|
|
1.74
|
%
|
|
6.9
|
|
6
|
|
||
Total Secured Debt
|
$
|
910,309
|
|
|
$
|
931,959
|
|
|
4.44
|
%
|
|
3.3
|
|
20
|
|
|
September 30,
2015 |
|
December 31, 2014
|
||||
Borrowings outstanding
|
$
|
511,421
|
|
|
$
|
526,588
|
|
Weighted average borrowings during the period ended
|
518,036
|
|
|
527,592
|
|
||
Maximum daily borrowings during the period
|
523,492
|
|
|
528,659
|
|
||
Weighted average interest rate during the period ended
|
3.8
|
%
|
|
4.1
|
%
|
||
Interest rate at the end of the period
|
3.9
|
%
|
|
4.0
|
%
|
|
|
Fixed
|
|
Variable
|
|
|
||||||||||||||
Year
|
|
Mortgage
Notes Payable
|
|
Secured Credit
Facilities
|
|
Tax-Exempt
Secured Notes Payable
|
|
Secured Credit
Facilities
|
|
Total
|
||||||||||
2015
|
|
$
|
186,592
|
|
|
$
|
94
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
186,686
|
|
2016
|
|
131,946
|
|
|
385
|
|
|
—
|
|
|
—
|
|
|
132,331
|
|
|||||
2017
|
|
1,629
|
|
|
15,640
|
|
|
—
|
|
|
6,566
|
|
|
23,835
|
|
|||||
2018
|
|
1,685
|
|
|
111,256
|
|
|
—
|
|
|
81,559
|
|
|
194,500
|
|
|||||
2019
|
|
50,036
|
|
|
123,095
|
|
|
—
|
|
|
—
|
|
|
173,131
|
|
|||||
Thereafter
|
|
—
|
|
|
83,442
|
|
|
27,000
|
|
|
89,384
|
|
|
199,826
|
|
|||||
Total
|
|
$
|
371,888
|
|
|
$
|
333,912
|
|
|
$
|
27,000
|
|
|
$
|
177,509
|
|
|
$
|
910,309
|
|
•
|
Level 1 — Quoted prices in active markets for identical assets or liabilities that the entity has the ability to access.
|
•
|
Level 2 — Observable inputs other than prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated with observable market data.
|
•
|
Level 3 — Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar techniques that use significant unobservable inputs.
|
|
|
|
|
|
Fair Value at September 30, 2015, Using
|
||||||||||||||
|
Total Carrying Amount in Statement of Financial Position at September 30, 2015
|
|
Fair Value Estimate at September 30, 2015
|
|
Quoted Prices in
Active Markets for Identical Assets or Liabilities (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||||
Description:
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives - Interest rate contracts (a)
|
$
|
4
|
|
|
$
|
4
|
|
|
$
|
—
|
|
|
$
|
4
|
|
|
$
|
—
|
|
Total assets
|
$
|
4
|
|
|
$
|
4
|
|
|
$
|
—
|
|
|
$
|
4
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives - Interest rate contracts (a)
|
$
|
175
|
|
|
$
|
175
|
|
|
$
|
—
|
|
|
$
|
175
|
|
|
$
|
—
|
|
Secured debt instruments - fixed rate: (b)
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage notes payable
|
371,888
|
|
|
380,820
|
|
|
—
|
|
|
—
|
|
|
380,820
|
|
|||||
Fannie Mae credit facilities
|
333,912
|
|
|
352,452
|
|
|
—
|
|
|
—
|
|
|
352,452
|
|
|||||
Secured debt instruments - variable rate: (b)
|
|
|
|
|
|
|
|
|
|
||||||||||
Tax-exempt secured notes payable
|
27,000
|
|
|
27,000
|
|
|
—
|
|
|
—
|
|
|
27,000
|
|
|||||
Fannie Mae credit facilities
|
177,509
|
|
|
177,509
|
|
|
—
|
|
|
—
|
|
|
177,509
|
|
|||||
Total liabilities
|
$
|
910,484
|
|
|
$
|
937,956
|
|
|
$
|
—
|
|
|
$
|
175
|
|
|
$
|
937,781
|
|
|
|
|
|
|
Fair Value at December 31, 2014, Using
|
||||||||||||||
|
Total Carrying Amount in Statement of Financial Position at December 31, 2014
|
|
Fair Value Estimate at December 31, 2014
|
|
Quoted Prices in
Active Markets for Identical Assets or Liabilities (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
||||||||||
Description:
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives - Interest rate contracts (a)
|
$
|
39
|
|
|
$
|
39
|
|
|
$
|
—
|
|
|
$
|
39
|
|
|
$
|
—
|
|
Total assets
|
$
|
39
|
|
|
$
|
39
|
|
|
$
|
—
|
|
|
$
|
39
|
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Derivatives - Interest rate contracts (a)
|
$
|
918
|
|
|
$
|
918
|
|
|
$
|
—
|
|
|
$
|
918
|
|
|
$
|
—
|
|
Secured debt instruments - fixed rate: (b)
|
|
|
|
|
|
|
|
|
|
||||||||||
Mortgage notes payable
|
378,371
|
|
|
391,835
|
|
|
—
|
|
|
—
|
|
|
391,835
|
|
|||||
Fannie Mae credit facilities
|
333,828
|
|
|
355,470
|
|
|
—
|
|
|
—
|
|
|
355,470
|
|
|||||
Secured debt instruments - variable rate: (b)
|
|
|
|
|
|
|
|
|
|
||||||||||
Tax-exempt secured notes payable
|
27,000
|
|
|
27,000
|
|
|
—
|
|
|
—
|
|
|
27,000
|
|
|||||
Fannie Mae credit facilities
|
192,760
|
|
|
192,760
|
|
|
—
|
|
|
—
|
|
|
192,760
|
|
|||||
Total liabilities
|
$
|
932,877
|
|
|
$
|
967,983
|
|
|
$
|
—
|
|
|
$
|
918
|
|
|
$
|
967,065
|
|
(a)
|
See Note 7,
Derivatives and Hedging Activity.
|
(b)
|
See Note 4,
Debt.
|
Product
|
|
Number of Instruments
|
|
Notional
|
||
Interest rate swaps
|
|
1
|
|
$
|
46,357
|
|
Interest rate caps
|
|
1
|
|
$
|
127,916
|
|
Product
|
|
Number of Instruments
|
|
Notional
|
||
Interest rate caps
|
|
3
|
|
$
|
124,856
|
|
|
Asset Derivatives
(included in
Other assets
)
|
|
Liability Derivatives
(included in
Other liabilities
)
|
||||||||||||
|
Fair Value at:
|
|
Fair Value at:
|
||||||||||||
|
September 30,
2015 |
|
December 31,
2014 |
|
September 30,
2015 |
|
December 31,
2014 |
||||||||
Derivatives designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Interest rate products
|
$
|
2
|
|
|
$
|
37
|
|
|
$
|
175
|
|
|
$
|
918
|
|
|
|
|
|
|
|
|
|
||||||||
Derivatives
not
designated as hedging instruments:
|
|
|
|
|
|
|
|
||||||||
Interest rate products
|
$
|
2
|
|
|
$
|
2
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
Unrealized holding gain/(loss)
Recognized in OCI
(Effective Portion)
|
|
Gain/(Loss) Reclassified from Accumulated OCI into
Interest expense
(Effective Portion)
|
|
Gain/(Loss) Recognized in
Interest expense
(Ineffective Portion and Amount Excluded from Effectiveness Testing)
|
||||||||||||||||||
Derivatives in Cash Flow Hedging Relationships
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||||||
Three Months Ended September 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest rate products
|
|
$
|
(8
|
)
|
|
$
|
(3
|
)
|
|
$
|
(267
|
)
|
|
$
|
(588
|
)
|
|
$
|
(11
|
)
|
|
$
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Nine Months Ended September 30,
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Interest rate products
|
|
$
|
(85
|
)
|
|
$
|
(194
|
)
|
|
$
|
(820
|
)
|
|
$
|
(1,784
|
)
|
|
$
|
(11
|
)
|
|
$
|
—
|
|
|
|
Gain/(Loss) Recognized in
Interest income and other income/(expense), net
|
||||||
Derivatives Not Designated as Hedging Instruments
|
2015
|
|
2014
|
|||||
Three Months Ended September 30,
|
|
|
|
|
||||
Interest rate products
|
|
$
|
(1
|
)
|
|
$
|
—
|
|
|
|
|
|
|
||||
Nine Months Ended September 30,
|
|
|
|
|
||||
Interest rate products
|
|
$
|
(24
|
)
|
|
$
|
—
|
|
|
Number of
Properties
|
|
Costs Incurred
to Date (a)
|
|
Expected Costs
to Complete (unaudited)
|
||
Real estate communities — redevelopment
|
1
|
|
7,383
|
|
|
7,617
|
|
(a)
|
Costs incurred to date include
$1.2 million
of accrued
fixed assets for redevelopment.
|
•
|
Same-Store Communities
represent those communities acquired, developed, and stabilized prior to
July 1, 2014
for quarter-to-date comparison and
January 1, 2014
for year-to-date comparison and held as of
September 30, 2015
. A comparison of operating results from the prior year is meaningful as these communities were owned and had stabilized occupancy and operating expenses as of the beginning of the prior period, there is no plan to conduct substantial redevelopment activities, and the community is not held for disposition within the current year. A community is considered to have stabilized occupancy once it achieves
90%
occupancy for at least three consecutive months.
|
•
|
Non-Mature Communities/Other
represent those communities that do not meet the criteria to be included in
Same-Store Communities
, including, but not limited to, recently acquired, developed and redeveloped properties, and the non-apartment components of mixed use properties.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30, (a)
|
|
September 30, (b)
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Reportable apartment home segment rental income
|
|
|
|
|
|
|
|
||||||||
Same-Store Communities
|
|
|
|
|
|
|
|
||||||||
West Region
|
$
|
52,731
|
|
|
$
|
48,536
|
|
|
$
|
136,298
|
|
|
$
|
125,653
|
|
Mid-Atlantic Region
|
16,702
|
|
|
16,364
|
|
|
49,907
|
|
|
49,331
|
|
||||
Southeast Region
|
11,363
|
|
|
10,677
|
|
|
33,535
|
|
|
31,757
|
|
||||
Northeast Region
|
15,810
|
|
|
14,968
|
|
|
46,379
|
|
|
43,894
|
|
||||
Southwest Region
|
6,989
|
|
|
6,667
|
|
|
20,594
|
|
|
19,873
|
|
||||
Non-Mature Communities/Other
|
11,578
|
|
|
10,232
|
|
|
51,713
|
|
|
44,148
|
|
||||
Total consolidated rental income
|
$
|
115,173
|
|
|
$
|
107,444
|
|
|
$
|
338,426
|
|
|
$
|
314,656
|
|
Reportable apartment home segment NOI
|
|
|
|
|
|
|
|
||||||||
Same-Store Communities
|
|
|
|
|
|
|
|
||||||||
West Region
|
$
|
39,121
|
|
|
$
|
35,066
|
|
|
$
|
101,855
|
|
|
$
|
91,363
|
|
Mid-Atlantic Region
|
10,639
|
|
|
10,873
|
|
|
32,845
|
|
|
33,185
|
|
||||
Southeast Region
|
7,602
|
|
|
6,882
|
|
|
22,357
|
|
|
20,999
|
|
||||
Northeast Region
|
12,025
|
|
|
11,609
|
|
|
35,672
|
|
|
33,662
|
|
||||
Southwest Region
|
4,383
|
|
|
4,192
|
|
|
12,956
|
|
|
12,578
|
|
||||
Non-Mature Communities/Other
|
8,520
|
|
|
7,131
|
|
|
37,003
|
|
|
31,351
|
|
||||
Total consolidated NOI
|
82,290
|
|
|
75,753
|
|
|
242,688
|
|
|
223,138
|
|
||||
Reconciling items:
|
|
|
|
|
|
|
|
||||||||
Property management
|
(3,167
|
)
|
|
(2,955
|
)
|
|
(9,307
|
)
|
|
(8,653
|
)
|
||||
Other operating expenses
|
(1,482
|
)
|
|
(1,484
|
)
|
|
(4,468
|
)
|
|
(4,371
|
)
|
||||
Real estate depreciation and amortization
|
(43,829
|
)
|
|
(45,043
|
)
|
|
(132,411
|
)
|
|
(134,011
|
)
|
||||
General and administrative
|
(7,935
|
)
|
|
(6,939
|
)
|
|
(20,606
|
)
|
|
(21,368
|
)
|
||||
Casualty-related recoveries/(charges), net
|
(16
|
)
|
|
—
|
|
|
(888
|
)
|
|
(500
|
)
|
||||
Interest expense
|
(10,909
|
)
|
|
(10,457
|
)
|
|
(32,587
|
)
|
|
(30,629
|
)
|
||||
Gain/(loss) on sale of real estate owned
|
—
|
|
|
—
|
|
|
56,998
|
|
|
40,687
|
|
||||
Net (income)/loss attributable to noncontrolling interests
|
(335
|
)
|
|
(238
|
)
|
|
(1,075
|
)
|
|
(697
|
)
|
||||
Net income/(loss) attributable to OP unitholders
|
$
|
14,617
|
|
|
$
|
8,637
|
|
|
$
|
98,344
|
|
|
$
|
63,596
|
|
(a)
|
Same-Store Community
population consisted of
19,024
apartment homes.
|
(b)
|
Same-Store Community
population consisted of
18,060
apartment homes
|
|
September 30,
2015 |
|
December 31, 2014
|
||||
Reportable apartment home segment assets
|
|
|
|
||||
Same-Store Communities
|
|
|
|
||||
West Region
|
$
|
1,873,029
|
|
|
$
|
1,853,283
|
|
Mid-Atlantic Region
|
691,799
|
|
|
686,708
|
|
||
Southeast Region
|
320,578
|
|
|
316,788
|
|
||
Northeast Region
|
782,366
|
|
|
777,376
|
|
||
Southwest Region
|
231,748
|
|
|
228,997
|
|
||
Non-Mature Communities/Other
|
359,058
|
|
|
375,618
|
|
||
Total assets
|
4,258,578
|
|
|
4,238,770
|
|
||
Accumulated depreciation
|
(1,518,558
|
)
|
|
(1,403,303
|
)
|
||
Total assets - net book value
|
2,740,020
|
|
|
2,835,467
|
|
||
Reconciling items:
|
|
|
|
||||
Cash and cash equivalents
|
131
|
|
|
502
|
|
||
Restricted cash
|
14,710
|
|
|
13,811
|
|
||
Deferred financing costs, net
|
3,355
|
|
|
4,475
|
|
||
Other assets
|
24,740
|
|
|
24,029
|
|
||
Total consolidated assets
|
$
|
2,782,956
|
|
|
$
|
2,878,284
|
|
i.
|
West Region — Orange County, San Francisco, Seattle, Los Angeles, Monterey Peninsula, Other Southern California, and Portland
|
ii.
|
Mid-Atlantic Region — Metropolitan D.C. and Baltimore
|
iii.
|
Southeast Region — Tampa, Nashville, and Other Florida
|
iv.
|
Northeast Region — New York and Boston
|
v.
|
Southwest Region — Dallas and Austin
|
Property
|
|
Location
|
Eleven55 Ripley
(1)
|
|
Silver Spring, MD
|
Arbor Park of Alexandria
(1)
|
|
Alexandria, VA
|
Newport Village
(1)
|
|
Alexandria, VA
|
The Courts at Dulles
(1)
|
|
Herndon, VA
|
1200 East West
(2)
|
|
Silver Spring, MD
|
Courts at Huntington Station
(3)
|
|
Alexandria, VA
|
|
|
|
(1)
Acquired through the DownREIT Partnership.
|
||
(2) Acquired by an affiliate of UDR through a reverse Section 1031 exchange.
|
||
(3) Acquired by the Operating Partnership through a reverse Section 1031 exchange.
|
Item 2.
|
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
|
•
|
general economic conditions;
|
•
|
unfavorable changes in apartment market and economic conditions that could adversely affect occupancy levels and rental rates;
|
•
|
the failure of acquisitions to achieve anticipated results;
|
•
|
possible difficulty in selling apartment communities;
|
•
|
competitive factors that may limit our ability to lease apartment homes or increase or maintain rents;
|
•
|
insufficient cash flow that could affect our debt financing and create refinancing risk;
|
•
|
failure to generate sufficient revenue, which could impair our debt service payments and distributions to stockholders;
|
•
|
development and construction risks that may impact our profitability;
|
•
|
potential damage from natural disasters, including hurricanes and other weather-related events, which could result in substantial costs to us;
|
•
|
risks from extraordinary losses for which we may not have insurance or adequate reserves;
|
•
|
uninsured losses due to insurance deductibles, self-insurance retention, uninsured claims or casualties, or losses in excess of applicable coverage;
|
•
|
delays in completing developments and lease-ups on schedule;
|
•
|
our failure to succeed in new markets;
|
•
|
changing interest rates, which could increase interest costs and affect the market price of our securities;
|
•
|
potential liability for environmental contamination, which could result in substantial costs to us;
|
•
|
the imposition of federal taxes if we fail to qualify as a REIT under the Code in any taxable year;
|
•
|
our internal control over financial reporting may not be considered effective which could result in a loss of investor confidence in our financial reports, and in turn have an adverse effect on our stock price; and
|
•
|
changes in real estate laws, tax laws and other laws affecting our business.
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|||||||||||||||
|
|
|
|
September 30, 2015
|
|
September 30, 2015
|
|
September 30, 2015
|
|||||||||||||||||||
|
|
Number of
Apartment Communities |
|
Number of Apartment Homes
|
|
Percentage
of Total Carrying Value |
|
Total
Carrying Value (in thousands) |
|
Average
Physical Occupancy |
|
Monthly Income
per Occupied Home (a) |
|
Average
Physical Occupancy |
|
Monthly Income
per Occupied Home (a) |
|||||||||||
Same-Store Communities
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
West Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Orange County, CA
|
|
11
|
|
|
4,321
|
|
|
11.6
|
%
|
|
$
|
987,949
|
|
|
95.6
|
%
|
|
$
|
1,998
|
|
|
95.9
|
%
|
|
$
|
1,903
|
|
San Francisco, CA
|
|
10
|
|
|
2,423
|
|
|
8.7
|
%
|
|
745,747
|
|
|
96.1
|
%
|
|
3,282
|
|
|
96.9
|
%
|
|
2,990
|
|
|||
Seattle, WA
|
|
9
|
|
|
1,727
|
|
|
5.4
|
%
|
|
453,944
|
|
|
96.9
|
%
|
|
1,902
|
|
|
97.2
|
%
|
|
1,842
|
|
|||
Los Angeles, CA
|
|
4
|
|
|
1,225
|
|
|
5.2
|
%
|
|
441,862
|
|
|
95.7
|
%
|
|
2,530
|
|
|
95.4
|
%
|
|
2,460
|
|
|||
Monterey Peninsula, CA
|
|
7
|
|
|
1,565
|
|
|
1.9
|
%
|
|
164,006
|
|
|
97.2
|
%
|
|
1,377
|
|
|
97.3
|
%
|
|
1,318
|
|
|||
Other Southern California
|
|
3
|
|
|
756
|
|
|
1.5
|
%
|
|
122,898
|
|
|
95.6
|
%
|
|
1,644
|
|
|
96.1
|
%
|
|
1,624
|
|
|||
Portland, OR
|
|
2
|
|
|
476
|
|
|
0.6
|
%
|
|
46,619
|
|
|
97.2
|
%
|
|
1,337
|
|
|
97.7
|
%
|
|
1,277
|
|
|||
Mid-Atlantic Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Metropolitan D.C.
|
|
14
|
|
|
4,568
|
|
|
12.0
|
%
|
|
1,025,234
|
|
|
96.6
|
%
|
|
1,924
|
|
|
96.7
|
%
|
|
1,914
|
|
|||
Baltimore, MD
|
|
10
|
|
|
2,122
|
|
|
3.4
|
%
|
|
285,302
|
|
|
96.3
|
%
|
|
1,489
|
|
|
96.9
|
%
|
|
1,480
|
|
|||
Richmond, VA
|
|
4
|
|
|
1,358
|
|
|
1.7
|
%
|
|
140,863
|
|
|
95.9
|
%
|
|
1,261
|
|
|
96.2
|
%
|
|
1,241
|
|
|||
Other Mid-Atlantic
|
|
1
|
|
|
168
|
|
|
0.2
|
%
|
|
13,115
|
|
|
97.1
|
%
|
|
1,034
|
|
|
95.9
|
%
|
|
1,027
|
|
|||
Southeast Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Orlando, FL
|
|
9
|
|
|
2,500
|
|
|
2.5
|
%
|
|
210,420
|
|
|
97.0
|
%
|
|
1,118
|
|
|
96.9
|
%
|
|
1,095
|
|
|||
Tampa, FL
|
|
7
|
|
|
2,287
|
|
|
2.8
|
%
|
|
238,943
|
|
|
97.0
|
%
|
|
1,216
|
|
|
97.0
|
%
|
|
1,194
|
|
|||
Nashville, TN
|
|
8
|
|
|
2,260
|
|
|
2.3
|
%
|
|
194,811
|
|
|
97.4
|
%
|
|
1,124
|
|
|
97.3
|
%
|
|
1,104
|
|
|||
Other Florida
|
|
1
|
|
|
636
|
|
|
1.0
|
%
|
|
82,012
|
|
|
96.7
|
%
|
|
1,432
|
|
|
96.7
|
%
|
|
1,420
|
|
|||
Northeast Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
New York, NY
|
|
3
|
|
|
1,205
|
|
|
8.9
|
%
|
|
756,050
|
|
|
98.0
|
%
|
|
3,883
|
|
|
98.0
|
%
|
|
3,799
|
|
|||
Boston, MA
|
|
4
|
|
|
1,179
|
|
|
3.9
|
%
|
|
327,885
|
|
|
97.0
|
%
|
|
2,377
|
|
|
96.7
|
%
|
|
2,326
|
|
|||
Southwest Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Dallas, TX
|
|
8
|
|
|
2,725
|
|
|
3.5
|
%
|
|
296,559
|
|
|
96.9
|
%
|
|
1,207
|
|
|
97.0
|
%
|
|
1,183
|
|
|||
Austin, TX
|
|
4
|
|
|
1,273
|
|
|
1.8
|
%
|
|
149,587
|
|
|
97.7
|
%
|
|
1,350
|
|
|
97.3
|
%
|
|
1,338
|
|
|||
Total/Average Same-Store Communities
|
|
119
|
|
|
34,774
|
|
|
78.9
|
%
|
|
6,683,806
|
|
|
96.6
|
%
|
|
$
|
1,792
|
|
|
96.8
|
%
|
|
$
|
1,721
|
|
|
Non-Mature, Commercial Properties & Other
|
|
9
|
|
|
2,876
|
|
|
17.5
|
%
|
|
1,478,657
|
|
|
|
|
|
|
|
|
|
|||||||
Total Real Estate Held for Investment
|
|
128
|
|
|
37,650
|
|
|
96.4
|
%
|
|
8,162,463
|
|
|
|
|
|
|
|
|
|
|||||||
Real Estate Under Development (b)
|
|
—
|
|
|
—
|
|
|
1.2
|
%
|
|
104,080
|
|
|
|
|
|
|
|
|
|
|||||||
Real Estate Held for Disposition (c)
|
|
8
|
|
|
1,755
|
|
|
2.4
|
%
|
|
206,434
|
|
|
|
|
|
|
|
|
|
|||||||
Total Real Estate Owned
|
|
136
|
|
|
39,405
|
|
|
100.0
|
%
|
|
8,472,977
|
|
|
|
|
|
|
|
|
|
|||||||
Total Accumulated Depreciation
|
|
|
|
|
|
|
|
(2,647,504
|
)
|
|
|
|
|
|
|
|
|
||||||||||
Total Real Estate Owned, Net of Accumulated Depreciation
|
|
|
|
|
|
|
|
$
|
5,825,473
|
|
|
|
|
|
|
|
|
|
(a)
|
Monthly Income per Occupied Home represents total monthly revenues divided by the product of occupancy and the number of mature apartment homes.
|
(b)
|
The Company is currently developing
one
wholly-owned community with
516
apartment homes, of which
none
have been completed as of
September 30, 2015
.
|
(c)
|
The Company had eight communities with a total of 1,755 apartment homes that met the criteria to be classified as held for disposition at
September 30, 2015
. The communities are located in Virginia Beach, Hampton and Yorktown, VA, Columbia, MD, Pinellas Park, FL, Orange County, CA, and Oxnard, CA.
|
•
|
an
increase
of
240.1%
or
$19.0 million
in revenue-enhancing capital expenditures, such as kitchen and bath remodels and upgrades to common areas.
|
•
|
a
decrease
in major renovations of
18.6%
or
$4.9 million
. Major renovations of
$21.3 million
were spent for the
nine months ended
September 30, 2015
as compared to
$26.1 million
for the comparable period in
2014
. Major renovations for the
nine months ended
September 30, 2015
were primarily attributable to the redevelopment of two wholly-owned communities with a combined budget of
$113.0 million
. As of
September 30, 2015
, one of the redevelopments was substantially complete and the other had
$7.6 million
of expected remaining expenditures.
|
|
Nine Months Ended September 30,
|
|
Per Home
|
||||||||||||||||||
|
(dollars in thousands)
|
|
Nine Months Ended September 30,
|
||||||||||||||||||
|
2015
|
|
2014
|
|
% Change
|
|
2015
|
|
2014
|
|
% Change
|
||||||||||
Turnover capital expenditures
|
$
|
9,048
|
|
|
$
|
9,171
|
|
|
(1.3
|
)%
|
|
$
|
232
|
|
|
$
|
230
|
|
|
0.9
|
%
|
Asset preservation expenditures
|
22,000
|
|
|
20,806
|
|
|
5.7
|
%
|
|
564
|
|
|
522
|
|
|
8.0
|
%
|
||||
Total recurring capital expenditures
|
31,048
|
|
|
29,977
|
|
|
3.6
|
%
|
|
796
|
|
|
752
|
|
|
5.9
|
%
|
||||
Revenue-enhancing improvements
|
26,978
|
|
|
7,932
|
|
|
240.1
|
%
|
|
692
|
|
|
199
|
|
|
247.7
|
%
|
||||
Major renovations
|
21,253
|
|
|
26,118
|
|
|
(18.6
|
)%
|
|
545
|
|
|
656
|
|
|
(16.9
|
)%
|
||||
Total capital expenditures
|
$
|
79,279
|
|
|
$
|
64,027
|
|
|
23.8
|
%
|
|
$
|
2,033
|
|
|
$
|
1,607
|
|
|
26.5
|
%
|
Repair and maintenance expense
|
$
|
23,340
|
|
|
$
|
23,542
|
|
|
(0.9
|
)%
|
|
$
|
598
|
|
|
$
|
591
|
|
|
1.2
|
%
|
Average number of homes (a)
|
39,009
|
|
|
39,805
|
|
|
(2.0
|
)%
|
|
|
|
|
|
|
(a)
|
Average number of homes is calculated based on the number of stabilized homes outstanding at the end of each month.
|
(a)
|
The number of apartment homes for the communities under development presented in the table above is based on the projected number of total homes. As of
September 30, 2015
,
no
apartment homes had been completed in Other UDR/MetLife Development Joint Ventures.
|
•
|
repaid
$325.2 million
of
5.25%
unsecured medium-term notes due January 2015;
|
•
|
issued $300 million of 4.00% senior unsecured medium-term notes due October 1, 2025;
|
•
|
sold
6,339,636
shares of common stock for aggregate gross proceeds of approximately
$212.5 million
at a weighted average price per share of
$33.52
;
|
•
|
net repayment of
$42.5 million
under the Company’s
$900.0 million
unsecured revolving credit facility; and
|
•
|
paid distributions of
$210.5 million
to our common stockholders.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Net income/(loss) attributable to common stockholders
|
$
|
12,361
|
|
|
$
|
39,618
|
|
|
$
|
171,176
|
|
|
86,124
|
|
|
Real estate depreciation and amortization, including discontinued operations
|
90,568
|
|
|
89,339
|
|
|
269,689
|
|
|
266,748
|
|
||||
Noncontrolling interests
|
404
|
|
|
1,443
|
|
|
6,028
|
|
|
3,173
|
|
||||
Real estate depreciation and amortization on unconsolidated joint ventures
|
9,396
|
|
|
10,398
|
|
|
29,263
|
|
|
29,926
|
|
||||
Net (gain)/loss on the sale of unconsolidated depreciable property
|
—
|
|
|
—
|
|
|
(59,073
|
)
|
|
—
|
|
||||
Net (gain)/loss on the sale of depreciable property, excluding TRS
|
—
|
|
|
(31,377
|
)
|
|
(79,042
|
)
|
|
(81,260
|
)
|
||||
Funds from operations (“FFO”) attributable to common stockholders and unitholders, basic
|
$
|
112,729
|
|
|
$
|
109,421
|
|
|
$
|
338,041
|
|
|
$
|
304,711
|
|
Distribution to preferred stockholders — Series E (Convertible)
|
930
|
|
|
931
|
|
|
2,792
|
|
|
2,793
|
|
||||
FFO attributable to common stockholders and unitholders, diluted
|
$
|
113,659
|
|
|
$
|
110,352
|
|
|
$
|
340,833
|
|
|
$
|
307,504
|
|
FFO per common share and unit, basic
|
$
|
0.42
|
|
|
$
|
0.42
|
|
|
$
|
1.27
|
|
|
$
|
1.17
|
|
FFO per common share and unit, diluted
|
$
|
0.42
|
|
|
$
|
0.41
|
|
|
$
|
1.25
|
|
|
$
|
1.16
|
|
Weighted average number of common shares and OP Units outstanding — basic
|
268,175
|
|
|
260,844
|
|
|
267,057
|
|
|
259,975
|
|
||||
Weighted average number of common shares, OP Units, and common stock equivalents outstanding — diluted
|
273,297
|
|
|
265,957
|
|
|
272,170
|
|
|
264,985
|
|
||||
|
|
|
|
|
|
|
|
||||||||
Impact of adjustments to FFO:
|
|
|
|
|
|
|
|
||||||||
Acquisition-related costs/(fees), including joint ventures
|
$
|
410
|
|
|
$
|
76
|
|
|
$
|
2,153
|
|
|
$
|
178
|
|
Cost/(benefit) associated with debt extinguishment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
192
|
|
||||
Texas Joint Venture promote and disposition fee income
|
—
|
|
|
—
|
|
|
(9,633
|
)
|
|
—
|
|
||||
Long-term incentive plan transition costs
|
791
|
|
|
—
|
|
|
2,653
|
|
|
—
|
|
||||
(Gain)/loss on sale of land
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,120
|
)
|
||||
Net gain on prepayment of note receivable
|
—
|
|
|
(8,411
|
)
|
|
—
|
|
|
(8,411
|
)
|
||||
Casualty-related (recoveries)/charges, including joint ventures, net
|
797
|
|
|
—
|
|
|
2,636
|
|
|
500
|
|
||||
|
$
|
1,998
|
|
|
$
|
(8,335
|
)
|
|
$
|
(2,191
|
)
|
|
$
|
(8,661
|
)
|
|
|
|
|
|
|
|
|
||||||||
FFO as Adjusted attributable to common stockholders and unitholders, diluted
|
$
|
115,657
|
|
|
$
|
102,017
|
|
|
$
|
338,642
|
|
|
$
|
298,843
|
|
|
|
|
|
|
|
|
|
||||||||
FFO as Adjusted per common share and unit, diluted
|
$
|
0.42
|
|
|
$
|
0.38
|
|
|
$
|
1.24
|
|
|
$
|
1.13
|
|
|
|
|
|
|
|
|
|
||||||||
Recurring capital expenditures
|
(13,694
|
)
|
|
(12,280
|
)
|
|
(31,048
|
)
|
|
(29,977
|
)
|
||||
AFFO attributable to common stockholders and unitholders
|
$
|
101,963
|
|
|
$
|
89,737
|
|
|
$
|
307,594
|
|
|
$
|
268,866
|
|
|
|
|
|
|
|
|
|
||||||||
AFFO per common share and unit, diluted
|
$
|
0.37
|
|
|
$
|
0.34
|
|
|
$
|
1.13
|
|
|
$
|
1.01
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||
|
September 30,
|
|
September 30,
|
||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||
Weighted average number of common shares and OP Units outstanding — basic
|
268,175
|
|
|
260,844
|
|
|
267,057
|
|
|
259,975
|
|
Weighted average number of OP Units outstanding
|
(9,061
|
)
|
|
(9,189
|
)
|
|
(9,117
|
)
|
|
(9,274
|
)
|
Weighted average number of common shares outstanding — basic per the Consolidated Statements of Operations
|
259,114
|
|
|
251,655
|
|
|
257,940
|
|
|
250,701
|
|
|
|
|
|
|
|
|
|
||||
Weighted average number of common shares, OP Units, and common stock equivalents outstanding — diluted
|
273,297
|
|
|
265,957
|
|
|
272,170
|
|
|
264,985
|
|
Weighted average number of OP Units outstanding
|
(9,061
|
)
|
|
(9,189
|
)
|
|
(9,117
|
)
|
|
(9,274
|
)
|
Weighted average number of Series E preferred shares outstanding
|
(3,029
|
)
|
|
(3,036
|
)
|
|
(3,033
|
)
|
|
(3,036
|
)
|
Weighted average number of common shares outstanding — diluted per the Consolidated Statements of Operations
|
261,207
|
|
|
253,732
|
|
|
260,020
|
|
|
252,675
|
|
|
Nine Months Ended September 30,
|
||||||
|
2015
|
|
2014
|
||||
Net cash provided by/(used in) operating activities
|
$
|
305,802
|
|
|
$
|
281,978
|
|
Net cash provided by/(used in) investing activities
|
$
|
(228,192
|
)
|
|
$
|
(300,912
|
)
|
Net cash provided by/(used in) financing activities
|
$
|
(91,513
|
)
|
|
$
|
3,290
|
|
•
|
gains (net of tax) of
$31.3 million
on the sale of depreciable property related to the disposition of three communities and one operating property during the three months ended September 30, 2014, with no sales of depreciable property occurring in the three months ended September 30, 2015;
|
•
|
an
increase
in total property NOI of
$13.8 million
primarily due to higher occupancy and higher revenue per occupied home, and NOI from the homes placed in service related to development and redevelopment projects completed in
2015
and
2014
, partially offset by the disposition of communities in
2014
.
|
•
|
income from unconsolidated entities of
$61.3 million
, which includes a gain of
$59.1 million
(including
$24.2 million
of previously deferred gains) in connection with the sale of the eight communities held by the Texas Joint Venture; and
|
•
|
an
increase
in total property NOI of
$35.2 million
primarily due to higher occupancy and higher revenue per occupied home, and NOI from the homes placed in service related to development and redevelopment projects completed in
2015
and
2014
, partially offset by the disposition of communities in
2014
.
|
•
|
a decrease in
Interest and other income/(expense), net
of
$10.8 million
primarily due to a net gain of $8.4 million on the early settlement of a note receivable in July 2014.
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
|||||||||||||||
|
September 30, (a)
|
|
|
|
September 30, (b)
|
|
|
|||||||||||||||
|
2015
|
|
2014
|
|
% Change
|
|
2015
|
|
2014
|
|
% Change
|
|||||||||||
Same-Store Communities:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Same-store rental income
|
180,672
|
|
|
170,627
|
|
|
5.9
|
%
|
|
502,107
|
|
|
476,188
|
|
|
5.4
|
%
|
|||||
Same-store operating expense (c)
|
(52,916
|
)
|
|
(51,535
|
)
|
|
2.7
|
%
|
|
(145,965
|
)
|
|
(142,666
|
)
|
|
2.3
|
%
|
|||||
Same-store NOI
|
127,756
|
|
|
119,092
|
|
|
7.3
|
%
|
|
356,142
|
|
|
333,522
|
|
|
6.8
|
%
|
|||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Non-Mature Communities/Other NOI:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Acquired communities NOI
|
1,393
|
|
|
169
|
|
|
724.3
|
%
|
|
4,074
|
|
|
169
|
|
|
2,310.7
|
%
|
|||||
Sold or held for disposition communities NOI
|
4,626
|
|
|
8,636
|
|
|
(46.4
|
)%
|
|
17,093
|
|
|
30,802
|
|
|
(44.5
|
)%
|
|||||
Developed communities NOI
|
5,496
|
|
|
727
|
|
|
656.0
|
%
|
|
19,744
|
|
|
6,495
|
|
|
204.0
|
%
|
|||||
Redeveloped communities NOI
|
8,897
|
|
|
8,075
|
|
|
10.2
|
%
|
|
38,837
|
|
|
32,355
|
|
|
20.0
|
%
|
|||||
Commercial NOI and other
|
5,397
|
|
|
3,115
|
|
|
73.3
|
%
|
|
11,682
|
|
|
8,987
|
|
|
30.0
|
%
|
|||||
Total non-mature communities/other NOI
|
25,809
|
|
|
20,722
|
|
|
24.5
|
%
|
—
|
|
91,430
|
|
|
78,808
|
|
|
16.0
|
%
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Total Property NOI
|
$
|
153,565
|
|
|
$
|
139,814
|
|
|
9.8
|
%
|
|
$
|
447,572
|
|
|
$
|
412,330
|
|
|
8.5
|
%
|
(a)
|
Same-Store Community
population consisted of
34,774
apartment homes.
|
(b)
|
Same-Store Community
population consisted of
33,495
apartment homes.
|
(c)
|
Excludes depreciation, amortization, and property management expenses.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Total property NOI
|
$
|
153,565
|
|
|
$
|
139,814
|
|
|
$
|
447,572
|
|
|
$
|
412,330
|
|
Joint venture management and other fees
|
3,653
|
|
|
3,165
|
|
|
19,457
|
|
|
9,599
|
|
||||
Property management
|
(5,988
|
)
|
|
(5,599
|
)
|
|
(17,533
|
)
|
|
(16,474
|
)
|
||||
Other operating expenses
|
(2,639
|
)
|
|
(2,012
|
)
|
|
(6,174
|
)
|
|
(6,118
|
)
|
||||
Real estate depreciation and amortization
|
(90,568
|
)
|
|
(89,339
|
)
|
|
(269,689
|
)
|
|
(266,748
|
)
|
||||
General and administrative
|
(15,824
|
)
|
|
(11,554
|
)
|
|
(41,697
|
)
|
|
(36,078
|
)
|
||||
Casualty-related recoveries/(charges), net
|
(541
|
)
|
|
—
|
|
|
(2,380
|
)
|
|
(500
|
)
|
||||
Other depreciation and amortization
|
(1,457
|
)
|
|
(1,385
|
)
|
|
(4,780
|
)
|
|
(3,658
|
)
|
||||
Income/(loss) from unconsolidated entities
|
2,691
|
|
|
(939
|
)
|
|
61,277
|
|
|
(4,932
|
)
|
||||
Interest expense
|
(30,232
|
)
|
|
(33,087
|
)
|
|
(88,705
|
)
|
|
(97,662
|
)
|
||||
Interest income and other income/(expense), net
|
402
|
|
|
9,061
|
|
|
1,144
|
|
|
11,902
|
|
||||
Tax benefit/(expense), net
|
633
|
|
|
2,490
|
|
|
2,462
|
|
|
8,049
|
|
||||
Gain/(loss) on sale of real estate owned, net of tax
|
—
|
|
|
31,377
|
|
|
79,042
|
|
|
82,380
|
|
||||
Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership
|
(405
|
)
|
|
(1,447
|
)
|
|
(6,022
|
)
|
|
(3,171
|
)
|
||||
Net (income)/loss attributable to noncontrolling interests
|
1
|
|
|
4
|
|
|
(6
|
)
|
|
(2
|
)
|
||||
Net income/(loss) attributable to UDR, Inc.
|
$
|
13,291
|
|
|
$
|
40,549
|
|
|
$
|
173,968
|
|
|
$
|
88,917
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
|
|
Nine Months Ended
|
|||||||||||||||
|
|
|
|
September 30, 2015
|
|
September 30, 2015
|
|
September 30, 2015
|
|||||||||||||||||||
Same-Store Communities
|
|
Number of
Apartment Communities |
|
Number of
Apartment Homes |
|
Percentage of Total
Carrying Value |
|
Total Carrying
Value (in thousands) |
|
Average
Physical Occupancy |
|
Monthly Income
per Occupied Home (a) |
|
Average
Physical Occupancy |
|
Monthly Income
per Occupied Home (a) |
|||||||||||
West Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Orange County, CA
|
|
8
|
|
|
3,499
|
|
|
17.5
|
%
|
|
$
|
746,311
|
|
|
95.6
|
%
|
|
$
|
1,861
|
|
|
96.0
|
%
|
|
$
|
1,776
|
|
San Francisco, CA
|
|
8
|
|
|
1,881
|
|
|
11.8
|
%
|
|
501,565
|
|
|
96.2
|
%
|
|
2,835
|
|
|
96.8
|
%
|
|
2,807
|
|
|||
Seattle, WA
|
|
5
|
|
|
932
|
|
|
5.1
|
%
|
|
215,268
|
|
|
96.7
|
%
|
|
1,649
|
|
|
97.2
|
%
|
|
1,650
|
|
|||
Los Angeles, CA
|
|
2
|
|
|
344
|
|
|
2.5
|
%
|
|
108,477
|
|
|
96.3
|
%
|
|
2,278
|
|
|
96.1
|
%
|
|
2,284
|
|
|||
Monterey Peninsula, CA
|
|
7
|
|
|
1,565
|
|
|
3.9
|
%
|
|
164,006
|
|
|
97.2
|
%
|
|
1,315
|
|
|
97.3
|
%
|
|
1,318
|
|
|||
Other Southern California
|
|
2
|
|
|
516
|
|
|
2.1
|
%
|
|
90,783
|
|
|
95.5
|
%
|
|
1,747
|
|
|
95.7
|
%
|
|
1,740
|
|
|||
Portland, OR
|
|
2
|
|
|
476
|
|
|
1.1
|
%
|
|
46,619
|
|
|
97.2
|
%
|
|
1,272
|
|
|
97.7
|
%
|
|
1,277
|
|
|||
Mid-Atlantic Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Metropolitan D.C.
|
|
7
|
|
|
2,378
|
|
|
13.3
|
%
|
|
565,236
|
|
|
96.4
|
%
|
|
1,944
|
|
|
96.4
|
%
|
|
1,929
|
|
|||
Baltimore, MD
|
|
4
|
|
|
816
|
|
|
3.0
|
%
|
|
126,563
|
|
|
96.2
|
%
|
|
1,609
|
|
|
96.6
|
%
|
|
1,589
|
|
|||
Southeast Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Tampa, FL
|
|
2
|
|
|
942
|
|
|
2.4
|
%
|
|
101,830
|
|
|
97.1
|
%
|
|
1,261
|
|
|
97.0
|
%
|
|
1,270
|
|
|||
Nashville, TN
|
|
6
|
|
|
1,612
|
|
|
3.2
|
%
|
|
136,736
|
|
|
97.5
|
%
|
|
1,078
|
|
|
97.4
|
%
|
|
1,077
|
|
|||
Other Florida
|
|
1
|
|
|
636
|
|
|
1.9
|
%
|
|
82,012
|
|
|
96.7
|
%
|
|
1,426
|
|
|
96.7
|
%
|
|
1,420
|
|
|||
Northeast Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
New York, NY
|
|
2
|
|
|
996
|
|
|
14.1
|
%
|
|
600,140
|
|
|
97.9
|
%
|
|
3,688
|
|
|
98.0
|
%
|
|
3,675
|
|
|||
Boston, MA
|
|
2
|
|
|
833
|
|
|
4.3
|
%
|
|
182,226
|
|
|
97.2
|
%
|
|
1,937
|
|
|
96.8
|
%
|
|
1,941
|
|
|||
Southwest Region
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Dallas, TX
|
|
2
|
|
|
1,348
|
|
|
4.5
|
%
|
|
191,819
|
|
|
96.4
|
%
|
|
1,439
|
|
|
96.4
|
%
|
|
1,441
|
|
|||
Austin, TX
|
|
1
|
|
|
250
|
|
|
0.9
|
%
|
|
39,929
|
|
|
97.7
|
%
|
|
1,720
|
|
|
96.6
|
%
|
|
1,720
|
|
|||
Total/Average Same-Store Communities
|
|
61
|
|
|
19,024
|
|
|
91.6
|
%
|
|
3,899,520
|
|
|
96.6
|
%
|
|
$
|
1,841
|
|
|
96.8
|
%
|
|
$
|
1,823
|
|
|
Non-Mature, Commercial Properties & Other
|
|
2
|
|
|
636
|
|
|
4.8
|
%
|
|
207,600
|
|
|
|
|
|
|
|
|
|
|||||||
Real Estate Held for Disposition (b)
|
|
4
|
|
|
909
|
|
|
3.6
|
%
|
|
151,458
|
|
|
|
|
|
|
|
|
|
|||||||
Total Real Estate Owned
|
|
67
|
|
|
20,569
|
|
|
100.0
|
%
|
|
4,258,578
|
|
|
|
|
|
|
|
|
|
|||||||
Total Accumulated Depreciation
|
|
|
|
|
|
|
|
(1,518,558
|
)
|
|
|
|
|
|
|
|
|
||||||||||
Total Real Estate Owned, Net of Accumulated Depreciation
|
|
|
|
|
|
|
|
$
|
2,740,020
|
|
|
|
|
|
|
|
|
|
(a)
|
Monthly Income per Occupied Home represents total monthly revenues divided by the product of occupancy and the number of mature apartment homes.
|
(b)
|
The Operating Partnership had four communities with a total of 909 apartment homes that met the criteria to be classified as held for sale at
September 30, 2015
. The communities are located in Columbia, MD, Pinellas Park, FL, Orange County, CA and Oxnard, CA.
|
•
|
an
increase
of
$6.5 million
in total property NOI primarily due to higher occupancy and higher revenue per occupied home, and NOI from the homes placed in service related to development and redevelopment projects completed in 2015 and 2014.
|
•
|
gains (net of tax) of $32.4 million on the sale of one community, located in Beaverton, Oregon, and the recognition of $24.6 million in deferred gains during the
nine months ended
September 30, 2015
, partially offset by recognized gains (net of tax) during the
nine months ended
September 30, 2014
of
$40.7 million
on the sale of one operating property and an adjacent parcel of land in San Diego, CA and the sale of one community in Tampa, Florida; and
|
•
|
an increase of
$19.6 million
in total property NOI primarily due to higher occupancy and higher revenue per occupied home, and NOI from the homes placed in service related to development and redevelopment projects completed in 2015 and 2014.
|
|
Three Months Ended
|
|
|
|
Nine Months Ended
|
|
|
||||||||||||||
|
September 30, (a)
|
|
|
|
September 30, (b)
|
|
|
||||||||||||||
|
2015
|
|
2014
|
|
% Change
|
|
2015
|
|
2014
|
|
% Change
|
||||||||||
Same-Store Communities:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Same-store rental income
|
103,595
|
|
|
97,212
|
|
|
6.6
|
%
|
|
286,713
|
|
|
270,508
|
|
|
6.0
|
%
|
||||
Same-store operating expense (c)
|
(29,825
|
)
|
|
(28,590
|
)
|
|
4.3
|
%
|
|
(81,028
|
)
|
|
(78,721
|
)
|
|
2.9
|
%
|
||||
Same-store NOI
|
73,770
|
|
|
68,622
|
|
|
7.5
|
%
|
|
205,685
|
|
|
191,787
|
|
|
7.2
|
%
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Non-Mature Communities/Other NOI:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Sold and held for sale communities NOI
|
3,055
|
|
|
3,386
|
|
|
(9.8
|
)%
|
|
10,199
|
|
|
10,289
|
|
|
(0.9
|
)%
|
||||
Developed communities NOI
|
818
|
|
|
(403
|
)
|
|
303.0
|
%
|
|
1,961
|
|
|
(479
|
)
|
|
509.4
|
%
|
||||
Redeveloped communities NOI
|
2,509
|
|
|
2,331
|
|
|
7.6
|
%
|
|
20,085
|
|
|
16,935
|
|
|
18.6
|
%
|
||||
Commercial NOI and other
|
2,138
|
|
|
1,817
|
|
|
17.7
|
%
|
|
4,758
|
|
|
4,606
|
|
|
3.3
|
%
|
||||
Total non-mature communities/other NOI
|
8,520
|
|
|
7,131
|
|
|
19.5
|
%
|
|
37,003
|
|
|
31,351
|
|
|
18.0
|
%
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total Property NOI
|
$
|
82,290
|
|
|
$
|
75,753
|
|
|
8.6
|
%
|
|
$
|
242,688
|
|
|
$
|
223,138
|
|
|
8.8
|
%
|
(a)
|
Same-Store Community
population consisted of
19,024
apartment homes.
|
(b)
|
Same-Store Community
population consisted of
18,060
apartment homes.
|
(c)
|
Excludes depreciation, amortization, and property management expenses.
|
|
Three Months Ended
|
|
Nine Months Ended
|
||||||||||||
|
September 30,
|
|
September 30,
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
||||||||
Total property NOI
|
$
|
82,290
|
|
|
$
|
75,753
|
|
|
$
|
242,688
|
|
|
$
|
223,138
|
|
Property management
|
(3,167
|
)
|
|
(2,955
|
)
|
|
(9,307
|
)
|
|
(8,653
|
)
|
||||
Other operating expenses
|
(1,482
|
)
|
|
(1,484
|
)
|
|
(4,468
|
)
|
|
(4,371
|
)
|
||||
Real estate depreciation and amortization
|
(43,829
|
)
|
|
(45,043
|
)
|
|
(132,411
|
)
|
|
(134,011
|
)
|
||||
General and administrative
|
(7,935
|
)
|
|
(6,939
|
)
|
|
(20,606
|
)
|
|
(21,368
|
)
|
||||
Casualty-related recoveries/(charges), net
|
(16
|
)
|
|
—
|
|
|
(888
|
)
|
|
(500
|
)
|
||||
Interest expense
|
(10,909
|
)
|
|
(10,457
|
)
|
|
(32,587
|
)
|
|
(30,629
|
)
|
||||
Gain/(loss) on sale of real estate owned
|
—
|
|
|
—
|
|
|
56,998
|
|
|
40,687
|
|
||||
Net (income)/loss attributable to noncontrolling interests
|
(335
|
)
|
|
(238
|
)
|
|
(1,075
|
)
|
|
(697
|
)
|
||||
Net income/(loss) attributable to OP unitholders
|
$
|
14,617
|
|
|
$
|
8,637
|
|
|
$
|
98,344
|
|
|
$
|
63,596
|
|
•
|
downturns in the national, regional and local economic conditions, particularly increases in unemployment;
|
•
|
declines in mortgage interest rates, making alternative housing more affordable;
|
•
|
government or builder incentives which enable first time homebuyers to put little or no money down, making alternative housing options more attractive;
|
•
|
local real estate market conditions, including oversupply of, or reduced demand for, apartment homes;
|
•
|
declines in the financial condition of our tenants, which may make it more difficult for us to collect rents from some tenants;
|
•
|
changes in market rental rates;
|
•
|
our ability to renew leases or re-lease space on favorable terms;
|
•
|
the timing and costs associated with property improvements, repairs or renovations;
|
•
|
declines in household formation; and
|
•
|
rent control or stabilization laws, or other laws regulating rental housing, which could prevent us from raising rents to offset increases in operating costs.
|
•
|
a significant portion of the proceeds from our overall property sales may be held by intermediaries in order for some sales to qualify as like-kind exchanges under Section 1031 of the Internal Revenue Code of 1986, as amended, or the “Code,” so that any related capital gain can be deferred for federal income tax purposes. As a result, we may not have immediate access to all of the cash proceeds generated from our property sales; and
|
•
|
federal tax laws limit our ability to profit on the sale of communities that we have owned for less than two years, and this limitation may prevent us from selling communities when market conditions are favorable.
|
•
|
we may be unable to obtain financing for acquisitions on favorable terms or at all;
|
•
|
even if we are able to finance the acquisition, cash flow from the acquisition may be insufficient to meet our required principal and interest payments on the acquisition;
|
•
|
even if we enter into an acquisition agreement for an apartment community, we may be unable to complete the acquisition after incurring certain acquisition-related costs;
|
•
|
we may incur significant costs and divert management attention in connection with the evaluation and negotiation of potential acquisitions, including potential acquisitions that we are subsequently unable to complete;
|
•
|
when we acquire an apartment community, we may invest additional amounts in it with the intention of increasing profitability, and these additional investments may not produce the anticipated improvements in profitability;
|
•
|
the expected occupancy rates and rental rates may differ from actual results; and
|
•
|
we may be unable to quickly and efficiently integrate acquired apartment communities and new personnel into our existing operations, and the failure to successfully integrate such apartment communities or personnel will result in inefficiencies that could adversely affect our expected return on our investments and our overall profitability.
|
•
|
we may be unable to obtain construction financing for development activities under favorable terms, including but not limited to interest rates, maturity dates and/or loan to value ratios, or at all which could cause us to delay or even abandon potential developments;
|
•
|
we may be unable to obtain, or face delays in obtaining, necessary zoning, land-use, building, occupancy and other required governmental permits and authorizations, which could result in increased development costs, could delay initial occupancy dates for all or a portion of a development community, and could require us to abandon our activities entirely with respect to a project for which we are unable to obtain permits or authorizations;
|
•
|
yields may be less than anticipated as a result of delays in completing projects, costs that exceed budget and/or higher than expected concessions for lease up and lower rents than expected;
|
•
|
if we are unable to find joint venture partners to help fund the development of a community or otherwise obtain acceptable financing for the developments, our development capacity may be limited;
|
•
|
we may abandon development opportunities that we have already begun to explore, and we may fail to recover expenses already incurred in connection with exploring such opportunities;
|
•
|
we may be unable to complete construction and lease-up of a community on schedule, or incur development or construction costs that exceed our original estimates, and we may be unable to charge rents that would compensate for any increase in such costs;
|
•
|
occupancy rates and rents at a newly developed community may fluctuate depending on a number of factors, including market and economic conditions, preventing us from meeting our profitability goals for that community; and
|
•
|
when we sell to third parties communities or properties that we developed or renovated, we may be subject to warranty or construction defect claims that are uninsured or exceed the limits of our insurance.
|
•
|
inability to accurately evaluate local apartment market conditions and local economies;
|
•
|
inability to hire and retain key personnel;
|
•
|
lack of familiarity with local governmental and permitting procedures; and
|
•
|
inability to achieve budgeted financial results.
|
•
|
the national and local economies;
|
•
|
local real estate market conditions, such as an oversupply of apartment homes;
|
•
|
tenants’ perceptions of the safety, convenience, and attractiveness of our communities and the neighborhoods where they are located;
|
•
|
our ability to provide adequate management, maintenance and insurance;
|
•
|
rental expenses, including real estate taxes and utilities;
|
•
|
competition from other apartment communities;
|
•
|
changes in interest rates and the availability of financing;
|
•
|
changes in governmental regulations and the related costs of compliance; and
|
•
|
changes in tax and housing laws, including the enactment of rent control laws or other laws regulating multi-family housing.
|
•
|
general market and economic conditions;
|
•
|
actual or anticipated variations in UDR’s quarterly operating results or dividends or UDR’s payment of dividends in shares of UDR’s stock;
|
•
|
changes in our funds from operations or earnings estimates;
|
•
|
difficulties or inability to access capital or extend or refinance existing debt;
|
•
|
decreasing (or uncertainty in) real estate valuations;
|
•
|
changes in market valuations of similar companies;
|
•
|
publication of research reports about us or the real estate industry;
|
•
|
the general reputation of real estate investment trusts and the attractiveness of their equity securities in comparison to other equity securities (including securities issued by other real estate companies);
|
•
|
general stock and bond market conditions, including changes in interest rates on fixed income securities, that may lead prospective purchasers of UDR’s stock to demand a higher annual yield from future dividends;
|
•
|
a change in analyst ratings;
|
•
|
additions or departures of key management personnel;
|
•
|
adverse market reaction to any additional debt we incur in the future;
|
•
|
speculation in the press or investment community;
|
•
|
terrorist activity which may adversely affect the markets in which UDR’s securities trade, possibly increasing market volatility and causing the further erosion of business and consumer confidence and spending;
|
•
|
failure to qualify as a REIT;
|
•
|
strategic decisions by us or by our competitors, such as acquisitions, divestments, spin-offs, joint ventures, strategic investments or changes in business strategy;
|
•
|
failure to satisfy listing requirements of the NYSE;
|
•
|
governmental regulatory action and changes in tax laws; and
|
•
|
the issuance of additional shares of UDR’s common stock, or the perception that such sales might occur, including under UDR’s at-the-market equity distribution program.
|
Period
|
|
Total Number of Shares Purchased
|
|
Weighted Average Price per Share
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
|
|
Maximum Number of Shares that May Yet Be Purchased Under the Plans or Programs (a)
|
|||||
Beginning Balance
|
|
9,967,490
|
|
|
$
|
22.00
|
|
|
9,967,490
|
|
|
15,032,510
|
|
July 1, 2015 through July 31, 2015
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,032,510
|
|
|
August 1, 2015 through August 31, 2015
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,032,510
|
|
|
September 1, 2015 through September 30, 2015
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,032,510
|
|
|
Balance as of September 30, 2015
|
|
9,967,490
|
|
|
$
|
22.00
|
|
|
9,967,490
|
|
|
15,032,510
|
|
(a)
|
This number reflects the amount of shares that were available for purchase under our 10,000,000 share repurchase program authorized in February 2006 and our 15,000,000 share repurchase program authorized in January 2008.
|
|
|
UDR, Inc.
|
||
Date:
|
October 27, 2015
|
/s/ Mark A. Schumacher
|
||
|
|
Mark A. Schumacher
Chief Accounting Officer and Senior Vice President (Principal Accounting Officer) |
||
|
|
|
||
|
|
United Dominion Realty, L.P.
|
||
|
|
By:
|
|
UDR, Inc., its general partner
|
|
|
|
||
Date:
|
October 27, 2015
|
/s/ Mark A. Schumacher
|
||
|
|
Mark A. Schumacher
Chief Accounting Officer and Senior Vice President (Principal Accounting Officer)
|
Exhibit No.
|
|
Description
|
2.1 +
|
|
Amendment Agreement, dated as of August 27, 2015, by and among UDR, Inc., United Dominion Realty, L.P., Home Properties, Inc., Home Properties, L.P., LSREF4 Lighthouse Acquisitions, LLC, LSREF4 Lighthouse Corporate Acquisitions, LLC and LSREF4 Lighthouse Operating Acquisitions, LLC.
|
|
|
|
3.1
|
|
Articles of Restatement of UDR, Inc. (incorporated by reference to Exhibit 3.09 to UDR, Inc.’s Current Report on Form 8-K dated July 27, 2005 and filed with the SEC on August 1, 2005).
|
|
|
|
3.2
|
|
Articles of Amendment to the Articles of Restatement of UDR, Inc. dated and filed with the State Department of Assessments and Taxation of the State of Maryland on March 14, 2007 (incorporated by reference to Exhibit 3.2 to UDR, Inc.’s Current Report on Form 8-K dated March 14, 2007 and filed with the SEC on March 15, 2007).
|
|
|
|
3.3
|
|
Articles of Amendment to the Articles of Restatement of UDR, Inc. dated and filed with the State Department of Assessments and Taxation of the State of Maryland on August 30, 2011 (incorporated by reference to Exhibit 3.1 to UDR, Inc.’s Current Report on Form 8-K dated and filed with the SEC on September 1, 2011.
|
|
|
|
3.4
|
|
Certificate of Limited Partnership of United Dominion Realty, L.P. dated February 19, 2004 (incorporated by reference to Exhibit 3.4 to United Dominion Realty, L.P.’s Post-Effective Amendment No. 1 to Registration Statement on Form S-3 dated and filed with the SEC on October 15, 2010).
|
|
|
|
3.5
|
|
Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P. dated as of February 23, 2004 (incorporated by reference to Exhibit 10.23 to UDR, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2003).
|
|
|
|
3.6
|
|
First Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P. dated June 24, 2005 (incorporated by reference to Exhibit 10.06 to UDR, Inc.’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2005).
|
|
|
|
3.7
|
|
Second Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P. dated February 23, 2006 (incorporated by reference to Exhibit 10.6 to UDR, Inc.’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2006).
|
|
|
|
3.8
|
|
Third Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P. dated February 2, 2007 (incorporated by reference to Exhibit 99.1 to UDR, Inc.’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2009).
|
|
|
|
3.9
|
|
Fourth Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P. dated December 27, 2007 (incorporated by reference to Exhibit 10.25 to UDR, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2007).
|
|
|
|
3.10
|
|
Fifth Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P. dated March 7, 2008 (incorporated by reference to Exhibit 10.53 to UDR, Inc.’s Annual Report on Form 10-K for the year ended December 31, 2008).
|
|
|
|
3.11
|
|
Sixth Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P. dated December 9, 2008 (incorporated by reference to Exhibit 10.1 to UDR, Inc.’s Current Report on Form 8-K dated December 9, 2008 and filed with the Commission on December 10, 2008).
|
|
|
|
3.12
|
|
Seventh Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of March 13, 2009 (incorporated by reference to Exhibit 10.1 to UDR, Inc.’s Current Report on Form 8-K dated March 18, 2009 and filed with the SEC on March 19, 2009).
|
|
|
|
Exhibit No.
|
|
Description
|
3.13
|
|
Eighth Amendment to the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P., dated as of November 17, 2010 (incorporated by reference to Exhibit 10.1 to UDR, Inc.’s Current Report on Form 8-K dated November 18, 2010 and filed with the SEC on November 18, 2010).
|
|
|
|
3.14
|
|
Amended and Restated Bylaws of UDR, Inc. (as amended through May 12, 2011) (incorporated by reference to Exhibit 3.1 to UDR, Inc.’s Current Report on Form 8-K filed with the SEC on May 13, 2011).
|
|
|
|
12.1
|
|
Computation of Ratio of Earnings to Combined Fixed Charges and Preferred Stock Dividends of UDR, Inc.
|
|
|
|
12.2
|
|
Computation of Ratio of Earnings to Fixed Charges of United Dominion Realty, L.P.
|
|
|
|
31.1
|
|
Rule 13a-14(a) Certification of the Chief Executive Officer of UDR, Inc.
|
|
|
|
31.2
|
|
Rule 13a-14(a) Certification of the Chief Financial Officer of UDR, Inc.
|
|
|
|
31.3
|
|
Rule 13a-14(a) Certification of the Chief Executive Officer of UDR Inc., general partner of United Dominion Realty, L.P.
|
|
|
|
31.4
|
|
Rule 13a-14(a) Certification of the Chief Financial Officer of UDR Inc., general partner of United Dominion Realty, L.P.
|
|
|
|
32.1
|
|
Section 1350 Certification of the Chief Executive Officer of UDR, Inc.
|
|
|
|
32.2
|
|
Section 1350 Certification of the Chief Financial Officer of UDR, Inc.
|
|
|
|
32.3
|
|
Section 1350 Certification of the Chief Executive Officer of UDR Inc., general partner of United Dominion Realty, L.P.
|
|
|
|
32.4
|
|
Section 1350 Certification of the Chief Financial Officer of UDR Inc., general partner of United Dominion Realty, L.P.
|
|
|
|
101
|
|
XBRL (Extensible Business Reporting Language). The following materials from this Quarterly Report on Form 10-Q for the periods ended September 30, 2015, formatted in XBRL: (i) consolidated balance sheets of UDR, Inc., (ii) consolidated statements of operations of UDR, Inc., (iii) consolidated statements of comprehensive income/(loss) of UDR, Inc., (iv) consolidated statements of changes in equity of UDR, Inc., (v) consolidated statements of cash flows of UDR, Inc., (vi) notes to consolidated financial statements of UDR, Inc., (vii) consolidated balance sheets of United Dominion Realty, L.P., (viii) consolidated statements of operations of United Dominion Realty, L.P., (ix) consolidated statements of comprehensive income/(loss) of United Dominion Realty, L.P., (x) consolidated statements of changes in capital of United Dominion Realty, L.P., (xi) consolidated statements of cash flows of United Dominion Realty, L.P., and (xii) notes to consolidated financial statements of United Dominion Realty, L.P.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
||||||||
Earnings:
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations
|
$
|
13,695
|
|
|
$
|
10,611
|
|
|
$
|
100,954
|
|
|
$
|
9,775
|
|
|
Add (from continuing operations):
|
|
|
|
|
|
|
|
|
||||||||
Interest on indebtedness (a)
|
30,232
|
|
|
33,087
|
|
|
88,705
|
|
|
97,662
|
|
|
||||
Portion of rents representative of the interest factor
|
442
|
|
|
532
|
|
|
1,424
|
|
|
1,666
|
|
|
||||
Amortization of capitalized interest
|
937
|
|
|
927
|
|
|
2,802
|
|
|
2,783
|
|
|
||||
Total earnings
|
$
|
45,306
|
|
|
$
|
45,157
|
|
|
$
|
193,885
|
|
|
$
|
111,886
|
|
|
Fixed charges and preferred stock dividends (from continuing operations):
|
|
|
|
|
|
|
|
|
||||||||
Interest on indebtedness (a)
|
$
|
30,232
|
|
|
$
|
33,087
|
|
|
$
|
88,705
|
|
|
$
|
97,662
|
|
|
Interest capitalized
|
3,572
|
|
|
5,172
|
|
|
12,187
|
|
|
15,395
|
|
|
||||
Portion of rents representative of the interest factor
|
442
|
|
|
532
|
|
|
1,424
|
|
|
1,666
|
|
|
||||
Fixed charges
|
$
|
34,246
|
|
|
$
|
38,791
|
|
|
$
|
102,316
|
|
|
$
|
114,723
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Add:
|
|
|
|
|
|
|
|
|
||||||||
Preferred stock dividends
|
930
|
|
|
931
|
|
|
2,792
|
|
|
2,793
|
|
|
||||
Combined fixed charges and preferred stock dividends
|
$
|
35,176
|
|
|
$
|
39,722
|
|
|
$
|
105,108
|
|
|
$
|
117,516
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ratio of earnings to fixed charges
|
1.32
|
|
|
1.16
|
|
|
1.89
|
|
|
—
|
|
(b)
|
||||
Ratio of earnings to combined fixed charges and preferred stock dividends
|
1.29
|
|
|
1.14
|
|
|
1.84
|
|
|
—
|
|
(c)
|
(a)
|
Includes interest expense of consolidated subsidiaries, amortization of deferred loan costs, realized losses related to hedging activities and amortization of premiums and discounts related to indebtedness.
|
(b)
|
The ratio was less than 1:1 for the nine months ended September 30, 2014 as earnings were inadequate to cover fixed charges by deficiencies of approximately
$2.8 million
.
|
(c)
|
The ratio was less than 1:1 for the nine months ended September 30, 2014 as earnings were inadequate to cover combined fixed charges and preferred stock dividends by deficiencies of approximately
$5.6 million
.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
||||||||
Earnings:
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations
|
$
|
14,952
|
|
|
$
|
8,875
|
|
|
$
|
42,421
|
|
|
$
|
23,606
|
|
|
Add from continuing operations:
|
|
|
|
|
|
|
|
|
||||||||
Interest on indebtedness (1)
|
10,909
|
|
|
10,457
|
|
|
32,587
|
|
|
30,629
|
|
|
||||
Portion of rents representative of the interest factor
|
449
|
|
|
437
|
|
|
1,407
|
|
|
1,300
|
|
|
||||
Amortization of capitalized interest
|
183
|
|
|
181
|
|
|
547
|
|
|
543
|
|
|
||||
Total earnings
|
$
|
26,493
|
|
|
$
|
19,950
|
|
|
$
|
76,962
|
|
|
$
|
56,078
|
|
|
Fixed charges from continuing operations:
|
|
|
|
|
|
|
|
|
||||||||
Interest on indebtedness (1)
|
$
|
10,909
|
|
|
$
|
10,457
|
|
|
$
|
32,587
|
|
|
$
|
30,629
|
|
|
Interest capitalized
|
50
|
|
|
805
|
|
|
104
|
|
|
2,830
|
|
|
||||
Portion of rents representative of the interest factor
|
449
|
|
|
437
|
|
|
1,407
|
|
|
1,300
|
|
|
||||
Fixed charges
|
$
|
11,408
|
|
|
$
|
11,699
|
|
|
$
|
34,098
|
|
|
$
|
34,759
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ratio of earnings to fixed charges
|
2.32
|
|
|
1.71
|
|
|
2.26
|
|
|
1.61
|
|
|
(1)
|
Includes interest expense of consolidated subsidiaries, amortization of deferred loan costs, realized losses related to hedging activities and amortization of premiums and discounts related to indebtedness.
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas W. Toomey
|
|
|
|
|
|
|
|
|
|
Thomas W. Toomey
|
|
|
|
|
Chief Executive Officer and President (Principal Executive Officer)
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas M. Herzog
|
|
|
|
|
|
|
|
|
|
Thomas M. Herzog
|
|
|
|
|
Senior Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas W. Toomey
|
|
|
|
|
|
|
|
|
|
Thomas W. Toomey
|
|
|
|
|
Chief Executive Officer and President of UDR, Inc. (Principal Executive Officer),
|
|
|
|
|
general partner of United Dominion Realty, L.P.
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas M. Herzog
|
|
|
|
|
|
|
|
|
|
Thomas M. Herzog
|
|
|
|
|
Senior Vice President and Chief Financial Officer of UDR, Inc. (Principal Financial Officer),
|
|
|
|
|
general partner of United Dominion Realty, L.P.
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas W. Toomey
|
|
|
|
|
|
|
|
|
|
Thomas W. Toomey
|
|
|
|
|
Chief Executive Officer and President (Principal Executive Officer)
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas M. Herzog
|
|
|
|
|
|
|
|
|
|
Thomas M. Herzog
|
|
|
|
|
Senior Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas W. Toomey
|
|
|
|
|
|
|
|
|
|
Thomas W. Toomey
|
|
|
|
|
Chief Executive Officer and President of UDR, Inc. (Principal Executive Officer),
|
|
|
|
|
general partner of United Dominion Realty, L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas M. Herzog
|
|
|
|
|
|
|
|
|
|
Thomas M. Herzog
|
|
|
|
|
Senior Vice President and Chief Financial Officer of UDR, Inc. (Principal Financial Officer),
|
|
|
|
|
general partner of United Dominion Realty, L.P.
|
|
|
|
|
|
|
|
16.
|
[
Signature Pages Follow
]
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
||||||||
Earnings:
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations
|
$
|
13,695
|
|
|
$
|
10,611
|
|
|
$
|
100,954
|
|
|
$
|
9,775
|
|
|
Add (from continuing operations):
|
|
|
|
|
|
|
|
|
||||||||
Interest on indebtedness (a)
|
30,232
|
|
|
33,087
|
|
|
88,705
|
|
|
97,662
|
|
|
||||
Portion of rents representative of the interest factor
|
442
|
|
|
532
|
|
|
1,424
|
|
|
1,666
|
|
|
||||
Amortization of capitalized interest
|
937
|
|
|
927
|
|
|
2,802
|
|
|
2,783
|
|
|
||||
Total earnings
|
$
|
45,306
|
|
|
$
|
45,157
|
|
|
$
|
193,885
|
|
|
$
|
111,886
|
|
|
Fixed charges and preferred stock dividends (from continuing operations):
|
|
|
|
|
|
|
|
|
||||||||
Interest on indebtedness (a)
|
$
|
30,232
|
|
|
$
|
33,087
|
|
|
$
|
88,705
|
|
|
$
|
97,662
|
|
|
Interest capitalized
|
3,572
|
|
|
5,172
|
|
|
12,187
|
|
|
15,395
|
|
|
||||
Portion of rents representative of the interest factor
|
442
|
|
|
532
|
|
|
1,424
|
|
|
1,666
|
|
|
||||
Fixed charges
|
$
|
34,246
|
|
|
$
|
38,791
|
|
|
$
|
102,316
|
|
|
$
|
114,723
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Add:
|
|
|
|
|
|
|
|
|
||||||||
Preferred stock dividends
|
930
|
|
|
931
|
|
|
2,792
|
|
|
2,793
|
|
|
||||
Combined fixed charges and preferred stock dividends
|
$
|
35,176
|
|
|
$
|
39,722
|
|
|
$
|
105,108
|
|
|
$
|
117,516
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ratio of earnings to fixed charges
|
1.32
|
|
|
1.16
|
|
|
1.89
|
|
|
—
|
|
(b)
|
||||
Ratio of earnings to combined fixed charges and preferred stock dividends
|
1.29
|
|
|
1.14
|
|
(c)
|
1.84
|
|
|
—
|
|
(c)
|
(a)
|
Includes interest expense of consolidated subsidiaries, amortization of deferred loan costs, realized losses related to hedging activities and amortization of premiums and discounts related to indebtedness.
|
(b)
|
The ratio was less than 1:1 for the six months ended June 30, 2014 as earnings were inadequate to cover fixed charges by deficiencies of approximately
$2.8 million
.
|
(c)
|
The ratio was less than 1:1 for the three and six months ended June 30, 2014 as earnings were inadequate to cover combined fixed charges and preferred stock dividends by deficiencies of approximately
$(5,435,000)
and
$5.6 million
, respectively.
|
|
Three Months Ended September 30,
|
|
Nine Months Ended September 30,
|
|
||||||||||||
|
2015
|
|
2014
|
|
2015
|
|
2014
|
|
||||||||
Earnings:
|
|
|
|
|
|
|
|
|
||||||||
Income/(loss) from continuing operations
|
$
|
14,952
|
|
|
$
|
8,875
|
|
|
$
|
42,421
|
|
|
$
|
23,606
|
|
|
Add from continuing operations:
|
|
|
|
|
|
|
|
|
||||||||
Interest on indebtedness (1)
|
10,909
|
|
|
10,457
|
|
|
32,587
|
|
|
30,629
|
|
|
||||
Portion of rents representative of the interest factor
|
449
|
|
|
437
|
|
|
1,407
|
|
|
1,300
|
|
|
||||
Amortization of capitalized interest
|
183
|
|
|
181
|
|
|
547
|
|
|
543
|
|
|
||||
Total earnings
|
$
|
26,493
|
|
|
$
|
19,950
|
|
|
$
|
76,962
|
|
|
$
|
56,078
|
|
|
Fixed charges from continuing operations:
|
|
|
|
|
|
|
|
|
||||||||
Interest on indebtedness (1)
|
$
|
10,909
|
|
|
$
|
10,457
|
|
|
$
|
32,587
|
|
|
$
|
30,629
|
|
|
Interest capitalized
|
50
|
|
|
805
|
|
|
104
|
|
|
2,830
|
|
|
||||
Portion of rents representative of the interest factor
|
449
|
|
|
437
|
|
|
1,407
|
|
|
1,300
|
|
|
||||
Fixed charges
|
$
|
11,408
|
|
|
$
|
11,699
|
|
|
$
|
34,098
|
|
|
$
|
34,759
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Ratio of earnings to fixed charges
|
2.32
|
|
|
1.71
|
|
|
2.26
|
|
|
1.61
|
|
|
(1)
|
Includes interest expense of consolidated subsidiaries, amortization of deferred loan costs, realized losses related to hedging activities and amortization of premiums and discounts related to indebtedness.
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas W. Toomey
|
|
|
|
|
|
|
|
|
|
Thomas W. Toomey
|
|
|
|
|
Chief Executive Officer and President (Principal Executive Officer)
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas M. Herzog
|
|
|
|
|
|
|
|
|
|
Thomas M. Herzog
|
|
|
|
|
Senior Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas W. Toomey
|
|
|
|
|
|
|
|
|
|
Thomas W. Toomey
|
|
|
|
|
Chief Executive Officer and President of UDR, Inc. (Principal Executive Officer),
|
|
|
|
|
general partner of United Dominion Realty, L.P.
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas M. Herzog
|
|
|
|
|
|
|
|
|
|
Thomas M. Herzog
|
|
|
|
|
Senior Vice President and Chief Financial Officer of UDR, Inc. (Principal Financial Officer),
|
|
|
|
|
general partner of United Dominion Realty, L.P.
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas W. Toomey
|
|
|
|
|
|
|
|
|
|
Thomas W. Toomey
|
|
|
|
|
Chief Executive Officer and President (Principal Executive Officer)
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas M. Herzog
|
|
|
|
|
|
|
|
|
|
Thomas M. Herzog
|
|
|
|
|
Senior Vice President and Chief Financial Officer (Principal Financial Officer)
|
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas W. Toomey
|
|
|
|
|
|
|
|
|
|
Thomas W. Toomey
|
|
|
|
|
Chief Executive Officer and President of UDR, Inc. (Principal Executive Officer),
|
|
|
|
|
general partner of United Dominion Realty, L.P.
|
|
|
|
|
|
|
|
|
|
|
|
|
Date:
|
October 27, 2015
|
/s/ Thomas M. Herzog
|
|
|
|
|
|
|
|
|
|
Thomas M. Herzog
|
|
|
|
|
Senior Vice President and Chief Financial Officer of UDR, Inc. (Principal Financial Officer),
|
|
|
|
|
general partner of United Dominion Realty, L.P.
|
|
|
|
|
|
|
|