Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2018 | Oct. 26, 2018 | |
Entity information | ||
Entity Registrant Name | UDR, Inc. | |
Entity Central Index Key | 74,208 | |
Document Type | 10-Q | |
Document period end date | Sep. 30, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 268,390,557 | |
United Dominion Reality L.P. | ||
Entity information | ||
Entity Registrant Name | United Dominion Realty, L.P. | |
Entity Central Index Key | 1,018,254 | |
Document Type | 10-Q | |
Document period end date | Sep. 30, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Real estate owned: | ||
Real estate held for investment | $ 9,809,142 | $ 9,584,716 |
Less: accumulated depreciation | (3,544,781) | (3,326,312) |
Real estate held for investment, net | 6,264,361 | 6,258,404 |
Real estate under development (net of accumulated depreciation of $3,674 and $3,854, respectively) | 347,012 | 588,636 |
Real estate held for disposition (net of accumulated depreciation of $77,872 and $0, respectively) | 89,964 | |
Total real estate owned, net of accumulated depreciation | 6,701,337 | 6,847,040 |
Cash and cash equivalents | 1,084 | 2,038 |
Restricted cash | 26,996 | 19,792 |
Notes receivable, net | 41,009 | 19,469 |
Investment in and advances to unconsolidated joint ventures, net | 767,376 | 720,830 |
Other assets | 140,982 | 124,104 |
Total assets | 7,678,784 | 7,733,273 |
Liabilities: | ||
Secured debt, net | 798,241 | 803,269 |
Unsecured debt, net | 3,012,939 | 2,868,394 |
Real estate taxes payable | 38,581 | 18,349 |
Accrued interest payable | 27,750 | 33,432 |
Security deposits and prepaid rent | 31,821 | 31,916 |
Distributions payable | 95,372 | 91,455 |
Accounts payable, accrued expenses, and other liabilities | 73,812 | 102,956 |
Total liabilities | 4,078,516 | 3,949,771 |
Commitments and contingencies (Note 12) | ||
Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | 992,805 | 948,138 |
Equity: | ||
Common stock, $0.01 par value; 350,000,000 shares authorized: 268,390,557 and 267,822,069 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively | 2,684 | 2,678 |
Additional paid-in capital | 4,619,570 | 4,651,205 |
Distributions in excess of net income | (2,075,402) | (1,871,603) |
Accumulated other comprehensive income/(loss), net | 202 | (2,681) |
Total stockholders’ equity | 2,593,255 | 2,825,800 |
Noncontrolling interests | 14,208 | 9,564 |
Total equity | 2,607,463 | 2,835,364 |
Total liabilities and equity | 7,678,784 | 7,733,273 |
8.00% Series E Cumulative Convertible Preferred Stock | ||
Equity: | ||
Preferred stock, no par value; 50,000,000 shares authorized: | 46,200 | 46,200 |
Series F | ||
Equity: | ||
Preferred stock, no par value; 50,000,000 shares authorized: | $ 1 | $ 1 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Real estate owned: | ||
Real estate under development accumulated depreciation | $ 3,674 | $ 3,854 |
Real estate held for disposition accumulated depreciation | $ 77,872 | $ 0 |
Equity: | ||
Preferred stock, no par value | $ 0 | $ 0 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 350,000,000 | 350,000,000 |
Common stock, shares issued | 268,390,557 | 267,822,069 |
Common stock, shares outstanding | 268,390,557 | 267,822,069 |
8.00% Series E Cumulative Convertible Preferred Stock | ||
Equity: | ||
Preferred stock, no par value | $ 0 | $ 0 |
Preferred stock, dividend rate percentage | 8.00% | 8.00% |
Preferred stock, shares issued | 2,780,994 | 2,780,994 |
Preferred stock, shares outstanding | 2,780,994 | 2,780,994 |
Series F | ||
Equity: | ||
Preferred stock, no par value | $ 0 | $ 0 |
Preferred stock, shares issued | 15,804,393 | 15,852,721 |
Preferred stock, shares outstanding | 15,804,393 | 15,852,721 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
REVENUES: | ||||
Rental income | $ 263,256 | $ 248,264 | $ 770,373 | $ 734,193 |
Total revenues | 266,144 | 251,091 | 779,192 | 742,911 |
OPERATING EXPENSES: | ||||
Property operating and maintenance | 44,090 | 42,362 | 126,129 | 122,574 |
Real estate taxes and insurance | 34,352 | 31,181 | 99,541 | 90,792 |
Property management | 7,240 | 6,827 | 21,185 | 20,190 |
Other operating expenses | 3,314 | 1,950 | 8,148 | 6,010 |
Real estate depreciation and amortization | 107,881 | 107,171 | 322,537 | 320,653 |
General and administrative | 11,896 | 12,467 | 36,028 | 36,976 |
Casualty-related charges/(recoveries), net | 678 | 2,056 | 2,364 | 3,749 |
Other depreciation and amortization | 1,682 | 1,585 | 5,057 | 4,760 |
Total operating expenses | 211,133 | 205,599 | 620,989 | 605,704 |
Operating income | 55,011 | 45,492 | 158,203 | 137,207 |
Income/(loss) from unconsolidated entities | (1,382) | 1,819 | (5,091) | 11,591 |
Interest expense | (34,401) | (30,095) | (95,942) | (94,500) |
Interest income and other income/(expense), net | 1,188 | 481 | 5,075 | 1,423 |
Income/(loss) before income taxes and gain/(loss) on sale of real estate owned | 20,416 | 17,697 | 62,245 | 55,721 |
Tax (provision)/benefit, net | (158) | (127) | (618) | (825) |
Income/(loss) from continuing operations | 20,258 | 17,570 | 61,627 | 54,896 |
Gain/(loss) on sale of real estate owned, net of tax | 70,300 | 2,132 | ||
Net income/(loss) | 20,258 | 17,570 | 131,927 | 57,028 |
Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | (1,616) | (1,415) | (10,819) | (4,607) |
Net (income)/loss attributable to noncontrolling interests | (32) | 35 | (141) | (107) |
Net income/(loss) attributable to UDR, Inc. | 18,610 | 16,190 | 120,967 | 52,314 |
Distributions to preferred stockholders — Series E (Convertible) | (971) | (926) | (2,897) | (2,784) |
Net income/(loss) attributable to common stockholders | $ 17,639 | $ 15,264 | $ 118,070 | $ 49,530 |
Common distributions declared per share | $ 0.3225 | $ 0.3100 | $ 0.9675 | $ 0.9300 |
Income/(loss) per weighted average common share - basic | 0.07 | 0.06 | 0.44 | 0.19 |
Income/(loss) per weighted average common share - diluted | $ 0.07 | $ 0.06 | $ 0.44 | $ 0.18 |
Weighted average number of common shares outstanding — Basic | 267,727 | 267,056 | 267,529 | 266,940 |
Weighted average number of common shares outstanding — diluted | 268,861 | 269,062 | 269,020 | 268,851 |
Management and other fees | ||||
REVENUES: | ||||
Joint venture management and other fees | $ 2,888 | $ 2,827 | $ 8,819 | $ 8,718 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) | ||||
Net income/(loss) | $ 20,258 | $ 17,570 | $ 131,927 | $ 57,028 |
Other comprehensive income/(loss), including portion attributable to noncontrolling interests: | ||||
Unrealized holding gain/(loss) | 2,320 | 131 | 4,312 | 256 |
(Gain)/loss reclassified into earnings from other comprehensive income/(loss) | (564) | 119 | (1,162) | 1,328 |
Other comprehensive income/(loss), including portion attributable to noncontrolling interests | 1,756 | 250 | 3,150 | 1,584 |
Comprehensive income/(loss) | 22,014 | 17,820 | 135,077 | 58,612 |
Comprehensive (income)/loss attributable to noncontrolling interests | (1,798) | (1,401) | (11,230) | (4,856) |
Comprehensive income/(loss) attributable to UDR, Inc. | $ 20,216 | $ 16,419 | $ 123,847 | $ 53,756 |
CONSOLIDATED STATEMENT OF CHANG
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY - 9 months ended Sep. 30, 2018 - USD ($) $ in Thousands | Preferred Stock | Common Stock | Paid-in Capital | Distributions in Excess of Net Income | Accumulated Other Comprehensive Income/(Loss), net | Noncontrolling Interests | Total |
Beginning Balance at Dec. 31, 2017 | $ 46,201 | $ 2,678 | $ 4,651,205 | $ (1,871,603) | $ (2,681) | $ 9,564 | $ 2,835,364 |
Consolidated Statements of Changes in Equity | |||||||
Net income/(loss) attributable to UDR, Inc. | 120,967 | 120,967 | |||||
Net income/(loss) attributable to noncontrolling interests | 107 | 107 | |||||
Contribution of noncontrolling interests in consolidated real estate | 108 | 108 | |||||
Repurchase of common shares | (6) | (19,982) | (19,988) | ||||
Long Term Incentive Plan Unit grants/(vestings), net | 4,429 | 4,429 | |||||
Other comprehensive income/(loss) | 2,883 | 2,883 | |||||
Exercise of stock options, net | 8 | (23,061) | (23,053) | ||||
Issuance/(forfeiture) of common and restricted shares, net | (1) | (1,738) | (1,739) | ||||
Adjustment for conversion of noncontrolling interest of unitholders in the Operating Partnership and DownREIT Partnership | 5 | 13,146 | 13,151 | ||||
Common stock distributions declared ($0.9675 per share) | (259,214) | (259,214) | |||||
Preferred stock distributions declared-Series E ($1.0476 per share) | (2,897) | (2,897) | |||||
Adjustment to reflect redemption value of redeemable noncontrolling interests | (62,655) | (62,655) | |||||
Ending Balance at Sep. 30, 2018 | $ 46,201 | $ 2,684 | $ 4,619,570 | $ (2,075,402) | $ 202 | $ 14,208 | $ 2,607,463 |
CONSOLIDATED STATEMENT OF CHA_2
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY (Parenthetical) | 9 Months Ended |
Sep. 30, 2018$ / shares | |
Common distributions declared per share | $ 0.9675 |
8.00% Series E Cumulative Convertible Preferred Stock | |
Preferred stock distributions declared | $ 1.0476 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating Activities | ||
Net income/(loss) | $ 131,927 | $ 57,028 |
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities: | ||
Depreciation and amortization | 327,594 | 325,413 |
(Gain)/loss on sale of real estate owned | (70,300) | (2,132) |
(Income)/loss from unconsolidated entities | 5,091 | (11,591) |
Return on investment in unconsolidated joint ventures | 2,848 | 3,609 |
Amortization of share-based compensation | 10,694 | 10,072 |
Other | 2,108 | 13,069 |
Changes in operating assets and liabilities: | ||
(Increase)/decrease in operating assets | (13,199) | (7,782) |
Increase/(decrease) in operating liabilities | 9,961 | 1,590 |
Net cash provided by/(used in) operating activities | 406,724 | 389,276 |
Investing Activities | ||
Acquisition of real estate assets | (65,381) | |
Proceeds from sales of real estate investments, net | 89,433 | 3,250 |
Development of real estate assets | (136,170) | (190,456) |
Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement | (76,381) | (91,633) |
Capital expenditures — non-real estate assets | (2,963) | (3,230) |
Investment in unconsolidated joint ventures | (85,059) | (102,170) |
Distributions received from unconsolidated joint ventures | 30,574 | 65,053 |
Purchase deposits on pending acquisitions | (1,000) | |
Repayment/(issuance) of notes receivable, net | (21,540) | 1,196 |
Net cash provided by/(used in) investing activities | (203,106) | (383,371) |
Financing Activities | ||
Payments on secured debt | (82,472) | (325,212) |
Proceeds from the issuance of secured debt | 80,000 | |
Net proceeds from the issuance of unsecured debt | 115,000 | 584,292 |
Net proceeds/(repayment) of revolving bank debt | 29,243 | 19,367 |
Repurchase of common shares | (19,988) | |
Distributions paid to redeemable noncontrolling interests | (24,297) | (23,269) |
Distributions paid to preferred stockholders | (2,854) | (2,776) |
Distributions paid to common stockholders | (255,683) | (244,788) |
Other | (36,317) | (13,424) |
Net cash provided by/(used in) financing activities | (197,368) | (5,810) |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | 6,250 | 95 |
Cash, cash equivalents, and restricted cash, beginning of year | 21,830 | 22,106 |
Cash, cash equivalents, and restricted cash, end of period | 28,080 | 22,201 |
Supplemental Information: | ||
Interest paid during the period, net of amounts capitalized | 104,136 | 95,008 |
Cash paid/(refunds received) for income taxes | 579 | 1,803 |
Non-cash transactions: | ||
Transfer of investment in and advances to unconsolidated joint ventures to real estate owned | 32,260 | |
Vesting of LTIP Units | 4,397 | 2,317 |
Development costs and capital expenditures incurred but not yet paid | 23,437 | 48,995 |
Conversion of Operating Partnership and DownREIT Partnership noncontrolling interests to common stock (343,653 shares in 2018 and 202,218 shares in 2017) | 13,151 | 7,437 |
Distributions declared but not yet paid | $ 95,372 | $ 91,454 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS - SUPPLEMENTAL - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
The following reconciles cash, cash equivalents, and restricted cash to the total of the same amounts as shown above: | ||||
Cash and cash equivalents | $ 1,084 | $ 2,038 | $ 1,788 | $ 2,112 |
Restricted cash | 26,996 | 19,792 | 20,413 | 19,994 |
Total cash, cash equivalents, and restricted cash as shown above | $ 28,080 | $ 21,830 | $ 22,201 | $ 22,106 |
CONSOLIDATED STATEMENTS OF CA_3
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - shares | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Non-cash transactions: | ||
Conversion of OP Units into common shares | 343,653 | 202,218 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2018 | |
BASIS OF PRESENTATION | |
BASIS OF PRESENTATION | 1. BASIS OF PRESENTATION Basis of Presentation UDR, Inc., collectively with our consolidated subsidiaries (“UDR,” the “Company,” “we,” “our,” or “us”), is a self-administered real estate investment trust, or REIT, that owns, operates, acquires, renovates, develops, redevelops, and manages apartment communities. The accompanying consolidated financial statements include the accounts of UDR and its subsidiaries, including United Dominion Realty, L.P. (the “Operating Partnership” or the “OP”) and UDR Lighthouse DownREIT L.P. (the “DownREIT Partnership”). As of September 30, 2018, there were 183,636,543 units in the Operating Partnership (“OP Units”) outstanding, of which 174,248,699 OP Units, or 94.9%, were owned by UDR and 9,387,844 OP Units, or 5.1%, were owned by outside limited partners. As of September 30, 2018, there were 32,367,380 units in the DownREIT Partnership (“DownREIT Units”) outstanding, of which 17,199,085, or 53.1%, were owned by UDR (including 13,470,651 DownREIT Units, or 41.6%, that were held by the Operating Partnership) and 15,168,295, or 46.9%, were owned by outside limited partners. The consolidated financial statements of UDR include the noncontrolling interests of the unitholders in the Operating Partnership and DownREIT Partnership. The accompanying interim unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted according to such rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of our financial position as of September 30, 2018, and results of operations for the three and nine months ended September 30, 2018 and 2017, have been included. Such adjustments are normal and recurring in nature. The interim results presented are not necessarily indicative of results that can be expected for a full year. The accompanying interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2017 appearing in UDR’s Annual Report on Form 10‑K, filed with the Securities and Exchange Commission on February 20, 2018. The accompanying interim unaudited consolidated financial statements are presented in accordance with U.S. generally accepted accounting principles (“GAAP”). GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the dates of the interim unaudited consolidated financial statements and the amounts of revenues and expenses during the reporting periods. Actual amounts realized or paid could differ from those estimates. All significant intercompany accounts and transactions have been eliminated in consolidation. The Company evaluated subsequent events through the date its financial statements were issued. No significant recognized or non-recognized subsequent events were noted other than those noted in Note 6, Secured and Unsecured Debt, Net and Note 10, Derivatives and Hedging Activity . |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Sep. 30, 2018 | |
SIGNIFICANT ACCOUNTING POLICIES | |
SIGNIFICANT ACCOUNTING POLICIES | 2. SIGNIFICANT ACCOUNTING POLICIES Recent Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Derivatives and Hedging, Targeted Improvements to Accounting for Hedging Activities . The ASU aims to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. The updated standard would have been effective for the Company on January 1, 2019 and must be applied using a modified retrospective approach; however, early adoption of the ASU is permitted. The Company early adopted the guidance on January 1, 2018; however, the updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. In January 2017, the FASB issued ASU 2017‑01, Business Combinations (Topic 805), Clarifying the Definition of a Business. The ASU changes the definition of a business to assist entities with evaluating whether a set of transferred assets is a business. As a result, the accounting for acquisitions of real estate could be impacted. The updated standard was effective for the Company on January 1, 2018. The ASU will be applied prospectively to any transactions occurring after adoption. The Company expects that the updated standard will result in fewer acquisitions of real estate meeting the definition of a business and fewer acquisition-related costs being expensed in the period incurred. In November 2016, the FASB issued ASU 2016‑18, Statement of Cash Flows (Topic 230), Restricted Cash . The ASU addresses the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The updated standard was effective for the Company on January 1, 2018, and was applied retrospectively to all periods presented. The updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ In June 2016, the FASB issued ASU 2016‑13, Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments . The standard requires entities to estimate a lifetime expected credit loss for most financial assets, including trade and other receivables, held-to-maturity debt securities, loans and other financial instruments, and to present the net amount of the financial instrument expected to be collected. The updated standard will be effective for the Company on January 1, 2020; however, early adoption of the ASU is permitted on January 1, 2019. The Company is currently evaluating the effect that the updated standard will have on the consolidated financial statements and related disclosures. I n February 2016, the FASB issued ASU No. 2016-02, Leases . The standard amends the existing lease accounting guidance and requires lessees to recognize a lease liability and a right-of-use asset for all leases (except for short-term leases that have a duration of one year or less) on their balance sheets. Lessees will continue to recognize lease expense in a manner similar to current accounting. For lessors, accounting for leases under the new guidance is substantially the same as in prior periods, but eliminates current real estate-specific provisions and changes the treatment of initial direct costs. The standard will be effective for the Company on January 1, 2019; however, early adoption of the standard is permitted. While the Company is currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures, we expect to adopt the guidance on its effective date. The Company intends to elect the following package of practical expedients provided by the standard which includes: (i) an entity need not reassess whether any expired or existing contract is a lease or contains a lease, (ii) an entity need not reassess the lease classification of any expired or existing leases, and (iii) an entity need not reassess initial direct costs for any existing leases. The Company anticipates recognizing right-of-use assets and related lease liabilities on our consolidated balance sheets upon adoption equal to the present value of the remaining minimum lease payments related to ground leases for communities where we are the lessee. The Company plans to continue recognizing lease expense for these leases in a manner similar to current accounting upon adoption of the standard based on our election of the package of practical expedients. However, in the event we modify existing ground leases and/or enter into new ground leases subsequent to the adoption of the standard, such leases would likely be classified as finance leases under the standard and require expense recognition based on the effective interest method. Under the standard, initial direct costs for both lessees and lessors would include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. As a result, we will be required to expense internal leasing costs as incurred. In July 2018, the FASB issued ASU No. 2018-11, Leases – Targeted Improvements , which provides entities with relief from the costs of implementing certain aspects of ASU No. 2016-02, Leases . The ASU provides a practical expedient which allows lessors to not separate lease and non-lease components in a contract and allocate the consideration in the contract to the separate components if both (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. The Company intends to elect the practical expedient to account for lease and non-lease components as a single component in lease contracts where we are the lessor. The ASU also provides a transition option that permits entities to not recast the comparative periods presented when transitioning to the standard. The Company also intends to elect the transition option. In January 2016, the FASB issued ASU No. 2016‑01, Financial Instruments – Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities . The updated standard requires certain equity securities to be measured at fair value on the balance sheet, with changes in fair value recognized in net income. The standard was effective for the Company on January 1, 2018. The Company holds one investment in equity securities subject to the updated guidance. As the investment does not have a readily determinable fair value, the Company elected the measurement alternative under which the investment is measured at cost, less any impairment, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. During the three and nine months ended September 30, 2018, the Company recorded gains of zero and $2.1 million, respectively, in Interest income and other income/(expense), net on the Consolidated Statements of Operations as a result of measuring the investment using this measurement alternative. The Company does not view the impact, as a result of the adoption of the updated standard, to be material to the consolidated financial statements. Disclosures wer e updated pursuant to the requirements of the ASU. In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers . ASU No. 2014-09 amended the FASB Accounting Standards Codification (“ASC”) by creating ASC Topic 606, Revenue from Contracts with Customers . The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective, including industry-specific revenue guidance. The standard specifically excludes lease contracts. The ASU allows for the use of either the full or modified retrospective transition method. ASC Topic 606 was effective for the Company on January 1, 2018, at which time the Company adopted it using the modified retrospective approach. However, as the majority of the Company’s revenue is from rental income related to leases, the ASU did not have a material impact on the consolidated financial statements. Related disclosures are provided and/or updated pursuant to the requirements of the ASU. Principles of Consolidation The Company accounts for subsidiary partnerships, joint ventures and other similar entities in which it holds an ownership interest in accordance with the consolidation guidance. The Company first evaluates whether each entity is a variable interest entity (“VIE”). Under the VIE model, the Company consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, the Company consolidates an entity when it controls the entity through ownership of a majority voting interest. Discontinued Operations In accordance with GAAP, a discontinued operation represents (1) a component of an entity or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on an entity’s financial results, or (2) an acquired business that is classified as held for sale on the date of acquisition. A strategic shift could include a disposal of (1) a separate major line of business, (2) a separate major geographic area of operations, (3) a major equity method investment, or (4) other major parts of an entity. We record sales of real estate that do not meet the definition of a discontinued operation in Gain/(loss) on sale of real estate owned, net of tax on the Consolidated Statements of Operations. Revenue On January 1, 2018, the Company adopted ASC Topic 606, Revenue from Contracts with Customers , utilizing the modified retrospective method, under which only contracts entered into after the effective date or not complete as of the effective date are subject to the new standard and an adjustment to the opening balance of retained earnings is made to recognize any required adjustments. As a result of the adoption, the Company did not make an adjustment to retained earnings because no open contracts required different treatment under the new standard. Revenue is measured based on consideration specified in contracts with customers. The Company recognizes revenue when it satisfies a performance obligation by providing the services specified in a contract to the customer. The following is a description of the principal streams from which the Company generates its revenue: Lease Revenue Lease revenue related to leases is recognized on an accrual basis when due from residents or tenants in accordance with ASC 840, Leases . Rental payments are generally due on a monthly basis and recognized on a straight-line basis over the reasonably assured lease term. In addition, in circumstances where a lease incentive is provided to tenants, the incentive is recognized as a reduction of lease revenue on a straight-line basis over the reasonably assured lease term. Reimbursements Revenue Reimbursements revenue includes all pass-through revenue from retail and residential leases and common area maintenance reimbursements from retail leases. Reimbursements revenue is recognized on a gross basis as earned as the Company has determined it is the principal provider of the services. Other Revenue Other revenue is generated by services provided by the Company to its retail and residential tenants and other unrelated third parties. These fees are generally recognized as earned. Joint venture management and other fees The Joint venture management and other fees revenue consists of management fees charged to our equity method joint ventures per the terms of contractual agreements and other fees. Joint venture fee revenue is recognized monthly as the management services are provided and the fees are earned or upon a transaction whereby the Company earns a fee. Real Estate Sales Gain Recognition For sale transactions resulting in a transfer of a controlling financial interest of a property, the Company generally derecognizes the related assets and liabilities from its Consolidated Balance Sheets and records the gain or loss in the period in which the transfer of control occurs. If control of the property has not transferred to the counterparty, the criteria for derecognition are not met and the Company will continue to recognize the related assets and liabilities on its Consolidated Balance Sheets. Sale transactions to entities in which the Company sells a controlling financial interest in a property but retains a noncontrolling interest are accounted for as partial sales. Partial sales resulting in a change in control are accounted for at fair value and a full gain or loss is recognized. Therefore, the Company will record a gain or loss on the partial interest sold, and the initial measurement of our retained interest will be accounted for at fair value. Sales of real estate to joint ventures or other noncontrolled investees are also accounted for at fair value and the Company will record a full gain or loss in the period the property is contributed. Disaggregation of Revenue Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) . Joint venture management and other fees are not included in the tables as they are not allocable to a specific reportable segment or segments. Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 95,447 $ 91,399 $ 277,317 $ 265,595 Mid-Atlantic Region 51,291 49,772 152,866 148,916 Northeast Region 37,201 36,726 110,541 109,495 Southeast Region 27,773 26,221 81,555 77,697 Southwest Region 11,647 11,446 29,561 29,126 Non-Mature Communities/Other 19,940 13,836 58,570 46,879 Total segment and consolidated lease revenue $ 243,299 $ 229,400 $ 710,410 $ 677,708 Reimbursements Revenue Same-Store Communities West Region $ 4,415 $ 4,111 $ 12,908 $ 12,295 Mid-Atlantic Region 2,247 2,121 6,850 6,629 Northeast Region 672 691 1,952 2,131 Southeast Region 1,730 1,634 5,124 4,872 Southwest Region 651 624 1,649 1,572 Non-Mature Communities/Other 1,981 1,737 6,521 5,776 Total segment and consolidated reimbursements revenue $ 11,696 $ 10,918 $ 35,004 $ 33,275 Other Revenue Same-Store Communities West Region $ 2,753 $ 2,754 $ 8,231 $ 8,150 Mid-Atlantic Region 1,785 1,646 5,095 4,854 Northeast Region 949 745 2,481 2,188 Southeast Region 1,481 1,442 4,793 4,534 Southwest Region 604 550 1,486 1,483 Non-Mature Communities/Other 689 809 2,873 2,001 Total segment and consolidated other revenue $ 8,261 $ 7,946 $ 24,959 $ 23,210 Total Revenue Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated total revenue $ 263,256 $ 248,264 $ 770,373 $ 734,193 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases. Notes Receivable The following table summarizes our Notes receivable, net as of September 30, 2018 and December 31, 2017 ( dollars in thousands): Interest rate at Balance Outstanding September 30, September 30, December 31, 2018 2018 2017 Note due March 2019 (a) 12.00 % $ 20,000 $ — Note due February 2020 (b) 10.00 % 14,209 13,669 Note due October 2020 (c) 8.00 % 2,000 2,000 Note due August 2022 (d) 10.00 % 4,800 3,800 Total notes receivable, net $ 41,009 $ 19,469 (a) In March 2018, the Company entered into a secured note receivable with an unaffiliated third party with an aggregate commitment of $20.0 million, of which $20.0 million has been funded. Interest payments are due when the loan matures. The note matures in March 2019 and is secured by a parcel of land. (b) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $16.4 million, of which $14.2 million has been funded, including $0.5 million during the nine months ended September 30, 2018. Interest payments are due monthly. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $5.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) the eighth anniversary of the date of the note (February 2020). (c) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $2.0 million, of which $2.0 million has been funded. Interest payments are due when the loan matures. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $10.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) the fifth anniversary of the date of the note (October 2020). (d) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $10.0 million, of which $4.8 million has been funded, including $ 1.0 million during the nine months ended September 30, 2018. Interest payments are due monthly. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $25.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) August 2022. The Company recognized $1.2 million and $0.4 million of interest income from notes receivable during the three months ended September 30, 2018 and 2017, respectively, and $2.9 million and $1.4 million during the nine months ended September 30, 2018 and 2017, respectively, none of which was related party interest income and all of which is included in Interest income and other income/(expense), net on the Consolidated Statements of Operations. Comprehensive Income/(Loss) Comprehensive income/(loss), which is defined as the change in equity during each period from transactions and other events and circumstances from nonowner sources, including all changes in equity during a period except for those resulting from investments by or distributions to stockholders, is displayed in the accompanying Consolidated Statements of Comprehensive Income/(Loss). For the three and nine months ended September 30, 2018 and 2017, the Company’s other comprehensive income/(loss) consisted of the gain/(loss) on derivative instruments that are designated as and qualify as cash flow hedges, (gain)/loss on derivative instruments reclassified from other comprehensive income/(loss) into earnings, and the allocation of other comprehensive income/(loss) to noncontrolling interests. The (gain)/loss on derivative instruments reclassified from other comprehensive income/(loss) is included in Interest expense on the Consolidated Statements of Operations. See Note 10, Derivatives and Hedging Activity, for further discussion. The allocation of other comprehensive income/(loss) to redeemable noncontrolling interests during the three months ended September 30, 2018 and 2017 was $0.2 million and less than $0.1 million, respectively, and during the nine months ended September 30, 2018 and 2017, was $0.3 million and $0.1 million, respectively. Income Taxes Due to the structure of the Company as a REIT and the nature of the operations for the operating properties, no provision for federal income taxes has been provided for at UDR. Historically, the Company has generally incurred only state and local excise and franchise taxes. UDR has elected for certain consolidated subsidiaries to be treated as taxable REIT subsidiaries (“TRS”). Income taxes for our TRS are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities from a change in tax rate is recognized in earnings in the period of the enactment date. The Company’s deferred tax assets are generally the result of differing depreciable lives on capitalized assets and timing of expense recognition for certain accrued liabilities. As of September 30, 2018 and December 31, 2017, UDR’s net deferred tax asset was $0.1 million and $0.1 million, respectively. GAAP defines a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. GAAP also provides guidance on derecognition, classification, interest and penalties, accounting for interim periods, disclosure and transition. The Company recognizes its tax positions and evaluates them using a two-step process. First, UDR determines whether a tax position is more likely than not (greater than 50 percent probability) to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Second, the Company will determine the amount of benefit to recognize and record the amount that is more likely than not to be realized upon ultimate settlement. UDR had no material unrecognized tax benefit, accrued interest or penalties at September 30, 2018. UDR and its subsidiaries are subject to federal income tax as well as income tax of various state and local jurisdictions. The tax years 2014 through 2017 remain open to examination by tax jurisdictions to which we are subject. When applicable, UDR recognizes interest and/or penalties related to uncertain tax positions in Tax (provision)/benefit, net on the Consolidated Statements of Operations. As of December 31, 2017 , management of the Company had completed its review of the effects of the Tax Cuts and Jobs Act, under which it recognized a one-time tax benefit of $1.1 million related to the recording of previously reserved receivables for REIT AMT credits that became refundable. |
REAL ESTATE OWNED
REAL ESTATE OWNED | 9 Months Ended |
Sep. 30, 2018 | |
REAL ESTATE OWNED | |
REAL ESTATE OWNED | 3. REAL ESTATE OWNED Real estate assets owned by the Company consist of income producing operating properties, properties under development, land held for future development, and held for disposition properties. As of September 30, 2018, the Company owned and consolidated 127 communities in 11 states plus the District of Columbia totaling 40,420 apartment homes. The following table summarizes the carrying amounts for our real estate owned (at cost) as of September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Land $ 1,824,847 $ 1,780,229 Depreciable property — held and used: Land improvements 195,051 189,919 Building, improvements, and furniture, fixtures and equipment 7,789,244 7,614,568 Under development: Land and land improvements 42,138 109,468 Building, improvements, and furniture, fixtures and equipment 308,548 483,022 Real estate held for disposition: Land and land improvements 28,889 — Building, improvements, and furniture, fixtures and equipment 138,947 — Real estate owned 10,327,664 10,177,206 Accumulated depreciation (3,626,327) (3,330,166) Real estate owned, net $ 6,701,337 $ 6,847,040 Acquisitions The Company did not have any acquisitions during the nine months ended September 30, 2018. Dispositions During the nine months ended September 30, 2018, the Company sold an operating community in Orange County, California with a total of 264 apartment homes for gross proceeds of $90.5 million, resulting in a gain of $70.3 million. The proceeds were designated for a tax-deferred Section 1031 exchange that were used to pay a portion of the purchase price for an acquisition in October 2017. In September 2018, the Company entered into an agreement to sell an operating community in Fairfax, Virginia with a total of 604 apartment homes for a sales price of approximately $160.0 million. The operating community was classified as held for disposition as of September 30, 2018 and the sale is expected to close in the fourth quarter of 2018. Developments During the nine months ended September 30, 2018, the Company completed the development of a 516 apartment home community in Huntington Beach, California. Other Activity Predevelopment, development, and redevelopment projects and related costs are capitalized and reported on the Consolidated Balance Sheets as Total real estate owned, net of accumulated depreciation . The Company capitalizes costs directly related to the predevelopment, development, and redevelopment of a capital project, which include, but are not limited to, interest, real estate taxes, insurance, and allocated development and redevelopment overhead related to support costs for personnel working on the capital projects. We use our professional judgment in determining whether such costs meet the criteria for capitalization or must be expensed as incurred. These costs are capitalized only during the period in which activities necessary to ready an asset for its intended use are in progress and such costs are incremental and identifiable to a specific activity to get the asset ready for its intended use. These costs, excluding the direct costs of development and redevelopment and capitalized interest, for the three months ended September 30, 2018 and 2017, were $1.6 million and $2.2 million, respectively, and $6.6 million and $6.6 million for the nine months ended September 30, 2018 and 2017, respectively. Total interest capitalized was $1.6 million and $4.6 million for the three months ended September 30, 2018 and 2017, respectively, and $9.8 million and $14.0 million for the nine months ended September 30, 2018 and 2017, respectively. As each home in a capital project is completed and becomes available for lease-up, the Company ceases capitalization on the related portion of the costs and depreciation commences over the estimated useful life. In connection with the acquisition of certain properties, the Company agreed to pay certain of the tax liabilities of certain contributors if the Company sells one or more of the properties contributed in a taxable transaction prior to the expiration of specified periods of time following the acquisition. The Company may, however, sell, without being required to pay any tax liabilities, any of such properties in a non-taxable transaction, including, but not limited to, a tax-deferred Section 1031 exchange. Further, the Company has agreed to maintain certain debt that may be guaranteed by certain contributors for specified periods of time following the acquisition. The Company, however, has the ability to refinance or repay guaranteed debt or to substitute new debt if the debt and the guaranty continue to satisfy certain conditions. |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 9 Months Ended |
Sep. 30, 2018 | |
VARIABLE INTEREST ENTITIES | |
VARIABLE INTEREST ENTITIES | 4. VARIABLE INTEREST ENTITIES The Company has determined that the Operating Partnership and DownREIT Partnership are VIEs as the limited partners lack substantive kick-out rights and substantive participating rights. The Company has concluded that it is the primary beneficiary of, and therefore consolidates, the Operating Partnership and DownREIT Partnership based on its role as the sole general partner of the Operating Partnership and DownREIT Partnership. The Company’s role as community manager and its equity interests give us the power to direct the activities that most significantly impact the economic performance and the obligation to absorb potentially significant losses or the right to receive potentially significant benefits of the Operating Partnership and DownREIT Partnership. See the consolidated financial statements of the Operating Partnership presented within this Report and Note 4, Unconsolidated Entities , to the Operating Partnership’s consolidated financial statements for the results of operations of the DownREIT Partnership. |
JOINT VENTURES AND PARTNERSHIPS
JOINT VENTURES AND PARTNERSHIPS | 9 Months Ended |
Sep. 30, 2018 | |
JOINT VENTURES AND PARTNERSHIPS | |
JOINT VENTURES AND PARTNERSHIPS | 5. JOINT VENTURES AND PARTNERSHIPS UDR has entered into joint ventures and partnerships with unrelated third parties to acquire real estate assets that are either consolidated and included in Real estate owned on the Consolidated Balance Sheets or are accounted for under the equity method of accounting, and are included in Investment in and advances to unconsolidated joint ventures, net , on the Consolidated Balance Sheets. The Company consolidates the entities that we control as well as any variable interest entity where we are the primary beneficiary. Under the VIE model, the Company consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, the Company consolidates an entity when it controls the entity through ownership of a majority voting interest. UDR’s joint ventures and partnerships are funded with a combination of debt and equity. Our losses are limited to our investment and except as noted below, the Company does not guarantee any debt, capital payout or other obligations associated with our joint ventures and partnerships. The Company recognizes earnings or losses from our investments in unconsolidated joint ventures and partnerships consisting of our proportionate share of the net earnings or losses of the joint ventures and partnerships. In addition, we may earn fees for providing management services to the unconsolidated joint ventures and partnerships. The following table summarizes the Company’s investment in and advances to unconsolidated joint ventures and partnerships, net, which are accounted for under the equity method of accounting as of September 30, 2018 and December 31, 2017 (dollars in thousands) : Number of Number of Apartment Properties Homes Investment at UDR’s Ownership Interest Location of September 30, September 30, September 30, December 31, September 30, December 31, Joint Venture Properties 2018 2018 2018 2017 2018 2017 Operating and development: UDR/MetLife I Los Angeles, CA 1 development community (a) 150 $ 34,869 $ 34,653 50.0 % 50.0 % UDR/MetLife II Various 18 operating communities 4,059 299,953 303,702 50.0 % 50.0 % Other UDR/MetLife Various 5 operating communities 1,437 119,893 135,563 50.6 % 50.6 % Joint Ventures UDR/MetLife Vitruvian Park ® Addison, TX 3 operating communities; 1,513 71,225 78,404 50.0 % 50.0 % 1 development community (a); 5 land parcels UDR/KFH Washington, D.C. 3 operating communities 660 6,453 8,958 30.0 % 30.0 % West Coast Development Joint Ventures (c) Los Angeles, CA 1 operating community 293 36,645 37,916 47.0 % 47.0 % Investment in and advances to unconsolidated joint ventures, net, before participating loan investment, preferred equity investments and other investments $ 569,038 $ 599,196 Income/(loss) from investments Investment at Three Months Ended Nine Months Ended Years To UDR September 30, December 31, September 30, September 30, Developer Capital Program (b) Location Rate Maturity Commitment 2018 2017 2018 2017 2018 2017 Preferred equity investments: West Coast Development Joint Ventures (c) Various 6.5 % N/A $ — $ 65,476 $ 64,226 $ 25 $ 3,266 $ 974 $ 16,626 1532 Harrison (d) San Francisco, CA 11.0 % 3.8 24,645 21,373 11,346 721 226 1,492 228 1200 Broadway (e) Nashville, TN 8.0 % 4.0 55,558 48,805 18,011 859 65 1,870 65 Junction (f) Santa Monica, CA 12.0 % 4.0 8,800 8,938 — 141 — 141 — 1300 Fairmount (g) Philadelphia, PA 9.0 % 5.0 51,393 2,670 — 27 — 27 — Essex (h) Orlando, FL 12.5 % 5.0 12,886 6,326 — 46 — 46 — Other investments: The Portals (i) Washington, D.C. 11.0 % 2.7 38,559 41,996 26,535 1,015 330 2,523 346 Other investment ventures N/A N/A N/A $ 15,000 2,754 1,516 $ (77) $ — $ (262) $ — Total Developer Capital Program 198,338 121,634 Total investment in and advances to unconsolidated joint ventures, net $ 767,376 $ 720,830 (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 upon completion of development. As of September 30, 2018, 383 apartment homes had been completed in UDR/MetLife Vitruvian Park ® and 150 apartment homes had been completed at Vision on Wilshire, which is owned by UDR/MetLife I. (b) The Developer Capital Program is the program through which the Company makes investments, including preferred equity investments, mezzanine loans or other structured investments that may receive a fixed yield on the investment and may include provisions pursuant to which the Company participates in the increase in value of the property upon monetization of the applicable property and/or holds fixed price purchase options. (c) In May 2015, the Company entered into a joint venture agreement with an unaffiliated joint venture partner and agreed to pay $136.3 million for a 48% ownership interest in a portfolio of five communities that were under construction. The communities are located in three of the Company’s core, coastal markets: Seattle, Washington, Los Angeles, California and Orange County, California. UDR earns a 6.5% preferred return on its investment through each individual community’s date of stabilization, defined as when a community reaches 80% occupancy for 90 consecutive days, while the joint venture partner is allocated all operating income and expense during the pre-stabilization period. Upon stabilization, income and expense are shared based on each partner’s ownership percentage and the Company no longer receives a 6.5% preferred return on its investment in the stabilized community. The Company serves as property manager and earns a management fee during the lease-up phase and subsequent operation of each of the communities. The unaffiliated joint venture partner is the general partner of the joint venture and the developer of the communities. At inception of the agreement, the Company had a fixed-price option to acquire the remaining interest in each community commencing one year after completion. In the event the Company does not exercise its options to purchase at least two communities, the unaffiliated joint venture partner will be entitled to earn a contingent disposition fee equal to a 6.5% return on its implied equity in the communities not acquired. The unaffiliated joint venture partner is providing certain guaranties. In January 2017, the Company exercised its fixed-price option to purchase the joint venture partner’s ownership interest in one of the five communities, a 244 home operating community in Seattle, Washington, thereby increasing its ownership interest from 49% to 100%, for a cash purchase price of approximately $66.0 million. As a result, the Company consolidated the operating community and it is no longer accounted for as a preferred equity investment in an unconsolidated joint venture. During 2017, the joint venture sold two of the four remaining communities, a 211 home operating community in Seattle, Washington for a sales price of approximately $101.3 million and a 399 home operating community in Anaheim, California for a sales price of approximately $148.0 million. During the nine months ended September 30, 2018, the fixed-price option to acquire one of the two remaining communities held by the West Coast Development Joint Ventures (as defined below) expired. The community achieved stabilization during 2017, at which time the Company and its joint venture partner began receiving income and expenses based on their ownership percentages. The Company and its joint venture partner plan to continue operating the community. As of September 30, 2018, construction was complete on the remaining community subject to the fixed-price acquisition option. The Company continues to receive a 6.5% preferred return on its investment in that community until it reaches stabilization. The Company anticipates acquiring this remaining community from the joint venture for a contractual purchase price at 100% of approximately $130.1 million. As the Company currently holds a 49% ownership interest in the community, it expects to pay approximately $66.4 million for the remaining 51% ownership. As such, the Company has disclosed a contractual purchase price commitment (see Note 12, Commitments and Contingencies ). The acquisition is expected to occur in the next twelve months. In March 2017 and May 2017, the Company entered into two additional joint venture agreements with the unaffiliated joint venture partner and agreed to pay $15.5 million for a 49% ownership interest in a 155 home community in Seattle, Washington, for which construction was complete as of September 30, 2018, and $16.1 million for a 49% ownership interest in a 276 home community that is currently under construction in Hillsboro, Oregon (together with the May 2015 joint venture described above, the “West Coast Development Joint Ventures”). UDR earns a 6.5% preferred return on its investments through the communities’ date of stabilization, as defined above, while our joint venture partner is allocated all operating income and expense during the pre-stabilization period. Upon stabilization of the communities, income and expense will be shared based on each partner’s ownership percentage and the Company will no longer receive a 6.5% preferred return on its investment. The Company will serve as property manager and will earn a management fee during the lease-up phase and subsequent operation of the stabilized communities. The unaffiliated joint venture partner is the general partner and the developer of the communities. The Company has concluded it does not control the joint ventures and accounts for them under the equity method of accounting. The Company has a fixed-price option to acquire the remaining interest in the communities beginning one year after completion for a total price of $61.3 million and $72.3 million, respectively. The unaffiliated joint venture partner is providing certain guaranties and there are construction loans on the communities. The Company’s recorded equity investment in the West Coast Development Joint Ventures at September 30, 2018 and December 31, 2017, of $102.1 million and $1 02.1 million, respectively, is inclusive of outside basis costs and our accrued but unpaid preferred return. (d) In June 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 136 apartment home community in San Francisco, California. The Company’s preferred equity investment of up to $24.6 million earns a preferred return of 11.0% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. As of September 30, 2018, the Company had contributed approximately $21.4 million to the joint venture , and recorded the remaining contractual commitment (for a total equity investment of $24.6 million) in Restricted cash on the Consolidated Balance Sheets in accordance with the terms of the joint venture agreement. These amounts will be contributed to the joint venture when the developer submits qualifying draw requests to fund the construction. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (e) In September 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 313 apartment home community in Nashville, Tennessee. The Company’s preferred equity investment of up to $55.6 million earns a preferred return of 8.0% per annum and receives a variable percentage of the value created from the project upon a capital or liquidating event. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (f) In August 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 66 apartment home community in Santa Monica, CA. The Company’s preferred equity investment of $8.8 million earns a preferred return of 12.0% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (g) In August 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 471 apartment home community in Philadelphia, PA. The Company’s preferred equity investment of up to $51.4 million earns a preferred return of 9.0% per annum and receives a variable percentage of the value created from the project upon a capital or liquidating event. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (h) In September 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 330 apartment home community in Orlando, FL. The Company’s preferred equity investment of up to $12.9 million earns a preferred return of 12.5% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (i) In May 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner. The joint venture has made a mezzanine loan to a third party developer of a 373 apartment home community in Washington, D.C. The unaffiliated joint venture partner is the managing member of the joint venture. The mezzanine loan is for up to $71.0 million at an interest rate of 13.5% per annum and carries a term of four years with one 12-month extension option. The Company’s commitment to the joint venture is approximately $38.6 million and earns a weighted average return of approximately 11.0% per annum. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. As of September 30, 2018 and December 31, 2017, the Company had deferred fees of $11.1 million and $10.9 million, respectively, which will be recognized through earnings over the weighted average life of the related properties, upon the disposition of the properties to a third party, or upon completion of certain development obligations. The Company recognized management fees of $2.9 million and $2.8 million during the three months ended September 30, 2018 and 2017, respectively, and $8.7 million and $8.7 million for the nine months ended September 30, 2018 and 2017, respectively, for management of the communities held by the joint ventures and partnerships. The management fees are included in Joint venture management and other fees on the Consolidated Statements of Operations. The Company may, in the future, make additional capital contributions to certain of our joint ventures and partnerships should additional capital contributions be necessary to fund acquisitions or operations. We evaluate our investments in unconsolidated joint ventures and partnerships when events or changes in circumstances indicate that there may be an other-than-temporary decline in value. We consider various factors to determine if a decrease in the value of the investment is other-than-temporary. The Company did not recognize any other-than-temporary impairments in the value of its investments in unconsolidated joint ventures or partnerships during the three and nine months ended September 30, 2018 and 2017. Combined summary balance sheets relating to the unconsolidated joint ventures and partnerships (not just our proportionate share) are presented below as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): September 30, December 31, 2018 2017 Total real estate, net $ 3,267,944 $ 3,236,180 Cash and cash equivalents 53,141 36,411 Other assets 91,246 50,158 Total assets $ 3,412,331 $ 3,322,749 Third party debt, net $ 2,108,790 $ 2,005,566 Accounts payable and accrued liabilities 63,220 85,643 Total liabilities $ 2,172,010 $ 2,091,209 Total equity $ 1,240,321 $ 1,231,540 Combined summary financial information relating to the unconsolidated joint ventures’ and partnerships’ operations (not just our proportionate share) is presented below for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ) : Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total revenues $ 76,203 $ 71,200 $ 215,140 $ 205,475 Property operating expenses 30,096 28,157 85,435 79,622 Real estate depreciation and amortization 29,545 28,264 85,063 82,344 Operating income/(loss) 16,562 14,779 44,642 43,509 Interest expense (22,919) (21,849) (63,990) (64,083) Gain/(loss) on sale of property — 30,153 — 30,153 Other income/(loss) 40 (515) 141 (435) Net income/(loss) $ (6,317) $ 22,568 $ (19,207) $ 9,144 |
SECURED AND UNSECURED DEBT, NET
SECURED AND UNSECURED DEBT, NET | 9 Months Ended |
Sep. 30, 2018 | |
SECURED AND UNSECURED DEBT, NET | |
SECURED AND UNSECURED DEBT, NET | 6. SECURED AND UNSECURED DEBT, NET The following is a summary of our secured and unsecured debt at September 30, 2018 and December 31, 2017 ( dollars in thousands ): Principal Outstanding As of September 30, 2018 Weighted Weighted Average Average Number of September 30, December 31, Interest Years to Communities 2018 2017 Rate Maturity Encumbered Secured Debt: Fixed Rate Debt Mortgage notes payable (a) $ 419,482 $ 395,611 3.82 % 6.1 7 Fannie Mae credit facilities (b) 285,836 285,836 4.86 % 1.3 8 Deferred financing costs (1,636) (1,670) Total fixed rate secured debt, net 703,682 679,777 4.25 % 4.1 15 Variable Rate Debt Tax-exempt secured notes payable (c) 94,700 94,700 2.16 % 4.4 2 Fannie Mae credit facilities (b) — 29,034 — % — — Deferred financing costs (141) (242) Total variable rate secured debt, net 94,559 123,492 2.16 % 4.4 2 Total Secured Debt, net 798,241 803,269 4.00 % 4.2 17 Unsecured Debt: Variable Rate Debt Borrowings outstanding under unsecured credit facility due January 2023 (d) (h) — — — % 4.3 Borrowings outstanding under unsecured commercial paper program due October 2018 (e) (h) 415,000 300,000 2.43 % 0.1 Borrowings outstanding under unsecured working capital credit facility due January 2021 (f) 51,010 21,767 3.09 % 2.3 Term Loan due September 2023 (d) (h) 35,000 35,000 3.04 % 5.0 Fixed Rate Debt 3.70% Medium-Term Notes due October 2020 (net of discounts of $16 and $22, respectively) (h) 299,984 299,978 3.70 % 2.0 1.93% Term Loan due September 2023 (d) (h) 315,000 315,000 1.93 % 5.0 4.63% Medium-Term Notes due January 2022 (net of discounts of $1,177 and $1,446, respectively) (h) 398,823 398,554 4.63 % 3.3 3.75% Medium-Term Notes due July 2024 (net of discounts of $599 and $678, respectively) (h) 299,401 299,322 3.75 % 5.8 8.50% Debentures due September 2024 15,644 15,644 8.50 % 6.0 4.00% Medium-Term Notes due October 2025 (net of discounts of $482 and $534, respectively) (g) (h) 299,518 299,466 4.00 % 7.0 2.95% Medium-Term Notes due September 2026 (h) 300,000 300,000 2.95 % 7.9 3.50% Medium-Term Notes due July 2027 (net of discounts of $617 and $670, respectively) (h) 299,383 299,330 3.50 % 8.8 3.50% Medium-Term Notes due January 2028 (net of discounts of $1,102 and $1,191, respectively) (h) 298,898 298,809 3.50 % 9.3 Other 17 19 Deferred financing costs (14,739) (14,495) Total Unsecured Debt, net 3,012,939 2,868,394 3.44 % 5.1 Total Debt, net $ 3,811,180 $ 3,671,663 3.63 % 4.9 For purposes of classification of the above table, variable rate debt with a derivative financial instrument designated as a cash flow hedge is deemed as fixed rate debt due to the Company having effectively established a fixed interest rate for the underlying debt instrument. Our secured debt instruments generally feature either monthly interest and principal or monthly interest-only payments with balloon payments due at maturity. As of September 30, 2018, secured debt encumbered $1.6 billion or 16.0% of UDR’s total real estate owned based upon gross book value ($8.7 billion or 84.0% of UDR’s real estate owned based on gross book value is unencumbered). (a) Fixed rate mortgage notes payable are generally due in monthly installments of principal and interest and mature at various dates from August 2020 through September 2028 and carry interest rates ranging from 3.15% to 4.35%. The Company will from time to time acquire properties subject to fixed rate debt instruments. In those situations, the Company records the debt at its estimated fair value and amortizes any difference between the fair value and par value to interest expense over the life of the underlying debt instrument. During the three months ended September 30, 2018 and 2017, the Company had $0.9 million and $0.7 million, respectively, and during the nine months ended September 30, 2018 and 2017, the Company had $2.4 million and $2.2 million, respectively, of amortization of the fair market adjustment of debt assumed in the acquisition of properties, which was included in Interest expense on the Consolidated Statements of Operations. The unamortized fair market adjustment was a net premium of $5.5 million and $8.2 million at September 30, 2018 and December 31, 2017, respectively. (b) UDR had two secured credit facilities with Fannie Mae with an aggregate commitment of $285.8 million at September 30, 2018. The Fannie Mae credit facilities mature at various dates from October 2019 through July 2020 and bear interest at fixed rates. At September 30, 2018, the weighted average interest rate was 4.86%. During the nine months ended September 30, 2018, the Company prepaid $29.0 million of its variable rate secured credit facilities with proceeds from the refinance of a mortgage note payable. Further information related to these credit facilities is as follows (dollars in thousands) : September 30, December 31, 2018 2017 Borrowings outstanding $ 285,836 $ 314,870 Weighted average borrowings during the period ended 308,417 416,653 Maximum daily borrowings during the period ended 314,869 636,782 Weighted average interest rate during the period ended 4.8 % 4.3 % Weighted average interest rate at the end of the period 4.9 % 4.7 % (c) The variable rate mortgage notes payable that secure tax-exempt housing bond issues mature in August 2019 and March 2032. Interest on these notes is payable in monthly installments. The variable rate mortgage notes have interest rates ranging from 2.15% to 2.20% as of September 30, 2018. (d) In September 2018, the Company entered into a $1.1 billion unsecured revolving credit facility (the “Revolving Credit Facility”) and a $350.0 million unsecured term loan (the “Term Loan”). The credit agreement for these facilities (the “Credit Agreement”) allows the total commitments under the Revolving Credit Facility and the total borrowings under the Term Loan to be increased to an aggregate maximum amount of up to $2.0 billion, subject to certain conditions, including obtaining commitments from one or more lenders. The Revolving Credit Facility has a scheduled maturity date of January 31, 2023, with two six-month extension options, subject to certain conditions. The Term Loan has a scheduled maturity date of September 30, 2023. The Credit Agreement amended and restated the Company’s prior credit agreement, which provided for: (i) a $1.1 billion revolving credit facility scheduled to mature in January 2020 and (ii) a $350.0 million term loan scheduled to mature in January 2020. The prior credit agreement allowed the total commitments under the revolving credit facility and total borrowings under the term loan to be increased to an aggregate maximum amount of up to $2.0 billion, subject to certain conditions. Based on the Company’s current credit rating, the Revolving Credit Facility has an interest rate equal to LIBOR plus a margin of 82.5 basis points and a facility fee of 15 basis points, and the Term Loan has an interest rate equal to LIBOR plus a margin of 90 basis points. Depending on the Company’s credit rating, the margin under the Revolving Credit Facility ranges from 75 to 145 basis points, the facility fee ranges from 10 to 30 basis points, and the margin under the Term Loan ranges from 80 to 165 basis points. The Credit Agreement contains customary representations and warranties and financial and other affirmative and negative covenants. The Credit Agreement also includes customary events of default, in certain cases subject to customary periods to cure. The occurrence of an event of default, following the applicable cure period, would permit the lenders to, among other things, declare the unpaid principal, accrued and unpaid interest and all other amounts payable under the Credit Agreement to be immediately due and payable. The following is a summary of short-term bank borrowings under the Revolving Credit Facility at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total revolving credit facility $ 1,100,000 $ 1,100,000 Borrowings outstanding at end of period (1) — — Weighted average daily borrowings during the period ended — 2,274 Maximum daily borrowings during the period ended — 120,000 Weighted average interest rate during the period ended — % 1.6 % Interest rate at end of the period — % — % (1) Excludes $3.3 million and $3.3 million of letters of credit at September 30, 2018 and December 31, 2017, respectively. (e) The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $500.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company’s other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. The following is a summary of short-term bank borrowings under the unsecured commercial paper program at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total unsecured commercial paper program $ 500,000 $ 500,000 Borrowings outstanding at end of period 415,000 300,000 Weighted average daily borrowings during the period ended 350,907 238,810 Maximum daily borrowings during the period ended 440,000 390,000 Weighted average interest rate during the period ended 2.3 % 1.4 % Interest rate at end of the period 2.4 % 2.0 % (f) The Company has a working capital credit facility, which provides for a $75.0 million unsecured revolving credit facility (the “Working Capital Credit Facility”) with a scheduled maturity date of January 15, 2021. Based on the Company’s current credit rating, the Working Capital Credit Facility has an interest rate equal to LIBOR plus a margin of 90 basis points. Depending on the Company’s credit rating, the margin ranges from 85 to 155 basis points. In February 2018, the Company amended the Working Capital Credit Facility to extend the scheduled maturity date from January 1, 2019 to January 15, 2021. The maximum borrowing capacity and interest rate were unchanged by the amendment. The following is a summary of short-term bank borrowings under the Working Capital Credit Facility at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total working capital credit facility $ 75,000 $ 75,000 Borrowings outstanding at end of period 51,010 21,767 Weighted average daily borrowings during the period ended 29,398 26,993 Maximum daily borrowings during the period ended 64,633 68,207 Weighted average interest rate during the period ended 2.8 % 2.0 % Interest rate at end of the period 3.1 % 2.5 % (g) The Company previously entered into forward starting interest rate swaps to hedge against interest rate risk on $200.0 million of this debt. The all-in weighted average interest rate, inclusive of the impact of these interest rate swaps, was 4.55%. (h) The Operating Partnership is a guarantor of this debt. The aggregate maturities, including amortizing principal payments on secured and unsecured debt, of total debt for the next ten calendar years subsequent to September 30, 2018 are as follows (dollars in thousands): Total Fixed Total Variable Total Total Total Year Secured Debt Secured Debt Secured Debt Unsecured Debt Debt 2018 $ 935 $ — $ 935 $ 415,000 $ 415,935 2019 199,659 67,700 267,359 — 267,359 2020 198,076 — 198,076 300,000 498,076 2021 1,117 — 1,117 51,010 52,127 2022 1,157 — 1,157 400,000 401,157 2023 41,245 — 41,245 350,000 391,245 2024 — — — 315,644 315,644 2025 127,600 — 127,600 300,000 427,600 2026 50,000 — 50,000 300,000 350,000 2027 — — — 300,000 300,000 Thereafter 80,000 27,000 107,000 300,000 407,000 Subtotal 699,789 94,700 794,489 3,031,654 3,826,143 Non-cash (a) 3,893 (141) 3,752 (18,715) (14,963) Total $ 703,682 $ 94,559 $ 798,241 $ 3,012,939 $ 3,811,180 (a) Includes the unamortized balance of fair market value adjustments, premiums/discounts and deferred financing costs . The Company amortized $1.1 million and $ 1.1 million, respectively, during the three months ended September 30, 2018 and 2017 and $3.2 million and $ 3.2 million, respectively, during the nine months ended September 30, 2018 and 2017 of deferred financing costs into Interest expense. We were in compliance with the covenants of our debt instruments at September 30, 2018. On October 26, 2018, the Company issued $300.0 million of 4.40% senior unsecured medium-term notes due January 26, 2029. Interest is payable semi-annually in arrears on January 26 and July 26 of each year, beginning on January 26, 2019. The notes were priced at 99.998% of the principal amount at issuance. The Company will use the net proceeds for the repayment of debt, including $195.8 million of the outstanding balance under the Fannie Mae credit facilities, and for general corporate purposes. The Operating Partnership is a guarantor of this debt. |
INCOME_(LOSS) PER SHARE
INCOME/(LOSS) PER SHARE | 9 Months Ended |
Sep. 30, 2018 | |
INCOME/(LOSS) PER SHARE | |
INCOME/(LOSS) PER SHARE | 7. INCOME/(LOSS) PER SHARE The following table sets forth the computation of basic and diluted income/(loss) per share for the periods presented (dollars and shares in thousands, except per share data): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Numerator for income/(loss) per share: Income/(loss) from continuing operations $ 20,258 $ 17,570 $ 61,627 $ 54,896 Gain/(loss) on sale of real estate owned, net of tax — — 70,300 2,132 Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (1,616) (1,415) (10,819) (4,607) Net (income)/loss attributable to noncontrolling interests (32) 35 (141) (107) Net income/(loss) attributable to UDR, Inc. 18,610 16,190 120,967 52,314 Distributions to preferred stockholders — Series E (Convertible) (971) (926) (2,897) (2,784) Income/(loss) attributable to common stockholders - basic and diluted $ 17,639 $ 15,264 $ 118,070 $ 49,530 Denominator for income/(loss) per share: Weighted average common shares outstanding 268,034 267,577 267,873 267,492 Non-vested restricted stock awards (307) (521) (344) (552) Denominator for basic income/(loss) per share 267,727 267,056 267,529 266,940 Incremental shares issuable from assumed conversion of stock options, unvested LTIP Units and unvested restricted stock 1,134 2,006 1,491 1,911 Denominator for diluted income/(loss) per share 268,861 269,062 269,020 268,851 Income/(loss) per weighted average common share: Basic $ 0.07 $ 0.06 $ 0.44 $ 0.19 Diluted $ 0.07 $ 0.06 $ 0.44 $ 0.18 Basic income/(loss) per common share is computed based upon the weighted average number of common shares outstanding. Diluted income/(loss) per common share is computed based upon the weighted average number of common shares outstanding plus the common shares issuable from the assumed conversion of the OP Units and DownREIT Units, convertible preferred stock, stock options, unvested long-term incentive plan units (“LTIP Units”), unvested restricted stock and continuous equity program forward sales agreements. Only those instruments having a dilutive impact on our basic income/(loss) per share are included in diluted income/(loss) per share during the periods. For the three and nine months ended September 30, 2018 and 2017, the effect of the conversion of the OP Units, DownREIT Units, LTIP Units and the Company’s Series E preferred stock was not dilutive and therefore not included in the above calculation. For the three and nine months ended September 30, 2018 and 2017, the Company did not enter into any forward purchase agreements under its continuous equity program. The following table sets forth the additional shares of common stock outstanding by equity instrument if converted to common stock for each of the three and nine months ended September 30, 2018 and 2017 (shares in thousands) : Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 OP/DownREIT Units 24,558 24,822 24,546 24,882 Convertible preferred stock 3,011 3,016 3,011 3,024 Stock options, unvested LTIP Units and unvested restricted stock 1,134 2,006 1,491 1,911 |
NONCONTROLLING INTERESTS
NONCONTROLLING INTERESTS | 9 Months Ended |
Sep. 30, 2018 | |
NONCONTROLLING INTERESTS | |
NONCONTROLLING INTERESTS | 8. NONCONTROLLING INTERESTS Redeemable Noncontrolling Interests in the Operating Partnership and DownREIT Partnership Interests in the Operating Partnership and the DownREIT Partnership held by limited partners are represented by OP Units and DownREIT Units, respectively. The income is allocated to holders of OP Units/DownREIT Units based upon net income attributable to common stockholders and the weighted average number of OP Units/DownREIT Units outstanding to total common shares plus OP Units/DownREIT Units outstanding during the period. Capital contributions, distributions, and profits and losses are allocated to noncontrolling interests in accordance with the terms of the partnership agreements of the Operating Partnership and the DownREIT Partnership. Limited partners of the Operating Partnership and the DownREIT Partnership have the right to require such partnership to redeem all or a portion of the OP Units/DownREIT Units held by the limited partner at a redemption price equal to and in the form of the Cash Amount (as defined in the partnership agreement of the Operating Partnership or the DownREIT Partnership, as applicable), provided that such OP Units/DownREIT Units have been outstanding for at least one year, subject to certain exceptions. UDR, as the general partner of the Operating Partnership and the DownREIT Partnership may, in its sole discretion, purchase the OP Units/DownREIT Units by paying to the limited partner either the Cash Amount or the REIT Share Amount (generally one share of common stock of the Company for each OP Unit/DownREIT Unit), as defined in the partnership agreement of the Operating Partnership or the DownREIT Partnership, as applicable. Accordingly, the Company records the OP Units/DownREIT Units outside of permanent equity and reports the OP Units/DownREIT Units at their redemption value using the Company’s stock price at each balance sheet date. The following table sets forth redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership for the following period ( dollars in thousands ): Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership, December 31, 2017 $ 948,138 Mark-to-market adjustment to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership 62,655 Conversion of OP Units/DownREIT Units to Common Stock (13,151) Net income/(loss) attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership 10,819 Distributions to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (24,643) OP Units Issued 4,320 Vesting of Long-Term Incentive Plan Units 4,397 Allocation of other comprehensive income/(loss) 270 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership, September 30, 2018 $ 992,805 Noncontrolling Interests Noncontrolling interests represent interests of unrelated partners and unvested LTIP Units in certain consolidated affiliates, and are presented as part of equity on the Consolidated Balance Sheets since these interests are not redeemable. Net (income)/loss attributable to noncontrolling interests was less than $(0.1) million and less than $0.1 million during the three months ended September 30, 2018 and 2017, respectively, and $(0.1) million during each of the nine months ended September 30, 2018 and 2017. The Company grants LTIP Units to certain employees and non-employee directors. The LTIP Units represent an ownership interest in the Operating Partnership and have vesting terms of between one and three years, specific to the individual grants. Noncontrolling interests related to long-term incentive plan units represent the unvested LTIP Units of these employees and non-employee directors in the Operating Partnership. The net income/(loss) allocated to the unvested LTIP Units is included in Net (income)/loss attributable to noncontrolling interests on the Consolidated Statements of Operations. |
FAIR VALUE OF DERIVATIVES AND F
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS | 9 Months Ended |
Sep. 30, 2018 | |
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS | |
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS | 9. FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS Fair value is based on the price that would be received to sell an asset or the exit price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level valuation hierarchy prioritizes observable and unobservable inputs used to measure fair value. The fair value hierarchy consists of three broad levels, which are described below: · 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. The estimated fair values of the Company’s financial instruments either recorded or disclosed on a recurring basis as of September 30, 2018 and December 31, 2017, are summarized as follows (dollars in thousands) : Fair Value at September 30, 2018, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable September 30, September 30, Liabilities Inputs Inputs 2018 2018 (Level 1) (Level 2) (Level 3) Description: Notes receivable (a) $ 41,009 $ 43,072 $ — $ — $ 43,072 Derivatives - Interest rate contracts (b) 8,047 8,047 — 8,047 — Total assets $ 49,056 $ 51,119 $ — $ 8,047 $ 43,072 Secured debt instruments - fixed rate: (c) Mortgage notes payable $ 419,482 $ 415,100 $ — $ — $ 415,100 Fannie Mae credit facilities 285,836 288,323 — — 288,323 Secured debt instruments - variable rate: (c) Tax-exempt secured notes payable 94,700 94,700 — — 94,700 Unsecured debt instruments: (c) Working capital credit facility 51,010 51,010 — — 51,010 Commercial paper program 415,000 415,000 — — 415,000 Unsecured notes 2,561,668 2,509,842 — — 2,509,842 Total liabilities $ 3,827,696 $ 3,773,975 $ — $ — $ 3,773,975 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (d) $ 992,805 $ 992,805 $ — $ 992,805 $ — Fair Value at December 31, 2017, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable December 31, December 31, Liabilities Inputs Inputs 2017 2017 (Level 1) (Level 2) (Level 3) Description: Notes receivable (a) $ 19,469 $ 19,567 $ — $ — $ 19,567 Derivatives - Interest rate contracts (b) 5,743 5,743 — 5,743 — Total assets $ 25,212 $ 25,310 $ — $ 5,743 $ 19,567 Secured debt instruments - fixed rate: (c) Mortgage notes payable $ 395,611 $ 397,386 $ — $ — $ 397,386 Fannie Mae credit facilities 285,836 292,227 — — 292,227 Secured debt instruments - variable rate: (c) Tax-exempt secured notes payable 94,700 94,700 — — 94,700 Fannie Mae credit facilities 29,034 29,034 — — 29,034 Unsecured debt instruments: (c) Working capital credit facility 21,767 21,767 — — 21,767 Commercial paper program 300,000 300,000 — — 300,000 Unsecured notes 2,561,122 2,611,458 — — 2,611,458 Total liabilities $ 3,688,070 $ 3,746,572 $ — $ — $ 3,746,572 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (d) $ 948,138 $ 948,138 $ — $ 948,138 $ — (a) See Note 2, Significant Accounting Policies . (b) See Note 10, Derivatives and Hedging Activity . (c) See Note 6, Secured and Unsecured Debt, Net . (d) See Note 8, Noncontrolling Interests. There were no transfers into or out of any of the levels of the fair value hierarchy during the nine months ended September 30, 2018. Financial Instruments Carried at Fair Value The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair values of interest rate options are determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rate of the caps. The variable interest rates used in the calculation of projected receipts on the cap are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of September 30, 2018 and December 31, 2017, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. In conjunction with the FASB’s fair value measurement guidance, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership have a redemption feature and are marked to their redemption value. The redemption value is based on the fair value of the Company’s common stock at the redemption date, and therefore, is calculated based on the fair value of the Company’s common stock at the balance sheet date. Since the valuation is based on observable inputs such as quoted prices for similar instruments in active markets, redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership are classified as Level 2. Financial Instruments Not Carried at Fair Value At September 30, 2018 and December 31, 2017, the fair values of cash and cash equivalents, restricted cash, accounts receivable, prepaids, real estate taxes payable, accrued interest payable, security deposits and prepaid rent, distributions payable and accounts payable approximated their carrying values because of the short term nature of these instruments. The estimated fair values of other financial instruments, which includes notes receivable and debt instruments, are classified in Level 3 of the fair value hieracrchy due to the significant unobservable inputs that are utilized in their respective valuations. We record impairment losses on long-lived assets used in operations when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by the future operation and disposition of those assets are less than the net book value of those assets. Our cash flow estimates are based upon historical results adjusted to reflect our best estimate of future market and operating conditions and our estimated holding periods. The net book value of impaired assets is reduced to fair value. Our estimates of fair value represent our best estimate based upon Level 3 inputs such as industry trends and reference to market rates and transactions. We consider various factors to determine if a decrease in the value of our Investment in and advances to unconsolidated joint ventures, net is other-than-temporary. These factors include, but are not limited to, age of the venture, our intent and ability to retain our investment in the entity, the financial condition and long-term prospects of the entity, and the relationships with the other joint venture partners and its lenders. Based on the significance of the unobservable inputs, we classify these fair value measurements within Level 3 of the valuation hierarchy. The Company did not incur any other-than-temporary impairments in the value of its investments in unconsolidated joint ventures during the three and nine months ended September 30, 2018 and 2017. After determining an other-than-temporary decrease in the value of an equity method investment has occurred, we estimate the fair value of our investment by estimating the proceeds we would receive upon a hypothetical liquidation of the investment at the date of measurement. Inputs reflect management’s best estimate of what market participants would use in pricing the investment giving consideration to the terms of the joint venture agreement and the estimated discounted future cash flows to be generated from the underlying joint venture assets. The inputs and assumptions utilized to estimate the future cash flows of the underlying assets are based upon the Company’s evaluation of the economy, market trends, operating results, and other factors, including judgments regarding costs to complete any construction activities, lease up and occupancy rates, rental rates, inflation rates, capitalization rates utilized to estimate the projected cash flows at the disposition, and discount rates. |
DERIVATIVES AND HEDGING ACTIVIT
DERIVATIVES AND HEDGING ACTIVITY | 9 Months Ended |
Sep. 30, 2018 | |
DERIVATIVES AND HEDGING ACTIVITY | |
DERIVATIVES AND HEDGING ACTIVITY | 10. DERIVATIVES AND HEDGING ACTIVITY Risk Management Objective of Using Derivatives The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of its debt funding and through the use of derivative financial instruments. Specifically, the Company may enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s investments and borrowings. Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps and caps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium. The changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in Accumulated other comprehensive income/(loss), net on the Consolidated Balance Sheets and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the three and nine months ended September 30, 2018 and 2017, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt. During the three and nine months ended September 30, 2017, the Company recognized zero and a loss of $0.1 million, respectively, reclassified from Accumulated other comprehensive income/(loss), net to Interest expense due to the de-designation of a cash flow hedge. No amounts were de-designated during the three and nine months ended September 30, 2018. Amounts reported in Accumulated other comprehensive income/(loss), net on the Consolidated Balance Sheets related to derivatives that will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. Through September 30, 2019, the Company estimates that an additional $4.0 million will be reclassified as a decrease to Interest expense . As of September 30, 2018, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk ( dollars in thousands ): Number of Product Instruments Notional Interest rate swaps (a) 4 $ 315,000 Interest rate caps 1 $ 65,197 (a) In addition to the interest rate swaps summarized above, the Company entered into two additional interest rate swaps during the nine months ended September 30, 2018 with a notional value totaling $150.0 million that were subsequently terminated and settled in conjunction with the October 2018 issuance of $300.0 million of senior unsecured medium-term notes as disclosed in Note 6, Secured and Unsecured Debt, Net . Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements of GAAP. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings and resulted in no gain or loss for both the three and nine months ended September 30, 2018 and a loss of less than $0.1 million for both the three and nine months ended September 30, 2017. As of September 30, 2018, the Company had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships ( dollars in thousands ): Number of Product Instruments Notional Interest rate caps 2 $ 174,667 Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheet The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): Asset Derivatives Liability Derivatives (included in Other assets ) (included in Other liabilities ) Fair Value at: Fair Value at: September 30, December 31, September 30, December 31, 2018 2017 2018 2017 Derivatives designated as hedging instruments: Interest rate products $ 8,047 $ 5,743 $ — $ — Tabular Disclosure of the Effect of Derivative Instruments on the Consolidated Statements of Operations The tables below present the effect of the Company’s derivative financial instruments on the Consolidated Statements of Operations for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ): Gain/(Loss) Recognized in Gain/(Loss) Reclassified Interest expense Unrealized holding gain/(loss) from Accumulated OCI into (Amount Excluded from Recognized in OCI Interest expense Effectiveness Testing) Derivatives in Cash Flow Hedging Relationships 2018 2017 2018 2017 2018 2017 Three Months Ended September 30, Interest rate products $ 2,320 $ 131 $ 564 $ (119) $ — $ — Nine Months Ended September 30, Interest rate products $ 4,312 $ 256 $ 1,162 $ (1,192) $ — $ (136) Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total amount of Interest expense presented on the Consolidated Statements of Operations $ 34,401 $ 30,095 $ 95,942 $ 94,500 Gain/(Loss) Recognized in Interest income and other income/(expense), net Derivatives Not Designated as Hedging Instruments 2018 2017 Three Months Ended September 30, Interest rate products $ — $ — Nine Months Ended September 30, Interest rate products $ — $ (1) Credit-risk-related Contingent Features The Company has agreements with its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness. The Company has certain agreements with some of its derivative counterparties that contain a provision where, in the event of default by the Company or the counterparty, the right of setoff may be exercised. Any amount payable to one party by the other party may be reduced by its setoff against any amounts payable by the other party. Events that give rise to default by either party may include, but are not limited to, the failure to pay or deliver payment under the derivative agreement, the failure to comply with or perform under the derivative agreement, bankruptcy, a merger without assumption of the derivative agreement, or in a merger, a surviving entity’s creditworthiness is materially weaker than the original party to the derivative agreement. As of September 30, 2018, the fair value of derivatives was in a net asset position, which includes accrued interest but excludes any adjustment for nonperformance risk related to these agreements, of $8.3 million. Tabular Disclosure of Offsetting Derivatives The Company has elected not to offset derivative positions on the consolidated financial statements. The tables below present the effect on its financial position had the Company made the election to offset its derivative positions as of September 30, 2018 and December 31, 2017 (dollars in thousands): Gross Net Amounts of Gross Amounts Not Offset Amounts Assets in the Consolidated Gross Offset in the Presented in the Balance Sheet Amounts of Consolidated Consolidated Cash Recognized Balance Balance Sheets Financial Collateral Offsetting of Derivative Assets Assets Sheets (a) Instruments Received Net Amount September 30, 2018 $ 8,047 $ — $ 8,047 $ — $ — $ 8,047 December 31, 2017 $ 5,743 $ — $ 5,743 $ — $ — $ 5,743 (a) Amounts reconcile to the aggregate fair value of derivative assets in the “Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheets” located in this footnote. |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 9 Months Ended |
Sep. 30, 2018 | |
STOCK BASED COMPENSATION | |
STOCK BASED COMPENSATION | 11. STOCK BASED COMPENSATION The Company recognized stock based compensation expense, inclusive of awards granted to our non-employee directors, net of capitalization, of $3.6 million and $3.3 million during the three months ended September 30, 2018 and 2017, respectively, and $10.7 million and $10.1 million during the nine months ended September 30, 2018 and 2017, respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2018 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 12. COMMITMENTS AND CONTINGENCIES Commitments Real Estate Under Development The following summarizes the Company’s real estate commitments at September 30, 2018 ( dollars in thousands ): Costs Average Number Incurred Expected Costs Ownership Properties to Date (a) to Complete Stake Wholly-owned — under development 2 $ 701,113 (b) $ 14,387 100 % Joint ventures: Unconsolidated joint ventures 2 184,209 2,668 (c) 50 % Preferred equity investments 8 146,246 (d) 65,170 (e) 49 % (f) Other investments 1 44,750 8,809 (g) — % Total $ 1,076,318 $ 91,034 (a) Represents 100% of project costs incurred as of September 30, 2018 other than for preferred equity investments. (b) Costs incurred as of September 30, 2018 include $12.9 million of accrued fixed assets for development. (c) Represents UDR’s proportionate share of expected remaining costs to complete the developments. (d) Represents UDR’s investment in the West Coast Development Joint Ventures, 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex for the properties under development as of September 30, 2018. (e) Represents UDR’s remaining commitment for 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex. (f) Represents UDR’s average ownership stake in the West Coast Development Joint Ventures only and does not include UDR’s preferred equity interest in 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex. (g) Represents UDR’s remaining commitment for The Portals and other investment ventures. Purchase Commitments As described in Note 5, Joint Ventures and Partnerships , the Company anticipates acquiring one of the communities held by the West Coast Development Joint Ventures in 2019 for a contractual purchase price at 100% of approximately $130.1 million. As the Company currently holds a 49% ownership interest in the community, it expects to pay approximately $66.4 million for the remaining 51% ownership. The community will be consolidated upon closing of the acquisition. During the nine months ended September 30, 2018, the Company entered into a contract to purchase a $13.2 million development land parcel located in Denver, Colorado. The Company made a $1.0 million deposit on the purchase which, as of September 30, 2018, is generally non-refundable other than due to a failure of closing conditions pursuant to the terms of the agreement. The acquisition is expected to close in the fourth quarter of 2018, subject to customary closing conditions. Contingencies Litigation and Legal Matters The Company is subject to various legal proceedings and claims arising in the ordinary course of business. The Company cannot determine the ultimate liability with respect to such legal proceedings and claims at this time. The Company believes that such liability, to the extent not provided for through insurance or otherwise, will not have a material adverse effect on our financial condition, results of operations or cash flows. |
REPORTABLE SEGMENTS
REPORTABLE SEGMENTS | 9 Months Ended |
Sep. 30, 2018 | |
REPORTABLE SEGMENTS | |
REPORTABLE SEGMENTS | 13. REPORTABLE SEGMENTS GAAP guidance requires that segment disclosures present the measure(s) used by the Chief Operating Decision Maker to decide how to allocate resources and for purposes of assessing such segments’ performance. UDR’s Chief Operating Decision Maker is comprised of several members of its executive management team who use several generally accepted industry financial measures to assess the performance of the business for our reportable operating segments. UDR owns and operates multifamily apartment communities that generate rental and other property related income through the leasing of apartment homes to a diverse base of tenants. The primary financial measures for UDR’s apartment communities are rental income and net operating income (“NOI”). Rental income represents gross market rent less adjustments for concessions, vacancy loss and bad debt. NOI is defined as rental income less direct property rental expenses. Rental expenses include real estate taxes, insurance, personnel, utilities, repairs and maintenance, administrative and marketing. Excluded from NOI is property management expense, which is calculated as 2.75% of property revenue to cover the regional supervision and accounting costs related to consolidated property operations, and land rent. UDR’s Chief Operating Decision Maker utilizes NOI as the key measure of segment profit or loss. UDR’s two reportable segments are Same-Store Communities and Non-Mature Communities/Other : · Same-Store Communities represent those communities acquired, developed, and stabilized prior to July 1, 2017 (for quarter-to-date comparison) or January 1, 2017 (for year-to-date comparison) and held as of September 30, 2018. 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 communities, and the non-apartment components of mixed use properties. Management evaluates the performance of each of our apartment communities on a Same-Store Community and Non-Mature Community/Other basis, as well as individually and geographically. This is consistent with the aggregation criteria under GAAP as each of our apartment communities generally has similar economic characteristics, facilities, services, and tenants. Therefore, the Company’s reportable segments have been aggregated by geography in a manner identical to that which is provided to the Chief Operating Decision Maker. All revenues are from external customers and no single tenant or related group of tenants contributed 10% or more of UDR’s total revenues during the three and nine months ended September 30, 2018 and 2017. The following table details rental income and NOI for UDR’s reportable segments for the three and nine months ended September 30, 2018 and 2017, and reconciles NOI to Net income/(loss) attributable to UDR, Inc. on the Consolidated Statements of Operations (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Reportable apartment home segment rental income Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated rental income $ 263,256 $ 248,264 $ 770,373 $ 734,193 Reportable apartment home segment NOI Same-Store Communities West Region $ 77,321 $ 72,962 $ 225,240 $ 213,375 Mid-Atlantic Region 38,220 37,107 114,465 112,232 Northeast Region 25,941 26,100 79,123 80,151 Southeast Region 21,597 20,712 63,806 60,432 Southwest Region 7,640 7,416 19,636 19,722 Non-Mature Communities/Other 14,095 10,424 42,433 34,915 Total segment and consolidated NOI 184,814 174,721 544,703 520,827 Reconciling items: Joint venture management and other fees 2,888 2,827 8,819 8,718 Property management (7,240) (6,827) (21,185) (20,190) Other operating expenses (3,314) (1,950) (8,148) (6,010) Real estate depreciation and amortization (107,881) (107,171) (322,537) (320,653) General and administrative (11,896) (12,467) (36,028) (36,976) Casualty-related (charges)/recoveries, net (678) (2,056) (2,364) (3,749) Other depreciation and amortization (1,682) (1,585) (5,057) (4,760) Income/(loss) from unconsolidated entities (1,382) 1,819 (5,091) 11,591 Interest expense (34,401) (30,095) (95,942) (94,500) Interest income and other income/(expense), net 1,188 481 5,075 1,423 Tax (provision)/benefit, net (158) (127) (618) (825) Gain/(loss) on sale of real estate owned, net of tax — — 70,300 2,132 Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (1,616) (1,415) (10,819) (4,607) Net (income)/loss attributable to noncontrolling interests (32) 35 (141) (107) Net income/(loss) attributable to UDR, Inc. $ 18,610 $ 16,190 $ 120,967 $ 52,314 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. The following table details the assets of UDR’s reportable segments as of September 30, 2018 and December 31, 2017 (dollars in thousands) : September 30, December 31, 2018 2017 Reportable apartment home segment assets: Same-Store Communities: West Region $ 3,752,322 $ 3,727,230 Mid-Atlantic Region 2,308,495 2,290,241 Northeast Region 1,871,387 1,865,762 Southeast Region 774,090 762,102 Southwest Region 368,729 364,607 Non-Mature Communities/Other 1,252,641 1,167,264 Total segment assets 10,327,664 10,177,206 Accumulated depreciation (3,626,327) (3,330,166) Total segment assets — net book value 6,701,337 6,847,040 Reconciling items: Cash and cash equivalents 1,084 2,038 Restricted cash 26,996 19,792 Notes receivable, net 41,009 19,469 Investment in and advances to unconsolidated joint ventures, net 767,376 720,830 Other assets 140,982 124,104 Total consolidated assets $ 7,678,784 $ 7,733,273 Capital expenditures related to our Same-Store Communities totaled $24.2 million and $24.6 million for the three months ended September 30, 2018 and 2017, respectively, and $59.2 million and $63.2 million for the nine months ended September 30, 2018 and 2017, respectively. Capital expenditures related to our Non-Mature Communities/Other totaled $1.8 million and $1.2 million for the three months ended September 30, 2018 and 2017, respectively, and $3.8 million and $3.7 million for the nine months ended September 30, 2018 and 2017, respectively. Markets included in the above geographic segments are as follows: i. West Region — Orange County, San Francisco, Seattle, Los Angeles, Monterey Peninsula, Other Southern California and Portland ii. Mid-Atlantic Region — Metropolitan D.C., Richmond and Baltimore iii. Northeast Region — New York and Boston iv. Southeast Region — Orlando, Nashville, Tampa and Other Florida v. Southwest Region — Dallas, Austin and Denver |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
SIGNIFICANT ACCOUNTING POLICIES | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Derivatives and Hedging, Targeted Improvements to Accounting for Hedging Activities . The ASU aims to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. The updated standard would have been effective for the Company on January 1, 2019 and must be applied using a modified retrospective approach; however, early adoption of the ASU is permitted. The Company early adopted the guidance on January 1, 2018; however, the updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. In January 2017, the FASB issued ASU 2017‑01, Business Combinations (Topic 805), Clarifying the Definition of a Business. The ASU changes the definition of a business to assist entities with evaluating whether a set of transferred assets is a business. As a result, the accounting for acquisitions of real estate could be impacted. The updated standard was effective for the Company on January 1, 2018. The ASU will be applied prospectively to any transactions occurring after adoption. The Company expects that the updated standard will result in fewer acquisitions of real estate meeting the definition of a business and fewer acquisition-related costs being expensed in the period incurred. In November 2016, the FASB issued ASU 2016‑18, Statement of Cash Flows (Topic 230), Restricted Cash . The ASU addresses the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The updated standard was effective for the Company on January 1, 2018, and was applied retrospectively to all periods presented. The updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ In June 2016, the FASB issued ASU 2016‑13, Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments . The standard requires entities to estimate a lifetime expected credit loss for most financial assets, including trade and other receivables, held-to-maturity debt securities, loans and other financial instruments, and to present the net amount of the financial instrument expected to be collected. The updated standard will be effective for the Company on January 1, 2020; however, early adoption of the ASU is permitted on January 1, 2019. The Company is currently evaluating the effect that the updated standard will have on the consolidated financial statements and related disclosures. I n February 2016, the FASB issued ASU No. 2016-02, Leases . The standard amends the existing lease accounting guidance and requires lessees to recognize a lease liability and a right-of-use asset for all leases (except for short-term leases that have a duration of one year or less) on their balance sheets. Lessees will continue to recognize lease expense in a manner similar to current accounting. For lessors, accounting for leases under the new guidance is substantially the same as in prior periods, but eliminates current real estate-specific provisions and changes the treatment of initial direct costs. The standard will be effective for the Company on January 1, 2019; however, early adoption of the standard is permitted. While the Company is currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures, we expect to adopt the guidance on its effective date. The Company intends to elect the following package of practical expedients provided by the standard which includes: (i) an entity need not reassess whether any expired or existing contract is a lease or contains a lease, (ii) an entity need not reassess the lease classification of any expired or existing leases, and (iii) an entity need not reassess initial direct costs for any existing leases. The Company anticipates recognizing right-of-use assets and related lease liabilities on our consolidated balance sheets upon adoption equal to the present value of the remaining minimum lease payments related to ground leases for communities where we are the lessee. The Company plans to continue recognizing lease expense for these leases in a manner similar to current accounting upon adoption of the standard based on our election of the package of practical expedients. However, in the event we modify existing ground leases and/or enter into new ground leases subsequent to the adoption of the standard, such leases would likely be classified as finance leases under the standard and require expense recognition based on the effective interest method. Under the standard, initial direct costs for both lessees and lessors would include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. As a result, we will be required to expense internal leasing costs as incurred. In July 2018, the FASB issued ASU No. 2018-11, Leases – Targeted Improvements , which provides entities with relief from the costs of implementing certain aspects of ASU No. 2016-02, Leases . The ASU provides a practical expedient which allows lessors to not separate lease and non-lease components in a contract and allocate the consideration in the contract to the separate components if both (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. The Company intends to elect the practical expedient to account for lease and non-lease components as a single component in lease contracts where we are the lessor. The ASU also provides a transition option that permits entities to not recast the comparative periods presented when transitioning to the standard. The Company also intends to elect the transition option. In January 2016, the FASB issued ASU No. 2016‑01, Financial Instruments – Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities . The updated standard requires certain equity securities to be measured at fair value on the balance sheet, with changes in fair value recognized in net income. The standard was effective for the Company on January 1, 2018. The Company holds one investment in equity securities subject to the updated guidance. As the investment does not have a readily determinable fair value, the Company elected the measurement alternative under which the investment is measured at cost, less any impairment, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. During the three and nine months ended September 30, 2018, the Company recorded gains of zero and $2.1 million, respectively, in Interest income and other income/(expense), net on the Consolidated Statements of Operations as a result of measuring the investment using this measurement alternative. The Company does not view the impact, as a result of the adoption of the updated standard, to be material to the consolidated financial statements. Disclosures wer e updated pursuant to the requirements of the ASU. In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers . ASU No. 2014-09 amended the FASB Accounting Standards Codification (“ASC”) by creating ASC Topic 606, Revenue from Contracts with Customers . The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective, including industry-specific revenue guidance. The standard specifically excludes lease contracts. The ASU allows for the use of either the full or modified retrospective transition method. ASC Topic 606 was effective for the Company on January 1, 2018, at which time the Company adopted it using the modified retrospective approach. However, as the majority of the Company’s revenue is from rental income related to leases, the ASU did not have a material impact on the consolidated financial statements. Related disclosures are provided and/or updated pursuant to the requirements of the ASU. |
Principles of Consolidation | Principles of Consolidation The Company accounts for subsidiary partnerships, joint ventures and other similar entities in which it holds an ownership interest in accordance with the consolidation guidance. The Company first evaluates whether each entity is a variable interest entity (“VIE”). Under the VIE model, the Company consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, the Company consolidates an entity when it controls the entity through ownership of a majority voting interest. |
Discontinued Operations | Discontinued Operations In accordance with GAAP, a discontinued operation represents (1) a component of an entity or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on an entity’s financial results, or (2) an acquired business that is classified as held for sale on the date of acquisition. A strategic shift could include a disposal of (1) a separate major line of business, (2) a separate major geographic area of operations, (3) a major equity method investment, or (4) other major parts of an entity. We record sales of real estate that do not meet the definition of a discontinued operation in Gain/(loss) on sale of real estate owned, net of tax on the Consolidated Statements of Operations. |
Revenue | Revenue On January 1, 2018, the Company adopted ASC Topic 606, Revenue from Contracts with Customers , utilizing the modified retrospective method, under which only contracts entered into after the effective date or not complete as of the effective date are subject to the new standard and an adjustment to the opening balance of retained earnings is made to recognize any required adjustments. As a result of the adoption, the Company did not make an adjustment to retained earnings because no open contracts required different treatment under the new standard. Revenue is measured based on consideration specified in contracts with customers. The Company recognizes revenue when it satisfies a performance obligation by providing the services specified in a contract to the customer. The following is a description of the principal streams from which the Company generates its revenue: Lease Revenue Lease revenue related to leases is recognized on an accrual basis when due from residents or tenants in accordance with ASC 840, Leases . Rental payments are generally due on a monthly basis and recognized on a straight-line basis over the reasonably assured lease term. In addition, in circumstances where a lease incentive is provided to tenants, the incentive is recognized as a reduction of lease revenue on a straight-line basis over the reasonably assured lease term. Reimbursements Revenue Reimbursements revenue includes all pass-through revenue from retail and residential leases and common area maintenance reimbursements from retail leases. Reimbursements revenue is recognized on a gross basis as earned as the Company has determined it is the principal provider of the services. Other Revenue Other revenue is generated by services provided by the Company to its retail and residential tenants and other unrelated third parties. These fees are generally recognized as earned. Joint venture management and other fees The Joint venture management and other fees revenue consists of management fees charged to our equity method joint ventures per the terms of contractual agreements and other fees. Joint venture fee revenue is recognized monthly as the management services are provided and the fees are earned or upon a transaction whereby the Company earns a fee. |
Real Estate Sales Gain Recognition | Real Estate Sales Gain Recognition For sale transactions resulting in a transfer of a controlling financial interest of a property, the Company generally derecognizes the related assets and liabilities from its Consolidated Balance Sheets and records the gain or loss in the period in which the transfer of control occurs. If control of the property has not transferred to the counterparty, the criteria for derecognition are not met and the Company will continue to recognize the related assets and liabilities on its Consolidated Balance Sheets. Sale transactions to entities in which the Company sells a controlling financial interest in a property but retains a noncontrolling interest are accounted for as partial sales. Partial sales resulting in a change in control are accounted for at fair value and a full gain or loss is recognized. Therefore, the Company will record a gain or loss on the partial interest sold, and the initial measurement of our retained interest will be accounted for at fair value. Sales of real estate to joint ventures or other noncontrolled investees are also accounted for at fair value and the Company will record a full gain or loss in the period the property is contributed. |
Disaggregation of Revenue | Disaggregation of Revenue Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) . Joint venture management and other fees are not included in the tables as they are not allocable to a specific reportable segment or segments. Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 95,447 $ 91,399 $ 277,317 $ 265,595 Mid-Atlantic Region 51,291 49,772 152,866 148,916 Northeast Region 37,201 36,726 110,541 109,495 Southeast Region 27,773 26,221 81,555 77,697 Southwest Region 11,647 11,446 29,561 29,126 Non-Mature Communities/Other 19,940 13,836 58,570 46,879 Total segment and consolidated lease revenue $ 243,299 $ 229,400 $ 710,410 $ 677,708 Reimbursements Revenue Same-Store Communities West Region $ 4,415 $ 4,111 $ 12,908 $ 12,295 Mid-Atlantic Region 2,247 2,121 6,850 6,629 Northeast Region 672 691 1,952 2,131 Southeast Region 1,730 1,634 5,124 4,872 Southwest Region 651 624 1,649 1,572 Non-Mature Communities/Other 1,981 1,737 6,521 5,776 Total segment and consolidated reimbursements revenue $ 11,696 $ 10,918 $ 35,004 $ 33,275 Other Revenue Same-Store Communities West Region $ 2,753 $ 2,754 $ 8,231 $ 8,150 Mid-Atlantic Region 1,785 1,646 5,095 4,854 Northeast Region 949 745 2,481 2,188 Southeast Region 1,481 1,442 4,793 4,534 Southwest Region 604 550 1,486 1,483 Non-Mature Communities/Other 689 809 2,873 2,001 Total segment and consolidated other revenue $ 8,261 $ 7,946 $ 24,959 $ 23,210 Total Revenue Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated total revenue $ 263,256 $ 248,264 $ 770,373 $ 734,193 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases. |
Notes Receivable | Notes Receivable The following table summarizes our Notes receivable, net as of September 30, 2018 and December 31, 2017 ( dollars in thousands): Interest rate at Balance Outstanding September 30, September 30, December 31, 2018 2018 2017 Note due March 2019 (a) 12.00 % $ 20,000 $ — Note due February 2020 (b) 10.00 % 14,209 13,669 Note due October 2020 (c) 8.00 % 2,000 2,000 Note due August 2022 (d) 10.00 % 4,800 3,800 Total notes receivable, net $ 41,009 $ 19,469 (a) In March 2018, the Company entered into a secured note receivable with an unaffiliated third party with an aggregate commitment of $20.0 million, of which $20.0 million has been funded. Interest payments are due when the loan matures. The note matures in March 2019 and is secured by a parcel of land. (b) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $16.4 million, of which $14.2 million has been funded, including $0.5 million during the nine months ended September 30, 2018. Interest payments are due monthly. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $5.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) the eighth anniversary of the date of the note (February 2020). (c) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $2.0 million, of which $2.0 million has been funded. Interest payments are due when the loan matures. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $10.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) the fifth anniversary of the date of the note (October 2020). (d) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $10.0 million, of which $4.8 million has been funded, including $ 1.0 million during the nine months ended September 30, 2018. Interest payments are due monthly. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $25.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) August 2022. The Company recognized $1.2 million and $0.4 million of interest income from notes receivable during the three months ended September 30, 2018 and 2017, respectively, and $2.9 million and $1.4 million during the nine months ended September 30, 2018 and 2017, respectively, none of which was related party interest income and all of which is included in Interest income and other income/(expense), net on the Consolidated Statements of Operations. |
Comprehensive Income/(Loss) | Comprehensive Income/(Loss) Comprehensive income/(loss), which is defined as the change in equity during each period from transactions and other events and circumstances from nonowner sources, including all changes in equity during a period except for those resulting from investments by or distributions to stockholders, is displayed in the accompanying Consolidated Statements of Comprehensive Income/(Loss). For the three and nine months ended September 30, 2018 and 2017, the Company’s other comprehensive income/(loss) consisted of the gain/(loss) on derivative instruments that are designated as and qualify as cash flow hedges, (gain)/loss on derivative instruments reclassified from other comprehensive income/(loss) into earnings, and the allocation of other comprehensive income/(loss) to noncontrolling interests. The (gain)/loss on derivative instruments reclassified from other comprehensive income/(loss) is included in Interest expense on the Consolidated Statements of Operations. See Note 10, Derivatives and Hedging Activity, for further discussion. The allocation of other comprehensive income/(loss) to redeemable noncontrolling interests during the three months ended September 30, 2018 and 2017 was $0.2 million and less than $0.1 million, respectively, and during the nine months ended September 30, 2018 and 2017, was $0.3 million and $0.1 million, respectively. |
SIGNIFICANT ACCOUNTING POLICI_3
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
New accounting pronouncements | |
Schedule of disaggregation of revenue | Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) . Joint venture management and other fees are not included in the tables as they are not allocable to a specific reportable segment or segments. Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 95,447 $ 91,399 $ 277,317 $ 265,595 Mid-Atlantic Region 51,291 49,772 152,866 148,916 Northeast Region 37,201 36,726 110,541 109,495 Southeast Region 27,773 26,221 81,555 77,697 Southwest Region 11,647 11,446 29,561 29,126 Non-Mature Communities/Other 19,940 13,836 58,570 46,879 Total segment and consolidated lease revenue $ 243,299 $ 229,400 $ 710,410 $ 677,708 Reimbursements Revenue Same-Store Communities West Region $ 4,415 $ 4,111 $ 12,908 $ 12,295 Mid-Atlantic Region 2,247 2,121 6,850 6,629 Northeast Region 672 691 1,952 2,131 Southeast Region 1,730 1,634 5,124 4,872 Southwest Region 651 624 1,649 1,572 Non-Mature Communities/Other 1,981 1,737 6,521 5,776 Total segment and consolidated reimbursements revenue $ 11,696 $ 10,918 $ 35,004 $ 33,275 Other Revenue Same-Store Communities West Region $ 2,753 $ 2,754 $ 8,231 $ 8,150 Mid-Atlantic Region 1,785 1,646 5,095 4,854 Northeast Region 949 745 2,481 2,188 Southeast Region 1,481 1,442 4,793 4,534 Southwest Region 604 550 1,486 1,483 Non-Mature Communities/Other 689 809 2,873 2,001 Total segment and consolidated other revenue $ 8,261 $ 7,946 $ 24,959 $ 23,210 Total Revenue Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated total revenue $ 263,256 $ 248,264 $ 770,373 $ 734,193 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases. |
Summary of notes receivable, net | The following table summarizes our Notes receivable, net as of September 30, 2018 and December 31, 2017 ( dollars in thousands): Interest rate at Balance Outstanding September 30, September 30, December 31, 2018 2018 2017 Note due March 2019 (a) 12.00 % $ 20,000 $ — Note due February 2020 (b) 10.00 % 14,209 13,669 Note due October 2020 (c) 8.00 % 2,000 2,000 Note due August 2022 (d) 10.00 % 4,800 3,800 Total notes receivable, net $ 41,009 $ 19,469 (a) In March 2018, the Company entered into a secured note receivable with an unaffiliated third party with an aggregate commitment of $20.0 million, of which $20.0 million has been funded. Interest payments are due when the loan matures. The note matures in March 2019 and is secured by a parcel of land. (b) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $16.4 million, of which $14.2 million has been funded, including $0.5 million during the nine months ended September 30, 2018. Interest payments are due monthly. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $5.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) the eighth anniversary of the date of the note (February 2020). (c) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $2.0 million, of which $2.0 million has been funded. Interest payments are due when the loan matures. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $10.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) the fifth anniversary of the date of the note (October 2020). (d) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $10.0 million, of which $4.8 million has been funded, including $ 1.0 million during the nine months ended September 30, 2018. Interest payments are due monthly. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $25.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) August 2022. |
Adjustment | ASU 2016-18 | |
New accounting pronouncements | |
Schedule of reclassification on the Consolidated Statements of Cash Flows | As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ |
REAL ESTATE OWNED (Tables)
REAL ESTATE OWNED (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
REAL ESTATE OWNED | |
Summary of carrying amounts for real estate owned (at cost) | The following table summarizes the carrying amounts for our real estate owned (at cost) as of September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Land $ 1,824,847 $ 1,780,229 Depreciable property — held and used: Land improvements 195,051 189,919 Building, improvements, and furniture, fixtures and equipment 7,789,244 7,614,568 Under development: Land and land improvements 42,138 109,468 Building, improvements, and furniture, fixtures and equipment 308,548 483,022 Real estate held for disposition: Land and land improvements 28,889 — Building, improvements, and furniture, fixtures and equipment 138,947 — Real estate owned 10,327,664 10,177,206 Accumulated depreciation (3,626,327) (3,330,166) Real estate owned, net $ 6,701,337 $ 6,847,040 |
JOINT VENTURES AND PARTNERSHI_2
JOINT VENTURES AND PARTNERSHIPS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
JOINT VENTURES AND PARTNERSHIPS | |
Schedule of unconsolidated joint ventures and partnerships | The following table summarizes the Company’s investment in and advances to unconsolidated joint ventures and partnerships, net, which are accounted for under the equity method of accounting as of September 30, 2018 and December 31, 2017 (dollars in thousands) : Number of Number of Apartment Properties Homes Investment at UDR’s Ownership Interest Location of September 30, September 30, September 30, December 31, September 30, December 31, Joint Venture Properties 2018 2018 2018 2017 2018 2017 Operating and development: UDR/MetLife I Los Angeles, CA 1 development community (a) 150 $ 34,869 $ 34,653 50.0 % 50.0 % UDR/MetLife II Various 18 operating communities 4,059 299,953 303,702 50.0 % 50.0 % Other UDR/MetLife Various 5 operating communities 1,437 119,893 135,563 50.6 % 50.6 % Joint Ventures UDR/MetLife Vitruvian Park ® Addison, TX 3 operating communities; 1,513 71,225 78,404 50.0 % 50.0 % 1 development community (a); 5 land parcels UDR/KFH Washington, D.C. 3 operating communities 660 6,453 8,958 30.0 % 30.0 % West Coast Development Joint Ventures (c) Los Angeles, CA 1 operating community 293 36,645 37,916 47.0 % 47.0 % Investment in and advances to unconsolidated joint ventures, net, before participating loan investment, preferred equity investments and other investments $ 569,038 $ 599,196 Income/(loss) from investments Investment at Three Months Ended Nine Months Ended Years To UDR September 30, December 31, September 30, September 30, Developer Capital Program (b) Location Rate Maturity Commitment 2018 2017 2018 2017 2018 2017 Preferred equity investments: West Coast Development Joint Ventures (c) Various 6.5 % N/A $ — $ 65,476 $ 64,226 $ 25 $ 3,266 $ 974 $ 16,626 1532 Harrison (d) San Francisco, CA 11.0 % 3.8 24,645 21,373 11,346 721 226 1,492 228 1200 Broadway (e) Nashville, TN 8.0 % 4.0 55,558 48,805 18,011 859 65 1,870 65 Junction (f) Santa Monica, CA 12.0 % 4.0 8,800 8,938 — 141 — 141 — 1300 Fairmount (g) Philadelphia, PA 9.0 % 5.0 51,393 2,670 — 27 — 27 — Essex (h) Orlando, FL 12.5 % 5.0 12,886 6,326 — 46 — 46 — Other investments: The Portals (i) Washington, D.C. 11.0 % 2.7 38,559 41,996 26,535 1,015 330 2,523 346 Other investment ventures N/A N/A N/A $ 15,000 2,754 1,516 $ (77) $ — $ (262) $ — Total Developer Capital Program 198,338 121,634 Total investment in and advances to unconsolidated joint ventures, net $ 767,376 $ 720,830 (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 upon completion of development. As of September 30, 2018, 383 apartment homes had been completed in UDR/MetLife Vitruvian Park ® and 150 apartment homes had been completed at Vision on Wilshire, which is owned by UDR/MetLife I. (b) The Developer Capital Program is the program through which the Company makes investments, including preferred equity investments, mezzanine loans or other structured investments that may receive a fixed yield on the investment and may include provisions pursuant to which the Company participates in the increase in value of the property upon monetization of the applicable property and/or holds fixed price purchase options. (c) In May 2015, the Company entered into a joint venture agreement with an unaffiliated joint venture partner and agreed to pay $136.3 million for a 48% ownership interest in a portfolio of five communities that were under construction. The communities are located in three of the Company’s core, coastal markets: Seattle, Washington, Los Angeles, California and Orange County, California. UDR earns a 6.5% preferred return on its investment through each individual community’s date of stabilization, defined as when a community reaches 80% occupancy for 90 consecutive days, while the joint venture partner is allocated all operating income and expense during the pre-stabilization period. Upon stabilization, income and expense are shared based on each partner’s ownership percentage and the Company no longer receives a 6.5% preferred return on its investment in the stabilized community. The Company serves as property manager and earns a management fee during the lease-up phase and subsequent operation of each of the communities. The unaffiliated joint venture partner is the general partner of the joint venture and the developer of the communities. At inception of the agreement, the Company had a fixed-price option to acquire the remaining interest in each community commencing one year after completion. In the event the Company does not exercise its options to purchase at least two communities, the unaffiliated joint venture partner will be entitled to earn a contingent disposition fee equal to a 6.5% return on its implied equity in the communities not acquired. The unaffiliated joint venture partner is providing certain guaranties. In January 2017, the Company exercised its fixed-price option to purchase the joint venture partner’s ownership interest in one of the five communities, a 244 home operating community in Seattle, Washington, thereby increasing its ownership interest from 49% to 100%, for a cash purchase price of approximately $66.0 million. As a result, the Company consolidated the operating community and it is no longer accounted for as a preferred equity investment in an unconsolidated joint venture. During 2017, the joint venture sold two of the four remaining communities, a 211 home operating community in Seattle, Washington for a sales price of approximately $101.3 million and a 399 home operating community in Anaheim, California for a sales price of approximately $148.0 million. During the nine months ended September 30, 2018, the fixed-price option to acquire one of the two remaining communities held by the West Coast Development Joint Ventures (as defined below) expired. The community achieved stabilization during 2017, at which time the Company and its joint venture partner began receiving income and expenses based on their ownership percentages. The Company and its joint venture partner plan to continue operating the community. As of September 30, 2018, construction was complete on the remaining community subject to the fixed-price acquisition option. The Company continues to receive a 6.5% preferred return on its investment in that community until it reaches stabilization. The Company anticipates acquiring this remaining community from the joint venture for a contractual purchase price at 100% of approximately $130.1 million. As the Company currently holds a 49% ownership interest in the community, it expects to pay approximately $66.4 million for the remaining 51% ownership. As such, the Company has disclosed a contractual purchase price commitment (see Note 12, Commitments and Contingencies ). The acquisition is expected to occur in the next twelve months. In March 2017 and May 2017, the Company entered into two additional joint venture agreements with the unaffiliated joint venture partner and agreed to pay $15.5 million for a 49% ownership interest in a 155 home community in Seattle, Washington, for which construction was complete as of September 30, 2018, and $16.1 million for a 49% ownership interest in a 276 home community that is currently under construction in Hillsboro, Oregon (together with the May 2015 joint venture described above, the “West Coast Development Joint Ventures”). UDR earns a 6.5% preferred return on its investments through the communities’ date of stabilization, as defined above, while our joint venture partner is allocated all operating income and expense during the pre-stabilization period. Upon stabilization of the communities, income and expense will be shared based on each partner’s ownership percentage and the Company will no longer receive a 6.5% preferred return on its investment. The Company will serve as property manager and will earn a management fee during the lease-up phase and subsequent operation of the stabilized communities. The unaffiliated joint venture partner is the general partner and the developer of the communities. The Company has concluded it does not control the joint ventures and accounts for them under the equity method of accounting. The Company has a fixed-price option to acquire the remaining interest in the communities beginning one year after completion for a total price of $61.3 million and $72.3 million, respectively. The unaffiliated joint venture partner is providing certain guaranties and there are construction loans on the communities. The Company’s recorded equity investment in the West Coast Development Joint Ventures at September 30, 2018 and December 31, 2017, of $102.1 million and $1 02.1 million, respectively, is inclusive of outside basis costs and our accrued but unpaid preferred return. (d) In June 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 136 apartment home community in San Francisco, California. The Company’s preferred equity investment of up to $24.6 million earns a preferred return of 11.0% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. As of September 30, 2018, the Company had contributed approximately $21.4 million to the joint venture , and recorded the remaining contractual commitment (for a total equity investment of $24.6 million) in Restricted cash on the Consolidated Balance Sheets in accordance with the terms of the joint venture agreement. These amounts will be contributed to the joint venture when the developer submits qualifying draw requests to fund the construction. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (e) In September 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 313 apartment home community in Nashville, Tennessee. The Company’s preferred equity investment of up to $55.6 million earns a preferred return of 8.0% per annum and receives a variable percentage of the value created from the project upon a capital or liquidating event. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (f) In August 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 66 apartment home community in Santa Monica, CA. The Company’s preferred equity investment of $8.8 million earns a preferred return of 12.0% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (g) In August 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 471 apartment home community in Philadelphia, PA. The Company’s preferred equity investment of up to $51.4 million earns a preferred return of 9.0% per annum and receives a variable percentage of the value created from the project upon a capital or liquidating event. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (h) In September 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 330 apartment home community in Orlando, FL. The Company’s preferred equity investment of up to $12.9 million earns a preferred return of 12.5% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (i) In May 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner. The joint venture has made a mezzanine loan to a third party developer of a 373 apartment home community in Washington, D.C. The unaffiliated joint venture partner is the managing member of the joint venture. The mezzanine loan is for up to $71.0 million at an interest rate of 13.5% per annum and carries a term of four years with one 12-month extension option. The Company’s commitment to the joint venture is approximately $38.6 million and earns a weighted average return of approximately 11.0% per annum. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. |
Combined summary of balance sheets relating to unconsolidated joint ventures and partnerships | Combined summary balance sheets relating to the unconsolidated joint ventures and partnerships (not just our proportionate share) are presented below as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): September 30, December 31, 2018 2017 Total real estate, net $ 3,267,944 $ 3,236,180 Cash and cash equivalents 53,141 36,411 Other assets 91,246 50,158 Total assets $ 3,412,331 $ 3,322,749 Third party debt, net $ 2,108,790 $ 2,005,566 Accounts payable and accrued liabilities 63,220 85,643 Total liabilities $ 2,172,010 $ 2,091,209 Total equity $ 1,240,321 $ 1,231,540 |
Schedule of combined financial information relating to unconsolidated joint ventures and partnerships operations (not just proportionate share) | Combined summary financial information relating to the unconsolidated joint ventures’ and partnerships’ operations (not just our proportionate share) is presented below for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ) : Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total revenues $ 76,203 $ 71,200 $ 215,140 $ 205,475 Property operating expenses 30,096 28,157 85,435 79,622 Real estate depreciation and amortization 29,545 28,264 85,063 82,344 Operating income/(loss) 16,562 14,779 44,642 43,509 Interest expense (22,919) (21,849) (63,990) (64,083) Gain/(loss) on sale of property — 30,153 — 30,153 Other income/(loss) 40 (515) 141 (435) Net income/(loss) $ (6,317) $ 22,568 $ (19,207) $ 9,144 |
SECURED AND UNSECURED DEBT, N_2
SECURED AND UNSECURED DEBT, NET (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Unsecured Debt | |
Schedule of debt instruments | The following is a summary of our secured and unsecured debt at September 30, 2018 and December 31, 2017 ( dollars in thousands ): Principal Outstanding As of September 30, 2018 Weighted Weighted Average Average Number of September 30, December 31, Interest Years to Communities 2018 2017 Rate Maturity Encumbered Secured Debt: Fixed Rate Debt Mortgage notes payable (a) $ 419,482 $ 395,611 3.82 % 6.1 7 Fannie Mae credit facilities (b) 285,836 285,836 4.86 % 1.3 8 Deferred financing costs (1,636) (1,670) Total fixed rate secured debt, net 703,682 679,777 4.25 % 4.1 15 Variable Rate Debt Tax-exempt secured notes payable (c) 94,700 94,700 2.16 % 4.4 2 Fannie Mae credit facilities (b) — 29,034 — % — — Deferred financing costs (141) (242) Total variable rate secured debt, net 94,559 123,492 2.16 % 4.4 2 Total Secured Debt, net 798,241 803,269 4.00 % 4.2 17 Unsecured Debt: Variable Rate Debt Borrowings outstanding under unsecured credit facility due January 2023 (d) (h) — — — % 4.3 Borrowings outstanding under unsecured commercial paper program due October 2018 (e) (h) 415,000 300,000 2.43 % 0.1 Borrowings outstanding under unsecured working capital credit facility due January 2021 (f) 51,010 21,767 3.09 % 2.3 Term Loan due September 2023 (d) (h) 35,000 35,000 3.04 % 5.0 Fixed Rate Debt 3.70% Medium-Term Notes due October 2020 (net of discounts of $16 and $22, respectively) (h) 299,984 299,978 3.70 % 2.0 1.93% Term Loan due September 2023 (d) (h) 315,000 315,000 1.93 % 5.0 4.63% Medium-Term Notes due January 2022 (net of discounts of $1,177 and $1,446, respectively) (h) 398,823 398,554 4.63 % 3.3 3.75% Medium-Term Notes due July 2024 (net of discounts of $599 and $678, respectively) (h) 299,401 299,322 3.75 % 5.8 8.50% Debentures due September 2024 15,644 15,644 8.50 % 6.0 4.00% Medium-Term Notes due October 2025 (net of discounts of $482 and $534, respectively) (g) (h) 299,518 299,466 4.00 % 7.0 2.95% Medium-Term Notes due September 2026 (h) 300,000 300,000 2.95 % 7.9 3.50% Medium-Term Notes due July 2027 (net of discounts of $617 and $670, respectively) (h) 299,383 299,330 3.50 % 8.8 3.50% Medium-Term Notes due January 2028 (net of discounts of $1,102 and $1,191, respectively) (h) 298,898 298,809 3.50 % 9.3 Other 17 19 Deferred financing costs (14,739) (14,495) Total Unsecured Debt, net 3,012,939 2,868,394 3.44 % 5.1 Total Debt, net $ 3,811,180 $ 3,671,663 3.63 % 4.9 |
Secured credit facilities | Further information related to these credit facilities is as follows (dollars in thousands) : September 30, December 31, 2018 2017 Borrowings outstanding $ 285,836 $ 314,870 Weighted average borrowings during the period ended 308,417 416,653 Maximum daily borrowings during the period ended 314,869 636,782 Weighted average interest rate during the period ended 4.8 % 4.3 % Weighted average interest rate at the end of the period 4.9 % 4.7 % |
Schedule of aggregate maturities, including amortizing principal payments of secured and unsecured debt | The aggregate maturities, including amortizing principal payments on secured and unsecured debt, of total debt for the next ten calendar years subsequent to September 30, 2018 are as follows (dollars in thousands): Total Fixed Total Variable Total Total Total Year Secured Debt Secured Debt Secured Debt Unsecured Debt Debt 2018 $ 935 $ — $ 935 $ 415,000 $ 415,935 2019 199,659 67,700 267,359 — 267,359 2020 198,076 — 198,076 300,000 498,076 2021 1,117 — 1,117 51,010 52,127 2022 1,157 — 1,157 400,000 401,157 2023 41,245 — 41,245 350,000 391,245 2024 — — — 315,644 315,644 2025 127,600 — 127,600 300,000 427,600 2026 50,000 — 50,000 300,000 350,000 2027 — — — 300,000 300,000 Thereafter 80,000 27,000 107,000 300,000 407,000 Subtotal 699,789 94,700 794,489 3,031,654 3,826,143 Non-cash (a) 3,893 (141) 3,752 (18,715) (14,963) Total $ 703,682 $ 94,559 $ 798,241 $ 3,012,939 $ 3,811,180 (a) Includes the unamortized balance of fair market value adjustments, premiums/discounts and deferred financing costs . The Company amortized $1.1 million and $ 1.1 million, respectively, during the three months ended September 30, 2018 and 2017 and $3.2 million and $ 3.2 million, respectively, during the nine months ended September 30, 2018 and 2017 of deferred financing costs into Interest expense. |
Commercial Paper | |
Unsecured Debt | |
Schedule of short-term debt | The following is a summary of short-term bank borrowings under the unsecured commercial paper program at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total unsecured commercial paper program $ 500,000 $ 500,000 Borrowings outstanding at end of period 415,000 300,000 Weighted average daily borrowings during the period ended 350,907 238,810 Maximum daily borrowings during the period ended 440,000 390,000 Weighted average interest rate during the period ended 2.3 % 1.4 % Interest rate at end of the period 2.4 % 2.0 % |
Revolving Credit Facility | |
Unsecured Debt | |
Schedule of short-term debt | The following is a summary of short-term bank borrowings under the Revolving Credit Facility at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total revolving credit facility $ 1,100,000 $ 1,100,000 Borrowings outstanding at end of period (1) — — Weighted average daily borrowings during the period ended — 2,274 Maximum daily borrowings during the period ended — 120,000 Weighted average interest rate during the period ended — % 1.6 % Interest rate at end of the period — % — % (1) Excludes $3.3 million and $3.3 million of letters of credit at September 30, 2018 and December 31, 2017, respectively. |
Unsecured Working Capital Credit Facility due January 2021 | |
Unsecured Debt | |
Schedule of short-term debt | The following is a summary of short-term bank borrowings under the Working Capital Credit Facility at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total working capital credit facility $ 75,000 $ 75,000 Borrowings outstanding at end of period 51,010 21,767 Weighted average daily borrowings during the period ended 29,398 26,993 Maximum daily borrowings during the period ended 64,633 68,207 Weighted average interest rate during the period ended 2.8 % 2.0 % Interest rate at end of the period 3.1 % 2.5 % |
INCOME_(LOSS) PER SHARE (Tables
INCOME/(LOSS) PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
INCOME/(LOSS) PER SHARE | |
Computation of basic and diluted income/(loss) per share | The following table sets forth the computation of basic and diluted income/(loss) per share for the periods presented (dollars and shares in thousands, except per share data): Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Numerator for income/(loss) per share: Income/(loss) from continuing operations $ 20,258 $ 17,570 $ 61,627 $ 54,896 Gain/(loss) on sale of real estate owned, net of tax — — 70,300 2,132 Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (1,616) (1,415) (10,819) (4,607) Net (income)/loss attributable to noncontrolling interests (32) 35 (141) (107) Net income/(loss) attributable to UDR, Inc. 18,610 16,190 120,967 52,314 Distributions to preferred stockholders — Series E (Convertible) (971) (926) (2,897) (2,784) Income/(loss) attributable to common stockholders - basic and diluted $ 17,639 $ 15,264 $ 118,070 $ 49,530 Denominator for income/(loss) per share: Weighted average common shares outstanding 268,034 267,577 267,873 267,492 Non-vested restricted stock awards (307) (521) (344) (552) Denominator for basic income/(loss) per share 267,727 267,056 267,529 266,940 Incremental shares issuable from assumed conversion of stock options, unvested LTIP Units and unvested restricted stock 1,134 2,006 1,491 1,911 Denominator for diluted income/(loss) per share 268,861 269,062 269,020 268,851 Income/(loss) per weighted average common share: Basic $ 0.07 $ 0.06 $ 0.44 $ 0.19 Diluted $ 0.07 $ 0.06 $ 0.44 $ 0.18 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table sets forth the additional shares of common stock outstanding by equity instrument if converted to common stock for each of the three and nine months ended September 30, 2018 and 2017 (shares in thousands) : Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 OP/DownREIT Units 24,558 24,822 24,546 24,882 Convertible preferred stock 3,011 3,016 3,011 3,024 Stock options, unvested LTIP Units and unvested restricted stock 1,134 2,006 1,491 1,911 |
NONCONTROLLING INTERESTS (Table
NONCONTROLLING INTERESTS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
NONCONTROLLING INTERESTS | |
Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | The following table sets forth redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership for the following period ( dollars in thousands ): Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership, December 31, 2017 $ 948,138 Mark-to-market adjustment to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership 62,655 Conversion of OP Units/DownREIT Units to Common Stock (13,151) Net income/(loss) attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership 10,819 Distributions to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (24,643) OP Units Issued 4,320 Vesting of Long-Term Incentive Plan Units 4,397 Allocation of other comprehensive income/(loss) 270 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership, September 30, 2018 $ 992,805 |
FAIR VALUE OF DERIVATIVES AND_2
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS | |
Schedule of estimated fair values | The estimated fair values of the Company’s financial instruments either recorded or disclosed on a recurring basis as of September 30, 2018 and December 31, 2017, are summarized as follows (dollars in thousands) : Fair Value at September 30, 2018, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable September 30, September 30, Liabilities Inputs Inputs 2018 2018 (Level 1) (Level 2) (Level 3) Description: Notes receivable (a) $ 41,009 $ 43,072 $ — $ — $ 43,072 Derivatives - Interest rate contracts (b) 8,047 8,047 — 8,047 — Total assets $ 49,056 $ 51,119 $ — $ 8,047 $ 43,072 Secured debt instruments - fixed rate: (c) Mortgage notes payable $ 419,482 $ 415,100 $ — $ — $ 415,100 Fannie Mae credit facilities 285,836 288,323 — — 288,323 Secured debt instruments - variable rate: (c) Tax-exempt secured notes payable 94,700 94,700 — — 94,700 Unsecured debt instruments: (c) Working capital credit facility 51,010 51,010 — — 51,010 Commercial paper program 415,000 415,000 — — 415,000 Unsecured notes 2,561,668 2,509,842 — — 2,509,842 Total liabilities $ 3,827,696 $ 3,773,975 $ — $ — $ 3,773,975 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (d) $ 992,805 $ 992,805 $ — $ 992,805 $ — Fair Value at December 31, 2017, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable December 31, December 31, Liabilities Inputs Inputs 2017 2017 (Level 1) (Level 2) (Level 3) Description: Notes receivable (a) $ 19,469 $ 19,567 $ — $ — $ 19,567 Derivatives - Interest rate contracts (b) 5,743 5,743 — 5,743 — Total assets $ 25,212 $ 25,310 $ — $ 5,743 $ 19,567 Secured debt instruments - fixed rate: (c) Mortgage notes payable $ 395,611 $ 397,386 $ — $ — $ 397,386 Fannie Mae credit facilities 285,836 292,227 — — 292,227 Secured debt instruments - variable rate: (c) Tax-exempt secured notes payable 94,700 94,700 — — 94,700 Fannie Mae credit facilities 29,034 29,034 — — 29,034 Unsecured debt instruments: (c) Working capital credit facility 21,767 21,767 — — 21,767 Commercial paper program 300,000 300,000 — — 300,000 Unsecured notes 2,561,122 2,611,458 — — 2,611,458 Total liabilities $ 3,688,070 $ 3,746,572 $ — $ — $ 3,746,572 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (d) $ 948,138 $ 948,138 $ — $ 948,138 $ — (a) See Note 2, Significant Accounting Policies . (b) See Note 10, Derivatives and Hedging Activity . (c) See Note 6, Secured and Unsecured Debt, Net . (d) See Note 8, Noncontrolling Interests. |
DERIVATIVES AND HEDGING ACTIV_2
DERIVATIVES AND HEDGING ACTIVITY (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
DERIVATIVES AND HEDGING ACTIVITY | |
Schedule of outstanding interest rate derivatives | As of September 30, 2018, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk ( dollars in thousands ): Number of Product Instruments Notional Interest rate swaps (a) 4 $ 315,000 Interest rate caps 1 $ 65,197 (a) In addition to the interest rate swaps summarized above, the Company entered into two additional interest rate swaps during the nine months ended September 30, 2018 with a notional value totaling $150.0 million that were subsequently terminated and settled in conjunction with the October 2018 issuance of $300.0 million of senior unsecured medium-term notes as disclosed in Note 6, Secured and Unsecured Debt, Net . Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements of GAAP. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings and resulted in no gain or loss for both the three and nine months ended September 30, 2018 and a loss of less than $0.1 million for both the three and nine months ended September 30, 2017. As of September 30, 2018, the Company had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships ( dollars in thousands ): Number of Product Instruments Notional Interest rate caps 2 $ 174,667 |
Fair value of Company's derivative financial instruments and their classification on Consolidated Balance Sheets | The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): Asset Derivatives Liability Derivatives (included in Other assets ) (included in Other liabilities ) Fair Value at: Fair Value at: September 30, December 31, September 30, December 31, 2018 2017 2018 2017 Derivatives designated as hedging instruments: Interest rate products $ 8,047 $ 5,743 $ — $ — |
Effect of Company's derivative financial instruments on Consolidated Statements of Operations | The tables below present the effect of the Company’s derivative financial instruments on the Consolidated Statements of Operations for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ): Gain/(Loss) Recognized in Gain/(Loss) Reclassified Interest expense Unrealized holding gain/(loss) from Accumulated OCI into (Amount Excluded from Recognized in OCI Interest expense Effectiveness Testing) Derivatives in Cash Flow Hedging Relationships 2018 2017 2018 2017 2018 2017 Three Months Ended September 30, Interest rate products $ 2,320 $ 131 $ 564 $ (119) $ — $ — Nine Months Ended September 30, Interest rate products $ 4,312 $ 256 $ 1,162 $ (1,192) $ — $ (136) |
Effect of Company's derivatives not designated as hedging instruments on the Consolidated Statements of Operations | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total amount of Interest expense presented on the Consolidated Statements of Operations $ 34,401 $ 30,095 $ 95,942 $ 94,500 Gain/(Loss) Recognized in Interest income and other income/(expense), net Derivatives Not Designated as Hedging Instruments 2018 2017 Three Months Ended September 30, Interest rate products $ — $ — Nine Months Ended September 30, Interest rate products $ — $ (1) |
Offsetting of Derivative Assets | The tables below present the effect on its financial position had the Company made the election to offset its derivative positions as of September 30, 2018 and December 31, 2017 (dollars in thousands): Gross Net Amounts of Gross Amounts Not Offset Amounts Assets in the Consolidated Gross Offset in the Presented in the Balance Sheet Amounts of Consolidated Consolidated Cash Recognized Balance Balance Sheets Financial Collateral Offsetting of Derivative Assets Assets Sheets (a) Instruments Received Net Amount September 30, 2018 $ 8,047 $ — $ 8,047 $ — $ — $ 8,047 December 31, 2017 $ 5,743 $ — $ 5,743 $ — $ — $ 5,743 Amounts reconcile to the aggregate fair value of derivative assets in the “Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheets” located in this footnote. |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
COMMITMENTS AND CONTINGENCIES | |
Summary of real estate commitments | Real Estate Under Development The following summarizes the Company’s real estate commitments at September 30, 2018 ( dollars in thousands ): Costs Average Number Incurred Expected Costs Ownership Properties to Date (a) to Complete Stake Wholly-owned — under development 2 $ 701,113 (b) $ 14,387 100 % Joint ventures: Unconsolidated joint ventures 2 184,209 2,668 (c) 50 % Preferred equity investments 8 146,246 (d) 65,170 (e) 49 % (f) Other investments 1 44,750 8,809 (g) — % Total $ 1,076,318 $ 91,034 (a) Represents 100% of project costs incurred as of September 30, 2018 other than for preferred equity investments. (b) Costs incurred as of September 30, 2018 include $12.9 million of accrued fixed assets for development. (c) Represents UDR’s proportionate share of expected remaining costs to complete the developments. (d) Represents UDR’s investment in the West Coast Development Joint Ventures, 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex for the properties under development as of September 30, 2018. (e) Represents UDR’s remaining commitment for 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex. (f) Represents UDR’s average ownership stake in the West Coast Development Joint Ventures only and does not include UDR’s preferred equity interest in 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex. (g) Represents UDR’s remaining commitment for The Portals and other investment ventures. |
REPORTABLE SEGMENTS (Tables)
REPORTABLE SEGMENTS (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
REPORTABLE SEGMENTS | |
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to Net income/(loss) | The following table details rental income and NOI for UDR’s reportable segments for the three and nine months ended September 30, 2018 and 2017, and reconciles NOI to Net income/(loss) attributable to UDR, Inc. on the Consolidated Statements of Operations (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Reportable apartment home segment rental income Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated rental income $ 263,256 $ 248,264 $ 770,373 $ 734,193 Reportable apartment home segment NOI Same-Store Communities West Region $ 77,321 $ 72,962 $ 225,240 $ 213,375 Mid-Atlantic Region 38,220 37,107 114,465 112,232 Northeast Region 25,941 26,100 79,123 80,151 Southeast Region 21,597 20,712 63,806 60,432 Southwest Region 7,640 7,416 19,636 19,722 Non-Mature Communities/Other 14,095 10,424 42,433 34,915 Total segment and consolidated NOI 184,814 174,721 544,703 520,827 Reconciling items: Joint venture management and other fees 2,888 2,827 8,819 8,718 Property management (7,240) (6,827) (21,185) (20,190) Other operating expenses (3,314) (1,950) (8,148) (6,010) Real estate depreciation and amortization (107,881) (107,171) (322,537) (320,653) General and administrative (11,896) (12,467) (36,028) (36,976) Casualty-related (charges)/recoveries, net (678) (2,056) (2,364) (3,749) Other depreciation and amortization (1,682) (1,585) (5,057) (4,760) Income/(loss) from unconsolidated entities (1,382) 1,819 (5,091) 11,591 Interest expense (34,401) (30,095) (95,942) (94,500) Interest income and other income/(expense), net 1,188 481 5,075 1,423 Tax (provision)/benefit, net (158) (127) (618) (825) Gain/(loss) on sale of real estate owned, net of tax — — 70,300 2,132 Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (1,616) (1,415) (10,819) (4,607) Net (income)/loss attributable to noncontrolling interests (32) 35 (141) (107) Net income/(loss) attributable to UDR, Inc. $ 18,610 $ 16,190 $ 120,967 $ 52,314 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. |
Details of assets of UDR's reportable segments | The following table details the assets of UDR’s reportable segments as of September 30, 2018 and December 31, 2017 (dollars in thousands) : September 30, December 31, 2018 2017 Reportable apartment home segment assets: Same-Store Communities: West Region $ 3,752,322 $ 3,727,230 Mid-Atlantic Region 2,308,495 2,290,241 Northeast Region 1,871,387 1,865,762 Southeast Region 774,090 762,102 Southwest Region 368,729 364,607 Non-Mature Communities/Other 1,252,641 1,167,264 Total segment assets 10,327,664 10,177,206 Accumulated depreciation (3,626,327) (3,330,166) Total segment assets — net book value 6,701,337 6,847,040 Reconciling items: Cash and cash equivalents 1,084 2,038 Restricted cash 26,996 19,792 Notes receivable, net 41,009 19,469 Investment in and advances to unconsolidated joint ventures, net 767,376 720,830 Other assets 140,982 124,104 Total consolidated assets $ 7,678,784 $ 7,733,273 |
BASIS OF PRESENTATION (Details)
BASIS OF PRESENTATION (Details) - shares | Sep. 30, 2018 | Dec. 31, 2017 |
Consolidation And Basis Of Presentation | ||
Operating Partnership units outstanding related to limited partner | 183,636,543 | 183,350,924 |
United Dominion Reality L.P. | ||
Consolidation And Basis Of Presentation | ||
General Partners' ownership (as a percent) | 94.90% | |
Operating Partnership units outstanding related to limited partner | 174,248,699 | |
UDR Lighthouse DownREIT L.P. | ||
Consolidation And Basis Of Presentation | ||
Operating Partnership outstanding units | 17,199,085 | |
General Partners' ownership (as a percent) | 53.10% | |
United Dominion Reality L.P. | ||
Consolidation And Basis Of Presentation | ||
Operating Partnership outstanding units | 183,636,543 | 183,350,924 |
Operating Partnership units outstanding related to limited partner | 183,525,660 | 183,240,041 |
United Dominion Reality L.P. | UDR Lighthouse DownREIT L.P. | ||
Consolidation And Basis Of Presentation | ||
Operating Partnership outstanding units | 13,470,651 | |
Percentage of units outstanding in Heritage Operating Partnership | 41.60% | |
UDR Lighthouse DownREIT L.P. | ||
Consolidation And Basis Of Presentation | ||
Operating Partnership outstanding units | 32,367,380 | |
Non-affiliated Partners | United Dominion Reality L.P. | ||
Consolidation And Basis Of Presentation | ||
Operating Partnership outstanding units | 9,113,236 | |
Operating Partnership units outstanding related to limited partner | 9,387,844 | |
Percentage of units outstanding in Heritage Operating Partnership | 5.10% | 5.00% |
Non-affiliated Partners | UDR Lighthouse DownREIT L.P. | ||
Consolidation And Basis Of Presentation | ||
Operating Partnership outstanding units | 15,168,295 | |
Percentage of units outstanding in Heritage Operating Partnership | 46.90% | |
UDR, Inc. | ||
Consolidation And Basis Of Presentation | ||
Operating Partnership units outstanding related to limited partner | 174,137,816 | 174,126,805 |
Percentage of units outstanding in Heritage Operating Partnership | 94.90% | 95.00% |
UDR, Inc. | United Dominion Reality L.P. | ||
Consolidation And Basis Of Presentation | ||
Operating Partnership outstanding units | 174,237,688 | |
General Partners' ownership (as a percent) | 94.90% | |
Percentage of units outstanding in Heritage Operating Partnership | 95.00% |
SIGNIFICANT ACCOUNTING POLICI_4
SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018USD ($)item | Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | |
New accounting pronouncements | |||
Increase (Decrease) in Operating Assets | $ 13,199 | $ 7,782 | |
Net cash provided by/(used in) operating activities | 406,724 | 389,276 | |
Capital expenditures and other major improvements - real estate assets, net of escrow reimbursement | 76,381 | 91,633 | |
Net cash provided by/(used in) investing activities | (203,106) | (383,371) | |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | $ 6,250 | 95 | |
Number of Investment | item | 1 | 1 | |
ASU 2016-18 | Adjustment | |||
New accounting pronouncements | |||
Increase (Decrease) in Operating Assets | 407 | ||
Net cash provided by/(used in) operating activities | 407 | ||
Capital expenditures and other major improvements - real estate assets, net of escrow reimbursement | 12 | ||
Net cash provided by/(used in) investing activities | 12 | ||
Net increase/(decrease) in cash, cash equivalents, and restricted cash | $ 419 | ||
ASU 2016-01 | |||
New accounting pronouncements | |||
Gain on investment | $ 0 | $ 2,100 |
SIGNIFICANT ACCOUNTING POLICI_5
SIGNIFICANT ACCOUNTING POLICIES - Disaggregation (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | |
Disaggregation of revenue | ||||
Rental income | $ 243,299 | $ 229,400 | $ 710,410 | $ 677,708 |
Operating Leases, Income Statement, Lease Revenue, Total | $ 263,256 | 248,264 | $ 770,373 | 734,193 |
Same store communities | item | 38,307 | 37,673 | ||
Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Rental income | $ 95,447 | 91,399 | $ 277,317 | 265,595 |
Operating Leases, Income Statement, Lease Revenue, Total | 102,615 | 98,264 | 298,456 | 286,040 |
Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Rental income | 51,291 | 49,772 | 152,866 | 148,916 |
Operating Leases, Income Statement, Lease Revenue, Total | 55,323 | 53,539 | 164,811 | 160,399 |
Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Rental income | 37,201 | 36,726 | 110,541 | 109,495 |
Operating Leases, Income Statement, Lease Revenue, Total | 38,822 | 38,162 | 114,974 | 113,814 |
Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Rental income | 27,773 | 26,221 | 81,555 | 77,697 |
Operating Leases, Income Statement, Lease Revenue, Total | 30,984 | 29,297 | 91,472 | 87,103 |
Same Store Communities Southwest Region | ||||
Disaggregation of revenue | ||||
Rental income | 11,647 | 11,446 | 29,561 | 29,126 |
Operating Leases, Income Statement, Lease Revenue, Total | 12,902 | 12,620 | 32,696 | 32,181 |
Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Rental income | 19,940 | 13,836 | 58,570 | 46,879 |
Operating Leases, Income Statement, Lease Revenue, Total | 22,610 | 16,382 | 67,964 | 54,656 |
Reimbursements Revenue | ||||
Disaggregation of revenue | ||||
Disaggregated income | 11,696 | 10,918 | 35,004 | 33,275 |
Reimbursements Revenue | Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 4,415 | 4,111 | 12,908 | 12,295 |
Reimbursements Revenue | Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 2,247 | 2,121 | 6,850 | 6,629 |
Reimbursements Revenue | Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 672 | 691 | 1,952 | 2,131 |
Reimbursements Revenue | Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,730 | 1,634 | 5,124 | 4,872 |
Reimbursements Revenue | Same Store Communities Southwest Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 651 | 624 | 1,649 | 1,572 |
Reimbursements Revenue | Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,981 | 1,737 | 6,521 | 5,776 |
Other Revenue | ||||
Disaggregation of revenue | ||||
Disaggregated income | 8,261 | 7,946 | 24,959 | 23,210 |
Other Revenue | Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 2,753 | 2,754 | 8,231 | 8,150 |
Other Revenue | Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,785 | 1,646 | 5,095 | 4,854 |
Other Revenue | Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 949 | 745 | 2,481 | 2,188 |
Other Revenue | Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,481 | 1,442 | 4,793 | 4,534 |
Other Revenue | Same Store Communities Southwest Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 604 | 550 | 1,486 | 1,483 |
Other Revenue | Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Disaggregated income | $ 689 | $ 809 | $ 2,873 | $ 2,001 |
SIGNIFICANT ACCOUNTING POLICI_6
SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | Mar. 31, 2018 | |
Accounting policies | ||||||
Notes receivable, net | $ 41,009 | $ 41,009 | $ 19,469 | |||
Significant Accounting Policies | ||||||
Distributions received from unconsolidated entities | 30,574 | $ 65,053 | ||||
Note receivable interest income | 1,200 | $ 400 | 2,900 | 1,400 | ||
Comprehensive (loss)/income attributable to non-controlling interests | 270 | |||||
Current Income Tax Expense (Benefit) | 0 | |||||
One time tax benefit | 1,100 | |||||
Deferred Tax Assets, Net | $ 100 | 100 | 100 | |||
Interest Income, Related Party | $ 0 | 0 | ||||
Note due March 2019 | ||||||
Accounting policies | ||||||
Note receivable interest rate | 12.00% | 12.00% | ||||
Notes receivable, net | $ 20,000 | $ 20,000 | ||||
Significant Accounting Policies | ||||||
Notes receivable | $ 20,000 | |||||
Note due February 2020 | ||||||
Accounting policies | ||||||
Note receivable interest rate | 10.00% | 10.00% | ||||
Notes receivable, net | $ 14,209 | $ 14,209 | 13,669 | |||
Significant Accounting Policies | ||||||
Notes receivable | $ 16,400 | 16,400 | ||||
Note maturity public capital threshold | 5,000 | |||||
Notes Receivable Increase | $ 500 | |||||
Note due October 2020 | ||||||
Accounting policies | ||||||
Note receivable interest rate | 8.00% | 8.00% | ||||
Notes receivable, net | $ 2,000 | $ 2,000 | 2,000 | |||
Significant Accounting Policies | ||||||
Notes receivable | $ 2,000 | 2,000 | ||||
Note maturity public capital threshold | $ 10,000 | |||||
Note due August 2022 | ||||||
Accounting policies | ||||||
Note receivable interest rate | 10.00% | 10.00% | ||||
Notes receivable, net | $ 4,800 | $ 4,800 | $ 3,800 | |||
Significant Accounting Policies | ||||||
Notes receivable | 10,000 | 10,000 | ||||
Note maturity public capital threshold | 25,000 | |||||
Notes Receivable Increase | 1,000 | |||||
Redeemable Noncontrolling Interest | ||||||
Significant Accounting Policies | ||||||
Comprehensive (loss)/income attributable to non-controlling interests | $ 200 | $ 300 | $ 100 | |||
Maximum | Redeemable Noncontrolling Interest | ||||||
Significant Accounting Policies | ||||||
Comprehensive (loss)/income attributable to non-controlling interests | $ 100 |
REAL ESTATE OWNED - Summarizes
REAL ESTATE OWNED - Summarizes the carrying amounts for our real estate owned (Details) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2018USD ($)homeitem | Dec. 31, 2018USD ($)item | Dec. 31, 2017USD ($) | |
Real estate owned | |||
Land | $ 1,824,847 | $ 1,780,229 | |
Land improvements | 195,051 | 189,919 | |
Depreciable property - held and used: | |||
Building, improvements, and furniture, fixtures and equipment | 7,789,244 | 7,614,568 | |
Under development: | |||
Real estate under development | 347,012 | 588,636 | |
Real estate owned | 10,327,664 | 10,177,206 | |
Accumulated depreciation | (3,626,327) | (3,330,166) | |
Total real estate owned, net of accumulated depreciation | $ 6,701,337 | 6,847,040 | |
Number of apartments owned (in apartments homes) | item | 40,420 | ||
Huntington Beach | |||
Under development: | |||
Number of apartments owned (in apartments homes) | home | 516 | ||
Land | |||
Under development: | |||
Real estate under development | $ 42,138 | 109,468 | |
Real estate held for disposition | 28,889 | ||
Building and improvements | |||
Under development: | |||
Real estate under development | 308,548 | $ 483,022 | |
Real estate held for disposition | $ 138,947 | ||
ORANGE COUNTY, CA | |||
Under development: | |||
Number of apartment homes sold | item | 264 | ||
Sale price | $ 90,500 | ||
Gain on sale of real estate owned | $ 70,300 | ||
Fairfax, VA | Forecast | |||
Under development: | |||
Number of apartment homes pending for sale | item | 604 | ||
Gross proceeds from sale of properties | $ 160,000 |
REAL ESTATE OWNED - Acquisition
REAL ESTATE OWNED - Acquisitions and Dispositions (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($)statecommunityitem | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)statecommunityitem | Sep. 30, 2017USD ($) | |
Real estate properties | ||||
Investment in unconsolidated joint ventures | $ 85,059 | $ 102,170 | ||
Real Estate Owned Disclosure | ||||
Number of states in which there are owned and consolidated communities | state | 11 | 11 | ||
Number of apartment homes owned and consolidated | item | 40,420 | 40,420 | ||
Number of real estate properties | community | 127 | 127 | ||
Development costs excluding direct costs and capitalized interest | $ 1,600 | $ 2,200 | $ 6,600 | 6,600 |
Interest capitalized during period | $ 1,600 | $ 4,600 | 9,800 | 14,000 |
Gain/(loss) on sale of real estate owned, net of tax | $ 70,300 | $ 2,132 |
JOINT VENTURES AND PARTNERSHI_3
JOINT VENTURES AND PARTNERSHIPS - Summary (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||||
Sep. 30, 2018USD ($)communityitem | Sep. 30, 2017USD ($)item | Sep. 30, 2018USD ($)communityitem | Sep. 30, 2017USD ($)item | Aug. 31, 2018item | Dec. 31, 2017USD ($) | May 31, 2017 | Mar. 31, 2017 | Jan. 31, 2017 | May 31, 2015community | |
Financial information relating to unconsolidated joint ventures operations | ||||||||||
Operating income/(loss) | $ (1,382) | $ 1,819 | $ (5,091) | $ 11,591 | ||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | 767,376 | 767,376 | $ 720,830 | |||||||
Deferred gains on the sale of depreciable property | $ 11,100 | $ 11,100 | 10,900 | |||||||
Number of real estate properties | community | 127 | 127 | ||||||||
Investment in and advances to unconsolidated joint ventures, net | $ 767,376 | $ 767,376 | 720,830 | |||||||
Unconsolidated Joint Ventures | ||||||||||
Financial information relating to unconsolidated joint ventures operations | ||||||||||
Total revenues | 76,203 | 71,200 | 215,140 | 205,475 | ||||||
Property operating expenses | 30,096 | 28,157 | 85,435 | 79,622 | ||||||
real estate depreciation and amortization | 29,545 | 28,264 | 85,063 | 82,344 | ||||||
Operating income/(loss) | 16,562 | 14,779 | 44,642 | 43,509 | ||||||
Interest expense | (22,919) | (21,849) | (63,990) | (64,083) | ||||||
Gain (loss) on sale of property | 30,153 | 30,153 | ||||||||
Other income/(loss) | 40 | (515) | 141 | (435) | ||||||
Net income /(loss) | (6,317) | $ 22,568 | (19,207) | $ 9,144 | ||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Total real estate, net | 3,267,944 | 3,267,944 | 3,236,180 | |||||||
Cash and cash equivalents | 53,141 | 53,141 | 36,411 | |||||||
Other assets | 91,246 | 91,246 | 50,158 | |||||||
Total assets | 3,412,331 | 3,412,331 | 3,322,749 | |||||||
Third party debt | 2,108,790 | 2,108,790 | 2,005,566 | |||||||
Accounts payable and accrued liabilities | 63,220 | 63,220 | 85,643 | |||||||
Total liabilities | 2,172,010 | 2,172,010 | 2,091,209 | |||||||
Total equity | 1,240,321 | 1,240,321 | 1,231,540 | |||||||
Investment in unconsolidated entities | 569,038 | 569,038 | 599,196 | |||||||
Unconsolidated Joint Venture West Coast Development JV | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 102,100 | $ 102,100 | 102,100 | |||||||
Preferred Equity Investment West Coast Development JV | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
UDR's Ownership Interest | 49.00% | 49.00% | 49.00% | 49.00% | 49.00% | 48.00% | ||||
Number of real estate properties | community | 5 | |||||||||
Rate | 6.50% | 6.50% | ||||||||
Preferred Equity Investment 1200 Broadway Nashville TN | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Number of apartment homes | item | 313 | 313 | ||||||||
Rate | 8.00% | 8.00% | ||||||||
Preferred Equity Investment 1641 Lincoln Santa Monica CA | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Number of apartment homes | item | 66 | |||||||||
Rate | 12.00% | |||||||||
Preferred Equity Investment 1300 Fairmount Philadelphia, PA | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Number of apartment homes | item | 471 | |||||||||
Rate | 9.00% | |||||||||
Preferred Equity Investment Essex Orlando, FL | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Number of apartment homes | item | 330 | 330 | ||||||||
Rate | 12.50% | 12.50% | ||||||||
Development Community | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 198,338 | $ 198,338 | 121,634 | |||||||
Development Community | Unconsolidated Joint Venture UDR Met Life I Partnership | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 34,869 | $ 34,869 | $ 34,653 | |||||||
UDR's Ownership Interest | 50.00% | 50.00% | 50.00% | |||||||
Number of apartment homes | community | 150 | 150 | ||||||||
Number of real estate properties | community | 1 | 1 | ||||||||
Development Community | Unconsolidated Joint Venture Vitruvian Park | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Number of real estate properties | community | 1 | 1 | ||||||||
Development Community | Preferred Equity Investment West Coast Development JV | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 65,476 | $ 65,476 | $ 64,226 | |||||||
Income from investments | $ 25 | $ 3,266 | $ 974 | $ 16,626 | ||||||
Rate | 6.50% | 6.50% | ||||||||
Development Community | Preferred Equity Investment 1532 Harrison San Francisco, CA | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
UDR commitment | $ 24,645 | $ 24,645 | ||||||||
Investment in unconsolidated entities | 21,373 | 21,373 | 11,346 | |||||||
Income from investments | $ 721 | 226 | $ 1,492 | 228 | ||||||
Rate | 11.00% | 11.00% | ||||||||
Years to Maturity | 3 years 9 months 18 days | |||||||||
Development Community | Preferred Equity Investment 1200 Broadway Nashville TN | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
UDR commitment | $ 55,558 | $ 55,558 | ||||||||
Investment in unconsolidated entities | 48,805 | 48,805 | 18,011 | |||||||
Income from investments | $ 859 | 65 | $ 1,870 | 65 | ||||||
Rate | 8.00% | 8.00% | ||||||||
Years to Maturity | 4 years | |||||||||
Development Community | Preferred Equity Investment 1641 Lincoln Santa Monica CA | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
UDR commitment | $ 8,800 | $ 8,800 | ||||||||
Investment in unconsolidated entities | 8,938 | 8,938 | ||||||||
Income from investments | $ 141 | $ 141 | ||||||||
Rate | 12.00% | 12.00% | ||||||||
Years to Maturity | 4 years | |||||||||
Development Community | Preferred Equity Investment 1300 Fairmount Philadelphia, PA | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
UDR commitment | $ 51,393 | $ 51,393 | ||||||||
Investment in unconsolidated entities | 2,670 | 2,670 | ||||||||
Income from investments | $ 27 | $ 27 | ||||||||
Rate | 9.00% | 9.00% | ||||||||
Years to Maturity | 5 years | |||||||||
Development Community | Preferred Equity Investment Essex Orlando, FL | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
UDR commitment | $ 12,886 | $ 12,886 | ||||||||
Investment in unconsolidated entities | 6,326 | 6,326 | ||||||||
Income from investments | $ 46 | $ 46 | ||||||||
Rate | 12.50% | 12.50% | ||||||||
Years to Maturity | 5 years | |||||||||
Development Community | Other Investment The Portals Washington, DC | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
UDR commitment | $ 38,559 | $ 38,559 | ||||||||
Investment in unconsolidated entities | 41,996 | 41,996 | 26,535 | |||||||
Income from investments | $ 1,015 | $ 330 | $ 2,523 | $ 346 | ||||||
Rate | 11.00% | 11.00% | ||||||||
Years to Maturity | 2 years 8 months 12 days | |||||||||
Development Community | Other Investment Ventures | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
UDR commitment | $ 15,000 | $ 15,000 | ||||||||
Investment in unconsolidated entities | 2,754 | 2,754 | 1,516 | |||||||
Income from investments | (77) | (262) | ||||||||
Operating Community | Unconsolidated Joint Venture UDR MetLife II Partnership | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 299,953 | $ 299,953 | $ 303,702 | |||||||
UDR's Ownership Interest | 50.00% | 50.00% | 50.00% | |||||||
Number of apartment homes | community | 4,059 | 4,059 | ||||||||
Number of real estate properties | community | 18 | 18 | ||||||||
Operating Community | Unconsolidated Joint Venture Other MetLife | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 119,893 | $ 119,893 | $ 135,563 | |||||||
UDR's Ownership Interest | 50.60% | 50.60% | 50.60% | |||||||
Number of apartment homes | community | 1,437 | 1,437 | ||||||||
Number of real estate properties | community | 5 | 5 | ||||||||
Operating Community | Unconsolidated Joint Venture Vitruvian Park | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 71,225 | $ 71,225 | $ 78,404 | |||||||
UDR's Ownership Interest | 50.00% | 50.00% | 50.00% | |||||||
Number of apartment homes | community | 1,513 | 1,513 | ||||||||
Number of real estate properties | community | 3 | 3 | ||||||||
Operating Community | Unconsolidated Joint Venture Three Washington DC | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 6,453 | $ 6,453 | $ 8,958 | |||||||
UDR's Ownership Interest | 30.00% | 30.00% | 30.00% | |||||||
Number of apartment homes | community | 660 | 660 | ||||||||
Number of real estate properties | community | 3 | 3 | ||||||||
Operating Community | Unconsolidated Joint Venture West Coast Development JV | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Investment in unconsolidated entities | $ 36,645 | $ 36,645 | $ 37,916 | |||||||
UDR's Ownership Interest | 47.00% | 47.00% | 47.00% | |||||||
Number of apartment homes | community | 293 | 293 | ||||||||
Number of real estate properties | community | 1 | 1 | ||||||||
Land Parcel | Unconsolidated Joint Venture Vitruvian Park | ||||||||||
Combined summary of balance sheets relating to unconsolidated joint ventures | ||||||||||
Number of real estate properties | community | 5 | 5 |
JOINT VENTURES AND PARTNERSHI_4
JOINT VENTURES AND PARTNERSHIPS - Commitments (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
May 31, 2017USD ($)loanitem | Mar. 31, 2017USD ($)item | Jan. 31, 2017USD ($)communityitem | May 31, 2015USD ($)communityitem | Sep. 30, 2018USD ($)communityitem | Sep. 30, 2017USD ($)item | Sep. 30, 2018USD ($)communityitem | Sep. 30, 2017USD ($)item | Sep. 30, 2019USD ($) | Aug. 31, 2018USD ($)item | Dec. 31, 2017USD ($)communityitem | Jun. 30, 2017USD ($)item | |
Unconsolidated entities | ||||||||||||
Casualty-related charges/(recoveries), net | $ 678 | $ 2,056 | $ 2,364 | $ 3,749 | ||||||||
Gain/(loss) on sale of real estate owned | 70,300 | 2,132 | ||||||||||
Secured debt, net | 798,241 | 798,241 | $ 803,269 | |||||||||
Joint Ventures | ||||||||||||
Real estate owned | 10,327,664 | 10,327,664 | 10,177,206 | |||||||||
Second installment of payable incurred in partial consideration for acquisition of ownership interest in joint venture | 267,359 | 267,359 | ||||||||||
Interest expense | (34,401) | (30,095) | (95,942) | (94,500) | ||||||||
Investment in unconsolidated entities | $ 767,376 | $ 767,376 | 720,830 | |||||||||
Number of real estate properties | community | 127 | 127 | ||||||||||
Condition for Community considered to have stabilized occupancy | 90% | |||||||||||
Time to maintain percent occupancy to be considered a community | 3 months | |||||||||||
Investment in unconsolidated joint ventures | $ 85,059 | 102,170 | ||||||||||
Long-term Debt | $ 3,811,180 | 3,811,180 | 3,671,663 | |||||||||
Deferred fees from the sale of properties | 11,100 | 11,100 | 10,900 | |||||||||
Management Fee | ||||||||||||
Joint Ventures | ||||||||||||
Joint venture management and other fees | $ 2,900 | $ 2,800 | $ 8,700 | $ 8,700 | ||||||||
Unconsolidated Joint Venture Vitruvian Park | ||||||||||||
Joint Ventures | ||||||||||||
Number of apartments of development community | item | 383 | 383 | ||||||||||
Unconsolidated Joint Venture UDR Met Life I Partnership | ||||||||||||
Joint Ventures | ||||||||||||
Number of apartments of development community | item | 150 | 150 | ||||||||||
Unconsolidated Joint Venture West Coast Development JV | ||||||||||||
Joint Ventures | ||||||||||||
Investment in unconsolidated entities | $ 102,100 | $ 102,100 | $ 102,100 | |||||||||
Preferred Equity Investment West Coast Development JV | ||||||||||||
Joint Ventures | ||||||||||||
UDR's Ownership Interest | 49.00% | 49.00% | 49.00% | 48.00% | 49.00% | 49.00% | ||||||
Number of real estate properties | community | 5 | |||||||||||
Number of communities are located in coastal market | item | 3 | |||||||||||
Preferred return (as a percent) | 6.50% | 6.50% | ||||||||||
Condition for Community considered to have stabilized occupancy | 80% | |||||||||||
Time to maintain percent occupancy to be considered a community | 90 days | |||||||||||
Hold period | 1 year | 1 year | 1 year | |||||||||
Total fixed price option | $ 72,300 | $ 61,300 | ||||||||||
Minimum number of communities to be purchased | item | 2 | |||||||||||
Number of communities acquired | community | 1 | |||||||||||
Number of apartment homes acquired | item | 276 | 155 | 244 | |||||||||
Number of completed communities | community | 5 | |||||||||||
Investment in unconsolidated joint ventures | $ 66,000 | |||||||||||
Number of remaining communities sold | community | 2 | |||||||||||
Number of remaining communities acquired | community | 1 | 1 | ||||||||||
Number of remaining communities | community | 2 | 2 | 4 | |||||||||
Contractual purchase price commitment (as a percent) | 100 | 100 | ||||||||||
Contractual purchase price commitment | $ 130,100 | $ 130,100 | ||||||||||
Number of joint ventures agreements entered into | item | 2 | 2 | ||||||||||
Cost of ownership interest | $ 16,100 | $ 15,500 | $ 136,300 | |||||||||
Preferred Equity Investment West Coast Development JV | Forecast | ||||||||||||
Joint Ventures | ||||||||||||
UDR's Ownership Interest | 51.00% | |||||||||||
Investment in unconsolidated joint ventures | $ 66,400 | |||||||||||
Preferred Equity Investment San Franciso California JV | ||||||||||||
Joint Ventures | ||||||||||||
Investment in unconsolidated entities | $ 21,400 | $ 21,400 | ||||||||||
Preferred return (as a percent) | 11.00% | |||||||||||
Number of apartment homes | item | 399 | 136 | ||||||||||
Sale price | $ 148,000 | |||||||||||
Equity Investment | $ 24,600 | |||||||||||
Preferred Equity Investment 1200 Broadway Nashville TN | ||||||||||||
Joint Ventures | ||||||||||||
Preferred return (as a percent) | 8.00% | 8.00% | ||||||||||
Number of apartment homes | item | 313 | 313 | ||||||||||
Equity Investment | $ 55,600 | $ 55,600 | ||||||||||
Preferred Equity Investment 1641 Lincoln Santa Monica CA | ||||||||||||
Joint Ventures | ||||||||||||
Preferred return (as a percent) | 12.00% | |||||||||||
Number of apartment homes | item | 66 | |||||||||||
Equity Investment | $ 8,800 | |||||||||||
Preferred Equity Investment 1300 Fairmount Philadelphia, PA | ||||||||||||
Joint Ventures | ||||||||||||
Preferred return (as a percent) | 9.00% | |||||||||||
Number of apartment homes | item | 471 | |||||||||||
Equity Investment | $ 51,400 | |||||||||||
Preferred Equity Investment Essex Orlando, FL | ||||||||||||
Joint Ventures | ||||||||||||
Preferred return (as a percent) | 12.50% | 12.50% | ||||||||||
Number of apartment homes | item | 330 | 330 | ||||||||||
Equity Investment | $ 12,900 | $ 12,900 | ||||||||||
Third Party Developer in Washington D.C. | ||||||||||||
Joint Ventures | ||||||||||||
Number of apartment homes | item | 211 | |||||||||||
Sale price | $ 101,300 | |||||||||||
Equity Investment | $ 38,600 | |||||||||||
Number of apartments of development community | item | 373 | |||||||||||
Long-term Debt | $ 71,000 | |||||||||||
Interest rate of medium-term notes | 13.50% | |||||||||||
Debt instrument term | 4 years | |||||||||||
Number of extensions available | loan | 1 | |||||||||||
Loan extension term | 12 months | |||||||||||
Weighted vverage interest rate of Company's committed portion | 11 | |||||||||||
Subsequent Investment | Preferred Equity Investment West Coast Development JV | ||||||||||||
Joint Ventures | ||||||||||||
UDR's Ownership Interest | 100.00% |
SECURED AND UNSECURED DEBT, N_3
SECURED AND UNSECURED DEBT, NET - Summary (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018USD ($)communityitem | Dec. 31, 2017USD ($) | |
Secured debt instruments | ||
Interest rate at end of the period | 3.63% | |
Long-term Debt | $ 3,811,180 | $ 3,671,663 |
Unsecured Debt | 3,012,939 | 2,868,394 |
Borrowings outstanding | $ 3,300 | 3,300 |
Number of secured credit facilities with Fannie Mae | item | 2 | |
Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 4 years 10 months 24 days | |
Commercial Paper | ||
Secured debt instruments | ||
Interest rate at end of the period | 2.43% | |
Borrowings outstanding at end of period | $ 415,000 | 300,000 |
Commercial Paper | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 1 month 6 days | |
Mortgages Notes Payable | Fixed Rate Debt | ||
Secured debt instruments | ||
Principal outstanding | $ 419,482 | 395,611 |
Interest rate at end of the period | 3.82% | |
Number of Communities Encumbered | community | 7 | |
Mortgages Notes Payable | Fixed Rate Debt | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 6 years 1 month 6 days | |
Tax-exempt secured notes payable | Variable Rate Debt | ||
Secured debt instruments | ||
Principal outstanding | $ 94,700 | 94,700 |
Interest rate at end of the period | 2.16% | |
Number of Communities Encumbered | community | 2 | |
Tax-exempt secured notes payable | Variable Rate Debt | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 4 years 4 months 24 days | |
Fannie Mae credit facilities | Fixed Rate Debt | ||
Secured debt instruments | ||
Principal outstanding | $ 285,836 | 285,836 |
Interest rate at end of the period | 4.86% | |
Number of Communities Encumbered | community | 8 | |
Fannie Mae credit facilities | Fixed Rate Debt | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 1 year 3 months 18 days | |
Fannie Mae credit facilities | Variable Rate Debt | ||
Secured debt instruments | ||
Principal outstanding | 29,034 | |
Secured Debt | ||
Secured debt instruments | ||
Principal outstanding | $ 798,241 | 803,269 |
Interest rate at end of the period | 4.00% | |
Long-term Debt | $ 798,241 | |
Number of Communities Encumbered | community | 17 | |
Secured Debt | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 4 years 2 months 12 days | |
Secured Debt | Fixed Rate Debt | ||
Secured debt instruments | ||
Principal outstanding | $ 703,682 | 679,777 |
Interest rate at end of the period | 4.25% | |
Long-term Debt | $ 703,682 | |
Number of Communities Encumbered | community | 15 | |
Deferred finance costs, net | $ (1,636) | (1,670) |
Secured Debt | Fixed Rate Debt | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 4 years 1 month 6 days | |
Secured Debt | Variable Rate Debt | ||
Secured debt instruments | ||
Principal outstanding | $ 94,559 | 123,492 |
Interest rate at end of the period | 2.16% | |
Long-term Debt | $ 94,559 | |
Number of Communities Encumbered | community | 2 | |
Deferred finance costs, net | $ (141) | (242) |
Secured Debt | Variable Rate Debt | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 4 years 4 months 24 days | |
Unsecured Revolving credit facility due 2023 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 4 years 3 months 18 days | |
Unsecured Working Capital Credit Facility due January 2021 | ||
Secured debt instruments | ||
Interest rate at end of the period | 3.09% | |
Borrowings outstanding | $ 51,010 | 21,767 |
Unsecured Working Capital Credit Facility due January 2021 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 2 years 3 months 18 days | |
Term Loan due September 2023 | ||
Secured debt instruments | ||
Interest rate at end of the period | 3.04% | |
Senior Notes | $ 35,000 | 35,000 |
Term Loan due September 2023 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 5 years | |
1.93% Term Loan due September 2023 | ||
Secured debt instruments | ||
Interest rate at end of the period | 1.93% | |
Senior Notes | $ 315,000 | 315,000 |
1.93% Term Loan due September 2023 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 5 years | |
3.70% Term Notes Due October 2020 | ||
Secured debt instruments | ||
Unamortized discount | $ 16 | 22 |
Interest rate at end of the period | 3.70% | |
Senior Notes | $ 299,984 | 299,978 |
3.70% Term Notes Due October 2020 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 2 years | |
4.63% Medium-Term Notes due January 2022 | ||
Secured debt instruments | ||
Unamortized discount | $ 1,177 | 1,446 |
Interest rate at end of the period | 4.63% | |
Senior Notes | $ 398,823 | 398,554 |
4.63% Medium-Term Notes due January 2022 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 3 years 3 months 18 days | |
3.75% Medium-Term Notes Due July 2024 | ||
Secured debt instruments | ||
Unamortized discount | $ 599 | 678 |
Interest rate at end of the period | 3.75% | |
Senior Notes | $ 299,401 | 299,322 |
3.75% Medium-Term Notes Due July 2024 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 5 years 9 months 18 days | |
8.50% Debentures, Due September 2024 | ||
Secured debt instruments | ||
Interest rate at end of the period | 8.50% | |
Senior Notes | $ 15,644 | 15,644 |
8.50% Debentures, Due September 2024 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 6 years | |
4.00% Medium-Term Note due October 2025 | ||
Secured debt instruments | ||
Unamortized discount | $ 482 | 534 |
Interest rate at end of the period | 4.00% | |
Senior Notes | $ 299,518 | 299,466 |
4.00% Medium-Term Note due October 2025 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 7 years | |
2.95% Medium-Term Note due September 2026 | ||
Secured debt instruments | ||
Interest rate at end of the period | 2.95% | |
Senior Notes | $ 300,000 | 300,000 |
2.95% Medium-Term Note due September 2026 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 7 years 10 months 24 days | |
3.50 Medium-Term Note due July 2027 | ||
Secured debt instruments | ||
Unamortized discount | $ 617 | 670 |
Interest rate at end of the period | 3.50% | |
Senior Notes | $ 299,383 | 299,330 |
3.50 Medium-Term Note due July 2027 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 8 years 9 months 18 days | |
3.50% Medium-Term Notes Due January 2028 | ||
Secured debt instruments | ||
Unamortized discount | $ 1,102 | 1,191 |
Interest rate at end of the period | 3.50% | |
Senior Notes | $ 298,898 | 298,809 |
3.50% Medium-Term Notes Due January 2028 | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 9 years 3 months 18 days | |
Other | ||
Secured debt instruments | ||
Senior Notes | $ 17 | 19 |
Unsecured Debt | ||
Secured debt instruments | ||
Interest rate at end of the period | 3.44% | |
Long-term Debt | $ 3,012,939 | |
Unsecured Debt | 3,012,939 | 2,868,394 |
Deferred finance costs, net | $ (14,739) | $ (14,495) |
Unsecured Debt | Weighted Average | ||
Secured debt instruments | ||
Years to maturity | 5 years 1 month 6 days |
SECURED AND UNSECURED DEBT, N_4
SECURED AND UNSECURED DEBT, NET - Variable Rate Debt (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Credit facilities | |||
Unamortized net premium | $ 5,500 | $ 8,200 | |
Payments on secured debt | 82,472 | $ 325,212 | |
Secured credit facilities | |||
Borrowings outstanding at end of period | 3,300 | 3,300 | |
Fannie Mae | |||
Secured credit facilities | |||
Borrowings outstanding at end of period | 285,836 | 314,870 | |
Weighted average daily borrowings during the period ended | 308,417 | 416,653 | |
Maximum daily borrowings during the period ended | $ 314,869 | $ 636,782 | |
Weighted average interest rate during the period ended | 4.80% | 4.30% | |
Interest rate at the end of the period | 4.90% | 4.70% | |
Variable Rate Debt | Secured Debt | |||
Credit facilities | |||
Payments on secured debt | $ 29,000 |
SECURED AND UNSECURED DEBT, N_5
SECURED AND UNSECURED DEBT, NET - Credit Facilities (Details) - USD ($) $ in Thousands | Oct. 26, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | Aug. 31, 2018 |
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Borrowings outstanding at end of period | $ 3,300 | $ 3,300 | ||
Unsecured Commercial Bank Credit Facility | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | 2,000,000 | |||
Fixed Rate Debt | Fannie Mae credit facilities | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Repayments of outstanding borrowing | $ 195,800 | |||
Unsecured Revolving credit facility due 2023 | Unsecured Commercial Bank Credit Facility | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | 1,100,000 | |||
Term Loan due September 2023 | Unsecured Commercial Bank Credit Facility | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | 350,000 | |||
Unsecured Revolving credit facility due 2020 | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | $ 2,000,000 | |||
Unsecured Revolving credit facility due 2020 | Unsecured Commercial Bank Credit Facility | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | 1,100 | |||
Unsecured Term Loan Facility due 2020 | Unsecured Commercial Bank Credit Facility | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | $ 350,000 | |||
Term note due January 2029 | Unsecured Commercial Bank Credit Facility | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | $ 300,000 | |||
Interest rate | 4.40% | |||
Debt issued price as a percent of principal (as a percent) | 99.998% | |||
Revolving Credit Facility | Unsecured Commercial Bank Credit Facility | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | 1,100,000 | 1,100,000 | ||
Weighted average daily borrowings during the period ended | 2,274 | |||
Maximum daily borrowings during the period ended | $ 120,000 | |||
Weighted average interest rate during the period ended | 1.60% | |||
Unsecured Working Capital Credit Facility due January 2021 | ||||
Summary of short-term bank borrowings under unsecured commercial bank credit facility | ||||
Total revolving credit facility | 75,000 | $ 75,000 | ||
Borrowings outstanding at end of period | 51,010 | 21,767 | ||
Weighted average daily borrowings during the period ended | 29,398 | 26,993 | ||
Maximum daily borrowings during the period ended | $ 64,633 | $ 68,207 | ||
Weighted average interest rate during the period ended | 2.80% | 2.00% | ||
Interest rate at the end of the period | 3.10% | 2.50% |
SECURED AND UNSECURED DEBT, N_6
SECURED AND UNSECURED DEBT, NET - Short Term Debt (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Dec. 31, 2017 | |
Commercial Paper | ||
Unsecured Debt | ||
Total unsecured commercial paper program | $ 500,000 | $ 500,000 |
Borrowings outstanding at end of period | 415,000 | 300,000 |
Weighted average daily borrowings during the period ended | 350,907 | 238,810 |
Maximum daily borrowings during the period ended | $ 440,000 | $ 390,000 |
Weighted average interest rate during the period ended | 2.30% | 1.40% |
Interest rate at the end of the period | 2.40% | 2.00% |
4.00% Medium-Term Note due October 2025 | ||
Unsecured Debt | ||
Weighted average interest rate during the period ended | 4.55% |
SECURED AND UNSECURED DEBT, N_7
SECURED AND UNSECURED DEBT, NET - Unsecured Maturities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Aggregate maturities of unsecured debt | ||
2,018 | $ 415,935 | |
2,019 | 267,359 | |
2,020 | 498,076 | |
2,021 | 52,127 | |
2,022 | 401,157 | |
2,023 | 391,245 | |
2,024 | 315,644 | |
2,025 | 427,600 | |
2,026 | 350,000 | |
2,027 | 300,000 | |
Thereafter | 407,000 | |
Subtotal | 3,826,143 | |
Non-cash (a) | (14,963) | |
Long-term Debt, Total | 3,811,180 | $ 3,671,663 |
Secured Debt | ||
Aggregate maturities of unsecured debt | ||
2,018 | 935 | |
2,019 | 267,359 | |
2,020 | 198,076 | |
2,021 | 1,117 | |
2,022 | 1,157 | |
2,023 | 41,245 | |
2,025 | 127,600 | |
2,026 | 50,000 | |
Thereafter | 107,000 | |
Subtotal | 794,489 | |
Non-cash (a) | 3,752 | |
Long-term Debt, Total | 798,241 | |
Unsecured Debt | ||
Aggregate maturities of unsecured debt | ||
2,018 | 415,000 | |
2,020 | 300,000 | |
2,021 | 51,010 | |
2,022 | 400,000 | |
2,023 | 350,000 | |
2,024 | 315,644 | |
2,025 | 300,000 | |
2,026 | 300,000 | |
2,027 | 300,000 | |
Thereafter | 300,000 | |
Subtotal | 3,031,654 | |
Non-cash (a) | (18,715) | |
Long-term Debt, Total | 3,012,939 | |
Fixed Rate Debt | Secured Debt | ||
Aggregate maturities of unsecured debt | ||
2,018 | 935 | |
2,019 | 199,659 | |
2,020 | 198,076 | |
2,021 | 1,117 | |
2,022 | 1,157 | |
2,023 | 41,245 | |
2,025 | 127,600 | |
2,026 | 50,000 | |
Thereafter | 80,000 | |
Subtotal | 699,789 | |
Non-cash (a) | 3,893 | |
Long-term Debt, Total | 703,682 | |
Variable Rate Debt | Secured Debt | ||
Aggregate maturities of unsecured debt | ||
2,019 | 67,700 | |
Thereafter | 27,000 | |
Subtotal | 94,700 | |
Non-cash (a) | (141) | |
Long-term Debt, Total | $ 94,559 |
SECURED AND UNSECURED DEBT, N_8
SECURED AND UNSECURED DEBT, NET - Debt Covenants (Details) $ in Thousands | Oct. 26, 2018USD ($) | Sep. 30, 2018USD ($)loan | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)loan | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) |
Fixed and variable rate debt | ||||||
Amortization of financing costs | $ 1,100 | $ 1,100 | $ 3,200 | $ 3,200 | ||
Secured Debt | ||||||
Secured debt amount which encumbers real estate owned based upon book value | $ 1,600,000 | $ 1,600,000 | ||||
Percentage of secured debt which encumbers real estate owned based upon book value | 16.00% | 16.00% | ||||
Secured debt amount of real estate owned which is unencumbered | $ 8,700,000 | $ 8,700,000 | ||||
Percentage of secured debt of real estate owned which is unencumbered | 84.00% | 84.00% | ||||
Long-term commercial paper | $ 500,000 | $ 500,000 | ||||
Secured Debt | 798,241 | 798,241 | $ 803,269 | |||
Commercial Paper | ||||||
Secured Debt | ||||||
Commercial paper program | 415,000 | $ 415,000 | 300,000 | |||
Unsecured Debt | ||||||
Secured Debt | ||||||
Credit facility interest rate | 90 | |||||
Basis points added to to variable rate | 90.00% | |||||
Unsecured Debt | Maximum | ||||||
Secured Debt | ||||||
Basis points added to to variable rate | 165.00% | |||||
Unsecured Debt | Minimum | ||||||
Secured Debt | ||||||
Basis points added to to variable rate | 80.00% | |||||
Unsecured Working Capital Credit Facility due January 2021 | ||||||
Secured Debt | ||||||
Credit facilities with aggregate commitment | 75,000 | $ 75,000 | 75,000 | |||
Credit facility interest rate | 90 | |||||
Maturity date | Jan. 15, 2021 | |||||
Unsecured Working Capital Credit Facility due January 2021 | Maximum | ||||||
Secured Debt | ||||||
Basis points added to to variable rate | 155.00% | |||||
Unsecured Working Capital Credit Facility due January 2021 | Minimum | ||||||
Secured Debt | ||||||
Basis points added to to variable rate | 85.00% | |||||
3.75% Medium-Term Notes Due July 2024 | ||||||
Secured Debt | ||||||
Senior Notes | 299,401 | $ 299,401 | 299,322 | |||
Debt Assumed As Part of Acquisition | ||||||
Secured Debt | ||||||
Amortization of Debt Discount (Premium) | $ 900 | $ 700 | $ 2,400 | $ 2,200 | ||
Tax-exempt secured notes payable | Fixed Rate Debt | ||||||
Secured Debt | ||||||
Debt Instrument, Maturity Date Range, Start | Aug. 1, 2019 | |||||
Debt instrument, maturity date range, end | Mar. 1, 2032 | |||||
Fannie Mae credit facilities | Fixed Rate Debt | ||||||
Secured Debt | ||||||
Debt Instrument, Maturity Date Range, Start | Oct. 1, 2019 | |||||
Debt instrument, maturity date range, end | Jul. 1, 2020 | |||||
Tax-exempt secured notes payable | Variable Rate Debt | Maximum | ||||||
Secured Debt | ||||||
Notes payable maximum interest rates range | 2.20% | 2.20% | ||||
Tax-exempt secured notes payable | Variable Rate Debt | Minimum | ||||||
Secured Debt | ||||||
Notes payable maximum interest rates range | 2.15% | 2.15% | ||||
Revolving Credit Facility | ||||||
Secured Debt | ||||||
Basis points added to to variable rate | 82.50% | |||||
Commitment fee | 15.00% | |||||
Revolving Credit Facility | Maximum | ||||||
Secured Debt | ||||||
Basis points added to to variable rate | 145.00% | |||||
Commitment fee | 30.00% | |||||
Revolving Credit Facility | Minimum | ||||||
Secured Debt | ||||||
Basis points added to to variable rate | 75.00% | |||||
Commitment fee | 10.00% | |||||
4.00% Medium-Term Note due October 2025 | ||||||
Secured Debt | ||||||
Portion of medium term note subject to interest rate swaps | $ 200,000 | $ 200,000 | ||||
Senior Notes | 299,518 | 299,518 | 299,466 | |||
2.95% Medium-Term Note due September 2026 | ||||||
Secured Debt | ||||||
Senior Notes | 300,000 | 300,000 | 300,000 | |||
Unsecured Commercial Bank Credit Facility | ||||||
Secured Debt | ||||||
Credit facilities with aggregate commitment | 2,000,000 | $ 2,000,000 | ||||
Unsecured Commercial Bank Credit Facility | Unsecured Debt | ||||||
Secured Debt | ||||||
Maturity date | Sep. 30, 2023 | |||||
Unsecured Commercial Bank Credit Facility | Unsecured Revolving credit facility due 2023 | ||||||
Secured Debt | ||||||
Credit facilities with aggregate commitment | $ 1,100,000 | $ 1,100,000 | ||||
Number of Extensions of loan | loan | 2 | 2 | ||||
Extension period of option on loan | 6 months | |||||
Unsecured Commercial Bank Credit Facility | Revolving Credit Facility | ||||||
Secured Debt | ||||||
Credit facilities with aggregate commitment | $ 1,100,000 | $ 1,100,000 | $ 1,100,000 | |||
Maturity date | Jan. 31, 2023 | |||||
Fannie Mae credit facilities | Fixed Rate Debt | ||||||
Secured Debt | ||||||
Repayments of outstanding borrowing | $ 195,800 | |||||
Mortgages Notes Payable | Fixed Rate Debt | ||||||
Secured Debt | ||||||
Debt Instrument, Maturity Date Range, Start | Aug. 1, 2020 | |||||
Debt instrument, maturity date range, end | Sep. 1, 2028 | |||||
Mortgages Notes Payable | Fixed Rate Debt | Maximum | ||||||
Secured Debt | ||||||
Notes payable maximum interest rates range | 4.35% | 4.35% | ||||
Mortgages Notes Payable | Fixed Rate Debt | Minimum | ||||||
Secured Debt | ||||||
Notes payable maximum interest rates range | 3.15% | 3.15% |
INCOME_(LOSS) PER SHARE (Detail
INCOME/(LOSS) PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Antidilutive securities | ||||
Income/(loss) from continuing operations | $ 20,258 | $ 17,570 | $ 61,627 | $ 54,896 |
Gain/(loss) on sale of real estate owned, net of tax | 70,300 | 2,132 | ||
Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | (1,616) | (1,415) | (10,819) | (4,607) |
Net (income)/loss attributable to noncontrolling interests | (32) | 35 | (141) | (107) |
Net income/(loss) attributable to UDR, Inc. | 18,610 | 16,190 | 120,967 | 52,314 |
Distributions to preferred stockholders — Series E (Convertible) | (971) | (926) | (2,897) | (2,784) |
Net income/(loss) attributable to common stockholders | $ 17,639 | $ 15,264 | $ 118,070 | $ 49,530 |
Denominator for earnings per share - basic and diluted: | ||||
Weighted average common shares outstanding | 268,034 | 267,577 | 267,873 | 267,492 |
Non-vested restricted stock awards | (307) | (521) | (344) | (552) |
Denominator for basic income/(loss) per share | 267,727 | 267,056 | 267,529 | 266,940 |
Incremental shares issuable from assumed conversion of stock options, unvested LTIP Units and unvested restricted stock | 1,134 | 2,006 | 1,491 | 1,911 |
Denominator for diluted income/(loss) per share | 268,861 | 269,062 | 269,020 | 268,851 |
Income/(loss) per weighted average common share - basic | $ 0.07 | $ 0.06 | $ 0.44 | $ 0.19 |
Income/(loss) per weighted average common share - diluted | $ 0.07 | $ 0.06 | $ 0.44 | $ 0.18 |
OP/DownREIT Units | ||||
Antidilutive securities | ||||
Antidilutive securities | 24,558 | 24,822 | 24,546 | 24,882 |
Convertible preferred stock | ||||
Antidilutive securities | ||||
Antidilutive securities | 3,011 | 3,016 | 3,011 | 3,024 |
Stock options, unvested LTIP Units and unvested restricted stock | ||||
Antidilutive securities | ||||
Antidilutive securities | 1,134 | 2,006 | 1,491 | 1,911 |
NONCONTROLLING INTERESTS (Detai
NONCONTROLLING INTERESTS (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Redeemable noncontrolling interests in the Operating Partnership | ||||
Minimum holding period prior to redemption (in years) | 1 year | |||
Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership, beginning for year | $ 948,138 | |||
Mark-to-market adjustment to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | 62,655 | |||
Conversion of OP Units/DownREIT Units to Common Stock | (13,151) | |||
Net income/(loss) attributable o redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | $ 1,616 | $ 1,415 | 10,819 | $ 4,607 |
Distributions to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | (24,643) | |||
OP Units Issued | 4,320 | |||
Vesting of Long-Term Incentive Plan Units | 4,397 | |||
Allocation of other comprehensive income/(loss) | 270 | |||
Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership, end of the year | 992,805 | 992,805 | ||
Net income/(loss) attributable to noncontrolling interests | $ 107 | $ (100) | ||
Maximum | ||||
Redeemable noncontrolling interests in the Operating Partnership | ||||
Net income/(loss) attributable o redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | $ 100 | |||
Net income/(loss) attributable to noncontrolling interests | $ (100) | |||
LTIP Units | Minimum | ||||
Redeemable noncontrolling interests in the Operating Partnership | ||||
Vesting period | 1 year | |||
LTIP Units | Maximum | ||||
Redeemable noncontrolling interests in the Operating Partnership | ||||
Vesting period | 3 years |
FAIR VALUE OF DERIVATIVES AND_3
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Fair Value | ||
Notes receivable, net | $ 41,009 | $ 19,469 |
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Derivative Asset | 8,047 | 5,743 |
Debt instruments - fair value | ||
Borrowings outstanding at end of period | 3,300 | 3,300 |
Unsecured debt instruments | ||
Redeemable Noncontrolling Interest, Equity, Carrying Amount | 992,805 | 948,138 |
Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | 992,805 | 948,138 |
Carrying Amount | Fair Value, Measurements, Recurring | ||
Fair Value | ||
Notes receivable, net | 41,009 | 19,469 |
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Total assets | 49,056 | 25,212 |
Unsecured debt instruments | ||
Total liabilities | 3,827,696 | 3,688,070 |
Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | 992,805 | 948,138 |
Carrying Amount | Interest rate contracts | Fair Value, Measurements, Recurring | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Derivative Asset Designated as Hedging Instrument, Fair Value | 8,047 | 5,743 |
Carrying Amount | Commercial bank | Fair Value, Measurements, Recurring | ||
Unsecured debt instruments | ||
Unsecured debt instruments | 51,010 | 21,767 |
Commercial Paper, at Carrying Value | 415,000 | 300,000 |
Carrying Amount | Senior Unsecured Notes | Fair Value, Measurements, Recurring | ||
Unsecured debt instruments | ||
Unsecured debt instruments | 2,561,668 | 2,561,122 |
Fair Value | Fair Value, Measurements, Recurring | ||
Fair Value | ||
Notes receivable, net | 43,072 | 19,567 |
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Total assets | 51,119 | 25,310 |
Unsecured debt instruments | ||
Total liabilities | 3,773,975 | 3,746,572 |
Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | 992,805 | 948,138 |
Fair Value | Interest rate contracts | Fair Value, Measurements, Recurring | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Derivative Asset Designated as Hedging Instrument, Fair Value | 8,047 | 5,743 |
Fair Value | Commercial bank | Fair Value, Measurements, Recurring | ||
Unsecured debt instruments | ||
Unsecured debt instruments | 51,010 | 21,767 |
Commercial Paper, at Carrying Value | 415,000 | 300,000 |
Fair Value | Senior Unsecured Notes | Fair Value, Measurements, Recurring | ||
Unsecured debt instruments | ||
Unsecured debt instruments | 2,509,842 | 2,611,458 |
Fair Value | Level 2 | Fair Value, Measurements, Recurring | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Total assets | 8,047 | 5,743 |
Unsecured debt instruments | ||
Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | 992,805 | 948,138 |
Fair Value | Level 2 | Interest rate contracts | Fair Value, Measurements, Recurring | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Derivative Asset Designated as Hedging Instrument, Fair Value | 8,047 | 5,743 |
Fair Value | Level 3 | Fair Value, Measurements, Recurring | ||
Fair Value | ||
Notes receivable, net | 43,072 | 19,567 |
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Total assets | 43,072 | 19,567 |
Unsecured debt instruments | ||
Total liabilities | 3,773,975 | 3,746,572 |
Fair Value | Level 3 | Commercial bank | Fair Value, Measurements, Recurring | ||
Unsecured debt instruments | ||
Unsecured debt instruments | 51,010 | 21,767 |
Commercial Paper, at Carrying Value | 415,000 | 300,000 |
Fair Value | Level 3 | Senior Unsecured Notes | Fair Value, Measurements, Recurring | ||
Unsecured debt instruments | ||
Unsecured debt instruments | 2,509,842 | 2,611,458 |
Tax-exempt secured notes payable | Variable Rate Debt | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Secured debt including debt on real estate held for sale | 94,700 | 94,700 |
Tax-exempt secured notes payable | Variable Rate Debt | Carrying Amount | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Secured debt including debt on real estate held for sale | 94,700 | 94,700 |
Tax-exempt secured notes payable | Variable Rate Debt | Fair Value | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | ||
Debt instruments - fair value | ||
Fair value | 94,700 | 94,700 |
Tax-exempt secured notes payable | Variable Rate Debt | Fair Value | Level 3 | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | ||
Debt instruments - fair value | ||
Fair value | 94,700 | 94,700 |
Fannie Mae credit facilities | Fixed Rate Debt | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Secured debt including debt on real estate held for sale | 285,836 | 285,836 |
Fannie Mae credit facilities | Fixed Rate Debt | Carrying Amount | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Secured debt including debt on real estate held for sale | 285,836 | 285,836 |
Fannie Mae credit facilities | Fixed Rate Debt | Fair Value | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | ||
Debt instruments - fair value | ||
Fair value | 288,323 | 292,227 |
Fannie Mae credit facilities | Fixed Rate Debt | Fair Value | Level 3 | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | ||
Debt instruments - fair value | ||
Fair value | 288,323 | 292,227 |
Fannie Mae credit facilities | Variable Rate Debt | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Secured debt including debt on real estate held for sale | 29,034 | |
Fannie Mae credit facilities | Variable Rate Debt | Carrying Amount | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Secured debt including debt on real estate held for sale | 29,034 | |
Fannie Mae credit facilities | Variable Rate Debt | Fair Value | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | ||
Debt instruments - fair value | ||
Fair value | 29,034 | |
Fannie Mae credit facilities | Variable Rate Debt | Fair Value | Level 3 | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | ||
Debt instruments - fair value | ||
Fair value | 29,034 | |
Mortgages Notes Payable | Fixed Rate Debt | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Secured debt including debt on real estate held for sale | 419,482 | 395,611 |
Mortgages Notes Payable | Fixed Rate Debt | Carrying Amount | Mortgages Notes Payable | Fair Value, Measurements, Recurring | ||
Estimated fair values of the financial instruments either recorded or disclosed on a recurring basis | ||
Secured debt including debt on real estate held for sale | 419,482 | 395,611 |
Mortgages Notes Payable | Fixed Rate Debt | Fair Value | Mortgages Notes Payable | Fair Value, Measurements, Recurring | ||
Debt instruments - fair value | ||
Fair value | 415,100 | 397,386 |
Mortgages Notes Payable | Fixed Rate Debt | Fair Value | Level 3 | Mortgages Notes Payable | Fair Value, Measurements, Recurring | ||
Debt instruments - fair value | ||
Fair value | $ 415,100 | $ 397,386 |
DERIVATIVES AND HEDGING ACTIV_3
DERIVATIVES AND HEDGING ACTIVITY - Interest Rate Derivatives (Details) $ in Thousands | Oct. 26, 2018USD ($) | Sep. 30, 2018USD ($)instrument |
Unsecured Commercial Bank Credit Facility | ||
Derivatives | ||
Total revolving credit facility | $ 2,000,000 | |
Term note due January 2029 | Unsecured Commercial Bank Credit Facility | ||
Derivatives | ||
Total revolving credit facility | $ 300,000 | |
Designated as Hedging Instrument | Interest rate swaps | ||
Derivatives | ||
Number of Interest Rate Derivatives Held | instrument | 4 | |
Notional | $ 315,000 | |
Designated as Hedging Instrument | Interest rate swaps subsequently terminated and settled | ||
Derivatives | ||
Number of Interest Rate Derivatives Held | instrument | 2 | |
Notional | $ 150,000 | |
Designated as Hedging Instrument | Interest rate caps | ||
Derivatives | ||
Number of Interest Rate Derivatives Held | instrument | 1 | |
Notional | $ 65,197 | |
Not Designated as Hedging Instrument | Interest rate caps | ||
Derivatives | ||
Number of Interest Rate Derivatives Held | instrument | 2 | |
Notional | $ 174,667 |
DERIVATIVES AND HEDGING ACTIV_4
DERIVATIVES AND HEDGING ACTIVITY - Undesignated Interest Rate Derivatives (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Interest rate contracts | Other assets | Designated as Hedging Instrument | ||
Fair value of Company's derivative financial instruments and their classification on Consolidated Balance Sheet | ||
Derivative Asset Designated as Hedging Instrument, Fair Value | $ 8,047 | $ 5,743 |
DERIVATIVES AND HEDGING ACTIV_5
DERIVATIVES AND HEDGING ACTIVITY - Fair Value (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Effect of derivative instruments on the Consolidated Statements of Operations | ||||
Unrealized holding gain/(loss) | $ 2,320,000 | $ 131,000 | $ 4,312,000 | $ 256,000 |
Gain/(Loss) recognized in Interest Income and Other Income/(Expense), net | (1,000) | |||
Interest rate contracts | Interest expense | Cash Flow Hedging | ||||
Effect of derivative instruments on the Consolidated Statements of Operations | ||||
Unrealized holding gain/(loss) | 2,320,000 | 131,000 | 4,312,000 | 256,000 |
Gain/(Loss) reclassified from Accumulated OCI in Interest Expense | 564,000 | (119,000) | 1,162,000 | (1,192,000) |
Gain/(Loss) recognized in Interest Expense (Amount excluded from effectiveness testing) | (136,000) | |||
Interest rate contracts | Other income/(expense) | ||||
Effect of derivative instruments on the Consolidated Statements of Operations | ||||
Gain/(Loss) recognized in Interest Income and Other Income/(Expense), net | $ 0 | $ 0 | ||
Interest rate contracts | Other income/(expense) | Maximum | ||||
Effect of derivative instruments on the Consolidated Statements of Operations | ||||
Gain/(Loss) recognized in Interest Income and Other Income/(Expense), net | $ (100,000) | $ (100,000) |
DERIVATIVES AND HEDGING ACTIV_6
DERIVATIVES AND HEDGING ACTIVITY - Offsetting Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Offsetting derivative assets | ||
Net Amounts of Assets Presented in the Consolidated Balance Sheets (a) | $ 8,047 | $ 5,743 |
Net Amount | 8,047 | 5,743 |
Fair Value, Measurements, Recurring | Carrying Amount | Interest rate contracts | ||
Offsetting derivative assets | ||
Derivative Asset Designated as Hedging Instrument, Fair Value | $ 8,047 | $ 5,743 |
DERIVATIVES AND HEDGING ACTIV_7
DERIVATIVES AND HEDGING ACTIVITY - Effectiveness (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Derivatives and hedging activity | ||||
Estimated additional accumulated other comprehensive Income/(Loss) transferred to interest expense | $ (4,000) | $ (4,000) | ||
Total Amount of Interest Expense Presented in the Consolidated Statements of Operations | 34,401 | $ 30,095 | 95,942 | $ 94,500 |
Derivative instruments not designated as hedging instruments, gain (loss), net | $ (1) | |||
Payment required to pay for contract termination | 8,300 | 8,300 | ||
Interest rate swaps | Designated as Hedging Instrument | ||||
Fair value | ||||
Notional | $ 315,000 | $ 315,000 |
STOCK BASED COMPENSATION (Detai
STOCK BASED COMPENSATION (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Stock based compensation | ||||
Stock based compensation expense | $ 3.6 | $ 3.3 | $ 10.7 | $ 10.1 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Jan. 31, 2017USD ($) | Sep. 30, 2018USD ($)community | Sep. 30, 2017USD ($) | Sep. 30, 2019USD ($) | May 31, 2017 | Mar. 31, 2017 | May 31, 2015community | |
Real estate properties | |||||||
Percentage of cost incurred to date | 100.00% | ||||||
Development costs and capital expenditures incurred but not yet paid | $ 23,437 | $ 48,995 | |||||
Number of communities owned (in communities) | community | 127 | ||||||
Costs Incurred to Date | $ 1,076,318 | ||||||
Expected Costs to Complete | 91,034 | ||||||
Investment in unconsolidated joint ventures | $ 85,059 | $ 102,170 | |||||
Preferred Equity Investment West Coast Development JV | |||||||
Real estate properties | |||||||
Number of communities owned (in communities) | community | 5 | ||||||
Number of remaining communities acquired | community | 1 | ||||||
Contractual purchase price commitment (as a percent) | 100 | ||||||
Contractual purchase price commitment | $ 130,100 | ||||||
UDR's Ownership Interest | 49.00% | 49.00% | 49.00% | 49.00% | 48.00% | ||
Investment in unconsolidated joint ventures | $ 66,000 | ||||||
Preferred Equity Investment West Coast Development JV | Forecast | |||||||
Real estate properties | |||||||
UDR's Ownership Interest | 51.00% | ||||||
Investment in unconsolidated joint ventures | $ 66,400 | ||||||
Wholly owned — under development | |||||||
Real estate properties | |||||||
Development costs and capital expenditures incurred but not yet paid | $ 12,900 | ||||||
Number of communities owned (in communities) | community | 2 | ||||||
Costs Incurred to Date | $ 701,113 | ||||||
Expected Costs to Complete | $ 14,387 | ||||||
Average Ownership Stake | 100.00% | ||||||
Unconsolidated joint ventures | |||||||
Real estate properties | |||||||
Number of communities owned (in communities) | community | 2 | ||||||
Costs Incurred to Date | $ 184,209 | ||||||
Expected Costs to Complete | $ 2,668 | ||||||
Average Ownership Stake | 50.00% | ||||||
Preferred Equity Investments | |||||||
Real estate properties | |||||||
Number of communities owned (in communities) | community | 8 | ||||||
Costs Incurred to Date | $ 146,246 | ||||||
Expected Costs to Complete | $ 65,170 | ||||||
Average Ownership Stake | 49.00% | ||||||
Other investments | |||||||
Real estate properties | |||||||
Number of communities owned (in communities) | community | 1 | ||||||
Costs Incurred to Date | $ 44,750 | ||||||
Expected Costs to Complete | 8,809 | ||||||
Development land parcel, Denver, Colorado | |||||||
Real estate properties | |||||||
Contractual purchase price commitment | 13,200 | ||||||
Deposit | $ 1,000 |
REPORTABLE SEGMENTS (Details)
REPORTABLE SEGMENTS (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)segmentitem | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Segments | ||||||
Same store communities | item | 38,307 | 37,673 | ||||
Reportable Segments | ||||||
Number of reportable segments | segment | 2 | |||||
Condition for Community considered to have stabilized occupancy | 90% | |||||
Time to maintain percent occupancy to be considered a community | 3 months | |||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | $ 263,256 | $ 248,264 | $ 770,373 | $ 734,193 | ||
Reconciling items: | ||||||
Property management | (7,240) | (6,827) | (21,185) | (20,190) | ||
Other operating expenses | (3,314) | (1,950) | (8,148) | (6,010) | ||
Real estate depreciation and amortization | (107,881) | (107,171) | (322,537) | (320,653) | ||
General and administrative | (11,896) | (12,467) | (36,028) | (36,976) | ||
Casualty-related charges/(recoveries), net | (678) | (2,056) | (2,364) | (3,749) | ||
Other depreciation and amortization | (1,682) | (1,585) | (5,057) | (4,760) | ||
Income/(loss) from unconsolidated entities | (1,382) | 1,819 | (5,091) | 11,591 | ||
Interest expense | (34,401) | (30,095) | (95,942) | (94,500) | ||
Interest and other income/(expense), net | 1,188 | 481 | 5,075 | 1,423 | ||
Tax (provision)/benefit, net | (158) | (127) | (618) | (825) | ||
Gain (Loss) on Sale of Properties, Net of Applicable Income Taxes | 70,300 | 2,132 | ||||
Gain/(loss) on sale of real estate owned, net of tax | 70,300 | 2,132 | ||||
Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership | (1,616) | (1,415) | (10,819) | (4,607) | ||
Net (income)/loss attributable to noncontrolling interests | (32) | 35 | (141) | (107) | ||
Net income/(loss) attributable to UDR, Inc. | 18,610 | 16,190 | 120,967 | 52,314 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 10,327,664 | 10,327,664 | $ 10,177,206 | |||
Accumulated depreciation | (3,626,327) | (3,626,327) | (3,330,166) | |||
Total real estate owned, net of accumulated depreciation | 6,701,337 | 6,701,337 | 6,847,040 | |||
Reconciling items: | ||||||
Cash and cash equivalents | 1,084 | 1,788 | 1,084 | 1,788 | 2,038 | $ 2,112 |
Restricted cash | 26,996 | 20,413 | 26,996 | 20,413 | 19,792 | 19,994 |
Notes receivable, net | 41,009 | 41,009 | 19,469 | |||
Investment in and advances to unconsolidated joint ventures, net | 767,376 | 767,376 | 720,830 | |||
Other assets | 140,982 | 140,982 | 124,104 | |||
Total consolidated assets | 7,678,784 | 7,678,784 | 7,733,273 | |||
Same Communities | ||||||
Reportable Segments | ||||||
Capital expenditures and development | 24,200 | 24,600 | 59,200 | 63,200 | ||
Same Store Communities West Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 102,615 | 98,264 | 298,456 | 286,040 | ||
Reportable apartment home segment NOI | 77,321 | 72,962 | 225,240 | 213,375 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 3,752,322 | 3,752,322 | 3,727,230 | |||
Same Store Communities Mid-Atlantic Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 55,323 | 53,539 | 164,811 | 160,399 | ||
Reportable apartment home segment NOI | 38,220 | 37,107 | 114,465 | 112,232 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 2,308,495 | 2,308,495 | 2,290,241 | |||
Same Store Communities Northeast Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 38,822 | 38,162 | 114,974 | 113,814 | ||
Reportable apartment home segment NOI | 25,941 | 26,100 | 79,123 | 80,151 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 1,871,387 | 1,871,387 | 1,865,762 | |||
Same Store Communities Southeast Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 30,984 | 29,297 | 91,472 | 87,103 | ||
Reportable apartment home segment NOI | 21,597 | 20,712 | 63,806 | 60,432 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 774,090 | 774,090 | 762,102 | |||
Same Store Communities Southwest Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 12,902 | 12,620 | 32,696 | 32,181 | ||
Reportable apartment home segment NOI | 7,640 | 7,416 | 19,636 | 19,722 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 368,729 | 368,729 | 364,607 | |||
Non-Mature communities/Other | ||||||
Reportable Segments | ||||||
Capital expenditures and development | 1,800 | 1,200 | 3,800 | 3,700 | ||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 22,610 | 16,382 | 67,964 | 54,656 | ||
Reportable apartment home segment NOI | 14,095 | 10,424 | 42,433 | 34,915 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 1,252,641 | 1,252,641 | 1,167,264 | |||
Total Communities | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 263,256 | 248,264 | 770,373 | 734,193 | ||
Reportable apartment home segment NOI | $ 184,814 | 174,721 | $ 544,703 | 520,827 | ||
United Dominion Reality L.P. | ||||||
Segments | ||||||
Same store communities | item | 16,216 | 16,216 | ||||
Reportable Segments | ||||||
Number of reportable segments | segment | 2 | |||||
Condition for Community considered to have stabilized occupancy | 90% | |||||
Time to maintain percent occupancy to be considered a community | 3 months | |||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | $ 109,539 | 105,253 | $ 323,397 | 311,946 | ||
Reconciling items: | ||||||
Property management | (3,012) | (2,894) | (8,893) | (8,578) | ||
Other operating expenses | (2,347) | (1,572) | (6,098) | (5,248) | ||
Real estate depreciation and amortization | (35,043) | (37,057) | (108,906) | (113,167) | ||
General and administrative | (4,143) | (4,134) | (12,997) | (13,760) | ||
Casualty-related charges/(recoveries), net | 10 | 43 | (906) | (1,701) | ||
Income/(loss) from unconsolidated entities | (2,378) | (4,782) | (10,102) | (14,556) | ||
Interest expense | (5,100) | (5,055) | (15,209) | (25,318) | ||
Gain (Loss) on Sale of Properties, Net of Applicable Income Taxes | 70,300 | |||||
Gain/(loss) on sale of real estate owned, net of tax | 70,300 | |||||
Net (income)/loss attributable to noncontrolling interests | (440) | (374) | (1,278) | (1,067) | ||
Net income/(loss) attributable to UDR, Inc. | 27,695 | 20,736 | 143,883 | 45,243 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 3,808,118 | 3,808,118 | 3,816,956 | |||
Accumulated depreciation | (1,627,511) | (1,627,511) | (1,543,652) | |||
Total real estate owned, net of accumulated depreciation | 2,180,607 | 2,180,607 | 2,273,304 | |||
Reconciling items: | ||||||
Cash and cash equivalents | 83 | 222 | 83 | 222 | 293 | 756 |
Restricted cash | 13,515 | 12,608 | 13,515 | 12,608 | 12,579 | $ 11,694 |
Investment in and advances to unconsolidated joint ventures, net | 53,772 | 53,772 | 76,907 | |||
Other assets | 34,005 | 34,005 | 32,490 | |||
Total consolidated assets | 2,281,982 | 2,281,982 | 2,395,573 | |||
United Dominion Reality L.P. | Same-Store | ||||||
Reportable Segments | ||||||
Capital expenditures and development | 11,100 | 10,900 | 28,400 | 30,800 | ||
United Dominion Reality L.P. | Same Store Communities West Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 62,320 | 59,383 | 183,885 | 175,378 | ||
Reportable apartment home segment NOI | 47,692 | 44,605 | 140,603 | 132,368 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 1,973,796 | 1,973,796 | 1,955,962 | |||
United Dominion Reality L.P. | Same Store Communities Mid-Atlantic Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 15,085 | 14,657 | 45,172 | 44,203 | ||
Reportable apartment home segment NOI | 10,178 | 9,843 | 30,953 | 30,073 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 660,775 | 660,775 | 655,850 | |||
United Dominion Reality L.P. | Same Store Communities Northeast Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 13,771 | 13,746 | 40,780 | 40,850 | ||
Reportable apartment home segment NOI | 9,471 | 9,884 | 29,373 | 30,488 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 680,227 | 680,227 | 677,767 | |||
United Dominion Reality L.P. | Same Store Communities Southeast Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 13,262 | 12,448 | 38,881 | 37,171 | ||
Reportable apartment home segment NOI | 9,336 | 8,844 | 26,979 | 25,671 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 338,964 | 338,964 | 334,811 | |||
United Dominion Reality L.P. | Non-Mature communities/Other | ||||||
Reportable Segments | ||||||
Capital expenditures and development | 400 | 500 | 600 | 1,200 | ||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 5,101 | 5,019 | 14,679 | 14,344 | ||
Reportable apartment home segment NOI | 3,471 | 3,385 | 10,064 | 10,038 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 154,356 | 154,356 | $ 192,566 | |||
United Dominion Reality L.P. | Total Communities | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 109,539 | 105,253 | 323,397 | 311,946 | ||
Reportable apartment home segment NOI | 80,148 | 76,561 | 237,972 | 228,638 | ||
Management and other fees | ||||||
Reconciling items: | ||||||
Joint venture management and other fees | $ 2,888 | $ 2,827 | $ 8,819 | $ 8,718 | ||
Taxable REIT Subsidiaries | United Dominion Reality L.P. | ||||||
Reportable Segments | ||||||
Management fee (as a percent) | 2.75% |
CONSOLIDATED BALANCE SHEETS (UN
CONSOLIDATED BALANCE SHEETS (UNITED DOMINION REALTY, L.P.) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Real estate owned: | ||
Real estate held for investment | $ 9,809,142 | $ 9,584,716 |
Less: accumulated depreciation | (3,544,781) | (3,326,312) |
Real estate held for investment, net | 6,264,361 | 6,258,404 |
Real estate held for disposition (net of accumulated depreciation of $3,804 and $0, respectively) | 89,964 | |
Total real estate owned, net of accumulated depreciation | 6,701,337 | 6,847,040 |
Cash and cash equivalents | 1,084 | 2,038 |
Restricted cash | 26,996 | 19,792 |
Investment in unconsolidated entities | 767,376 | 720,830 |
Other assets | 140,982 | 124,104 |
Total assets | 7,678,784 | 7,733,273 |
LIABILITIES AND CAPITAL | ||
Secured debt, net | 798,241 | 803,269 |
Real estate taxes payable | 38,581 | 18,349 |
Accrued interest payable | 27,750 | 33,432 |
Security deposits and prepaid rent | 31,821 | 31,916 |
Distributions payable | 95,372 | 91,455 |
Accounts payable, accrued expenses, and other liabilities | 73,812 | 102,956 |
Total liabilities | 4,078,516 | 3,949,771 |
Commitments and contingencies (Note 10) | ||
Partners’ capital: | ||
Accumulated other comprehensive income/(loss), net | 202 | (2,681) |
Total liabilities and equity | 7,678,784 | 7,733,273 |
United Dominion Reality L.P. | ||
Real estate owned: | ||
Real estate held for investment | 3,800,526 | 3,816,956 |
Less: accumulated depreciation | (1,623,707) | (1,543,652) |
Real estate held for investment, net | 2,176,819 | 2,273,304 |
Real estate held for disposition (net of accumulated depreciation of $3,804 and $0, respectively) | 3,788 | |
Total real estate owned, net of accumulated depreciation | 2,180,607 | 2,273,304 |
Cash and cash equivalents | 83 | 293 |
Restricted cash | 13,515 | 12,579 |
Investment in unconsolidated entities | 53,772 | 76,907 |
Other assets | 34,005 | 32,490 |
Total assets | 2,281,982 | 2,395,573 |
LIABILITIES AND CAPITAL | ||
Secured debt, net | 159,966 | 159,845 |
Notes payable due to the General Partner | 273,334 | 273,334 |
Real estate taxes payable | 11,422 | 2,683 |
Accrued interest payable | 614 | 629 |
Security deposits and prepaid rent | 13,639 | 13,949 |
Distributions payable | 59,461 | 57,025 |
Accounts payable, accrued expenses, and other liabilities | 12,101 | 12,978 |
Total liabilities | 530,537 | 520,443 |
Commitments and contingencies (Note 10) | ||
Partners’ capital: | ||
General partner: 110,883 OP Units outstanding at September 30, 2018 and December 31, 2017 | 934 | 955 |
Limited partners: 183,525,660 and 183,240,041 OP Units outstanding at September 30, 2018 and December 31, 2017, respectively | 1,441,843 | 1,463,340 |
Total partners’ capital | 1,442,777 | 1,464,295 |
Advances (to)/from the General Partner | 294,454 | 397,899 |
Noncontrolling interests | 14,214 | 12,936 |
Total capital | 1,751,445 | 1,875,130 |
Total liabilities and equity | $ 2,281,982 | $ 2,395,573 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (UNITED DOMINION REALTY, L.P.) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 |
Real estate owned: | ||
Real estate held for disposition accumulated depreciation | $ 77,872 | $ 0 |
Partners’ capital: | ||
Operating Partnership units outstanding related to limited partner | 183,636,543 | 183,350,924 |
United Dominion Reality L.P. | ||
Real estate owned: | ||
Real estate held for disposition accumulated depreciation | $ 3,804 | $ 0 |
Partners’ capital: | ||
OP units outstanding related to general partner | 110,883 | 110,883 |
Operating Partnership units outstanding related to limited partner | 183,525,660 | 183,240,041 |
CONSOLIDATED STATEMENTS OF OP_2
CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (UNITED DOMINION REALTY, L.P.) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
REVENUES: | ||||
Rental income | $ 263,256 | $ 248,264 | $ 770,373 | $ 734,193 |
OPERATING EXPENSES: | ||||
Property operating and maintenance | 44,090 | 42,362 | 126,129 | 122,574 |
Real estate taxes and insurance | 34,352 | 31,181 | 99,541 | 90,792 |
Property management | 7,240 | 6,827 | 21,185 | 20,190 |
Other operating expenses | 3,314 | 1,950 | 8,148 | 6,010 |
Real estate depreciation and amortization | 107,881 | 107,171 | 322,537 | 320,653 |
General and administrative | 11,896 | 12,467 | 36,028 | 36,976 |
Casualty-related charges/(recoveries), net | 678 | 2,056 | 2,364 | 3,749 |
Total operating expenses | 211,133 | 205,599 | 620,989 | 605,704 |
Operating income | 55,011 | 45,492 | 158,203 | 137,207 |
Income/(loss) from unconsolidated entities | (1,382) | 1,819 | (5,091) | 11,591 |
Interest expense | (34,401) | (30,095) | (95,942) | (94,500) |
Income/(loss) from continuing operations | 20,258 | 17,570 | 61,627 | 54,896 |
Gain/(loss) on sale of real estate owned | 70,300 | 2,132 | ||
Net income/(loss) | 20,258 | 17,570 | 131,927 | 57,028 |
United Dominion Reality L.P. | ||||
REVENUES: | ||||
Rental income | 109,539 | 105,253 | 323,397 | 311,946 |
OPERATING EXPENSES: | ||||
Property operating and maintenance | 17,412 | 17,196 | 50,535 | 50,039 |
Real estate taxes and insurance | 11,979 | 11,496 | 34,890 | 33,269 |
Property management | 3,012 | 2,894 | 8,893 | 8,578 |
Other operating expenses | 2,347 | 1,572 | 6,098 | 5,248 |
Real estate depreciation and amortization | 35,043 | 37,057 | 108,906 | 113,167 |
General and administrative | 4,143 | 4,134 | 12,997 | 13,760 |
Casualty-related charges/(recoveries), net | (10) | (43) | 906 | 1,701 |
Total operating expenses | 73,926 | 74,306 | 223,225 | 225,762 |
Operating income | 35,613 | 30,947 | 100,172 | 86,184 |
Income/(loss) from unconsolidated entities | (2,378) | (4,782) | (10,102) | (14,556) |
Interest expense | (2,047) | (2,002) | (6,050) | (16,159) |
Interest expense on note payable due to the General Partner | (3,053) | (3,053) | (9,159) | (9,159) |
Income/(loss) from continuing operations | 28,135 | 21,110 | 74,861 | 46,310 |
Gain/(loss) on sale of real estate owned | 70,300 | |||
Net income/(loss) | 28,135 | 21,110 | 145,161 | 46,310 |
Net (income)/loss attributable to noncontrolling interest | (440) | (374) | (1,278) | (1,067) |
Net income/(loss) attributable to OP unitholders | $ 27,695 | $ 20,736 | $ 143,883 | $ 45,243 |
Income/(loss) per OP unit- basic and diluted: | ||||
Net income/(loss) per weighted average OP unit - basic and diluted | $ 0.15 | $ 0.11 | $ 0.78 | $ 0.25 |
Weighted average OP units outstanding - basic and diluted | 183,637 | 183,351 | 183,599 | 183,342 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME/(LOSS) (UNITED DOMINION REALTY, L.P.) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | |
Net income/(loss) | $ 20,258 | $ 17,570 | $ 131,927 | $ 57,028 |
Other comprehensive income/(loss) - derivative instruments: | ||||
Unrealized holding gain/(loss) | 2,320 | 131 | 4,312 | 256 |
(Gain)/loss reclassified into earnings from other comprehensive income/(loss) | (564) | 119 | (1,162) | 1,328 |
Other comprehensive income/(loss), including portion attributable to noncontrolling interests | 1,756 | 250 | 3,150 | 1,584 |
Comprehensive income/(loss) | 22,014 | 17,820 | 135,077 | 58,612 |
Comprehensive (income)/loss attributable to noncontrolling interests | (1,798) | (1,401) | (11,230) | (4,856) |
Comprehensive income/(loss) attributable to OP unitholders | 20,216 | 16,419 | 123,847 | 53,756 |
United Dominion Reality L.P. | ||||
Net income/(loss) | 28,135 | 21,110 | 145,161 | 46,310 |
Other comprehensive income/(loss) - derivative instruments: | ||||
(Gain)/loss reclassified into earnings from other comprehensive income/(loss) | 106 | |||
Other comprehensive income/(loss), including portion attributable to noncontrolling interests | 106 | |||
Comprehensive income/(loss) | 28,135 | 21,110 | 145,161 | 46,416 |
Comprehensive (income)/loss attributable to noncontrolling interests | (440) | (374) | (1,278) | (1,067) |
Comprehensive income/(loss) attributable to OP unitholders | $ 27,695 | $ 20,736 | $ 143,883 | $ 45,349 |
CONSOLIDATED STATEMENT OF CHA_3
CONSOLIDATED STATEMENT OF CHANGES IN CAPITAL (UNITED DOMINION REALTY, L.P.) (Unaudited) - United Dominion Reality L.P. $ in Thousands | 9 Months Ended |
Sep. 30, 2018USD ($) | |
Beginning Balance | $ 1,875,130 |
Net income/(loss) | 145,161 |
Distributions | (178,365) |
Long Term Incentive Plan Unit grants | 12,964 |
Net change in advances (to)/from the General Partner | (103,445) |
Ending Balance | 1,751,445 |
Advances (to)/from General Partner | |
Beginning Balance | 397,899 |
Net change in advances (to)/from the General Partner | (103,445) |
Ending Balance | 294,454 |
Total Partner's Capital | |
Beginning Balance | 1,464,295 |
Net income/(loss) | 143,883 |
Distributions | (178,365) |
Long Term Incentive Plan Unit grants | 12,964 |
Ending Balance | 1,442,777 |
Noncontrolling Interests | |
Beginning Balance | 12,936 |
Net income/(loss) | 1,278 |
Ending Balance | 14,214 |
Class A Limited Partner | |
Beginning Balance | 67,474 |
Net income/(loss) | 1,387 |
Distributions | (1,746) |
Adjustment to reflect limited partners' capital at redemption value | 3,705 |
Ending Balance | 70,820 |
Limited Partners and LTIP Units | |
Beginning Balance | 283,568 |
Net income/(loss) | 6,195 |
Distributions | (8,035) |
OP Unit redemptions for common shares of UDR | (416) |
Adjustment to reflect limited partners' capital at redemption value | 14,455 |
Long Term Incentive Plan Unit grants | 12,964 |
Ending Balance | 308,731 |
Limited Partner | |
Beginning Balance | 1,112,298 |
Net income/(loss) | 136,214 |
Distributions | (168,476) |
OP Unit redemptions for common shares of UDR | 416 |
Adjustment to reflect limited partners' capital at redemption value | (18,160) |
Ending Balance | 1,062,292 |
General Partner | |
Beginning Balance | 955 |
Net income/(loss) | 87 |
Distributions | (108) |
Ending Balance | $ 934 |
CONSOLIDATED STATEMENTS OF CA_4
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNITED DOMINION REALTY, L.P.) (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Operating Activities | ||
Net income/(loss) | $ 131,927 | $ 57,028 |
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities: | ||
Depreciation and amortization | 327,594 | 325,413 |
(Gain)/loss on sale of real estate owned | (70,300) | (2,132) |
(Income)/loss from unconsolidated entities | 5,091 | (11,591) |
Other | 2,108 | 13,069 |
Changes in operating assets and liabilities: | ||
(Increase)/decrease in operating assets | (13,199) | (7,782) |
Increase/(decrease) in operating liabilities | 9,961 | 1,590 |
Net cash provided by/(used in) operating activities | 406,724 | 389,276 |
Investing Activities | ||
Proceeds from sales of real estate investments, net | 89,433 | 3,250 |
Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement | (76,381) | (91,633) |
Distributions received from unconsolidated entities | 30,574 | 65,053 |
Net cash provided by/(used in) investing activities | (203,106) | (383,371) |
Financing Activities | ||
Proceeds from the issuance of secured debt | 80,000 | |
Payments on secured debt | (82,472) | (325,212) |
Other | (36,317) | (13,424) |
Net cash provided by/(used in) financing activities | (197,368) | (5,810) |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | 6,250 | 95 |
Cash, cash equivalents, and restricted cash, beginning of year | 21,830 | 22,106 |
Cash, cash equivalents, and restricted cash, end of period | 28,080 | 22,201 |
Supplemental Information: | ||
Interest paid during the period, net of amounts capitalized | 104,136 | 95,008 |
Non-cash transactions: | ||
Development costs and capital expenditures incurred but not yet paid | 23,437 | 48,995 |
Distributions declared but not yet paid | 95,372 | 91,454 |
United Dominion Reality L.P. | ||
Operating Activities | ||
Net income/(loss) | 145,161 | 46,310 |
Adjustments to reconcile net income/(loss) to net cash provided by/(used in) operating activities: | ||
Depreciation and amortization | 108,906 | 113,167 |
(Gain)/loss on sale of real estate owned | (70,300) | |
(Income)/loss from unconsolidated entities | 10,102 | 14,556 |
Other | 850 | 7,120 |
Changes in operating assets and liabilities: | ||
(Increase)/decrease in operating assets | (2,968) | (1,084) |
Increase/(decrease) in operating liabilities | 4,747 | 3,363 |
Net cash provided by/(used in) operating activities | 196,498 | 183,432 |
Investing Activities | ||
Proceeds from sales of real estate investments, net | 89,433 | |
Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement | (31,828) | (42,750) |
Distributions received from unconsolidated entities | 13,033 | 12,528 |
Net cash provided by/(used in) investing activities | 70,638 | (30,222) |
Financing Activities | ||
Advances (to)/from General Partner, net | (256,972) | 135,155 |
Payments on secured debt | (275,345) | |
Distributions paid to partnership unitholders | (9,438) | (8,627) |
Other | (4,013) | |
Net cash provided by/(used in) financing activities | (266,410) | (152,830) |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | 726 | 380 |
Cash, cash equivalents, and restricted cash, beginning of year | 12,872 | 12,450 |
Cash, cash equivalents, and restricted cash, end of period | 13,598 | 12,830 |
Supplemental Information: | ||
Interest paid during the period, net of amounts capitalized | 10,980 | 20,983 |
Non-cash transactions: | ||
Development costs and capital expenditures incurred but not yet paid | 3,472 | 4,027 |
LTIP Unit grants | 12,964 | 6,127 |
Distributions declared but not yet paid | $ 59,461 | $ 57,028 |
CASH FLOWS - SUPPLEMENTAL (UNIT
CASH FLOWS - SUPPLEMENTAL (UNITED DOMINION REALTY, L.P.) - USD ($) $ in Thousands | Sep. 30, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2016 |
The following reconciles cash, cash equivalents, and restricted cash to the total of the same amounts as shown above: | ||||
Cash and cash equivalents | $ 1,084 | $ 2,038 | $ 1,788 | $ 2,112 |
Restricted cash | 26,996 | 19,792 | 20,413 | 19,994 |
Total cash, cash equivalents, and restricted cash as shown above | 28,080 | 21,830 | 22,201 | 22,106 |
United Dominion Reality L.P. | ||||
The following reconciles cash, cash equivalents, and restricted cash to the total of the same amounts as shown above: | ||||
Cash and cash equivalents | 83 | 293 | 222 | 756 |
Restricted cash | 13,515 | 12,579 | 12,608 | 11,694 |
Total cash, cash equivalents, and restricted cash as shown above | $ 13,598 | $ 12,872 | $ 12,830 | $ 12,450 |
CONSOLIDATION AND BASIS OF PRES
CONSOLIDATION AND BASIS OF PRESENTATION (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
BASIS OF PRESENTATION | 1. BASIS OF PRESENTATION Basis of Presentation UDR, Inc., collectively with our consolidated subsidiaries (“UDR,” the “Company,” “we,” “our,” or “us”), is a self-administered real estate investment trust, or REIT, that owns, operates, acquires, renovates, develops, redevelops, and manages apartment communities. The accompanying consolidated financial statements include the accounts of UDR and its subsidiaries, including United Dominion Realty, L.P. (the “Operating Partnership” or the “OP”) and UDR Lighthouse DownREIT L.P. (the “DownREIT Partnership”). As of September 30, 2018, there were 183,636,543 units in the Operating Partnership (“OP Units”) outstanding, of which 174,248,699 OP Units, or 94.9%, were owned by UDR and 9,387,844 OP Units, or 5.1%, were owned by outside limited partners. As of September 30, 2018, there were 32,367,380 units in the DownREIT Partnership (“DownREIT Units”) outstanding, of which 17,199,085, or 53.1%, were owned by UDR (including 13,470,651 DownREIT Units, or 41.6%, that were held by the Operating Partnership) and 15,168,295, or 46.9%, were owned by outside limited partners. The consolidated financial statements of UDR include the noncontrolling interests of the unitholders in the Operating Partnership and DownREIT Partnership. The accompanying interim unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission. Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted according to such rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of our financial position as of September 30, 2018, and results of operations for the three and nine months ended September 30, 2018 and 2017, have been included. Such adjustments are normal and recurring in nature. The interim results presented are not necessarily indicative of results that can be expected for a full year. The accompanying interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2017 appearing in UDR’s Annual Report on Form 10‑K, filed with the Securities and Exchange Commission on February 20, 2018. The accompanying interim unaudited consolidated financial statements are presented in accordance with U.S. generally accepted accounting principles (“GAAP”). GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the dates of the interim unaudited consolidated financial statements and the amounts of revenues and expenses during the reporting periods. Actual amounts realized or paid could differ from those estimates. All significant intercompany accounts and transactions have been eliminated in consolidation. The Company evaluated subsequent events through the date its financial statements were issued. No significant recognized or non-recognized subsequent events were noted other than those noted in Note 6, Secured and Unsecured Debt, Net and Note 10, Derivatives and Hedging Activity . |
United Dominion Reality L.P. | |
Entity information | |
BASIS OF PRESENTATION | 1. CONSOLIDATION AND BASIS OF PRESENTATION Basis of Presentation United Dominion Realty, L.P. (“UDR, L.P.,” the “Operating Partnership,” “we” or “our”) is a Delaware limited partnership, that owns, acquires, renovates, redevelops, manages, and disposes of multifamily apartment communities generally located in high barrier to entry markets located in the United States. The high barrier to entry markets are characterized by limited land for new construction, difficult and lengthy entitlement process, expensive single-family home prices and significant employment growth potential. UDR, L.P. is a subsidiary of UDR, Inc. (“UDR” or the “General Partner”), a self-administered real estate investment trust, or REIT, through which UDR conducts a significant portion of its business. During each of the three and nine months ended September 30, 2018 and 2017, rental revenues of the Operating Partnership represented 42% of the General Partner’s consolidated rental revenues. As of September 30, 2018, the Operating Partnership’s apartment portfolio consisted of 52 communities located in 15 markets consisting of 16,434 apartment homes. Interests in UDR, L.P. are represented by operating partnership units (“OP Units”). The Operating Partnership’s net income is allocated to the partners, which is initially based on their respective distributions made during the year and secondly, their percentage interests. Distributions are made in accordance with the terms of the Amended and Restated Agreement of Limited Partnership of United Dominion Realty, L.P. (the “Operating Partnership Agreement”), on a per unit basis that is generally equal to the dividend per share on UDR’s common stock, which is publicly traded on the New York Stock Exchange (“NYSE”) under the ticker symbol “UDR.” As of September 30, 2018, there were 183,636,543 OP Units outstanding, of which 174,248,699, or 94.9%, were owned by UDR and affiliated entities and 9,387,844, or 5.1%, were owned by non-affiliated limited partners. There were 183,350,924 OP Units outstanding as of December 31, 2017, of which 174,237,688, or 95.0%, were owned by UDR and affiliated entities and 9,113,236, or 5.0%, were owned by non-affiliated limited partners. See Note 9, Capital Structure . The accompanying interim unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and note disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States have been condensed or omitted according to such rules and regulations, although management believes that the disclosures are adequate to make the information presented not misleading. In the opinion of management, all adjustments and eliminations necessary for the fair presentation of our financial position as of September 30, 2018, and results of operations for the three and nine months ended September 30, 2018 and 2017, have been included. Such adjustments are normal and recurring in nature. The interim results presented are not necessarily indicative of results that can be expected for a full year. The accompanying interim unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2017 included in the Annual Report on Form 10‑K filed by UDR and the Operating Partnership with the SEC on February 20, 2018. The accompanying interim unaudited consolidated statements are presented in accordance with U.S. generally accepted accounting principles (“GAAP”). GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the dates of the interim unaudited consolidated financial statements and the amounts of revenues and expenses during the reporting periods. Actual amounts realized or paid could differ from those estimates. All intercompany accounts and transactions have been eliminated in consolidation. The Operating Partnership evaluated subsequent events through the date its financial statements were issued. No significant recognized or non-recognized subsequent events were noted other than those noted in Note 5, Debt, Net. |
SIGNIFICANT ACCOUNTING POLICI_7
SIGNIFICANT ACCOUNTING POLICIES (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
SIGNIFICANT ACCOUNTING POLICIES | 2. SIGNIFICANT ACCOUNTING POLICIES Recent Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Derivatives and Hedging, Targeted Improvements to Accounting for Hedging Activities . The ASU aims to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. The updated standard would have been effective for the Company on January 1, 2019 and must be applied using a modified retrospective approach; however, early adoption of the ASU is permitted. The Company early adopted the guidance on January 1, 2018; however, the updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. In January 2017, the FASB issued ASU 2017‑01, Business Combinations (Topic 805), Clarifying the Definition of a Business. The ASU changes the definition of a business to assist entities with evaluating whether a set of transferred assets is a business. As a result, the accounting for acquisitions of real estate could be impacted. The updated standard was effective for the Company on January 1, 2018. The ASU will be applied prospectively to any transactions occurring after adoption. The Company expects that the updated standard will result in fewer acquisitions of real estate meeting the definition of a business and fewer acquisition-related costs being expensed in the period incurred. In November 2016, the FASB issued ASU 2016‑18, Statement of Cash Flows (Topic 230), Restricted Cash . The ASU addresses the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The updated standard was effective for the Company on January 1, 2018, and was applied retrospectively to all periods presented. The updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ In June 2016, the FASB issued ASU 2016‑13, Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments . The standard requires entities to estimate a lifetime expected credit loss for most financial assets, including trade and other receivables, held-to-maturity debt securities, loans and other financial instruments, and to present the net amount of the financial instrument expected to be collected. The updated standard will be effective for the Company on January 1, 2020; however, early adoption of the ASU is permitted on January 1, 2019. The Company is currently evaluating the effect that the updated standard will have on the consolidated financial statements and related disclosures. I n February 2016, the FASB issued ASU No. 2016-02, Leases . The standard amends the existing lease accounting guidance and requires lessees to recognize a lease liability and a right-of-use asset for all leases (except for short-term leases that have a duration of one year or less) on their balance sheets. Lessees will continue to recognize lease expense in a manner similar to current accounting. For lessors, accounting for leases under the new guidance is substantially the same as in prior periods, but eliminates current real estate-specific provisions and changes the treatment of initial direct costs. The standard will be effective for the Company on January 1, 2019; however, early adoption of the standard is permitted. While the Company is currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures, we expect to adopt the guidance on its effective date. The Company intends to elect the following package of practical expedients provided by the standard which includes: (i) an entity need not reassess whether any expired or existing contract is a lease or contains a lease, (ii) an entity need not reassess the lease classification of any expired or existing leases, and (iii) an entity need not reassess initial direct costs for any existing leases. The Company anticipates recognizing right-of-use assets and related lease liabilities on our consolidated balance sheets upon adoption equal to the present value of the remaining minimum lease payments related to ground leases for communities where we are the lessee. The Company plans to continue recognizing lease expense for these leases in a manner similar to current accounting upon adoption of the standard based on our election of the package of practical expedients. However, in the event we modify existing ground leases and/or enter into new ground leases subsequent to the adoption of the standard, such leases would likely be classified as finance leases under the standard and require expense recognition based on the effective interest method. Under the standard, initial direct costs for both lessees and lessors would include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. As a result, we will be required to expense internal leasing costs as incurred. In July 2018, the FASB issued ASU No. 2018-11, Leases – Targeted Improvements , which provides entities with relief from the costs of implementing certain aspects of ASU No. 2016-02, Leases . The ASU provides a practical expedient which allows lessors to not separate lease and non-lease components in a contract and allocate the consideration in the contract to the separate components if both (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. The Company intends to elect the practical expedient to account for lease and non-lease components as a single component in lease contracts where we are the lessor. The ASU also provides a transition option that permits entities to not recast the comparative periods presented when transitioning to the standard. The Company also intends to elect the transition option. In January 2016, the FASB issued ASU No. 2016‑01, Financial Instruments – Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities . The updated standard requires certain equity securities to be measured at fair value on the balance sheet, with changes in fair value recognized in net income. The standard was effective for the Company on January 1, 2018. The Company holds one investment in equity securities subject to the updated guidance. As the investment does not have a readily determinable fair value, the Company elected the measurement alternative under which the investment is measured at cost, less any impairment, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. During the three and nine months ended September 30, 2018, the Company recorded gains of zero and $2.1 million, respectively, in Interest income and other income/(expense), net on the Consolidated Statements of Operations as a result of measuring the investment using this measurement alternative. The Company does not view the impact, as a result of the adoption of the updated standard, to be material to the consolidated financial statements. Disclosures wer e updated pursuant to the requirements of the ASU. In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers . ASU No. 2014-09 amended the FASB Accounting Standards Codification (“ASC”) by creating ASC Topic 606, Revenue from Contracts with Customers . The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective, including industry-specific revenue guidance. The standard specifically excludes lease contracts. The ASU allows for the use of either the full or modified retrospective transition method. ASC Topic 606 was effective for the Company on January 1, 2018, at which time the Company adopted it using the modified retrospective approach. However, as the majority of the Company’s revenue is from rental income related to leases, the ASU did not have a material impact on the consolidated financial statements. Related disclosures are provided and/or updated pursuant to the requirements of the ASU. Principles of Consolidation The Company accounts for subsidiary partnerships, joint ventures and other similar entities in which it holds an ownership interest in accordance with the consolidation guidance. The Company first evaluates whether each entity is a variable interest entity (“VIE”). Under the VIE model, the Company consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, the Company consolidates an entity when it controls the entity through ownership of a majority voting interest. Discontinued Operations In accordance with GAAP, a discontinued operation represents (1) a component of an entity or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on an entity’s financial results, or (2) an acquired business that is classified as held for sale on the date of acquisition. A strategic shift could include a disposal of (1) a separate major line of business, (2) a separate major geographic area of operations, (3) a major equity method investment, or (4) other major parts of an entity. We record sales of real estate that do not meet the definition of a discontinued operation in Gain/(loss) on sale of real estate owned, net of tax on the Consolidated Statements of Operations. Revenue On January 1, 2018, the Company adopted ASC Topic 606, Revenue from Contracts with Customers , utilizing the modified retrospective method, under which only contracts entered into after the effective date or not complete as of the effective date are subject to the new standard and an adjustment to the opening balance of retained earnings is made to recognize any required adjustments. As a result of the adoption, the Company did not make an adjustment to retained earnings because no open contracts required different treatment under the new standard. Revenue is measured based on consideration specified in contracts with customers. The Company recognizes revenue when it satisfies a performance obligation by providing the services specified in a contract to the customer. The following is a description of the principal streams from which the Company generates its revenue: Lease Revenue Lease revenue related to leases is recognized on an accrual basis when due from residents or tenants in accordance with ASC 840, Leases . Rental payments are generally due on a monthly basis and recognized on a straight-line basis over the reasonably assured lease term. In addition, in circumstances where a lease incentive is provided to tenants, the incentive is recognized as a reduction of lease revenue on a straight-line basis over the reasonably assured lease term. Reimbursements Revenue Reimbursements revenue includes all pass-through revenue from retail and residential leases and common area maintenance reimbursements from retail leases. Reimbursements revenue is recognized on a gross basis as earned as the Company has determined it is the principal provider of the services. Other Revenue Other revenue is generated by services provided by the Company to its retail and residential tenants and other unrelated third parties. These fees are generally recognized as earned. Joint venture management and other fees The Joint venture management and other fees revenue consists of management fees charged to our equity method joint ventures per the terms of contractual agreements and other fees. Joint venture fee revenue is recognized monthly as the management services are provided and the fees are earned or upon a transaction whereby the Company earns a fee. Real Estate Sales Gain Recognition For sale transactions resulting in a transfer of a controlling financial interest of a property, the Company generally derecognizes the related assets and liabilities from its Consolidated Balance Sheets and records the gain or loss in the period in which the transfer of control occurs. If control of the property has not transferred to the counterparty, the criteria for derecognition are not met and the Company will continue to recognize the related assets and liabilities on its Consolidated Balance Sheets. Sale transactions to entities in which the Company sells a controlling financial interest in a property but retains a noncontrolling interest are accounted for as partial sales. Partial sales resulting in a change in control are accounted for at fair value and a full gain or loss is recognized. Therefore, the Company will record a gain or loss on the partial interest sold, and the initial measurement of our retained interest will be accounted for at fair value. Sales of real estate to joint ventures or other noncontrolled investees are also accounted for at fair value and the Company will record a full gain or loss in the period the property is contributed. Disaggregation of Revenue Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) . Joint venture management and other fees are not included in the tables as they are not allocable to a specific reportable segment or segments. Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 95,447 $ 91,399 $ 277,317 $ 265,595 Mid-Atlantic Region 51,291 49,772 152,866 148,916 Northeast Region 37,201 36,726 110,541 109,495 Southeast Region 27,773 26,221 81,555 77,697 Southwest Region 11,647 11,446 29,561 29,126 Non-Mature Communities/Other 19,940 13,836 58,570 46,879 Total segment and consolidated lease revenue $ 243,299 $ 229,400 $ 710,410 $ 677,708 Reimbursements Revenue Same-Store Communities West Region $ 4,415 $ 4,111 $ 12,908 $ 12,295 Mid-Atlantic Region 2,247 2,121 6,850 6,629 Northeast Region 672 691 1,952 2,131 Southeast Region 1,730 1,634 5,124 4,872 Southwest Region 651 624 1,649 1,572 Non-Mature Communities/Other 1,981 1,737 6,521 5,776 Total segment and consolidated reimbursements revenue $ 11,696 $ 10,918 $ 35,004 $ 33,275 Other Revenue Same-Store Communities West Region $ 2,753 $ 2,754 $ 8,231 $ 8,150 Mid-Atlantic Region 1,785 1,646 5,095 4,854 Northeast Region 949 745 2,481 2,188 Southeast Region 1,481 1,442 4,793 4,534 Southwest Region 604 550 1,486 1,483 Non-Mature Communities/Other 689 809 2,873 2,001 Total segment and consolidated other revenue $ 8,261 $ 7,946 $ 24,959 $ 23,210 Total Revenue Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated total revenue $ 263,256 $ 248,264 $ 770,373 $ 734,193 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases. Notes Receivable The following table summarizes our Notes receivable, net as of September 30, 2018 and December 31, 2017 ( dollars in thousands): Interest rate at Balance Outstanding September 30, September 30, December 31, 2018 2018 2017 Note due March 2019 (a) 12.00 % $ 20,000 $ — Note due February 2020 (b) 10.00 % 14,209 13,669 Note due October 2020 (c) 8.00 % 2,000 2,000 Note due August 2022 (d) 10.00 % 4,800 3,800 Total notes receivable, net $ 41,009 $ 19,469 (a) In March 2018, the Company entered into a secured note receivable with an unaffiliated third party with an aggregate commitment of $20.0 million, of which $20.0 million has been funded. Interest payments are due when the loan matures. The note matures in March 2019 and is secured by a parcel of land. (b) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $16.4 million, of which $14.2 million has been funded, including $0.5 million during the nine months ended September 30, 2018. Interest payments are due monthly. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $5.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) the eighth anniversary of the date of the note (February 2020). (c) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $2.0 million, of which $2.0 million has been funded. Interest payments are due when the loan matures. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $10.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) the fifth anniversary of the date of the note (October 2020). (d) The Company has a secured note receivable with an unaffiliated third party with an aggregate commitment of $10.0 million, of which $4.8 million has been funded, including $ 1.0 million during the nine months ended September 30, 2018. Interest payments are due monthly. The note matures at the earliest of the following: (a) the closing of any private or public capital raising in the amount of $25.0 million or greater; (b) an acquisition; (c) acceleration in the event of default; or (d) August 2022. The Company recognized $1.2 million and $0.4 million of interest income from notes receivable during the three months ended September 30, 2018 and 2017, respectively, and $2.9 million and $1.4 million during the nine months ended September 30, 2018 and 2017, respectively, none of which was related party interest income and all of which is included in Interest income and other income/(expense), net on the Consolidated Statements of Operations. Comprehensive Income/(Loss) Comprehensive income/(loss), which is defined as the change in equity during each period from transactions and other events and circumstances from nonowner sources, including all changes in equity during a period except for those resulting from investments by or distributions to stockholders, is displayed in the accompanying Consolidated Statements of Comprehensive Income/(Loss). For the three and nine months ended September 30, 2018 and 2017, the Company’s other comprehensive income/(loss) consisted of the gain/(loss) on derivative instruments that are designated as and qualify as cash flow hedges, (gain)/loss on derivative instruments reclassified from other comprehensive income/(loss) into earnings, and the allocation of other comprehensive income/(loss) to noncontrolling interests. The (gain)/loss on derivative instruments reclassified from other comprehensive income/(loss) is included in Interest expense on the Consolidated Statements of Operations. See Note 10, Derivatives and Hedging Activity, for further discussion. The allocation of other comprehensive income/(loss) to redeemable noncontrolling interests during the three months ended September 30, 2018 and 2017 was $0.2 million and less than $0.1 million, respectively, and during the nine months ended September 30, 2018 and 2017, was $0.3 million and $0.1 million, respectively. Income Taxes Due to the structure of the Company as a REIT and the nature of the operations for the operating properties, no provision for federal income taxes has been provided for at UDR. Historically, the Company has generally incurred only state and local excise and franchise taxes. UDR has elected for certain consolidated subsidiaries to be treated as taxable REIT subsidiaries (“TRS”). Income taxes for our TRS are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities from a change in tax rate is recognized in earnings in the period of the enactment date. The Company’s deferred tax assets are generally the result of differing depreciable lives on capitalized assets and timing of expense recognition for certain accrued liabilities. As of September 30, 2018 and December 31, 2017, UDR’s net deferred tax asset was $0.1 million and $0.1 million, respectively. GAAP defines a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. GAAP also provides guidance on derecognition, classification, interest and penalties, accounting for interim periods, disclosure and transition. The Company recognizes its tax positions and evaluates them using a two-step process. First, UDR determines whether a tax position is more likely than not (greater than 50 percent probability) to be sustained upon examination, including resolution of any related appeals or litigation processes, based on the technical merits of the position. Second, the Company will determine the amount of benefit to recognize and record the amount that is more likely than not to be realized upon ultimate settlement. UDR had no material unrecognized tax benefit, accrued interest or penalties at September 30, 2018. UDR and its subsidiaries are subject to federal income tax as well as income tax of various state and local jurisdictions. The tax years 2014 through 2017 remain open to examination by tax jurisdictions to which we are subject. When applicable, UDR recognizes interest and/or penalties related to uncertain tax positions in Tax (provision)/benefit, net on the Consolidated Statements of Operations. As of December 31, 2017 , management of the Company had completed its review of the effects of the Tax Cuts and Jobs Act, under which it recognized a one-time tax benefit of $1.1 million related to the recording of previously reserved receivables for REIT AMT credits that became refundable. |
United Dominion Reality L.P. | |
Entity information | |
SIGNIFICANT ACCOUNTING POLICIES | 2. SIGNIFICANT ACCOUNTING POLICIES Recent Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Derivatives and Hedging, Targeted Improvements to Accounting for Hedging Activities . The ASU aims to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. The updated standard would have been effective for the Operating Partnership on January 1, 2019 and must be applied using a modified retrospective approach; however, early adoption of the ASU is permitted. The Operating Partnership early adopted the guidance on January 1, 2018; however, the updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. In January 2017, the FASB issued ASU 2017‑01, Business Combinations (Topic 805), Clarifying the Definition of a Business. The ASU changes the definition of a business to assist entities with evaluating whether a set of transferred assets is a business. As a result, the accounting for acquisitions of real estate could be impacted. The updated standard was effective for the Operating Partnership on January 1, 2018. The ASU will be applied prospectively to any transactions occurring after adoption. The Operating Partnership expects that the updated standard will result in fewer acquisitions of real estate meeting the definition of a business and fewer acquisition-related costs being expensed in the period incurred. In November 2016, the FASB issued ASU 2016‑18, Statement of Cash Flows (Topic 230), Restricted Cash . The ASU addresses the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The updated standard was effective for the Operating Partnership on January 1, 2018, and was applied retrospectively to all periods presented. The updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ In June 2016, the FASB issued ASU 2016‑13, Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments . The standard requires entities to estimate a lifetime expected credit loss for most financial assets, including trade and other receivables, held-to-maturity debt securities, loans and other financial instruments, and to present the net amount of the financial instrument expected to be collected. The updated standard will be effective for the Operating Partnership on January 1, 2020; however, early adoption of the ASU is permitted on January 1, 2019. The Operating Partnership is currently evaluating the effect that the updated standard will have on the consolidated financial statements and related disclosures. I n February 2016, the FASB issued ASU No. 2016-02, Leases . The standard amends the existing lease accounting guidance and requires lessees to recognize a lease liability and a right-of-use asset for all leases (except for short-term leases that have a duration of one year or less) on their balance sheets. Lessees will continue to recognize lease expense in a manner similar to current accounting. For lessors, accounting for leases under the new guidance is substantially the same as in prior periods, but eliminates current real estate-specific provisions and changes the treatment of initial direct costs. The standard will be effective for the Operating Partnership on January 1, 2019; however, early adoption of the standard is permitted. While the Operating Partnership is currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures, we expect to adopt the guidance on its effective date. The Operating Partnership intends to elect the following package of practical expedients provided by the standard which includes: (i) an entity need not reassess whether any expired or existing contract is a lease or contains a lease, (ii) an entity need not reassess the lease classification of any expired or existing leases, and (iii) an entity need not reassess initial direct costs for any existing leases. The Operating Partnership anticipates recognizing right-of-use assets and related lease liabilities on our consolidated balance sheets upon adoption equal to the present value of the remaining minimum lease payments related to ground leases for communities where we are the lessee. The Operating Partnership plans to continue recognizing lease expense for these leases in a manner similar to current accounting upon adoption of the standard based on our election of the package of practical expedients. However, in the event we modify existing ground leases and/or enter into new ground leases subsequent to the adoption of the standard, such leases would likely be classified as finance leases under the standard and require expense recognition based on the effective interest method. Under the standard, initial direct costs for both lessees and lessors would include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. As a result, we will be required to expense internal leasing costs as incurred. In July 2018, the FASB issued ASU No. 2018-11, Leases – Targeted Improvements , which provides entities with relief from the costs of implementing certain aspects of ASU No. 2016-02, Leases . The ASU provides a practical expedient which allows lessors to not separate lease and non-lease components in a contract and allocate the consideration in the contract to the separate components if both (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. The Operating Partnership intends to elect the practical expedient to account for lease and non-lease components as a single component in lease contracts where we are the lessor. The ASU also provides a transition option that permits entities to not recast the comparative periods presented when transitioning to the standard. The Operating Partnership also intends to elect the transition option. In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers . ASU No. 2014-09 amended the FASB Accounting Standards Codification (“ASC”) by creating ASC Topic 606, Revenue from Contracts with Customers . The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective, including industry-specific revenue guidance. The standard specifically excludes lease contracts. The ASU allows for the use of either the full or modified retrospective transition method. ASC Topic 606 was effective for the Operating Partnership on January 1, 2018, at which time the Operating Partnership adopted it using the modified retrospective approach. However, as the majority of the Operating Partnership’s revenue is from rental income related to leases, the ASU did not have a material impact on the consolidated financial statements. Related disclosures are provided and/or updated pursuant to the requirements of the ASU. Principles of Consolidation The Operating Partnership accounts for subsidiary partnerships, joint ventures and other similar entities in which it holds an ownership interest in accordance with the amended consolidation guidance. The Operating Partnership first evaluates whether each entity is a variable interest entity (“VIE”). Under the VIE model, the Operating Partnership consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, the Operating Partnership consolidates an entity when it controls the entity through ownership of a majority voting interest. Discontinued Operations In accordance with GAAP, a discontinued operation represents (1) a component of an entity or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on an entity’s financial results, or (2) an acquired business that is classified as held for sale on the date of acquisition. A strategic shift could include a disposal of (1) a separate major line of business, (2) a separate major geographic area of operations, (3) a major equity method investment, or (4) other major parts of an entity. We record sales of real estate that do not meet the definition of a discontinued operation in Gain/(loss) on sale of real estate owned on the Consolidated Statements of Operations. Income/(Loss) Per Operating Partnership Unit Basic income/(loss) per OP Unit is computed by dividing net income/(loss) attributable to the general and limited partner unitholders by the weighted average number of general and limited partner units outstanding during the year. Diluted income/(loss) per OP Unit reflects the potential dilution that could occur if securities or other contracts to issue OP Units were exercised or converted into OP Units or resulted in the issuance of OP Units and then shared in the income/(loss) of the Operating Partnership. Revenue On January 1, 2018, the Operating Partnership adopted ASC Topic 606, Revenue from Contracts with Customers , utilizing the modified retrospective method, under which only contracts entered into after the effective date or not complete as of the effective date are subject to the new standard and an adjustment to the opening balance of partners’ capital is made to recognize any required adjustments. As a result of the adoption, the Operating Partnership did not make an adjustment to partners’ capital because no open contracts required different treatment under the new standard. Revenue is measured based on consideration specified in contracts with customers. The Operating Partnership recognizes revenue when it satisfies a performance obligation by providing the services specified in a contract to the customer. The following is a description of the principal streams from which the Operating Partnership generates its revenue: Lease Revenue Lease revenue related to leases is recognized on an accrual basis when due from residents or tenants in accordance with ASC 840, Leases . Rental payments are generally due on a monthly basis and recognized on a straight-line basis over the reasonably assured lease term. In addition, in circumstances where a lease incentive is provided to tenants, the incentive is recognized as a reduction of lease revenue on a straight-line basis over the reasonably assured lease term. Reimbursements Revenue Reimbursements revenue includes all pass-through revenue from retail and residential leases and common area maintenance reimbursements from retail leases. Reimbursements revenue is recognized on a gross basis as earned as the Operating Partership has determined it is the principal provider of the services. Other Revenue Other revenue is generated by services provided by the Operating Partnership to its retail and residential tenants and other unrelated third parties. These fees are generally recognized as earned. Real Estate Sales Gain Recognition For sale transactions resulting in a transfer of a controlling financial interest of a property, the Operating Partnership generally derecognizes the related assets and liabilities from its Consolidated Balance Sheets and records the gain or loss in the period in which the transfer of control occurs. If control of the property has not transferred to the counterparty, the criteria for derecognition are not met and the Operating Partnership will continue to recognize the related assets and liabilities on its Consolidated Balance Sheets. Sale transactions to entities in which the Operating Partnership sells a controlling financial interest in a property but retains a noncontrolling interest are accounted for as partial sales. Partial sales resulting in a change in control are accounted for at fair value and a full gain or loss is recognized. Therefore, the Operating Partnership will record a gain or loss on the partial interest sold, and the initial measurement of our retained interest will be accounted for at fair value. Sales of real estate to joint ventures or other noncontrolled investees are also accounted for at fair value and the Operating Partnership will record a full gain or loss in the period the property is contributed. Disaggregation of Revenue Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 57,629 $ 54,855 $ 169,638 $ 161,828 Mid-Atlantic Region 14,065 13,615 41,944 41,008 Northeast Region 13,048 13,020 38,774 38,671 Southeast Region 11,834 11,057 34,479 32,893 Non-Mature Communities/Other 4,487 4,467 12,772 12,752 Total segment and consolidated lease revenue $ 101,063 $ 97,014 $ 297,607 $ 287,152 Reimbursements Revenue Same-Store Communities West Region $ 2,940 $ 2,732 $ 8,763 $ 8,248 Mid-Atlantic Region 580 572 1,869 1,806 Northeast Region 422 483 1,200 1,451 Southeast Region 770 728 2,302 2,218 Non-Mature Communities/Other 539 480 1,626 1,431 Total segment and consolidated reimbursements revenue $ 5,251 $ 4,995 $ 15,760 $ 15,154 Other Revenue Same-Store Communities West Region $ 1,751 $ 1,796 $ 5,484 $ 5,302 Mid-Atlantic Region 440 470 1,359 1,389 Northeast Region 301 243 806 728 Southeast Region 658 663 2,100 2,060 Non-Mature Communities/Other 75 72 281 161 Total segment and consolidated other revenue $ 3,225 $ 3,244 $ 10,030 $ 9,640 Total Revenue Same-Store Communities West Region $ 62,320 $ 59,383 $ 183,885 $ 175,378 Mid-Atlantic Region 15,085 14,657 45,172 44,203 Northeast Region 13,771 13,746 40,780 40,850 Southeast Region 13,262 12,448 38,881 37,171 Non-Mature Communities/Other 5,101 5,019 14,679 14,344 Total segment and consolidated total revenue $ 109,539 $ 105,253 $ 323,397 $ 311,946 (a) Same-Store Community population consisted of 16,216 apartment homes. (b) Same-Store Community population consisted of 16,216 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases . Comprehensive Income/(Loss) Comprehensive income/(loss), which is defined as the change in equity during each period from transactions and other events and circumstances from nonowner sources, including all changes in equity during a period except for those resulting from investments by or distributions to unitholders, is displayed in the accompanying Consolidated Statements of Comprehensive Income/(Loss). For the three and nine months ended September 30, 2018 and 2017, the Operating Partnership’s other comprehensive income/(loss) consisted of the gain/(loss) on derivative instruments that are designated as and qualify as cash flow hedges and (gain)/loss reclassified from other comprehensive income/(loss) into earnings. The (gain)/loss reclassified from other comprehensive income/(loss) is included in Interest expense on the Consolidated Statements of Operations. See Note 8, Derivatives and Hedging Activity, for further discussion. Income Taxes The taxable income or loss of the Operating Partnership is reported on the tax returns of the partners. Accordingly, no provision has been made in the accompanying financial statements for federal or state income taxes on income that is passed through to the partners. However, any state or local revenue, excise or franchise taxes that result from the operating activities of the Operating Partnership are recorded at the entity level. The Operating Partnership’s tax returns are subject to examination by federal and state taxing authorities. Net income for financial reporting purposes differs from the net income for income tax reporting purposes primarily due to temporary differences, principally real estate depreciation and the tax deferral of certain gains on property sales. The differences in depreciation result from differences in the book and tax basis of certain real estate assets and the differences in the methods of depreciation and lives of the real estate assets. The Operating Partnership evaluates the accounting and disclosure of tax positions taken or expected to be taken in the course of preparing the Operating Partnership’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense in the current year. Management of the Operating Partnership is required to analyze all open tax years, as defined by the statute of limitations, for all major jurisdictions, which include federal and certain states. The Operating Partnership has no examinations in progress and none are expected at this time. Management of the Operating Partnership has reviewed all open tax years (2014 through 2017) of tax jurisdictions and concluded there is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns. As of December 31, 2017 , management of the Operating Partnership had completed its review of the effects of the Tax Cuts and Jobs Act and it determined there was no material impact. |
REAL ESTATE OWNED (UNITED DOMIN
REAL ESTATE OWNED (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
REAL ESTATE OWNED | 3. REAL ESTATE OWNED Real estate assets owned by the Company consist of income producing operating properties, properties under development, land held for future development, and held for disposition properties. As of September 30, 2018, the Company owned and consolidated 127 communities in 11 states plus the District of Columbia totaling 40,420 apartment homes. The following table summarizes the carrying amounts for our real estate owned (at cost) as of September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Land $ 1,824,847 $ 1,780,229 Depreciable property — held and used: Land improvements 195,051 189,919 Building, improvements, and furniture, fixtures and equipment 7,789,244 7,614,568 Under development: Land and land improvements 42,138 109,468 Building, improvements, and furniture, fixtures and equipment 308,548 483,022 Real estate held for disposition: Land and land improvements 28,889 — Building, improvements, and furniture, fixtures and equipment 138,947 — Real estate owned 10,327,664 10,177,206 Accumulated depreciation (3,626,327) (3,330,166) Real estate owned, net $ 6,701,337 $ 6,847,040 Acquisitions The Company did not have any acquisitions during the nine months ended September 30, 2018. Dispositions During the nine months ended September 30, 2018, the Company sold an operating community in Orange County, California with a total of 264 apartment homes for gross proceeds of $90.5 million, resulting in a gain of $70.3 million. The proceeds were designated for a tax-deferred Section 1031 exchange that were used to pay a portion of the purchase price for an acquisition in October 2017. In September 2018, the Company entered into an agreement to sell an operating community in Fairfax, Virginia with a total of 604 apartment homes for a sales price of approximately $160.0 million. The operating community was classified as held for disposition as of September 30, 2018 and the sale is expected to close in the fourth quarter of 2018. Developments During the nine months ended September 30, 2018, the Company completed the development of a 516 apartment home community in Huntington Beach, California. Other Activity Predevelopment, development, and redevelopment projects and related costs are capitalized and reported on the Consolidated Balance Sheets as Total real estate owned, net of accumulated depreciation . The Company capitalizes costs directly related to the predevelopment, development, and redevelopment of a capital project, which include, but are not limited to, interest, real estate taxes, insurance, and allocated development and redevelopment overhead related to support costs for personnel working on the capital projects. We use our professional judgment in determining whether such costs meet the criteria for capitalization or must be expensed as incurred. These costs are capitalized only during the period in which activities necessary to ready an asset for its intended use are in progress and such costs are incremental and identifiable to a specific activity to get the asset ready for its intended use. These costs, excluding the direct costs of development and redevelopment and capitalized interest, for the three months ended September 30, 2018 and 2017, were $1.6 million and $2.2 million, respectively, and $6.6 million and $6.6 million for the nine months ended September 30, 2018 and 2017, respectively. Total interest capitalized was $1.6 million and $4.6 million for the three months ended September 30, 2018 and 2017, respectively, and $9.8 million and $14.0 million for the nine months ended September 30, 2018 and 2017, respectively. As each home in a capital project is completed and becomes available for lease-up, the Company ceases capitalization on the related portion of the costs and depreciation commences over the estimated useful life. In connection with the acquisition of certain properties, the Company agreed to pay certain of the tax liabilities of certain contributors if the Company sells one or more of the properties contributed in a taxable transaction prior to the expiration of specified periods of time following the acquisition. The Company may, however, sell, without being required to pay any tax liabilities, any of such properties in a non-taxable transaction, including, but not limited to, a tax-deferred Section 1031 exchange. Further, the Company has agreed to maintain certain debt that may be guaranteed by certain contributors for specified periods of time following the acquisition. The Company, however, has the ability to refinance or repay guaranteed debt or to substitute new debt if the debt and the guaranty continue to satisfy certain conditions. |
United Dominion Reality L.P. | |
Entity information | |
REAL ESTATE OWNED | 3. REAL ESTATE OWNED Real estate assets owned by the Operating Partnership consist of income producing operating properties, properties under development, land held for future development, and sold or held for disposition properties. At September 30, 2018, the Operating Partnership owned and consolidated 52 communities in nine states plus the District of Columbia totaling 16,434 apartment homes. The following table summarizes the carrying amounts for our real estate owned (at cost) as of September 30, 2018 and December 31, 2017 (dollars in thousands) : September 30, December 31, 2018 2017 Land $ 711,256 $ 719,410 Depreciable property — held and used: Land improvements 90,506 89,331 Buildings, improvements, and furniture, fixtures and equipment 2,998,764 3,008,215 Real estate held for disposition: Land and land improvements 1,380 — Building, improvements, and furniture, fixtures and equipment 6,212 — Real estate owned 3,808,118 3,816,956 Accumulated depreciation (1,627,511) (1,543,652) Real estate owned, net $ 2,180,607 $ 2,273,304 Acquisitions The Operating Partnership did not have any acquisitions of real estate during the nine months ended September 30, 2018. Dispositions During the nine months ended September 30, 2018, the Operating Partnership sold an operating community in Orange County, California with a total of 264 apartment homes for gross proceeds of $90.5 million, resulting in a gain of $70.3 million. The proceeds were designated for a tax-deferred Section 1031 exchange that were used to pay a portion of the purchase price for an acquisition in October 2017. In September 2018, the Operating Partnership entered into an agreement to sell a commercial office building located in Fairfax, Virginia for a sales price of approximately $9.3 million. The commercial office building was classified as held for disposition as of September 30, 2018 and the sale is expected to close in the fourth quarter of 2018. Other Activity Predevelopment, development, and redevelopment projects and related costs are capitalized and reported on the Consolidated Balance Sheets as Total real estate owned, net of accumulated depreciation . The Operating Partnership capitalizes costs directly related to the predevelopment, development, and redevelopment of a capital project, which include, but are not limited to, interest, real estate taxes, insurance, and allocated development and redevelopment overhead related to support costs for personnel working on the capital projects. We use our professional judgment in determining whether such costs meet the criteria for capitalization or must be expensed as incurred. These costs are capitalized only during the period in which activities necessary to ready an asset for its intended use are in progress and such costs are incremental and identifiable to a specific activity to get the asset ready for its intended use. These costs, excluding the direct costs of development and redevelopment and capitalized interest, were zero and less than $0.1 million for the three months ended September 30, 2018 and 2017, respectively, and less than $0.1 million and $0.4 million for the nine months ended September 30, 2018 and 2017, respectively. During each of the three and nine months ended September 30, 2018 and 2017, total interest capitalized was less than $0.1 million. As each home in a capital project is completed and becomes available for lease-up, the Operating Partnership ceases capitalization on the related portion of the costs and depreciation commences over the estimated useful life. In connection with the acquisition of certain properties, the Operating Partnership agreed to pay certain of the tax liabilities of certain contributors if the Operating Partnership sells one or more of the properties contributed in a taxable transaction prior to the expiration of specified periods of time following the acquisition. The Operating Partnership may, however, sell, without being required to pay any tax liabilities, any of such properties in a non-taxable transaction, including, but not limited to, in an exchange under Section 1031 of the Internal Revenue Code. Further, the Operating Partnership has agreed to maintain certain debt that may be guaranteed by certain contributors for specified periods of time following the acquisition. The Operating Partnership, however, has the ability to refinance or repay guaranteed debt or to substitute new debt if the debt and the guaranty continue to satisfy certain conditions. |
UNCONSOLIDATED ENTITIES (UNITED
UNCONSOLIDATED ENTITIES (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Unconsolidated entities | |
UNCONSOLIDATED ENTITIES | 5. JOINT VENTURES AND PARTNERSHIPS UDR has entered into joint ventures and partnerships with unrelated third parties to acquire real estate assets that are either consolidated and included in Real estate owned on the Consolidated Balance Sheets or are accounted for under the equity method of accounting, and are included in Investment in and advances to unconsolidated joint ventures, net , on the Consolidated Balance Sheets. The Company consolidates the entities that we control as well as any variable interest entity where we are the primary beneficiary. Under the VIE model, the Company consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, the Company consolidates an entity when it controls the entity through ownership of a majority voting interest. UDR’s joint ventures and partnerships are funded with a combination of debt and equity. Our losses are limited to our investment and except as noted below, the Company does not guarantee any debt, capital payout or other obligations associated with our joint ventures and partnerships. The Company recognizes earnings or losses from our investments in unconsolidated joint ventures and partnerships consisting of our proportionate share of the net earnings or losses of the joint ventures and partnerships. In addition, we may earn fees for providing management services to the unconsolidated joint ventures and partnerships. The following table summarizes the Company’s investment in and advances to unconsolidated joint ventures and partnerships, net, which are accounted for under the equity method of accounting as of September 30, 2018 and December 31, 2017 (dollars in thousands) : Number of Number of Apartment Properties Homes Investment at UDR’s Ownership Interest Location of September 30, September 30, September 30, December 31, September 30, December 31, Joint Venture Properties 2018 2018 2018 2017 2018 2017 Operating and development: UDR/MetLife I Los Angeles, CA 1 development community (a) 150 $ 34,869 $ 34,653 50.0 % 50.0 % UDR/MetLife II Various 18 operating communities 4,059 299,953 303,702 50.0 % 50.0 % Other UDR/MetLife Various 5 operating communities 1,437 119,893 135,563 50.6 % 50.6 % Joint Ventures UDR/MetLife Vitruvian Park ® Addison, TX 3 operating communities; 1,513 71,225 78,404 50.0 % 50.0 % 1 development community (a); 5 land parcels UDR/KFH Washington, D.C. 3 operating communities 660 6,453 8,958 30.0 % 30.0 % West Coast Development Joint Ventures (c) Los Angeles, CA 1 operating community 293 36,645 37,916 47.0 % 47.0 % Investment in and advances to unconsolidated joint ventures, net, before participating loan investment, preferred equity investments and other investments $ 569,038 $ 599,196 Income/(loss) from investments Investment at Three Months Ended Nine Months Ended Years To UDR September 30, December 31, September 30, September 30, Developer Capital Program (b) Location Rate Maturity Commitment 2018 2017 2018 2017 2018 2017 Preferred equity investments: West Coast Development Joint Ventures (c) Various 6.5 % N/A $ — $ 65,476 $ 64,226 $ 25 $ 3,266 $ 974 $ 16,626 1532 Harrison (d) San Francisco, CA 11.0 % 3.8 24,645 21,373 11,346 721 226 1,492 228 1200 Broadway (e) Nashville, TN 8.0 % 4.0 55,558 48,805 18,011 859 65 1,870 65 Junction (f) Santa Monica, CA 12.0 % 4.0 8,800 8,938 — 141 — 141 — 1300 Fairmount (g) Philadelphia, PA 9.0 % 5.0 51,393 2,670 — 27 — 27 — Essex (h) Orlando, FL 12.5 % 5.0 12,886 6,326 — 46 — 46 — Other investments: The Portals (i) Washington, D.C. 11.0 % 2.7 38,559 41,996 26,535 1,015 330 2,523 346 Other investment ventures N/A N/A N/A $ 15,000 2,754 1,516 $ (77) $ — $ (262) $ — Total Developer Capital Program 198,338 121,634 Total investment in and advances to unconsolidated joint ventures, net $ 767,376 $ 720,830 (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 upon completion of development. As of September 30, 2018, 383 apartment homes had been completed in UDR/MetLife Vitruvian Park ® and 150 apartment homes had been completed at Vision on Wilshire, which is owned by UDR/MetLife I. (b) The Developer Capital Program is the program through which the Company makes investments, including preferred equity investments, mezzanine loans or other structured investments that may receive a fixed yield on the investment and may include provisions pursuant to which the Company participates in the increase in value of the property upon monetization of the applicable property and/or holds fixed price purchase options. (c) In May 2015, the Company entered into a joint venture agreement with an unaffiliated joint venture partner and agreed to pay $136.3 million for a 48% ownership interest in a portfolio of five communities that were under construction. The communities are located in three of the Company’s core, coastal markets: Seattle, Washington, Los Angeles, California and Orange County, California. UDR earns a 6.5% preferred return on its investment through each individual community’s date of stabilization, defined as when a community reaches 80% occupancy for 90 consecutive days, while the joint venture partner is allocated all operating income and expense during the pre-stabilization period. Upon stabilization, income and expense are shared based on each partner’s ownership percentage and the Company no longer receives a 6.5% preferred return on its investment in the stabilized community. The Company serves as property manager and earns a management fee during the lease-up phase and subsequent operation of each of the communities. The unaffiliated joint venture partner is the general partner of the joint venture and the developer of the communities. At inception of the agreement, the Company had a fixed-price option to acquire the remaining interest in each community commencing one year after completion. In the event the Company does not exercise its options to purchase at least two communities, the unaffiliated joint venture partner will be entitled to earn a contingent disposition fee equal to a 6.5% return on its implied equity in the communities not acquired. The unaffiliated joint venture partner is providing certain guaranties. In January 2017, the Company exercised its fixed-price option to purchase the joint venture partner’s ownership interest in one of the five communities, a 244 home operating community in Seattle, Washington, thereby increasing its ownership interest from 49% to 100%, for a cash purchase price of approximately $66.0 million. As a result, the Company consolidated the operating community and it is no longer accounted for as a preferred equity investment in an unconsolidated joint venture. During 2017, the joint venture sold two of the four remaining communities, a 211 home operating community in Seattle, Washington for a sales price of approximately $101.3 million and a 399 home operating community in Anaheim, California for a sales price of approximately $148.0 million. During the nine months ended September 30, 2018, the fixed-price option to acquire one of the two remaining communities held by the West Coast Development Joint Ventures (as defined below) expired. The community achieved stabilization during 2017, at which time the Company and its joint venture partner began receiving income and expenses based on their ownership percentages. The Company and its joint venture partner plan to continue operating the community. As of September 30, 2018, construction was complete on the remaining community subject to the fixed-price acquisition option. The Company continues to receive a 6.5% preferred return on its investment in that community until it reaches stabilization. The Company anticipates acquiring this remaining community from the joint venture for a contractual purchase price at 100% of approximately $130.1 million. As the Company currently holds a 49% ownership interest in the community, it expects to pay approximately $66.4 million for the remaining 51% ownership. As such, the Company has disclosed a contractual purchase price commitment (see Note 12, Commitments and Contingencies ). The acquisition is expected to occur in the next twelve months. In March 2017 and May 2017, the Company entered into two additional joint venture agreements with the unaffiliated joint venture partner and agreed to pay $15.5 million for a 49% ownership interest in a 155 home community in Seattle, Washington, for which construction was complete as of September 30, 2018, and $16.1 million for a 49% ownership interest in a 276 home community that is currently under construction in Hillsboro, Oregon (together with the May 2015 joint venture described above, the “West Coast Development Joint Ventures”). UDR earns a 6.5% preferred return on its investments through the communities’ date of stabilization, as defined above, while our joint venture partner is allocated all operating income and expense during the pre-stabilization period. Upon stabilization of the communities, income and expense will be shared based on each partner’s ownership percentage and the Company will no longer receive a 6.5% preferred return on its investment. The Company will serve as property manager and will earn a management fee during the lease-up phase and subsequent operation of the stabilized communities. The unaffiliated joint venture partner is the general partner and the developer of the communities. The Company has concluded it does not control the joint ventures and accounts for them under the equity method of accounting. The Company has a fixed-price option to acquire the remaining interest in the communities beginning one year after completion for a total price of $61.3 million and $72.3 million, respectively. The unaffiliated joint venture partner is providing certain guaranties and there are construction loans on the communities. The Company’s recorded equity investment in the West Coast Development Joint Ventures at September 30, 2018 and December 31, 2017, of $102.1 million and $1 02.1 million, respectively, is inclusive of outside basis costs and our accrued but unpaid preferred return. (d) In June 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 136 apartment home community in San Francisco, California. The Company’s preferred equity investment of up to $24.6 million earns a preferred return of 11.0% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. As of September 30, 2018, the Company had contributed approximately $21.4 million to the joint venture , and recorded the remaining contractual commitment (for a total equity investment of $24.6 million) in Restricted cash on the Consolidated Balance Sheets in accordance with the terms of the joint venture agreement. These amounts will be contributed to the joint venture when the developer submits qualifying draw requests to fund the construction. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (e) In September 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 313 apartment home community in Nashville, Tennessee. The Company’s preferred equity investment of up to $55.6 million earns a preferred return of 8.0% per annum and receives a variable percentage of the value created from the project upon a capital or liquidating event. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (f) In August 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 66 apartment home community in Santa Monica, CA. The Company’s preferred equity investment of $8.8 million earns a preferred return of 12.0% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (g) In August 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 471 apartment home community in Philadelphia, PA. The Company’s preferred equity investment of up to $51.4 million earns a preferred return of 9.0% per annum and receives a variable percentage of the value created from the project upon a capital or liquidating event. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (h) In September 2018, the Company entered into a joint venture agreement with an unaffiliated joint venture partner to develop and operate a 330 apartment home community in Orlando, FL. The Company’s preferred equity investment of up to $12.9 million earns a preferred return of 12.5% per annum. The unaffiliated joint venture partner is the managing member of the joint venture and the developer of the community. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. (i) In May 2017, the Company entered into a joint venture agreement with an unaffiliated joint venture partner. The joint venture has made a mezzanine loan to a third party developer of a 373 apartment home community in Washington, D.C. The unaffiliated joint venture partner is the managing member of the joint venture. The mezzanine loan is for up to $71.0 million at an interest rate of 13.5% per annum and carries a term of four years with one 12-month extension option. The Company’s commitment to the joint venture is approximately $38.6 million and earns a weighted average return of approximately 11.0% per annum. The Company has concluded that it does not control the joint venture and accounts for it under the equity method of accounting. As of September 30, 2018 and December 31, 2017, the Company had deferred fees of $11.1 million and $10.9 million, respectively, which will be recognized through earnings over the weighted average life of the related properties, upon the disposition of the properties to a third party, or upon completion of certain development obligations. The Company recognized management fees of $2.9 million and $2.8 million during the three months ended September 30, 2018 and 2017, respectively, and $8.7 million and $8.7 million for the nine months ended September 30, 2018 and 2017, respectively, for management of the communities held by the joint ventures and partnerships. The management fees are included in Joint venture management and other fees on the Consolidated Statements of Operations. The Company may, in the future, make additional capital contributions to certain of our joint ventures and partnerships should additional capital contributions be necessary to fund acquisitions or operations. We evaluate our investments in unconsolidated joint ventures and partnerships when events or changes in circumstances indicate that there may be an other-than-temporary decline in value. We consider various factors to determine if a decrease in the value of the investment is other-than-temporary. The Company did not recognize any other-than-temporary impairments in the value of its investments in unconsolidated joint ventures or partnerships during the three and nine months ended September 30, 2018 and 2017. Combined summary balance sheets relating to the unconsolidated joint ventures and partnerships (not just our proportionate share) are presented below as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): September 30, December 31, 2018 2017 Total real estate, net $ 3,267,944 $ 3,236,180 Cash and cash equivalents 53,141 36,411 Other assets 91,246 50,158 Total assets $ 3,412,331 $ 3,322,749 Third party debt, net $ 2,108,790 $ 2,005,566 Accounts payable and accrued liabilities 63,220 85,643 Total liabilities $ 2,172,010 $ 2,091,209 Total equity $ 1,240,321 $ 1,231,540 Combined summary financial information relating to the unconsolidated joint ventures’ and partnerships’ operations (not just our proportionate share) is presented below for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ) : Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total revenues $ 76,203 $ 71,200 $ 215,140 $ 205,475 Property operating expenses 30,096 28,157 85,435 79,622 Real estate depreciation and amortization 29,545 28,264 85,063 82,344 Operating income/(loss) 16,562 14,779 44,642 43,509 Interest expense (22,919) (21,849) (63,990) (64,083) Gain/(loss) on sale of property — 30,153 — 30,153 Other income/(loss) 40 (515) 141 (435) Net income/(loss) $ (6,317) $ 22,568 $ (19,207) $ 9,144 |
United Dominion Reality L.P. | |
Unconsolidated entities | |
UNCONSOLIDATED ENTITIES | 4. UNCONSOLIDATED ENTITIES The DownREIT Partnership is accounted for by the Operating Partnership under the equity method of accounting and is included in Investment in unconsolidated entities on the Consolidated Balance Sheets. The Operating Partnership recognizes earnings or losses from its investments in unconsolidated entities consisting of our proportionate share of the net earnings or losses of the partnership in accordance with the Partnership Agreement. The DownREIT Partnership is a VIE as the limited partners lack substantive kick-out rights and substantive participating rights. The Operating Partnership is not the primary beneficiary of the DownREIT Partnership as it lacks the power to direct the activities that most significantly impact its economic performance and will continue to account for its interest as an equity method investment. See Note 2, Significant Accounting Policies . As of September 30, 2018, the DownREIT Partnership owned 13 communities with 6,261 apartment homes. The Operating Partnership’s investment in the DownREIT Partnership was $53.8 million and $76.9 million as of September 30, 2018 and December 31, 2017, respectively. In September 2018, the DownREIT Partnership entered into an agreement to sell an operating community in Fairfax, Virginia with a total of 604 apartment homes for a sales price of approximately $150.7 million. The sale is expected to close in the fourth quarter of 2018. Combined summary balance sheets relating to all of the DownREIT Partnership (not just our proportionate share) are presented below as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): September 30, December 31, 2018 2017 Total real estate, net $ 1,306,468 $ 1,359,170 Cash and cash equivalents 41 39 Note receivable from the General Partner 126,500 126,500 Other assets 5,428 4,937 Total assets $ 1,438,437 $ 1,490,646 Secured debt, net $ 432,659 $ 437,510 Other liabilities 26,300 27,574 Total liabilities 458,959 465,084 Total capital 979,478 1,025,562 Total liabilities and capital $ 1,438,437 $ 1,490,646 Combined summary financial information relating to all of the DownREIT Partnership (not just our proportionate share) is presented below for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ) : Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Rental income $ 35,069 $ 33,883 $ 103,842 $ 100,809 Property operating expenses (14,303) (13,974) (43,180) (41,589) Real estate depreciation and amortization (22,097) (21,135) (65,704) (62,651) Operating income/(loss) (1,331) (1,226) (5,042) (3,431) Interest expense (3,343) (3,657) (10,553) (10,830) Interest income on note receivable from the General Partner 1,196 1,192 3,587 3,525 Net income/(loss) $ (3,478) $ (3,691) $ (12,008) $ (10,736) |
DEBT, NET (UNITED DOMINION REAL
DEBT, NET (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
DEBT | 6. SECURED AND UNSECURED DEBT, NET The following is a summary of our secured and unsecured debt at September 30, 2018 and December 31, 2017 ( dollars in thousands ): Principal Outstanding As of September 30, 2018 Weighted Weighted Average Average Number of September 30, December 31, Interest Years to Communities 2018 2017 Rate Maturity Encumbered Secured Debt: Fixed Rate Debt Mortgage notes payable (a) $ 419,482 $ 395,611 3.82 % 6.1 7 Fannie Mae credit facilities (b) 285,836 285,836 4.86 % 1.3 8 Deferred financing costs (1,636) (1,670) Total fixed rate secured debt, net 703,682 679,777 4.25 % 4.1 15 Variable Rate Debt Tax-exempt secured notes payable (c) 94,700 94,700 2.16 % 4.4 2 Fannie Mae credit facilities (b) — 29,034 — % — — Deferred financing costs (141) (242) Total variable rate secured debt, net 94,559 123,492 2.16 % 4.4 2 Total Secured Debt, net 798,241 803,269 4.00 % 4.2 17 Unsecured Debt: Variable Rate Debt Borrowings outstanding under unsecured credit facility due January 2023 (d) (h) — — — % 4.3 Borrowings outstanding under unsecured commercial paper program due October 2018 (e) (h) 415,000 300,000 2.43 % 0.1 Borrowings outstanding under unsecured working capital credit facility due January 2021 (f) 51,010 21,767 3.09 % 2.3 Term Loan due September 2023 (d) (h) 35,000 35,000 3.04 % 5.0 Fixed Rate Debt 3.70% Medium-Term Notes due October 2020 (net of discounts of $16 and $22, respectively) (h) 299,984 299,978 3.70 % 2.0 1.93% Term Loan due September 2023 (d) (h) 315,000 315,000 1.93 % 5.0 4.63% Medium-Term Notes due January 2022 (net of discounts of $1,177 and $1,446, respectively) (h) 398,823 398,554 4.63 % 3.3 3.75% Medium-Term Notes due July 2024 (net of discounts of $599 and $678, respectively) (h) 299,401 299,322 3.75 % 5.8 8.50% Debentures due September 2024 15,644 15,644 8.50 % 6.0 4.00% Medium-Term Notes due October 2025 (net of discounts of $482 and $534, respectively) (g) (h) 299,518 299,466 4.00 % 7.0 2.95% Medium-Term Notes due September 2026 (h) 300,000 300,000 2.95 % 7.9 3.50% Medium-Term Notes due July 2027 (net of discounts of $617 and $670, respectively) (h) 299,383 299,330 3.50 % 8.8 3.50% Medium-Term Notes due January 2028 (net of discounts of $1,102 and $1,191, respectively) (h) 298,898 298,809 3.50 % 9.3 Other 17 19 Deferred financing costs (14,739) (14,495) Total Unsecured Debt, net 3,012,939 2,868,394 3.44 % 5.1 Total Debt, net $ 3,811,180 $ 3,671,663 3.63 % 4.9 For purposes of classification of the above table, variable rate debt with a derivative financial instrument designated as a cash flow hedge is deemed as fixed rate debt due to the Company having effectively established a fixed interest rate for the underlying debt instrument. Our secured debt instruments generally feature either monthly interest and principal or monthly interest-only payments with balloon payments due at maturity. As of September 30, 2018, secured debt encumbered $1.6 billion or 16.0% of UDR’s total real estate owned based upon gross book value ($8.7 billion or 84.0% of UDR’s real estate owned based on gross book value is unencumbered). (a) Fixed rate mortgage notes payable are generally due in monthly installments of principal and interest and mature at various dates from August 2020 through September 2028 and carry interest rates ranging from 3.15% to 4.35%. The Company will from time to time acquire properties subject to fixed rate debt instruments. In those situations, the Company records the debt at its estimated fair value and amortizes any difference between the fair value and par value to interest expense over the life of the underlying debt instrument. During the three months ended September 30, 2018 and 2017, the Company had $0.9 million and $0.7 million, respectively, and during the nine months ended September 30, 2018 and 2017, the Company had $2.4 million and $2.2 million, respectively, of amortization of the fair market adjustment of debt assumed in the acquisition of properties, which was included in Interest expense on the Consolidated Statements of Operations. The unamortized fair market adjustment was a net premium of $5.5 million and $8.2 million at September 30, 2018 and December 31, 2017, respectively. (b) UDR had two secured credit facilities with Fannie Mae with an aggregate commitment of $285.8 million at September 30, 2018. The Fannie Mae credit facilities mature at various dates from October 2019 through July 2020 and bear interest at fixed rates. At September 30, 2018, the weighted average interest rate was 4.86%. During the nine months ended September 30, 2018, the Company prepaid $29.0 million of its variable rate secured credit facilities with proceeds from the refinance of a mortgage note payable. Further information related to these credit facilities is as follows (dollars in thousands) : September 30, December 31, 2018 2017 Borrowings outstanding $ 285,836 $ 314,870 Weighted average borrowings during the period ended 308,417 416,653 Maximum daily borrowings during the period ended 314,869 636,782 Weighted average interest rate during the period ended 4.8 % 4.3 % Weighted average interest rate at the end of the period 4.9 % 4.7 % (c) The variable rate mortgage notes payable that secure tax-exempt housing bond issues mature in August 2019 and March 2032. Interest on these notes is payable in monthly installments. The variable rate mortgage notes have interest rates ranging from 2.15% to 2.20% as of September 30, 2018. (d) In September 2018, the Company entered into a $1.1 billion unsecured revolving credit facility (the “Revolving Credit Facility”) and a $350.0 million unsecured term loan (the “Term Loan”). The credit agreement for these facilities (the “Credit Agreement”) allows the total commitments under the Revolving Credit Facility and the total borrowings under the Term Loan to be increased to an aggregate maximum amount of up to $2.0 billion, subject to certain conditions, including obtaining commitments from one or more lenders. The Revolving Credit Facility has a scheduled maturity date of January 31, 2023, with two six-month extension options, subject to certain conditions. The Term Loan has a scheduled maturity date of September 30, 2023. The Credit Agreement amended and restated the Company’s prior credit agreement, which provided for: (i) a $1.1 billion revolving credit facility scheduled to mature in January 2020 and (ii) a $350.0 million term loan scheduled to mature in January 2020. The prior credit agreement allowed the total commitments under the revolving credit facility and total borrowings under the term loan to be increased to an aggregate maximum amount of up to $2.0 billion, subject to certain conditions. Based on the Company’s current credit rating, the Revolving Credit Facility has an interest rate equal to LIBOR plus a margin of 82.5 basis points and a facility fee of 15 basis points, and the Term Loan has an interest rate equal to LIBOR plus a margin of 90 basis points. Depending on the Company’s credit rating, the margin under the Revolving Credit Facility ranges from 75 to 145 basis points, the facility fee ranges from 10 to 30 basis points, and the margin under the Term Loan ranges from 80 to 165 basis points. The Credit Agreement contains customary representations and warranties and financial and other affirmative and negative covenants. The Credit Agreement also includes customary events of default, in certain cases subject to customary periods to cure. The occurrence of an event of default, following the applicable cure period, would permit the lenders to, among other things, declare the unpaid principal, accrued and unpaid interest and all other amounts payable under the Credit Agreement to be immediately due and payable. The following is a summary of short-term bank borrowings under the Revolving Credit Facility at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total revolving credit facility $ 1,100,000 $ 1,100,000 Borrowings outstanding at end of period (1) — — Weighted average daily borrowings during the period ended — 2,274 Maximum daily borrowings during the period ended — 120,000 Weighted average interest rate during the period ended — % 1.6 % Interest rate at end of the period — % — % (1) Excludes $3.3 million and $3.3 million of letters of credit at September 30, 2018 and December 31, 2017, respectively. (e) The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $500.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company’s other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. The following is a summary of short-term bank borrowings under the unsecured commercial paper program at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total unsecured commercial paper program $ 500,000 $ 500,000 Borrowings outstanding at end of period 415,000 300,000 Weighted average daily borrowings during the period ended 350,907 238,810 Maximum daily borrowings during the period ended 440,000 390,000 Weighted average interest rate during the period ended 2.3 % 1.4 % Interest rate at end of the period 2.4 % 2.0 % (f) The Company has a working capital credit facility, which provides for a $75.0 million unsecured revolving credit facility (the “Working Capital Credit Facility”) with a scheduled maturity date of January 15, 2021. Based on the Company’s current credit rating, the Working Capital Credit Facility has an interest rate equal to LIBOR plus a margin of 90 basis points. Depending on the Company’s credit rating, the margin ranges from 85 to 155 basis points. In February 2018, the Company amended the Working Capital Credit Facility to extend the scheduled maturity date from January 1, 2019 to January 15, 2021. The maximum borrowing capacity and interest rate were unchanged by the amendment. The following is a summary of short-term bank borrowings under the Working Capital Credit Facility at September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Total working capital credit facility $ 75,000 $ 75,000 Borrowings outstanding at end of period 51,010 21,767 Weighted average daily borrowings during the period ended 29,398 26,993 Maximum daily borrowings during the period ended 64,633 68,207 Weighted average interest rate during the period ended 2.8 % 2.0 % Interest rate at end of the period 3.1 % 2.5 % (g) The Company previously entered into forward starting interest rate swaps to hedge against interest rate risk on $200.0 million of this debt. The all-in weighted average interest rate, inclusive of the impact of these interest rate swaps, was 4.55%. (h) The Operating Partnership is a guarantor of this debt. The aggregate maturities, including amortizing principal payments on secured and unsecured debt, of total debt for the next ten calendar years subsequent to September 30, 2018 are as follows (dollars in thousands): Total Fixed Total Variable Total Total Total Year Secured Debt Secured Debt Secured Debt Unsecured Debt Debt 2018 $ 935 $ — $ 935 $ 415,000 $ 415,935 2019 199,659 67,700 267,359 — 267,359 2020 198,076 — 198,076 300,000 498,076 2021 1,117 — 1,117 51,010 52,127 2022 1,157 — 1,157 400,000 401,157 2023 41,245 — 41,245 350,000 391,245 2024 — — — 315,644 315,644 2025 127,600 — 127,600 300,000 427,600 2026 50,000 — 50,000 300,000 350,000 2027 — — — 300,000 300,000 Thereafter 80,000 27,000 107,000 300,000 407,000 Subtotal 699,789 94,700 794,489 3,031,654 3,826,143 Non-cash (a) 3,893 (141) 3,752 (18,715) (14,963) Total $ 703,682 $ 94,559 $ 798,241 $ 3,012,939 $ 3,811,180 (a) Includes the unamortized balance of fair market value adjustments, premiums/discounts and deferred financing costs . The Company amortized $1.1 million and $ 1.1 million, respectively, during the three months ended September 30, 2018 and 2017 and $3.2 million and $ 3.2 million, respectively, during the nine months ended September 30, 2018 and 2017 of deferred financing costs into Interest expense. We were in compliance with the covenants of our debt instruments at September 30, 2018. On October 26, 2018, the Company issued $300.0 million of 4.40% senior unsecured medium-term notes due January 26, 2029. Interest is payable semi-annually in arrears on January 26 and July 26 of each year, beginning on January 26, 2019. The notes were priced at 99.998% of the principal amount at issuance. The Company will use the net proceeds for the repayment of debt, including $195.8 million of the outstanding balance under the Fannie Mae credit facilities, and for general corporate purposes. The Operating Partnership is a guarantor of this debt. |
United Dominion Reality L.P. | |
Entity information | |
DEBT | 5. DEBT, NET Our secured debt instruments generally feature either monthly interest and principal or monthly interest-only payments with balloon payments due at maturity. For purposes of classification in the following table, variable rate debt with a derivative financial instrument designated as a cash flow hedge is deemed as fixed rate debt due to the Operating Partnership having effectively established the fixed interest rate for the underlying debt instrument. Secured debt consists of the following as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): Principal Outstanding As of September 30, 2018 Weighted Weighted Average September 30, December 31, Average Years to Communities 2018 2017 Interest Rate Maturity Encumbered Fixed Rate Debt Fannie Mae credit facilities $ 133,205 $ 133,205 5.28 % 1.1 4 Deferred financing costs (166) (282) Total fixed rate secured debt, net 133,039 132,923 5.28 % 1.1 4 Variable Rate Debt Tax-exempt secured note payable 27,000 27,000 2.20 % 13.5 1 Deferred financing costs (73) (78) Total variable rate secured debt, net 26,927 26,922 2.20 % 13.5 1 Total Secured Debt, Net $ 159,966 $ 159,845 4.87 % 3.2 5 As of September 30, 2018, an aggregate commitment of $133.2 million of the General Partner’s secured credit facilities with Fannie Mae was owed by the Operating Partnership based on the ownership of the assets securing the debt. The entire commitment was outstanding at September 30, 2018. The portions of the Fannie Mae credit facilities owed by the Operating Partnership mature at various dates from October 2019 through December 2019 and bear interest at fixed rates. At September 30, 2018, the weighted average interest rate was 5.28%. The following information relates to the credit facilities owed by the Operating Partnership (dollars in thousands) : September 30, December 31, 2018 2017 Borrowings outstanding $ 133,205 $ 133,205 Weighted average borrowings during the period ended 133,205 223,347 Maximum daily borrowings during the period ended 133,205 408,549 Weighted average interest rate during the period ended 5.3 % 4.6 % Interest rate at the end of the period 5.3 % 5.3 % The Operating Partnership may from time to time acquire properties subject to fixed rate debt instruments. In those situations, management will record the secured debt at its estimated fair value and amortize any difference between the fair value and par to interest expense over the life of the underlying debt instrument. The Operating Partnership did not have any unamortized fair value adjustments associated with the fixed rate debt instruments on the Operating Partnership’s properties. Fixed Rate Debt At September 30, 2018, the General Partner had borrowings against its fixed rate facilities of $285.8 million, of which $133.2 million was owed by the Operating Partnership based on the ownership of the assets securing the debt. As of September 30, 2018, the funds borrowed under the fixed rate Fannie Mae credit facilities owed by the Operating Partnership had a weighted average fixed interest rate of 5.28%. Variable Rate Debt Tax-exempt secured note payable. The variable rate mortgage note payable that secures tax-exempt housing bond issues matures March 2032. Interest on this note is payable in monthly installments. The mortgage note payable has an interest rate of 2.20% as of September 30, 2018. The aggregate maturities of the Operating Partnership’s secured debt due during each of the next ten calendar years subsequent to September 30, 2018 are as follows (dollars in thousands): Fixed Variable Tax-Exempt Secured Credit Secured Notes Year Facilities Payable Total 2018 $ — $ — $ — 2019 133,205 — 133,205 2020 — — — 2021 — — — 2022 — — — 2023 — — — 2024 — — — 2025 — — — 2026 — — — 2027 — — — Thereafter — 27,000 27,000 Subtotal 133,205 27,000 160,205 Non-cash (a) (166) (73) (239) Total $ 133,039 $ 26,927 $ 159,966 (a) Includes the unamortized balance of fair market value adjustments, premiums/discounts, and deferred financing costs. For the three months ended September 30, 2018 and 2017, the Operating Partnership amortized less than $0.1 million and less than $0.1 million, respectively, and $0.1 million and $0. 3 million for the nine months ended September 30, 2018 and 2017, respectively, of deferred financing costs into Interest expense . Guarantor on Unsecured Debt The Operating Partnership is a guarantor on the General Partner’s unsecured revolving credit facility with an aggregate borrowing capacity of $1.1 billion, an unsecured commercial paper program with an aggregate borrowing capacity of $500 million, $300 million of medium-term notes due October 2020, $400 million of medium-term notes due January 2022, a $350 million term loan due September 2023, $300 million of medium-term notes due July 2024, $300 million of medium-term notes due October 2025, $300 million of medium-term notes due September 2026, $300 million of medium-term notes due July 2027, and $300 million of medium-term notes due January 2028. As of September 30, 2018 and December 31, 2017, the General Partner did not have an outstanding balance under the unsecured revolving credit facility and had $415 million and $300 million, respectively, outstanding under its unsecured commercial paper program. On October 26, 2018, the General Partner issued $300.0 million of 4.40% senior unsecured medium-term notes due January 26, 2029. The General Partner will use the net proceeds for the repayment of debt, including all of the Fannie Mae credit facilities allocated to the Operating Partnership, and for general corporate purposes. The Operating Partnership is a guarantor of this debt. |
RELATED PARTY TRANSACTIONS (UNI
RELATED PARTY TRANSACTIONS (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
United Dominion Reality L.P. | |
Entity information | |
RELATED PARTY TRANSACTIONS | 6. RELATED PARTY TRANSACTIONS Advances (To)/From the General Partner The Operating Partnership participates in the General Partner’s central cash management program, wherein all the Operating Partnership’s cash receipts are remitted to the General Partner and all cash disbursements are funded by the General Partner. In addition, other miscellaneous costs such as administrative expenses are incurred by the General Partner on behalf of the Operating Partnership. As a result of these various transactions between the Operating Partnership and the General Partner, the Operating Partnership had net Advances (to)/from the General Partner of $294.5 million and $397.9 million at September 30, 2018 and December 31, 2017, respectively, which are reflected as increases/(decreases) of capital on the Consolidated Balance Sheets. Allocation of General and Administrative Expenses The General Partner shares various general and administrative costs, employees and other overhead costs with the Operating Partnership including legal assistance, acquisitions analysis, marketing, human resources, IT, accounting, rent, supplies and advertising, and allocates these costs to the Operating Partnership first on the basis of direct usage when identifiable, with the remainder allocated based on the reasonably anticipated benefits to the parties. The general and administrative expenses allocated to the Operating Partnership by UDR were $3.3 million and $2.7 million during the three months ended September 30, 2018 and 2017, respectively, and $10.5 million and $10.8 million during the nine months ended September 30, 2018 and 2017, respectively, and are included in General and administrative on the Consolidated Statements of Operations. In the opinion of management, this method of allocation reflects the level of services received by the Operating Partnership from the General Partner. During the three months ended September 30, 2018 and 2017, the Operating Partnership reimbursed the General Partner $3.8 million and $4.4 million, respectively, and during the nine months ended September 30, 2018 and 2017, the Operating Partnership reimbursed the General Partner $11.4 million and $11.5 million, respectively, for shared services related to corporate level property management costs incurred by the General Partner. These shared cost reimbursements and related party management fees are initially recorded within the line item General and administrative on the Consolidated Statements of Operations, and a portion related to management costs is reclassified to Property management on the Consolidated Statements of Operations. (See further discussion below.) Shared Services/Management Fee The Operating Partnership self-manages its own properties and is party to an Inter-Company Employee and Cost Sharing Agreement with the General Partner. This agreement provides for reimbursements to the General Partner for the Operating Partnership’s allocable share of costs incurred by the General Partner for (a) shared services of corporate level property management employees and related support functions and costs, and (b) general and administrative costs. As discussed above, the reimbursement for shared services is classified in Property management on the Consolidated Statements of Operations. Notes Payable to the General Partner As of both September 30, 2018 and December 31, 2017, the Operating Partnership had $273.3 million of unsecured notes payable to the General Partner at annual interest rates between 4.12% and 5.34%. Certain limited partners of the Operating Partnership have provided guarantees or reimbursement agreements related to these notes payable. The guarantees were provided by the limited partners in conjunction with their contribution of properties to the Operating Partnership. The notes mature on August 31, 2021, December 31, 2023 and April 1, 2026, and interest payments are made monthly. The Operating Partnership recognized interest expense on the notes payable of $3.1 million during both the three months ended September 30, 2018 and 2017 and $9.2 million during both the nine months ended September 30, 2018 and 2017. |
FAIR VALUE OF DERIVATIVES AND_4
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS | 9. FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS Fair value is based on the price that would be received to sell an asset or the exit price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level valuation hierarchy prioritizes observable and unobservable inputs used to measure fair value. The fair value hierarchy consists of three broad levels, which are described below: · 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. The estimated fair values of the Company’s financial instruments either recorded or disclosed on a recurring basis as of September 30, 2018 and December 31, 2017, are summarized as follows (dollars in thousands) : Fair Value at September 30, 2018, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable September 30, September 30, Liabilities Inputs Inputs 2018 2018 (Level 1) (Level 2) (Level 3) Description: Notes receivable (a) $ 41,009 $ 43,072 $ — $ — $ 43,072 Derivatives - Interest rate contracts (b) 8,047 8,047 — 8,047 — Total assets $ 49,056 $ 51,119 $ — $ 8,047 $ 43,072 Secured debt instruments - fixed rate: (c) Mortgage notes payable $ 419,482 $ 415,100 $ — $ — $ 415,100 Fannie Mae credit facilities 285,836 288,323 — — 288,323 Secured debt instruments - variable rate: (c) Tax-exempt secured notes payable 94,700 94,700 — — 94,700 Unsecured debt instruments: (c) Working capital credit facility 51,010 51,010 — — 51,010 Commercial paper program 415,000 415,000 — — 415,000 Unsecured notes 2,561,668 2,509,842 — — 2,509,842 Total liabilities $ 3,827,696 $ 3,773,975 $ — $ — $ 3,773,975 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (d) $ 992,805 $ 992,805 $ — $ 992,805 $ — Fair Value at December 31, 2017, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable December 31, December 31, Liabilities Inputs Inputs 2017 2017 (Level 1) (Level 2) (Level 3) Description: Notes receivable (a) $ 19,469 $ 19,567 $ — $ — $ 19,567 Derivatives - Interest rate contracts (b) 5,743 5,743 — 5,743 — Total assets $ 25,212 $ 25,310 $ — $ 5,743 $ 19,567 Secured debt instruments - fixed rate: (c) Mortgage notes payable $ 395,611 $ 397,386 $ — $ — $ 397,386 Fannie Mae credit facilities 285,836 292,227 — — 292,227 Secured debt instruments - variable rate: (c) Tax-exempt secured notes payable 94,700 94,700 — — 94,700 Fannie Mae credit facilities 29,034 29,034 — — 29,034 Unsecured debt instruments: (c) Working capital credit facility 21,767 21,767 — — 21,767 Commercial paper program 300,000 300,000 — — 300,000 Unsecured notes 2,561,122 2,611,458 — — 2,611,458 Total liabilities $ 3,688,070 $ 3,746,572 $ — $ — $ 3,746,572 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (d) $ 948,138 $ 948,138 $ — $ 948,138 $ — (a) See Note 2, Significant Accounting Policies . (b) See Note 10, Derivatives and Hedging Activity . (c) See Note 6, Secured and Unsecured Debt, Net . (d) See Note 8, Noncontrolling Interests. There were no transfers into or out of any of the levels of the fair value hierarchy during the nine months ended September 30, 2018. Financial Instruments Carried at Fair Value The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair values of interest rate options are determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rate of the caps. The variable interest rates used in the calculation of projected receipts on the cap are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of September 30, 2018 and December 31, 2017, the Company has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Company has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. In conjunction with the FASB’s fair value measurement guidance, the Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership have a redemption feature and are marked to their redemption value. The redemption value is based on the fair value of the Company’s common stock at the redemption date, and therefore, is calculated based on the fair value of the Company’s common stock at the balance sheet date. Since the valuation is based on observable inputs such as quoted prices for similar instruments in active markets, redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership are classified as Level 2. Financial Instruments Not Carried at Fair Value At September 30, 2018 and December 31, 2017, the fair values of cash and cash equivalents, restricted cash, accounts receivable, prepaids, real estate taxes payable, accrued interest payable, security deposits and prepaid rent, distributions payable and accounts payable approximated their carrying values because of the short term nature of these instruments. The estimated fair values of other financial instruments, which includes notes receivable and debt instruments, are classified in Level 3 of the fair value hieracrchy due to the significant unobservable inputs that are utilized in their respective valuations. We record impairment losses on long-lived assets used in operations when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by the future operation and disposition of those assets are less than the net book value of those assets. Our cash flow estimates are based upon historical results adjusted to reflect our best estimate of future market and operating conditions and our estimated holding periods. The net book value of impaired assets is reduced to fair value. Our estimates of fair value represent our best estimate based upon Level 3 inputs such as industry trends and reference to market rates and transactions. We consider various factors to determine if a decrease in the value of our Investment in and advances to unconsolidated joint ventures, net is other-than-temporary. These factors include, but are not limited to, age of the venture, our intent and ability to retain our investment in the entity, the financial condition and long-term prospects of the entity, and the relationships with the other joint venture partners and its lenders. Based on the significance of the unobservable inputs, we classify these fair value measurements within Level 3 of the valuation hierarchy. The Company did not incur any other-than-temporary impairments in the value of its investments in unconsolidated joint ventures during the three and nine months ended September 30, 2018 and 2017. After determining an other-than-temporary decrease in the value of an equity method investment has occurred, we estimate the fair value of our investment by estimating the proceeds we would receive upon a hypothetical liquidation of the investment at the date of measurement. Inputs reflect management’s best estimate of what market participants would use in pricing the investment giving consideration to the terms of the joint venture agreement and the estimated discounted future cash flows to be generated from the underlying joint venture assets. The inputs and assumptions utilized to estimate the future cash flows of the underlying assets are based upon the Company’s evaluation of the economy, market trends, operating results, and other factors, including judgments regarding costs to complete any construction activities, lease up and occupancy rates, rental rates, inflation rates, capitalization rates utilized to estimate the projected cash flows at the disposition, and discount rates. |
United Dominion Reality L.P. | |
Entity information | |
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS | 7. FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS Fair value is based on the price that would be received to sell an asset or the exit price that would be paid to transfer a liability in an orderly transaction between market participants at the measurement date. A three-level valuation hierarchy prioritizes observable and unobservable inputs used to measure fair value. The fair value hierarchy consists of three broad levels, which are described below: · 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. The estimated fair values of the Operating Partnership’s financial instruments either recorded or disclosed on a recurring basis as of September 30, 2018 and December 31, 2017 are summarized as follows (dollars in thousands) : Fair Value at September 30, 2018, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable September 30, September 30, Liabilities Inputs Inputs 2018 2018 (Level 1) (Level 2) (Level 3) Description: Secured debt instruments - fixed rate: (a) Fannie Mae credit facilities $ 133,205 $ 135,030 $ — $ — $ 135,030 Secured debt instruments - variable rate: (a) Tax-exempt secured notes payable 27,000 27,000 — — 27,000 Total liabilities $ 160,205 $ 162,030 $ — $ — $ 162,030 Fair Value at December 31, 2017, Using Quoted Total Prices in Carrying Active Amount in Markets Statement of for Identical Significant Financial Fair Value Assets Other Significant Position at Estimate at or Observable Unobservable December 31, December 31, Liabilities Inputs Inputs 2017 2017 (Level 1) (Level 2) (Level 3) Description: Secured debt instruments - fixed rate: (a) Fannie Mae credit facilities $ 133,205 $ 137,150 $ — $ — $ 137,150 Secured debt instruments - variable rate: (a) Tax-exempt secured notes payable 27,000 27,000 — — 27,000 Total liabilities $ 160,205 $ 164,150 $ — $ — $ 164,150 (a) See Note 5, Debt, Net. There were no transfers into or out of each of the levels of the fair value hierarchy during the nine months ended September 30, 2018. Financial Instruments Carried at Fair Value The fair values of interest rate swaps are determined using the market standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair values of interest rate options are determined using the market standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rate of the caps. The variable interest rates used in the calculation of projected receipts on the cap are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. The General Partner, on behalf of the Operating Partnership, incorporates credit valuation adjustments to appropriately reflect both its own nonperformance risk and the respective counterparty’s nonperformance risk in the fair value measurements. In adjusting the fair value of its derivative contracts for the effect of nonperformance risk, the Operating Partnership has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts, and guarantees. Although the General Partner, on behalf of the Operating Partnership, has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by itself and its counterparties. However, as of September 30, 2018 and December 31, 2017, the Operating Partnership has assessed the significance of the impact of the credit valuation adjustments on the overall valuation of its derivative positions and has determined that the credit valuation adjustments are not significant to the overall valuation of its derivatives. As a result, the Operating Partnership has determined that its derivative valuations in their entirety are classified in Level 2 of the fair value hierarchy. In conjunction with the FASB’s fair value measurement guidance, the Operating Partnership made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Financial Instruments Not Carried at Fair Value As of September 30, 2018, the fair values of cash and cash equivalents, restricted cash, accounts receivable, prepaids, real estate taxes payable, accrued interest payable, security deposits and prepaid rent, distributions payable and accounts payable approximated their carrying values because of the short term nature of these instruments. The estimated fair values of other financial instruments, which includes debt instruments, are classified in Level 3 of the fair value hieracrchy due to the significant unobservable inputs that are utilized in their respective valuations. The Operating Partnership records impairment losses on long-lived assets used in operations when events and circumstances indicate that the assets might be impaired and the undiscounted cash flows estimated to be generated by the future operation and disposition of those assets are less than the net book value of those assets. Cash flow estimates are based upon historical results adjusted to reflect management’s best estimate of future market and operating conditions and our estimated holding periods. The net book value of impaired assets is reduced to fair value. The General Partner’s estimates of fair value represent management’s estimates based upon Level 3 inputs such as industry trends and reference to market rates and transactions. The Operating Partnership did not incur any other-than-temporary impairments in the value of its investments in unconsolidated entities during the three and nine months ended September 30, 2018 and 2017. |
DERIVATIVES AND HEDGING ACTIV_8
DERIVATIVES AND HEDGING ACTIVITY (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
DERIVATIVES AND HEDGING ACTIVITY | 10. DERIVATIVES AND HEDGING ACTIVITY Risk Management Objective of Using Derivatives The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk, primarily by managing the amount, sources, and duration of its debt funding and through the use of derivative financial instruments. Specifically, the Company may enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s investments and borrowings. Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps and caps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium. The changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in Accumulated other comprehensive income/(loss), net on the Consolidated Balance Sheets and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the three and nine months ended September 30, 2018 and 2017, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt. During the three and nine months ended September 30, 2017, the Company recognized zero and a loss of $0.1 million, respectively, reclassified from Accumulated other comprehensive income/(loss), net to Interest expense due to the de-designation of a cash flow hedge. No amounts were de-designated during the three and nine months ended September 30, 2018. Amounts reported in Accumulated other comprehensive income/(loss), net on the Consolidated Balance Sheets related to derivatives that will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. Through September 30, 2019, the Company estimates that an additional $4.0 million will be reclassified as a decrease to Interest expense . As of September 30, 2018, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk ( dollars in thousands ): Number of Product Instruments Notional Interest rate swaps (a) 4 $ 315,000 Interest rate caps 1 $ 65,197 (a) In addition to the interest rate swaps summarized above, the Company entered into two additional interest rate swaps during the nine months ended September 30, 2018 with a notional value totaling $150.0 million that were subsequently terminated and settled in conjunction with the October 2018 issuance of $300.0 million of senior unsecured medium-term notes as disclosed in Note 6, Secured and Unsecured Debt, Net . Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements of GAAP. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings and resulted in no gain or loss for both the three and nine months ended September 30, 2018 and a loss of less than $0.1 million for both the three and nine months ended September 30, 2017. As of September 30, 2018, the Company had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships ( dollars in thousands ): Number of Product Instruments Notional Interest rate caps 2 $ 174,667 Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheet The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): Asset Derivatives Liability Derivatives (included in Other assets ) (included in Other liabilities ) Fair Value at: Fair Value at: September 30, December 31, September 30, December 31, 2018 2017 2018 2017 Derivatives designated as hedging instruments: Interest rate products $ 8,047 $ 5,743 $ — $ — Tabular Disclosure of the Effect of Derivative Instruments on the Consolidated Statements of Operations The tables below present the effect of the Company’s derivative financial instruments on the Consolidated Statements of Operations for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ): Gain/(Loss) Recognized in Gain/(Loss) Reclassified Interest expense Unrealized holding gain/(loss) from Accumulated OCI into (Amount Excluded from Recognized in OCI Interest expense Effectiveness Testing) Derivatives in Cash Flow Hedging Relationships 2018 2017 2018 2017 2018 2017 Three Months Ended September 30, Interest rate products $ 2,320 $ 131 $ 564 $ (119) $ — $ — Nine Months Ended September 30, Interest rate products $ 4,312 $ 256 $ 1,162 $ (1,192) $ — $ (136) Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total amount of Interest expense presented on the Consolidated Statements of Operations $ 34,401 $ 30,095 $ 95,942 $ 94,500 Gain/(Loss) Recognized in Interest income and other income/(expense), net Derivatives Not Designated as Hedging Instruments 2018 2017 Three Months Ended September 30, Interest rate products $ — $ — Nine Months Ended September 30, Interest rate products $ — $ (1) Credit-risk-related Contingent Features The Company has agreements with its derivative counterparties that contain a provision where the Company could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the Company’s default on the indebtedness. The Company has certain agreements with some of its derivative counterparties that contain a provision where, in the event of default by the Company or the counterparty, the right of setoff may be exercised. Any amount payable to one party by the other party may be reduced by its setoff against any amounts payable by the other party. Events that give rise to default by either party may include, but are not limited to, the failure to pay or deliver payment under the derivative agreement, the failure to comply with or perform under the derivative agreement, bankruptcy, a merger without assumption of the derivative agreement, or in a merger, a surviving entity’s creditworthiness is materially weaker than the original party to the derivative agreement. As of September 30, 2018, the fair value of derivatives was in a net asset position, which includes accrued interest but excludes any adjustment for nonperformance risk related to these agreements, of $8.3 million. Tabular Disclosure of Offsetting Derivatives The Company has elected not to offset derivative positions on the consolidated financial statements. The tables below present the effect on its financial position had the Company made the election to offset its derivative positions as of September 30, 2018 and December 31, 2017 (dollars in thousands): Gross Net Amounts of Gross Amounts Not Offset Amounts Assets in the Consolidated Gross Offset in the Presented in the Balance Sheet Amounts of Consolidated Consolidated Cash Recognized Balance Balance Sheets Financial Collateral Offsetting of Derivative Assets Assets Sheets (a) Instruments Received Net Amount September 30, 2018 $ 8,047 $ — $ 8,047 $ — $ — $ 8,047 December 31, 2017 $ 5,743 $ — $ 5,743 $ — $ — $ 5,743 (a) Amounts reconcile to the aggregate fair value of derivative assets in the “Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheets” located in this footnote. |
United Dominion Reality L.P. | |
Entity information | |
DERIVATIVES AND HEDGING ACTIVITY | 8. DERIVATIVES AND HEDGING ACTIVITY Risk Management Objective of Using Derivatives The Operating Partnership is exposed to certain risks arising from both its business operations and economic conditions. The General Partner principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The General Partner manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its debt funding and through the use of derivative financial instruments. Specifically, the General Partner enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The General Partner’s and the Operating Partnership’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the General Partner’s known or expected cash payments principally related to the General Partner’s borrowings. Cash Flow Hedges of Interest Rate Risk The General Partner’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the General Partner primarily uses interest rate swaps and caps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty in exchange for the General Partner making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable-rate amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up front premium. A portion of the General Partner’s interest rate derivatives are owed by the Operating Partnership based on the General Partner’s underlying debt instruments owed by the Operating Partnership. (See Note 5, Debt, Net. ) The changes in the fair value of derivatives designated and that qualify as cash flow hedges is recorded in Accumulated other comprehensive income/(loss), net on the Consolidated Balance Sheets and is subsequently reclassified into earnings in the period that the hedged forecasted transaction affects earnings. During the three and nine months ended September 30, 2017, such derivatives were used to hedge the variable cash flows associated with existing variable-rate debt. As of and during the three and nine months ended September 30, 2018, no derivatives designated as cash flow hedges were held by the Operating Partnership. During both the three and nine months ended September 30, 2017, the Operating Partnership recognized zero and a loss of less than $0.1 million reclassified from Accumulated other comprehensive income/(loss), net to Interest expense due to the de-designation of a cash flow hedge. No amounts were de-designated during the three and nine months ended September 30, 2018. Amounts reported in Accumulated other comprehensive income/(loss), net related to derivatives will be reclassified to interest expense as interest payments are made on the General Partner’s variable-rate debt that is owed by the Operating Partnership. As of September 30, 2018, no derivatives designated as cash flow hedges were held by the Operating Partnership and, as a result, no amounts will be reclassified as an increase to interest expense through September 30, 2019. Derivatives not designated as hedges are not speculative and are used to manage the Operating Partnership’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements of GAAP. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings and resulted in no gain or loss for both the three and nine months ended September 30, 2018 and a loss of less than $0.1 million for both the three and nine months ended September 30, 2017. As of September 30, 2018, we had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships ( dollars in thousands ): Number of Product Instruments Notional Interest rate caps 1 $ 19,880 Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheets As of September 30, 2018 and December 31, 2017, the fair value of the Operating Partnership’s derivative financial instruments was zero. Tabular Disclosure of the Effect of Derivative Instruments on the Consolidated Statements of Operations The tables below present the effect of the derivative financial instruments on the Consolidated Statements of Operations for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ): Gain/(Loss) Recognized in Gain/(Loss) Reclassified Interest expense Unrealized holding gain/(loss) from Accumulated OCI into (Amount Excluded from Recognized in OCI Interest expense Effectiveness Testing) Derivatives in Cash Flow Hedging Relationships 2018 2017 2018 2017 2018 2017 Three Months Ended September 30, Interest rate products $ — $ — $ — $ — $ — $ — Nine Months Ended September 30, Interest rate products $ — $ — $ — $ — $ — $ (106) Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total amount of Interest expense presented on the Consolidated Statements of Operations $ 2,047 $ 2,002 $ 6,050 $ 16,159 Gain/(Loss) Recognized in Interest income and other income/(expense), net Derivatives Not Designated as Hedging Instruments 2018 2017 Three Months Ended September 30, Interest rate products $ — $ — Nine Months Ended September 30, Interest rate products $ — $ (1) Credit-risk-related Contingent Features The General Partner has agreements with its derivative counterparties that contain a provision where the General Partner could be declared in default on its derivative obligations if repayment of the underlying indebtedness is accelerated by the lender due to the General Partner’s default on the indebtedness. The General Partner has certain agreements with some of its derivative counterparties that contain a provision where, in the event of default by the General Partner or the counterparty, the right of setoff may be exercised. Any amount payable to one party by the other party may be reduced by its setoff against any amounts payable by the other party. Events that give rise to default by either party may include, but are not limited to, the failure to pay or deliver payment under the derivative agreement, the failure to comply with or perform under the derivative agreement, bankruptcy, a merger without assumption of the derivative agreement, or in a merger, a surviving entity’s creditworthiness is materially weaker than the original party to the derivative agreement. |
CAPITAL STRUCTURE (UNITED DOMIN
CAPITAL STRUCTURE (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
United Dominion Reality L.P. | |
Entity information | |
CAPITAL STRUCTURE | 9. CAPITAL STRUCTURE General Partnership Units The General Partner has complete discretion to manage and control the operations and business of the Operating Partnership, which includes but is not limited to the acquisition and disposition of real property, construction of buildings and making capital improvements, and the borrowing of funds from outside lenders or UDR and its subsidiaries to finance such activities. The General Partner can generally authorize, issue, sell, redeem or purchase any OP Unit or securities of the Operating Partnership without the approval of the limited partners. The General Partner can also approve, with regard to the issuances of OP Units, the class or one or more series of classes, with designations, preferences, participating, optional or other special rights, powers and duties including rights, powers and duties senior to limited partnership interests without approval of any limited partners except holders of Class A Limited Partnership Units. There were 110,883 General Partnership units outstanding at September 30, 2018 and December 31, 2017, all of which were held by UDR. Limited Partnership Units As of September 30, 2018 and December 31, 2017, there were 183,525,660 and 183,240,041, respectively, of limited partnership units outstanding, of which 1,873,332 were Class A Limited Partnership Units for both periods. UDR owned 174,137,816, or 94.9%, and 174,126,805, or 95.0%, of OP Units outstanding at September 30, 2018 and December 31, 2017, respectively, of which 121,661 were Class A Limited Partnership Units for both periods. The remaining 9,387,844, or 5.1%, and 9,113,236, or 5.0%, of OP Units outstanding were held by non-affiliated partners at September 30, 2018 and December 31, 2017, respectively, of which 1,751,671 were Class A Limited Partnership Units for both periods. Subject to the terms of the Operating Partnership Agreement, the limited partners have the right to require the Operating Partnership to redeem all or a portion of the OP Units held by the limited partner at a redemption price equal to and in the form of the Cash Amount (as defined in the Operating Partnership Agreement), provided that such OP Units have been outstanding for at least one year. UDR, as general partner of the Operating Partnership, may, in its sole discretion, purchase the OP Units by paying to the limited partner either the Cash Amount or the REIT Share Amount (generally one share of common stock of UDR for each OP Unit), as defined in the Operating Partnership Agreement. The non-affiliated limited partners’ capital is adjusted to redemption value at the end of each reporting period with the corresponding offset against UDR’s limited partner capital account based on the redemption rights noted above. The aggregate value upon redemption of the then-outstanding OP Units held by limited partners was $379.6 million and $351.0 million as of September 30, 2018 and December 31, 2017, respectively, based on the value of UDR’s common stock at each period end. A limited partner has no right to receive any distributions from the Operating Partnership on or after the date of redemption of its OP Units. Class A Limited Partnership Units Class A Limited Partnership Units have a cumulative, annual, non-compounded preferred return, which is equal to 8% based on a value of $16.61 per Class A Limited Partnership Unit. Holders of the Class A Limited Partnership Units exclusively possess certain voting rights. The Operating Partnership may not do the following without approval of the holders of the Class A Limited Partnership Units: (i) increase the authorized or issued amount of Class A Limited Partnership Units, (ii) reclassify any other partnership interest into Class A Limited Partnership Units, (iii) create, authorize or issue any obligations or security convertible into or the right to purchase Class A Limited Partnership Units, (iv) enter into a merger or acquisition, or (v) amend or modify the Operating Partnership Agreement in a manner that adversely affects the relative rights, preferences or privileges of the Class A Limited Partnership Units. The following table shows OP Units outstanding and OP Unit activity as of and for the nine months ended September 30, 2018: UDR, Inc. Class A Class A Limited Limited Limited Limited General Partners Partners Partner Partner Partner Total Ending balance at December 31, 2017 1,751,671 7,361,565 174,005,144 121,661 110,883 183,350,924 Vesting of LTIP Units — 285,619 — — — 285,619 OP redemptions for UDR stock — (11,011) 11,011 — — — Ending balance at September 30, 2018 1,751,671 7,636,173 174,016,155 121,661 110,883 183,636,543 LTIP Units UDR grants long-term incentive plan units (“LTIP Units”) to certain employees and non-employee directors. The LTIP Units represent an ownership interest in the Operating Partnership and have voting and distribution rights consistent with OP Units. The LTIP Units are subject to the terms of UDR’s long-term incentive plan. Two classes of LTIP Units are granted, Class 1 LTIP Units and Class 2 LTIP Units. Class 1 LTIP Units are granted to certain employees and non-employee directors and vest over a period of up to four years. Class 2 LTIP Units are granted to certain employees and vest over a period from one to three years subject to certain performance and market conditions being achieved. Vested LTIP Units may be converted into OP Units provided that such LTIP Units have been outstanding for at least two years from the date of grant. Allocation of Profits and Losses Profit of the Operating Partnership is allocated in the following order: (i) to the General Partner and the Limited Partners in proportion to and up to the amount of cash distributions made during the year, and (ii) to the General Partner and Limited Partners in accordance with their percentage interests. Losses and depreciation and amortization expenses, non-recourse liabilities are allocated to the General Partner and Limited Partners in accordance with their percentage interests. Losses allocated to the Limited Partners are capped to the extent that such an allocation would not cause a deficit in the Limited Partners’ capital account. Such losses are, therefore, allocated to the General Partner. If any Partner’s capital balance were to fall into a deficit, any income and gains are allocated to each Partner sufficient to eliminate its negative capital balance. |
COMMITMENTS AND CONTINGENCIES_3
COMMITMENTS AND CONTINGENCIES (UNITED DOMINION REALTY, L.P.) Commitments and Contingencies (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
COMMITMENTS AND CONTINGENCIES | 12. COMMITMENTS AND CONTINGENCIES Commitments Real Estate Under Development The following summarizes the Company’s real estate commitments at September 30, 2018 ( dollars in thousands ): Costs Average Number Incurred Expected Costs Ownership Properties to Date (a) to Complete Stake Wholly-owned — under development 2 $ 701,113 (b) $ 14,387 100 % Joint ventures: Unconsolidated joint ventures 2 184,209 2,668 (c) 50 % Preferred equity investments 8 146,246 (d) 65,170 (e) 49 % (f) Other investments 1 44,750 8,809 (g) — % Total $ 1,076,318 $ 91,034 (a) Represents 100% of project costs incurred as of September 30, 2018 other than for preferred equity investments. (b) Costs incurred as of September 30, 2018 include $12.9 million of accrued fixed assets for development. (c) Represents UDR’s proportionate share of expected remaining costs to complete the developments. (d) Represents UDR’s investment in the West Coast Development Joint Ventures, 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex for the properties under development as of September 30, 2018. (e) Represents UDR’s remaining commitment for 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex. (f) Represents UDR’s average ownership stake in the West Coast Development Joint Ventures only and does not include UDR’s preferred equity interest in 1532 Harrison, 1200 Broadway, Junction, 1300 Fairmount and Essex. (g) Represents UDR’s remaining commitment for The Portals and other investment ventures. Purchase Commitments As described in Note 5, Joint Ventures and Partnerships , the Company anticipates acquiring one of the communities held by the West Coast Development Joint Ventures in 2019 for a contractual purchase price at 100% of approximately $130.1 million. As the Company currently holds a 49% ownership interest in the community, it expects to pay approximately $66.4 million for the remaining 51% ownership. The community will be consolidated upon closing of the acquisition. During the nine months ended September 30, 2018, the Company entered into a contract to purchase a $13.2 million development land parcel located in Denver, Colorado. The Company made a $1.0 million deposit on the purchase which, as of September 30, 2018, is generally non-refundable other than due to a failure of closing conditions pursuant to the terms of the agreement. The acquisition is expected to close in the fourth quarter of 2018, subject to customary closing conditions. Contingencies Litigation and Legal Matters The Company is subject to various legal proceedings and claims arising in the ordinary course of business. The Company cannot determine the ultimate liability with respect to such legal proceedings and claims at this time. The Company believes that such liability, to the extent not provided for through insurance or otherwise, will not have a material adverse effect on our financial condition, results of operations or cash flows. |
United Dominion Reality L.P. | |
Entity information | |
COMMITMENTS AND CONTINGENCIES | 10. COMMITMENTS AND CONTINGENCIES Contingencies Litigation and Legal Matters The Operating Partnership is subject to various legal proceedings and claims arising in the ordinary course of business. The Operating Partnership cannot determine the ultimate liability with respect to such legal proceedings and claims at this time. The General Partner believes that such liability, to the extent not provided for through insurance or otherwise, will not have a material adverse effect on the Operating Partnership’s financial condition, results of operations or cash flows. |
REPORTABLE SEGMENTS (UNITED DOM
REPORTABLE SEGMENTS (UNITED DOMINION REALTY, L.P.) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
REPORTABLE SEGMENTS | 13. REPORTABLE SEGMENTS GAAP guidance requires that segment disclosures present the measure(s) used by the Chief Operating Decision Maker to decide how to allocate resources and for purposes of assessing such segments’ performance. UDR’s Chief Operating Decision Maker is comprised of several members of its executive management team who use several generally accepted industry financial measures to assess the performance of the business for our reportable operating segments. UDR owns and operates multifamily apartment communities that generate rental and other property related income through the leasing of apartment homes to a diverse base of tenants. The primary financial measures for UDR’s apartment communities are rental income and net operating income (“NOI”). Rental income represents gross market rent less adjustments for concessions, vacancy loss and bad debt. NOI is defined as rental income less direct property rental expenses. Rental expenses include real estate taxes, insurance, personnel, utilities, repairs and maintenance, administrative and marketing. Excluded from NOI is property management expense, which is calculated as 2.75% of property revenue to cover the regional supervision and accounting costs related to consolidated property operations, and land rent. UDR’s Chief Operating Decision Maker utilizes NOI as the key measure of segment profit or loss. UDR’s two reportable segments are Same-Store Communities and Non-Mature Communities/Other : · Same-Store Communities represent those communities acquired, developed, and stabilized prior to July 1, 2017 (for quarter-to-date comparison) or January 1, 2017 (for year-to-date comparison) and held as of September 30, 2018. 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 communities, and the non-apartment components of mixed use properties. Management evaluates the performance of each of our apartment communities on a Same-Store Community and Non-Mature Community/Other basis, as well as individually and geographically. This is consistent with the aggregation criteria under GAAP as each of our apartment communities generally has similar economic characteristics, facilities, services, and tenants. Therefore, the Company’s reportable segments have been aggregated by geography in a manner identical to that which is provided to the Chief Operating Decision Maker. All revenues are from external customers and no single tenant or related group of tenants contributed 10% or more of UDR’s total revenues during the three and nine months ended September 30, 2018 and 2017. The following table details rental income and NOI for UDR’s reportable segments for the three and nine months ended September 30, 2018 and 2017, and reconciles NOI to Net income/(loss) attributable to UDR, Inc. on the Consolidated Statements of Operations (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Reportable apartment home segment rental income Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated rental income $ 263,256 $ 248,264 $ 770,373 $ 734,193 Reportable apartment home segment NOI Same-Store Communities West Region $ 77,321 $ 72,962 $ 225,240 $ 213,375 Mid-Atlantic Region 38,220 37,107 114,465 112,232 Northeast Region 25,941 26,100 79,123 80,151 Southeast Region 21,597 20,712 63,806 60,432 Southwest Region 7,640 7,416 19,636 19,722 Non-Mature Communities/Other 14,095 10,424 42,433 34,915 Total segment and consolidated NOI 184,814 174,721 544,703 520,827 Reconciling items: Joint venture management and other fees 2,888 2,827 8,819 8,718 Property management (7,240) (6,827) (21,185) (20,190) Other operating expenses (3,314) (1,950) (8,148) (6,010) Real estate depreciation and amortization (107,881) (107,171) (322,537) (320,653) General and administrative (11,896) (12,467) (36,028) (36,976) Casualty-related (charges)/recoveries, net (678) (2,056) (2,364) (3,749) Other depreciation and amortization (1,682) (1,585) (5,057) (4,760) Income/(loss) from unconsolidated entities (1,382) 1,819 (5,091) 11,591 Interest expense (34,401) (30,095) (95,942) (94,500) Interest income and other income/(expense), net 1,188 481 5,075 1,423 Tax (provision)/benefit, net (158) (127) (618) (825) Gain/(loss) on sale of real estate owned, net of tax — — 70,300 2,132 Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (1,616) (1,415) (10,819) (4,607) Net (income)/loss attributable to noncontrolling interests (32) 35 (141) (107) Net income/(loss) attributable to UDR, Inc. $ 18,610 $ 16,190 $ 120,967 $ 52,314 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. The following table details the assets of UDR’s reportable segments as of September 30, 2018 and December 31, 2017 (dollars in thousands) : September 30, December 31, 2018 2017 Reportable apartment home segment assets: Same-Store Communities: West Region $ 3,752,322 $ 3,727,230 Mid-Atlantic Region 2,308,495 2,290,241 Northeast Region 1,871,387 1,865,762 Southeast Region 774,090 762,102 Southwest Region 368,729 364,607 Non-Mature Communities/Other 1,252,641 1,167,264 Total segment assets 10,327,664 10,177,206 Accumulated depreciation (3,626,327) (3,330,166) Total segment assets — net book value 6,701,337 6,847,040 Reconciling items: Cash and cash equivalents 1,084 2,038 Restricted cash 26,996 19,792 Notes receivable, net 41,009 19,469 Investment in and advances to unconsolidated joint ventures, net 767,376 720,830 Other assets 140,982 124,104 Total consolidated assets $ 7,678,784 $ 7,733,273 Capital expenditures related to our Same-Store Communities totaled $24.2 million and $24.6 million for the three months ended September 30, 2018 and 2017, respectively, and $59.2 million and $63.2 million for the nine months ended September 30, 2018 and 2017, respectively. Capital expenditures related to our Non-Mature Communities/Other totaled $1.8 million and $1.2 million for the three months ended September 30, 2018 and 2017, respectively, and $3.8 million and $3.7 million for the nine months ended September 30, 2018 and 2017, respectively. Markets included in the above geographic segments are as follows: i. West Region — Orange County, San Francisco, Seattle, Los Angeles, Monterey Peninsula, Other Southern California and Portland ii. Mid-Atlantic Region — Metropolitan D.C., Richmond and Baltimore iii. Northeast Region — New York and Boston iv. Southeast Region — Orlando, Nashville, Tampa and Other Florida v. Southwest Region — Dallas, Austin and Denver |
United Dominion Reality L.P. | |
Entity information | |
REPORTABLE SEGMENTS | 11. REPORTABLE SEGMENTS GAAP guidance requires that segment disclosures present the measure(s) used by the Chief Operating Decision Maker to decide how to allocate resources and for purposes of assessing such segments’ performance. The Operating Partnership has the same Chief Operating Decision Maker as that of its parent, the General Partner. The Chief Operating Decision Maker consists of several members of UDR’s executive management team who use several generally accepted industry financial measures to assess the performance of the business for our reportable operating segments. The Operating Partnership owns and operates multifamily apartment communities throughout the United States that generate rental and other property related income through the leasing of apartment homes to a diverse base of tenants. The primary financial measures of the Operating Partnership’s apartment communities are rental income and net operating income (“NOI”), and are included in the Chief Operating Decision Maker’s assessment of the Operating Partnership’s performance on a consolidated basis. Rental income represents gross market rent less adjustments for concessions, vacancy loss and bad debt. NOI is defined as total revenues less direct property operating expenses. Rental expenses include real estate taxes, insurance, personnel, utilities, repairs and maintenance, administrative and marketing. Excluded from NOI are property management costs, which are the Operating Partnership’s allocable share of costs incurred by the General Partner for shared services of corporate level property management employees and related support functions and costs. The Chief Operating Decision Maker of the General Partner utilizes NOI as the key measure of segment profit or loss. The Operating Partnership’s two reportable segments are Same-Store Communities and Non-Mature Communities/Other: · Same-Store Communities represent those communities acquired, developed, and stabilized prior to July 1, 2017 (for the quarter-to-date comparison) or January 1, 2017 (for the year-to-date comparison) and held as of September 30, 2018. 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 communities, and the non-apartment components of mixed use properties. Management of the General Partner evaluates the performance of each of the Operating Partnership’s apartment communities on a Same-Store Community and Non-Mature Community/Other basis, as well as individually and geographically. This is consistent with the aggregation criteria under GAAP as each of our apartment communities generally has similar economic characteristics, facilities, services, and tenants. Therefore, the Operating Partnership’s reportable segments have been aggregated by geography in a manner identical to that which is provided to the Chief Operating Decision Maker. All revenues are from external customers and no single tenant or related group of tenants contributed 10% or more of the Operating Partnership’s total revenues during the three and nine months ended September 30, 2018 and 2017. The following table details rental income and NOI for the Operating Partnership’s reportable segments for the three and nine months ended September 30, 2018 and 2017, and reconciles NOI to Net income/(loss) attributable to OP unitholders on the Consolidated Statements of Operations (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Reportable apartment home segment rental income Same-Store Communities West Region $ 62,320 $ 59,383 $ 183,885 $ 175,378 Mid-Atlantic Region 15,085 14,657 45,172 44,203 Northeast Region 13,771 13,746 40,780 40,850 Southeast Region 13,262 12,448 38,881 37,171 Non-Mature Communities/Other 5,101 5,019 14,679 14,344 Total segment and consolidated rental income $ 109,539 $ 105,253 $ 323,397 $ 311,946 Reportable apartment home segment NOI Same-Store Communities West Region $ 47,692 $ 44,605 $ 140,603 $ 132,368 Mid-Atlantic Region 10,178 9,843 30,953 30,073 Northeast Region 9,471 9,884 29,373 30,488 Southeast Region 9,336 8,844 26,979 25,671 Non-Mature Communities/Other 3,471 3,385 10,064 10,038 Total segment and consolidated NOI 80,148 76,561 237,972 228,638 Reconciling items: Property management (3,012) (2,894) (8,893) (8,578) Other operating expenses (2,347) (1,572) (6,098) (5,248) Real estate depreciation and amortization (35,043) (37,057) (108,906) (113,167) General and administrative (4,143) (4,134) (12,997) (13,760) Casualty-related (charges)/recoveries, net 10 43 (906) (1,701) Income/(loss) from unconsolidated entities (2,378) (4,782) (10,102) (14,556) Interest expense (5,100) (5,055) (15,209) (25,318) Gain/(loss) on sale of real estate owned — — 70,300 — Net (income)/loss attributable to noncontrolling interests (440) (374) (1,278) (1,067) Net income/(loss) attributable to OP unitholders $ 27,695 $ 20,736 $ 143,883 $ 45,243 (a) Same-Store Community population consisted of 16,216 apartment homes. (b) Same-Store Community population consisted of 16,216 apartment homes. The following table details the assets of the Operating Partnership’s reportable segments as of September 30, 2018 and December 31, 2017 (dollars in thousands) : September 30, December 31, 2018 2017 Reportable apartment home segment assets Same-Store Communities West Region $ 1,973,796 $ 1,955,962 Mid-Atlantic Region 660,775 655,850 Northeast Region 680,227 677,767 Southeast Region 338,964 334,811 Non-Mature Communities/Other 154,356 192,566 Total segment assets 3,808,118 3,816,956 Accumulated depreciation (1,627,511) (1,543,652) Total segment assets - net book value 2,180,607 2,273,304 Reconciling items: Cash and cash equivalents 83 293 Restricted cash 13,515 12,579 Investment in unconsolidated entities 53,772 76,907 Other assets 34,005 32,490 Total consolidated assets $ 2,281,982 $ 2,395,573 Capital expenditures related to the Operating Partnership’s Same-Store Communities totaled $11.1 million and $10.9 million for the three months ended September 30, 2018 and 2017, respectively, and $28.4 million and $30.8 million for the nine months ended September 30, 2018 and 2017, respectively. Capital expenditures related to the Operating Partnership’s Non-Mature Communities/Other totaled $0.4 million and $0.5 million for the three months ended September 30, 2018 and 2017, respectively, and $0.6 million and $1.2 million for the nine months ended September 30, 2018 and 2017, respectively. Markets included in the above geographic segments are as follows: 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. Northeast Region — New York and Boston iv. Southeast Region — Nashville, Tampa and Other Florida v. Southwest Region — Denver |
SIGNIFICANT ACCOUNTING POLICI_8
SIGNIFICANT ACCOUNTING POLICIES (UNITED DOMINION REALTY, L.P.) (Policies) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Derivatives and Hedging, Targeted Improvements to Accounting for Hedging Activities . The ASU aims to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. The updated standard would have been effective for the Company on January 1, 2019 and must be applied using a modified retrospective approach; however, early adoption of the ASU is permitted. The Company early adopted the guidance on January 1, 2018; however, the updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. In January 2017, the FASB issued ASU 2017‑01, Business Combinations (Topic 805), Clarifying the Definition of a Business. The ASU changes the definition of a business to assist entities with evaluating whether a set of transferred assets is a business. As a result, the accounting for acquisitions of real estate could be impacted. The updated standard was effective for the Company on January 1, 2018. The ASU will be applied prospectively to any transactions occurring after adoption. The Company expects that the updated standard will result in fewer acquisitions of real estate meeting the definition of a business and fewer acquisition-related costs being expensed in the period incurred. In November 2016, the FASB issued ASU 2016‑18, Statement of Cash Flows (Topic 230), Restricted Cash . The ASU addresses the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The updated standard was effective for the Company on January 1, 2018, and was applied retrospectively to all periods presented. The updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ In June 2016, the FASB issued ASU 2016‑13, Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments . The standard requires entities to estimate a lifetime expected credit loss for most financial assets, including trade and other receivables, held-to-maturity debt securities, loans and other financial instruments, and to present the net amount of the financial instrument expected to be collected. The updated standard will be effective for the Company on January 1, 2020; however, early adoption of the ASU is permitted on January 1, 2019. The Company is currently evaluating the effect that the updated standard will have on the consolidated financial statements and related disclosures. I n February 2016, the FASB issued ASU No. 2016-02, Leases . The standard amends the existing lease accounting guidance and requires lessees to recognize a lease liability and a right-of-use asset for all leases (except for short-term leases that have a duration of one year or less) on their balance sheets. Lessees will continue to recognize lease expense in a manner similar to current accounting. For lessors, accounting for leases under the new guidance is substantially the same as in prior periods, but eliminates current real estate-specific provisions and changes the treatment of initial direct costs. The standard will be effective for the Company on January 1, 2019; however, early adoption of the standard is permitted. While the Company is currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures, we expect to adopt the guidance on its effective date. The Company intends to elect the following package of practical expedients provided by the standard which includes: (i) an entity need not reassess whether any expired or existing contract is a lease or contains a lease, (ii) an entity need not reassess the lease classification of any expired or existing leases, and (iii) an entity need not reassess initial direct costs for any existing leases. The Company anticipates recognizing right-of-use assets and related lease liabilities on our consolidated balance sheets upon adoption equal to the present value of the remaining minimum lease payments related to ground leases for communities where we are the lessee. The Company plans to continue recognizing lease expense for these leases in a manner similar to current accounting upon adoption of the standard based on our election of the package of practical expedients. However, in the event we modify existing ground leases and/or enter into new ground leases subsequent to the adoption of the standard, such leases would likely be classified as finance leases under the standard and require expense recognition based on the effective interest method. Under the standard, initial direct costs for both lessees and lessors would include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. As a result, we will be required to expense internal leasing costs as incurred. In July 2018, the FASB issued ASU No. 2018-11, Leases – Targeted Improvements , which provides entities with relief from the costs of implementing certain aspects of ASU No. 2016-02, Leases . The ASU provides a practical expedient which allows lessors to not separate lease and non-lease components in a contract and allocate the consideration in the contract to the separate components if both (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. The Company intends to elect the practical expedient to account for lease and non-lease components as a single component in lease contracts where we are the lessor. The ASU also provides a transition option that permits entities to not recast the comparative periods presented when transitioning to the standard. The Company also intends to elect the transition option. In January 2016, the FASB issued ASU No. 2016‑01, Financial Instruments – Overall (Subtopic 825-10), Recognition and Measurement of Financial Assets and Financial Liabilities . The updated standard requires certain equity securities to be measured at fair value on the balance sheet, with changes in fair value recognized in net income. The standard was effective for the Company on January 1, 2018. The Company holds one investment in equity securities subject to the updated guidance. As the investment does not have a readily determinable fair value, the Company elected the measurement alternative under which the investment is measured at cost, less any impairment, plus or minus changes resulting from observable price changes for an identical or similar investment of the same issuer. During the three and nine months ended September 30, 2018, the Company recorded gains of zero and $2.1 million, respectively, in Interest income and other income/(expense), net on the Consolidated Statements of Operations as a result of measuring the investment using this measurement alternative. The Company does not view the impact, as a result of the adoption of the updated standard, to be material to the consolidated financial statements. Disclosures wer e updated pursuant to the requirements of the ASU. In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers . ASU No. 2014-09 amended the FASB Accounting Standards Codification (“ASC”) by creating ASC Topic 606, Revenue from Contracts with Customers . The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective, including industry-specific revenue guidance. The standard specifically excludes lease contracts. The ASU allows for the use of either the full or modified retrospective transition method. ASC Topic 606 was effective for the Company on January 1, 2018, at which time the Company adopted it using the modified retrospective approach. However, as the majority of the Company’s revenue is from rental income related to leases, the ASU did not have a material impact on the consolidated financial statements. Related disclosures are provided and/or updated pursuant to the requirements of the ASU. |
Principles of Consolidation | Principles of Consolidation The Company accounts for subsidiary partnerships, joint ventures and other similar entities in which it holds an ownership interest in accordance with the consolidation guidance. The Company first evaluates whether each entity is a variable interest entity (“VIE”). Under the VIE model, the Company consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, the Company consolidates an entity when it controls the entity through ownership of a majority voting interest. |
Discontinued Operations | Discontinued Operations In accordance with GAAP, a discontinued operation represents (1) a component of an entity or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on an entity’s financial results, or (2) an acquired business that is classified as held for sale on the date of acquisition. A strategic shift could include a disposal of (1) a separate major line of business, (2) a separate major geographic area of operations, (3) a major equity method investment, or (4) other major parts of an entity. We record sales of real estate that do not meet the definition of a discontinued operation in Gain/(loss) on sale of real estate owned, net of tax on the Consolidated Statements of Operations. |
Revenue | Revenue On January 1, 2018, the Company adopted ASC Topic 606, Revenue from Contracts with Customers , utilizing the modified retrospective method, under which only contracts entered into after the effective date or not complete as of the effective date are subject to the new standard and an adjustment to the opening balance of retained earnings is made to recognize any required adjustments. As a result of the adoption, the Company did not make an adjustment to retained earnings because no open contracts required different treatment under the new standard. Revenue is measured based on consideration specified in contracts with customers. The Company recognizes revenue when it satisfies a performance obligation by providing the services specified in a contract to the customer. The following is a description of the principal streams from which the Company generates its revenue: Lease Revenue Lease revenue related to leases is recognized on an accrual basis when due from residents or tenants in accordance with ASC 840, Leases . Rental payments are generally due on a monthly basis and recognized on a straight-line basis over the reasonably assured lease term. In addition, in circumstances where a lease incentive is provided to tenants, the incentive is recognized as a reduction of lease revenue on a straight-line basis over the reasonably assured lease term. Reimbursements Revenue Reimbursements revenue includes all pass-through revenue from retail and residential leases and common area maintenance reimbursements from retail leases. Reimbursements revenue is recognized on a gross basis as earned as the Company has determined it is the principal provider of the services. Other Revenue Other revenue is generated by services provided by the Company to its retail and residential tenants and other unrelated third parties. These fees are generally recognized as earned. Joint venture management and other fees The Joint venture management and other fees revenue consists of management fees charged to our equity method joint ventures per the terms of contractual agreements and other fees. Joint venture fee revenue is recognized monthly as the management services are provided and the fees are earned or upon a transaction whereby the Company earns a fee. |
Real Estate Sales Gain Recognition | Real Estate Sales Gain Recognition For sale transactions resulting in a transfer of a controlling financial interest of a property, the Company generally derecognizes the related assets and liabilities from its Consolidated Balance Sheets and records the gain or loss in the period in which the transfer of control occurs. If control of the property has not transferred to the counterparty, the criteria for derecognition are not met and the Company will continue to recognize the related assets and liabilities on its Consolidated Balance Sheets. Sale transactions to entities in which the Company sells a controlling financial interest in a property but retains a noncontrolling interest are accounted for as partial sales. Partial sales resulting in a change in control are accounted for at fair value and a full gain or loss is recognized. Therefore, the Company will record a gain or loss on the partial interest sold, and the initial measurement of our retained interest will be accounted for at fair value. Sales of real estate to joint ventures or other noncontrolled investees are also accounted for at fair value and the Company will record a full gain or loss in the period the property is contributed. |
Disaggregation of Revenue | Disaggregation of Revenue Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) . Joint venture management and other fees are not included in the tables as they are not allocable to a specific reportable segment or segments. Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 95,447 $ 91,399 $ 277,317 $ 265,595 Mid-Atlantic Region 51,291 49,772 152,866 148,916 Northeast Region 37,201 36,726 110,541 109,495 Southeast Region 27,773 26,221 81,555 77,697 Southwest Region 11,647 11,446 29,561 29,126 Non-Mature Communities/Other 19,940 13,836 58,570 46,879 Total segment and consolidated lease revenue $ 243,299 $ 229,400 $ 710,410 $ 677,708 Reimbursements Revenue Same-Store Communities West Region $ 4,415 $ 4,111 $ 12,908 $ 12,295 Mid-Atlantic Region 2,247 2,121 6,850 6,629 Northeast Region 672 691 1,952 2,131 Southeast Region 1,730 1,634 5,124 4,872 Southwest Region 651 624 1,649 1,572 Non-Mature Communities/Other 1,981 1,737 6,521 5,776 Total segment and consolidated reimbursements revenue $ 11,696 $ 10,918 $ 35,004 $ 33,275 Other Revenue Same-Store Communities West Region $ 2,753 $ 2,754 $ 8,231 $ 8,150 Mid-Atlantic Region 1,785 1,646 5,095 4,854 Northeast Region 949 745 2,481 2,188 Southeast Region 1,481 1,442 4,793 4,534 Southwest Region 604 550 1,486 1,483 Non-Mature Communities/Other 689 809 2,873 2,001 Total segment and consolidated other revenue $ 8,261 $ 7,946 $ 24,959 $ 23,210 Total Revenue Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated total revenue $ 263,256 $ 248,264 $ 770,373 $ 734,193 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases. |
Comprehensive Income/(Loss) | Comprehensive Income/(Loss) Comprehensive income/(loss), which is defined as the change in equity during each period from transactions and other events and circumstances from nonowner sources, including all changes in equity during a period except for those resulting from investments by or distributions to stockholders, is displayed in the accompanying Consolidated Statements of Comprehensive Income/(Loss). For the three and nine months ended September 30, 2018 and 2017, the Company’s other comprehensive income/(loss) consisted of the gain/(loss) on derivative instruments that are designated as and qualify as cash flow hedges, (gain)/loss on derivative instruments reclassified from other comprehensive income/(loss) into earnings, and the allocation of other comprehensive income/(loss) to noncontrolling interests. The (gain)/loss on derivative instruments reclassified from other comprehensive income/(loss) is included in Interest expense on the Consolidated Statements of Operations. See Note 10, Derivatives and Hedging Activity, for further discussion. The allocation of other comprehensive income/(loss) to redeemable noncontrolling interests during the three months ended September 30, 2018 and 2017 was $0.2 million and less than $0.1 million, respectively, and during the nine months ended September 30, 2018 and 2017, was $0.3 million and $0.1 million, respectively. |
United Dominion Reality L.P. | |
Entity information | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2017-12, Derivatives and Hedging, Targeted Improvements to Accounting for Hedging Activities . The ASU aims to better align a company’s financial reporting for hedging activities with the economic objectives of those activities. The updated standard would have been effective for the Operating Partnership on January 1, 2019 and must be applied using a modified retrospective approach; however, early adoption of the ASU is permitted. The Operating Partnership early adopted the guidance on January 1, 2018; however, the updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. In January 2017, the FASB issued ASU 2017‑01, Business Combinations (Topic 805), Clarifying the Definition of a Business. The ASU changes the definition of a business to assist entities with evaluating whether a set of transferred assets is a business. As a result, the accounting for acquisitions of real estate could be impacted. The updated standard was effective for the Operating Partnership on January 1, 2018. The ASU will be applied prospectively to any transactions occurring after adoption. The Operating Partnership expects that the updated standard will result in fewer acquisitions of real estate meeting the definition of a business and fewer acquisition-related costs being expensed in the period incurred. In November 2016, the FASB issued ASU 2016‑18, Statement of Cash Flows (Topic 230), Restricted Cash . The ASU addresses the presentation of restricted cash and restricted cash equivalents in the statement of cash flows. The updated standard was effective for the Operating Partnership on January 1, 2018, and was applied retrospectively to all periods presented. The updated standard did not have a material impact on the consolidated financial statements. Related disclosures were updated pursuant to the requirements of the ASU. As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ In June 2016, the FASB issued ASU 2016‑13, Financial Instruments-Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments . The standard requires entities to estimate a lifetime expected credit loss for most financial assets, including trade and other receivables, held-to-maturity debt securities, loans and other financial instruments, and to present the net amount of the financial instrument expected to be collected. The updated standard will be effective for the Operating Partnership on January 1, 2020; however, early adoption of the ASU is permitted on January 1, 2019. The Operating Partnership is currently evaluating the effect that the updated standard will have on the consolidated financial statements and related disclosures. I n February 2016, the FASB issued ASU No. 2016-02, Leases . The standard amends the existing lease accounting guidance and requires lessees to recognize a lease liability and a right-of-use asset for all leases (except for short-term leases that have a duration of one year or less) on their balance sheets. Lessees will continue to recognize lease expense in a manner similar to current accounting. For lessors, accounting for leases under the new guidance is substantially the same as in prior periods, but eliminates current real estate-specific provisions and changes the treatment of initial direct costs. The standard will be effective for the Operating Partnership on January 1, 2019; however, early adoption of the standard is permitted. While the Operating Partnership is currently evaluating the effect that the updated standard will have on our consolidated financial statements and related disclosures, we expect to adopt the guidance on its effective date. The Operating Partnership intends to elect the following package of practical expedients provided by the standard which includes: (i) an entity need not reassess whether any expired or existing contract is a lease or contains a lease, (ii) an entity need not reassess the lease classification of any expired or existing leases, and (iii) an entity need not reassess initial direct costs for any existing leases. The Operating Partnership anticipates recognizing right-of-use assets and related lease liabilities on our consolidated balance sheets upon adoption equal to the present value of the remaining minimum lease payments related to ground leases for communities where we are the lessee. The Operating Partnership plans to continue recognizing lease expense for these leases in a manner similar to current accounting upon adoption of the standard based on our election of the package of practical expedients. However, in the event we modify existing ground leases and/or enter into new ground leases subsequent to the adoption of the standard, such leases would likely be classified as finance leases under the standard and require expense recognition based on the effective interest method. Under the standard, initial direct costs for both lessees and lessors would include only those costs that are incremental to the arrangement and would not have been incurred if the lease had not been obtained. As a result, we will be required to expense internal leasing costs as incurred. In July 2018, the FASB issued ASU No. 2018-11, Leases – Targeted Improvements , which provides entities with relief from the costs of implementing certain aspects of ASU No. 2016-02, Leases . The ASU provides a practical expedient which allows lessors to not separate lease and non-lease components in a contract and allocate the consideration in the contract to the separate components if both (i) the timing and pattern of revenue recognition for the non-lease component and the related lease component are the same and (ii) the combined single lease component would be classified as an operating lease. The Operating Partnership intends to elect the practical expedient to account for lease and non-lease components as a single component in lease contracts where we are the lessor. The ASU also provides a transition option that permits entities to not recast the comparative periods presented when transitioning to the standard. The Operating Partnership also intends to elect the transition option. In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers . ASU No. 2014-09 amended the FASB Accounting Standards Codification (“ASC”) by creating ASC Topic 606, Revenue from Contracts with Customers . The standard provides companies with a single model for use in accounting for revenue arising from contracts with customers and will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective, including industry-specific revenue guidance. The standard specifically excludes lease contracts. The ASU allows for the use of either the full or modified retrospective transition method. ASC Topic 606 was effective for the Operating Partnership on January 1, 2018, at which time the Operating Partnership adopted it using the modified retrospective approach. However, as the majority of the Operating Partnership’s revenue is from rental income related to leases, the ASU did not have a material impact on the consolidated financial statements. Related disclosures are provided and/or updated pursuant to the requirements of the ASU. |
Principles of Consolidation | Principles of Consolidation The Operating Partnership accounts for subsidiary partnerships, joint ventures and other similar entities in which it holds an ownership interest in accordance with the amended consolidation guidance. The Operating Partnership first evaluates whether each entity is a variable interest entity (“VIE”). Under the VIE model, the Operating Partnership consolidates an entity when it has control to direct the activities of the VIE and the obligation to absorb losses or the right to receive benefits that could potentially be significant to the VIE. Under the voting model, the Operating Partnership consolidates an entity when it controls the entity through ownership of a majority voting interest. |
Discontinued Operations | Discontinued Operations In accordance with GAAP, a discontinued operation represents (1) a component of an entity or group of components that has been disposed of or is classified as held for sale in a single transaction and represents a strategic shift that has or will have a major effect on an entity’s financial results, or (2) an acquired business that is classified as held for sale on the date of acquisition. A strategic shift could include a disposal of (1) a separate major line of business, (2) a separate major geographic area of operations, (3) a major equity method investment, or (4) other major parts of an entity. We record sales of real estate that do not meet the definition of a discontinued operation in Gain/(loss) on sale of real estate owned on the Consolidated Statements of Operations. |
Income/(Loss) Per Operating Partnership Unit | Income/(Loss) Per Operating Partnership Unit Basic income/(loss) per OP Unit is computed by dividing net income/(loss) attributable to the general and limited partner unitholders by the weighted average number of general and limited partner units outstanding during the year. Diluted income/(loss) per OP Unit reflects the potential dilution that could occur if securities or other contracts to issue OP Units were exercised or converted into OP Units or resulted in the issuance of OP Units and then shared in the income/(loss) of the Operating Partnership. |
Revenue | Revenue On January 1, 2018, the Operating Partnership adopted ASC Topic 606, Revenue from Contracts with Customers , utilizing the modified retrospective method, under which only contracts entered into after the effective date or not complete as of the effective date are subject to the new standard and an adjustment to the opening balance of partners’ capital is made to recognize any required adjustments. As a result of the adoption, the Operating Partnership did not make an adjustment to partners’ capital because no open contracts required different treatment under the new standard. Revenue is measured based on consideration specified in contracts with customers. The Operating Partnership recognizes revenue when it satisfies a performance obligation by providing the services specified in a contract to the customer. The following is a description of the principal streams from which the Operating Partnership generates its revenue: Lease Revenue Lease revenue related to leases is recognized on an accrual basis when due from residents or tenants in accordance with ASC 840, Leases . Rental payments are generally due on a monthly basis and recognized on a straight-line basis over the reasonably assured lease term. In addition, in circumstances where a lease incentive is provided to tenants, the incentive is recognized as a reduction of lease revenue on a straight-line basis over the reasonably assured lease term. Reimbursements Revenue Reimbursements revenue includes all pass-through revenue from retail and residential leases and common area maintenance reimbursements from retail leases. Reimbursements revenue is recognized on a gross basis as earned as the Operating Partership has determined it is the principal provider of the services. Other Revenue Other revenue is generated by services provided by the Operating Partnership to its retail and residential tenants and other unrelated third parties. These fees are generally recognized as earned. |
Real Estate Sales Gain Recognition | Real Estate Sales Gain Recognition For sale transactions resulting in a transfer of a controlling financial interest of a property, the Operating Partnership generally derecognizes the related assets and liabilities from its Consolidated Balance Sheets and records the gain or loss in the period in which the transfer of control occurs. If control of the property has not transferred to the counterparty, the criteria for derecognition are not met and the Operating Partnership will continue to recognize the related assets and liabilities on its Consolidated Balance Sheets. Sale transactions to entities in which the Operating Partnership sells a controlling financial interest in a property but retains a noncontrolling interest are accounted for as partial sales. Partial sales resulting in a change in control are accounted for at fair value and a full gain or loss is recognized. Therefore, the Operating Partnership will record a gain or loss on the partial interest sold, and the initial measurement of our retained interest will be accounted for at fair value. Sales of real estate to joint ventures or other noncontrolled investees are also accounted for at fair value and the Operating Partnership will record a full gain or loss in the period the property is contributed. |
Disaggregation of Revenue | Disaggregation of Revenue Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 57,629 $ 54,855 $ 169,638 $ 161,828 Mid-Atlantic Region 14,065 13,615 41,944 41,008 Northeast Region 13,048 13,020 38,774 38,671 Southeast Region 11,834 11,057 34,479 32,893 Non-Mature Communities/Other 4,487 4,467 12,772 12,752 Total segment and consolidated lease revenue $ 101,063 $ 97,014 $ 297,607 $ 287,152 Reimbursements Revenue Same-Store Communities West Region $ 2,940 $ 2,732 $ 8,763 $ 8,248 Mid-Atlantic Region 580 572 1,869 1,806 Northeast Region 422 483 1,200 1,451 Southeast Region 770 728 2,302 2,218 Non-Mature Communities/Other 539 480 1,626 1,431 Total segment and consolidated reimbursements revenue $ 5,251 $ 4,995 $ 15,760 $ 15,154 Other Revenue Same-Store Communities West Region $ 1,751 $ 1,796 $ 5,484 $ 5,302 Mid-Atlantic Region 440 470 1,359 1,389 Northeast Region 301 243 806 728 Southeast Region 658 663 2,100 2,060 Non-Mature Communities/Other 75 72 281 161 Total segment and consolidated other revenue $ 3,225 $ 3,244 $ 10,030 $ 9,640 Total Revenue Same-Store Communities West Region $ 62,320 $ 59,383 $ 183,885 $ 175,378 Mid-Atlantic Region 15,085 14,657 45,172 44,203 Northeast Region 13,771 13,746 40,780 40,850 Southeast Region 13,262 12,448 38,881 37,171 Non-Mature Communities/Other 5,101 5,019 14,679 14,344 Total segment and consolidated total revenue $ 109,539 $ 105,253 $ 323,397 $ 311,946 (a) Same-Store Community population consisted of 16,216 apartment homes. (b) Same-Store Community population consisted of 16,216 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases . |
Comprehensive Income/(Loss) | Comprehensive Income/(Loss) Comprehensive income/(loss), which is defined as the change in equity during each period from transactions and other events and circumstances from nonowner sources, including all changes in equity during a period except for those resulting from investments by or distributions to unitholders, is displayed in the accompanying Consolidated Statements of Comprehensive Income/(Loss). For the three and nine months ended September 30, 2018 and 2017, the Operating Partnership’s other comprehensive income/(loss) consisted of the gain/(loss) on derivative instruments that are designated as and qualify as cash flow hedges and (gain)/loss reclassified from other comprehensive income/(loss) into earnings. The (gain)/loss reclassified from other comprehensive income/(loss) is included in Interest expense on the Consolidated Statements of Operations. See Note 8, Derivatives and Hedging Activity, for further discussion. |
Income taxes | Income Taxes The taxable income or loss of the Operating Partnership is reported on the tax returns of the partners. Accordingly, no provision has been made in the accompanying financial statements for federal or state income taxes on income that is passed through to the partners. However, any state or local revenue, excise or franchise taxes that result from the operating activities of the Operating Partnership are recorded at the entity level. The Operating Partnership’s tax returns are subject to examination by federal and state taxing authorities. Net income for financial reporting purposes differs from the net income for income tax reporting purposes primarily due to temporary differences, principally real estate depreciation and the tax deferral of certain gains on property sales. The differences in depreciation result from differences in the book and tax basis of certain real estate assets and the differences in the methods of depreciation and lives of the real estate assets. The Operating Partnership evaluates the accounting and disclosure of tax positions taken or expected to be taken in the course of preparing the Operating Partnership’s tax returns to determine whether the tax positions are “more-likely-than-not” of being sustained by the applicable tax authority. Tax positions not deemed to meet the more-likely-than-not threshold would be recorded as a tax benefit or expense in the current year. Management of the Operating Partnership is required to analyze all open tax years, as defined by the statute of limitations, for all major jurisdictions, which include federal and certain states. The Operating Partnership has no examinations in progress and none are expected at this time. Management of the Operating Partnership has reviewed all open tax years (2014 through 2017) of tax jurisdictions and concluded there is no tax liability resulting from unrecognized tax benefits relating to uncertain income tax positions taken or expected to be taken in future tax returns. As of December 31, 2017 , management of the Operating Partnership had completed its review of the effects of the Tax Cuts and Jobs Act and it determined there was no material impact. |
SIGNIFICANT ACCOUNTING POLICI_9
SIGNIFICANT ACCOUNTING POLICIES (UNITED DOMINION REALTY, L.P.) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
New accounting pronouncements | |
Schedule of disaggregation of revenue | Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) . Joint venture management and other fees are not included in the tables as they are not allocable to a specific reportable segment or segments. Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 95,447 $ 91,399 $ 277,317 $ 265,595 Mid-Atlantic Region 51,291 49,772 152,866 148,916 Northeast Region 37,201 36,726 110,541 109,495 Southeast Region 27,773 26,221 81,555 77,697 Southwest Region 11,647 11,446 29,561 29,126 Non-Mature Communities/Other 19,940 13,836 58,570 46,879 Total segment and consolidated lease revenue $ 243,299 $ 229,400 $ 710,410 $ 677,708 Reimbursements Revenue Same-Store Communities West Region $ 4,415 $ 4,111 $ 12,908 $ 12,295 Mid-Atlantic Region 2,247 2,121 6,850 6,629 Northeast Region 672 691 1,952 2,131 Southeast Region 1,730 1,634 5,124 4,872 Southwest Region 651 624 1,649 1,572 Non-Mature Communities/Other 1,981 1,737 6,521 5,776 Total segment and consolidated reimbursements revenue $ 11,696 $ 10,918 $ 35,004 $ 33,275 Other Revenue Same-Store Communities West Region $ 2,753 $ 2,754 $ 8,231 $ 8,150 Mid-Atlantic Region 1,785 1,646 5,095 4,854 Northeast Region 949 745 2,481 2,188 Southeast Region 1,481 1,442 4,793 4,534 Southwest Region 604 550 1,486 1,483 Non-Mature Communities/Other 689 809 2,873 2,001 Total segment and consolidated other revenue $ 8,261 $ 7,946 $ 24,959 $ 23,210 Total Revenue Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated total revenue $ 263,256 $ 248,264 $ 770,373 $ 734,193 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases. |
Adjustment | ASU 2016-18 | |
New accounting pronouncements | |
Schedule of reclassification on the Consolidated Statements of Cash Flows | As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ |
United Dominion Reality L.P. | |
New accounting pronouncements | |
Schedule of disaggregation of revenue | Rental income , as disclosed on the Consolidated Statements of Operations, is disaggregated by principal revenue stream and by reportable segment in the following tables (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Lease Revenue (c) Same-Store Communities West Region $ 57,629 $ 54,855 $ 169,638 $ 161,828 Mid-Atlantic Region 14,065 13,615 41,944 41,008 Northeast Region 13,048 13,020 38,774 38,671 Southeast Region 11,834 11,057 34,479 32,893 Non-Mature Communities/Other 4,487 4,467 12,772 12,752 Total segment and consolidated lease revenue $ 101,063 $ 97,014 $ 297,607 $ 287,152 Reimbursements Revenue Same-Store Communities West Region $ 2,940 $ 2,732 $ 8,763 $ 8,248 Mid-Atlantic Region 580 572 1,869 1,806 Northeast Region 422 483 1,200 1,451 Southeast Region 770 728 2,302 2,218 Non-Mature Communities/Other 539 480 1,626 1,431 Total segment and consolidated reimbursements revenue $ 5,251 $ 4,995 $ 15,760 $ 15,154 Other Revenue Same-Store Communities West Region $ 1,751 $ 1,796 $ 5,484 $ 5,302 Mid-Atlantic Region 440 470 1,359 1,389 Northeast Region 301 243 806 728 Southeast Region 658 663 2,100 2,060 Non-Mature Communities/Other 75 72 281 161 Total segment and consolidated other revenue $ 3,225 $ 3,244 $ 10,030 $ 9,640 Total Revenue Same-Store Communities West Region $ 62,320 $ 59,383 $ 183,885 $ 175,378 Mid-Atlantic Region 15,085 14,657 45,172 44,203 Northeast Region 13,771 13,746 40,780 40,850 Southeast Region 13,262 12,448 38,881 37,171 Non-Mature Communities/Other 5,101 5,019 14,679 14,344 Total segment and consolidated total revenue $ 109,539 $ 105,253 $ 323,397 $ 311,946 (a) Same-Store Community population consisted of 16,216 apartment homes. (b) Same-Store Community population consisted of 16,216 apartment homes. (c) Lease Revenue is subject to recognition under ASC 840, Leases . |
United Dominion Reality L.P. | Adjustment | ASU 2016-18 | |
New accounting pronouncements | |
Schedule of reclassification on the Consolidated Statements of Cash Flows | As a result of the adoption of ASU 2016-18, for the nine months ended September 30, 2017, the following line items in the following amounts were reclassified on the Consolidated Statements of Cash Flows ( in thousands ): Nine months ended September 30, 2017 (Increase)/decrease in operating assets $ Net cash provided by /(used in) operating activities $ Capital expenditures and other major improvements — real estate assets, net of escrow reimbursement $ Net cash provided by /(used in) investing activities $ Net increase/(decrease) in cash, cash equivalents, and restricted cash $ |
REAL ESTATE OWNED (UNITED DOM_2
REAL ESTATE OWNED (UNITED DOMINION REALTY, L.P.) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
Summary of carrying amounts for real estate owned (at cost) | The following table summarizes the carrying amounts for our real estate owned (at cost) as of September 30, 2018 and December 31, 2017 (dollars in thousands): September 30, December 31, 2018 2017 Land $ 1,824,847 $ 1,780,229 Depreciable property — held and used: Land improvements 195,051 189,919 Building, improvements, and furniture, fixtures and equipment 7,789,244 7,614,568 Under development: Land and land improvements 42,138 109,468 Building, improvements, and furniture, fixtures and equipment 308,548 483,022 Real estate held for disposition: Land and land improvements 28,889 — Building, improvements, and furniture, fixtures and equipment 138,947 — Real estate owned 10,327,664 10,177,206 Accumulated depreciation (3,626,327) (3,330,166) Real estate owned, net $ 6,701,337 $ 6,847,040 |
United Dominion Reality L.P. | |
Entity information | |
Summary of carrying amounts for real estate owned (at cost) | The following table summarizes the carrying amounts for our real estate owned (at cost) as of September 30, 2018 and December 31, 2017 (dollars in thousands) : September 30, December 31, 2018 2017 Land $ 711,256 $ 719,410 Depreciable property — held and used: Land improvements 90,506 89,331 Buildings, improvements, and furniture, fixtures and equipment 2,998,764 3,008,215 Real estate held for disposition: Land and land improvements 1,380 — Building, improvements, and furniture, fixtures and equipment 6,212 — Real estate owned 3,808,118 3,816,956 Accumulated depreciation (1,627,511) (1,543,652) Real estate owned, net $ 2,180,607 $ 2,273,304 |
UNCONSOLIDATED ENTITIES (UNIT_2
UNCONSOLIDATED ENTITIES (UNITED DOMINION REALTY, L.P.) Unconsolidated Entities (UNITED DOMINION REALTY, L.P.) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Unconsolidated entities | |
Combined summary of balance sheets relating to unconsolidated joint ventures and partnerships | Combined summary balance sheets relating to the unconsolidated joint ventures and partnerships (not just our proportionate share) are presented below as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): September 30, December 31, 2018 2017 Total real estate, net $ 3,267,944 $ 3,236,180 Cash and cash equivalents 53,141 36,411 Other assets 91,246 50,158 Total assets $ 3,412,331 $ 3,322,749 Third party debt, net $ 2,108,790 $ 2,005,566 Accounts payable and accrued liabilities 63,220 85,643 Total liabilities $ 2,172,010 $ 2,091,209 Total equity $ 1,240,321 $ 1,231,540 |
Schedule of combined financial information relating to unconsolidated joint ventures and partnerships operations (not just proportionate share) | Combined summary financial information relating to the unconsolidated joint ventures’ and partnerships’ operations (not just our proportionate share) is presented below for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ) : Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total revenues $ 76,203 $ 71,200 $ 215,140 $ 205,475 Property operating expenses 30,096 28,157 85,435 79,622 Real estate depreciation and amortization 29,545 28,264 85,063 82,344 Operating income/(loss) 16,562 14,779 44,642 43,509 Interest expense (22,919) (21,849) (63,990) (64,083) Gain/(loss) on sale of property — 30,153 — 30,153 Other income/(loss) 40 (515) 141 (435) Net income/(loss) $ (6,317) $ 22,568 $ (19,207) $ 9,144 |
United Dominion Reality L.P. | |
Unconsolidated entities | |
Combined summary of balance sheets relating to unconsolidated joint ventures and partnerships | Combined summary balance sheets relating to all of the DownREIT Partnership (not just our proportionate share) are presented below as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): September 30, December 31, 2018 2017 Total real estate, net $ 1,306,468 $ 1,359,170 Cash and cash equivalents 41 39 Note receivable from the General Partner 126,500 126,500 Other assets 5,428 4,937 Total assets $ 1,438,437 $ 1,490,646 Secured debt, net $ 432,659 $ 437,510 Other liabilities 26,300 27,574 Total liabilities 458,959 465,084 Total capital 979,478 1,025,562 Total liabilities and capital $ 1,438,437 $ 1,490,646 |
Schedule of combined financial information relating to unconsolidated joint ventures and partnerships operations (not just proportionate share) | Combined summary financial information relating to all of the DownREIT Partnership (not just our proportionate share) is presented below for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ) : Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Rental income $ 35,069 $ 33,883 $ 103,842 $ 100,809 Property operating expenses (14,303) (13,974) (43,180) (41,589) Real estate depreciation and amortization (22,097) (21,135) (65,704) (62,651) Operating income/(loss) (1,331) (1,226) (5,042) (3,431) Interest expense (3,343) (3,657) (10,553) (10,830) Interest income on note receivable from the General Partner 1,196 1,192 3,587 3,525 Net income/(loss) $ (3,478) $ (3,691) $ (12,008) $ (10,736) |
DEBT, NET (UNITED DOMINION RE_2
DEBT, NET (UNITED DOMINION REALTY, L.P.) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
Schedule of debt instruments | The following is a summary of our secured and unsecured debt at September 30, 2018 and December 31, 2017 ( dollars in thousands ): Principal Outstanding As of September 30, 2018 Weighted Weighted Average Average Number of September 30, December 31, Interest Years to Communities 2018 2017 Rate Maturity Encumbered Secured Debt: Fixed Rate Debt Mortgage notes payable (a) $ 419,482 $ 395,611 3.82 % 6.1 7 Fannie Mae credit facilities (b) 285,836 285,836 4.86 % 1.3 8 Deferred financing costs (1,636) (1,670) Total fixed rate secured debt, net 703,682 679,777 4.25 % 4.1 15 Variable Rate Debt Tax-exempt secured notes payable (c) 94,700 94,700 2.16 % 4.4 2 Fannie Mae credit facilities (b) — 29,034 — % — — Deferred financing costs (141) (242) Total variable rate secured debt, net 94,559 123,492 2.16 % 4.4 2 Total Secured Debt, net 798,241 803,269 4.00 % 4.2 17 Unsecured Debt: Variable Rate Debt Borrowings outstanding under unsecured credit facility due January 2023 (d) (h) — — — % 4.3 Borrowings outstanding under unsecured commercial paper program due October 2018 (e) (h) 415,000 300,000 2.43 % 0.1 Borrowings outstanding under unsecured working capital credit facility due January 2021 (f) 51,010 21,767 3.09 % 2.3 Term Loan due September 2023 (d) (h) 35,000 35,000 3.04 % 5.0 Fixed Rate Debt 3.70% Medium-Term Notes due October 2020 (net of discounts of $16 and $22, respectively) (h) 299,984 299,978 3.70 % 2.0 1.93% Term Loan due September 2023 (d) (h) 315,000 315,000 1.93 % 5.0 4.63% Medium-Term Notes due January 2022 (net of discounts of $1,177 and $1,446, respectively) (h) 398,823 398,554 4.63 % 3.3 3.75% Medium-Term Notes due July 2024 (net of discounts of $599 and $678, respectively) (h) 299,401 299,322 3.75 % 5.8 8.50% Debentures due September 2024 15,644 15,644 8.50 % 6.0 4.00% Medium-Term Notes due October 2025 (net of discounts of $482 and $534, respectively) (g) (h) 299,518 299,466 4.00 % 7.0 2.95% Medium-Term Notes due September 2026 (h) 300,000 300,000 2.95 % 7.9 3.50% Medium-Term Notes due July 2027 (net of discounts of $617 and $670, respectively) (h) 299,383 299,330 3.50 % 8.8 3.50% Medium-Term Notes due January 2028 (net of discounts of $1,102 and $1,191, respectively) (h) 298,898 298,809 3.50 % 9.3 Other 17 19 Deferred financing costs (14,739) (14,495) Total Unsecured Debt, net 3,012,939 2,868,394 3.44 % 5.1 Total Debt, net $ 3,811,180 $ 3,671,663 3.63 % 4.9 |
Secured credit facilities | Further information related to these credit facilities is as follows (dollars in thousands) : September 30, December 31, 2018 2017 Borrowings outstanding $ 285,836 $ 314,870 Weighted average borrowings during the period ended 308,417 416,653 Maximum daily borrowings during the period ended 314,869 636,782 Weighted average interest rate during the period ended 4.8 % 4.3 % Weighted average interest rate at the end of the period 4.9 % 4.7 % |
Schedule of aggregate maturities, including amortizing principal payments of secured and unsecured debt | The aggregate maturities, including amortizing principal payments on secured and unsecured debt, of total debt for the next ten calendar years subsequent to September 30, 2018 are as follows (dollars in thousands): Total Fixed Total Variable Total Total Total Year Secured Debt Secured Debt Secured Debt Unsecured Debt Debt 2018 $ 935 $ — $ 935 $ 415,000 $ 415,935 2019 199,659 67,700 267,359 — 267,359 2020 198,076 — 198,076 300,000 498,076 2021 1,117 — 1,117 51,010 52,127 2022 1,157 — 1,157 400,000 401,157 2023 41,245 — 41,245 350,000 391,245 2024 — — — 315,644 315,644 2025 127,600 — 127,600 300,000 427,600 2026 50,000 — 50,000 300,000 350,000 2027 — — — 300,000 300,000 Thereafter 80,000 27,000 107,000 300,000 407,000 Subtotal 699,789 94,700 794,489 3,031,654 3,826,143 Non-cash (a) 3,893 (141) 3,752 (18,715) (14,963) Total $ 703,682 $ 94,559 $ 798,241 $ 3,012,939 $ 3,811,180 (a) Includes the unamortized balance of fair market value adjustments, premiums/discounts and deferred financing costs . The Company amortized $1.1 million and $ 1.1 million, respectively, during the three months ended September 30, 2018 and 2017 and $3.2 million and $ 3.2 million, respectively, during the nine months ended September 30, 2018 and 2017 of deferred financing costs into Interest expense. |
United Dominion Reality L.P. | |
Entity information | |
Schedule of debt instruments | Secured debt consists of the following as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): Principal Outstanding As of September 30, 2018 Weighted Weighted Average September 30, December 31, Average Years to Communities 2018 2017 Interest Rate Maturity Encumbered Fixed Rate Debt Fannie Mae credit facilities $ 133,205 $ 133,205 5.28 % 1.1 4 Deferred financing costs (166) (282) Total fixed rate secured debt, net 133,039 132,923 5.28 % 1.1 4 Variable Rate Debt Tax-exempt secured note payable 27,000 27,000 2.20 % 13.5 1 Deferred financing costs (73) (78) Total variable rate secured debt, net 26,927 26,922 2.20 % 13.5 1 Total Secured Debt, Net $ 159,966 $ 159,845 4.87 % 3.2 5 |
Secured credit facilities | At September 30, 2018, the weighted average interest rate was 5.28%. The following information relates to the credit facilities owed by the Operating Partnership (dollars in thousands) : September 30, December 31, 2018 2017 Borrowings outstanding $ 133,205 $ 133,205 Weighted average borrowings during the period ended 133,205 223,347 Maximum daily borrowings during the period ended 133,205 408,549 Weighted average interest rate during the period ended 5.3 % 4.6 % Interest rate at the end of the period 5.3 % 5.3 % |
Schedule of aggregate maturities, including amortizing principal payments of secured and unsecured debt | The aggregate maturities of the Operating Partnership’s secured debt due during each of the next ten calendar years subsequent to September 30, 2018 are as follows (dollars in thousands): Fixed Variable Tax-Exempt Secured Credit Secured Notes Year Facilities Payable Total 2018 $ — $ — $ — 2019 133,205 — 133,205 2020 — — — 2021 — — — 2022 — — — 2023 — — — 2024 — — — 2025 — — — 2026 — — — 2027 — — — Thereafter — 27,000 27,000 Subtotal 133,205 27,000 160,205 Non-cash (a) (166) (73) (239) Total $ 133,039 $ 26,927 $ 159,966 (a) Includes the unamortized balance of fair market value adjustments, premiums/discounts, and deferred financing costs. For the three months ended September 30, 2018 and 2017, the Operating Partnership amortized less than $0.1 million and less than $0.1 million, respectively, and $0.1 million and $0. 3 million for the nine months ended September 30, 2018 and 2017, respectively, of deferred financing costs into Interest expense . |
FAIR VALUE OF DERIVATIVES AND_5
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS (UNITED DOMINION REALTY, L.P.) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
Schedule of estimated fair values | The estimated fair values of the Company’s financial instruments either recorded or disclosed on a recurring basis as of September 30, 2018 and December 31, 2017, are summarized as follows (dollars in thousands) : Fair Value at September 30, 2018, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable September 30, September 30, Liabilities Inputs Inputs 2018 2018 (Level 1) (Level 2) (Level 3) Description: Notes receivable (a) $ 41,009 $ 43,072 $ — $ — $ 43,072 Derivatives - Interest rate contracts (b) 8,047 8,047 — 8,047 — Total assets $ 49,056 $ 51,119 $ — $ 8,047 $ 43,072 Secured debt instruments - fixed rate: (c) Mortgage notes payable $ 419,482 $ 415,100 $ — $ — $ 415,100 Fannie Mae credit facilities 285,836 288,323 — — 288,323 Secured debt instruments - variable rate: (c) Tax-exempt secured notes payable 94,700 94,700 — — 94,700 Unsecured debt instruments: (c) Working capital credit facility 51,010 51,010 — — 51,010 Commercial paper program 415,000 415,000 — — 415,000 Unsecured notes 2,561,668 2,509,842 — — 2,509,842 Total liabilities $ 3,827,696 $ 3,773,975 $ — $ — $ 3,773,975 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (d) $ 992,805 $ 992,805 $ — $ 992,805 $ — Fair Value at December 31, 2017, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable December 31, December 31, Liabilities Inputs Inputs 2017 2017 (Level 1) (Level 2) (Level 3) Description: Notes receivable (a) $ 19,469 $ 19,567 $ — $ — $ 19,567 Derivatives - Interest rate contracts (b) 5,743 5,743 — 5,743 — Total assets $ 25,212 $ 25,310 $ — $ 5,743 $ 19,567 Secured debt instruments - fixed rate: (c) Mortgage notes payable $ 395,611 $ 397,386 $ — $ — $ 397,386 Fannie Mae credit facilities 285,836 292,227 — — 292,227 Secured debt instruments - variable rate: (c) Tax-exempt secured notes payable 94,700 94,700 — — 94,700 Fannie Mae credit facilities 29,034 29,034 — — 29,034 Unsecured debt instruments: (c) Working capital credit facility 21,767 21,767 — — 21,767 Commercial paper program 300,000 300,000 — — 300,000 Unsecured notes 2,561,122 2,611,458 — — 2,611,458 Total liabilities $ 3,688,070 $ 3,746,572 $ — $ — $ 3,746,572 Redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (d) $ 948,138 $ 948,138 $ — $ 948,138 $ — (a) See Note 2, Significant Accounting Policies . (b) See Note 10, Derivatives and Hedging Activity . (c) See Note 6, Secured and Unsecured Debt, Net . (d) See Note 8, Noncontrolling Interests. |
United Dominion Reality L.P. | |
Entity information | |
Schedule of estimated fair values | The estimated fair values of the Operating Partnership’s financial instruments either recorded or disclosed on a recurring basis as of September 30, 2018 and December 31, 2017 are summarized as follows (dollars in thousands) : Fair Value at September 30, 2018, Using Total Quoted Carrying Prices in Amount in Active Statement of Markets Significant Financial Fair Value for Identical Other Significant Position at Estimate at Assets or Observable Unobservable September 30, September 30, Liabilities Inputs Inputs 2018 2018 (Level 1) (Level 2) (Level 3) Description: Secured debt instruments - fixed rate: (a) Fannie Mae credit facilities $ 133,205 $ 135,030 $ — $ — $ 135,030 Secured debt instruments - variable rate: (a) Tax-exempt secured notes payable 27,000 27,000 — — 27,000 Total liabilities $ 160,205 $ 162,030 $ — $ — $ 162,030 Fair Value at December 31, 2017, Using Quoted Total Prices in Carrying Active Amount in Markets Statement of for Identical Significant Financial Fair Value Assets Other Significant Position at Estimate at or Observable Unobservable December 31, December 31, Liabilities Inputs Inputs 2017 2017 (Level 1) (Level 2) (Level 3) Description: Secured debt instruments - fixed rate: (a) Fannie Mae credit facilities $ 133,205 $ 137,150 $ — $ — $ 137,150 Secured debt instruments - variable rate: (a) Tax-exempt secured notes payable 27,000 27,000 — — 27,000 Total liabilities $ 160,205 $ 164,150 $ — $ — $ 164,150 (a) See Note 5, Debt, Net. |
DERIVATIVES AND HEDGING ACTIV_9
DERIVATIVES AND HEDGING ACTIVITY (UNITED DOMINION REALTY, L.P.) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
Schedule of outstanding interest rate derivatives | As of September 30, 2018, the Company had the following outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk ( dollars in thousands ): Number of Product Instruments Notional Interest rate swaps (a) 4 $ 315,000 Interest rate caps 1 $ 65,197 (a) In addition to the interest rate swaps summarized above, the Company entered into two additional interest rate swaps during the nine months ended September 30, 2018 with a notional value totaling $150.0 million that were subsequently terminated and settled in conjunction with the October 2018 issuance of $300.0 million of senior unsecured medium-term notes as disclosed in Note 6, Secured and Unsecured Debt, Net . Derivatives not designated as hedges are not speculative and are used to manage the Company’s exposure to interest rate movements and other identified risks but do not meet the strict hedge accounting requirements of GAAP. Changes in the fair value of derivatives not designated in hedging relationships are recorded directly in earnings and resulted in no gain or loss for both the three and nine months ended September 30, 2018 and a loss of less than $0.1 million for both the three and nine months ended September 30, 2017. As of September 30, 2018, the Company had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships ( dollars in thousands ): Number of Product Instruments Notional Interest rate caps 2 $ 174,667 |
Fair value of Company's derivative financial instruments and their classification on Consolidated Balance Sheets | The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Consolidated Balance Sheets as of September 30, 2018 and December 31, 2017 ( dollars in thousands ): Asset Derivatives Liability Derivatives (included in Other assets ) (included in Other liabilities ) Fair Value at: Fair Value at: September 30, December 31, September 30, December 31, 2018 2017 2018 2017 Derivatives designated as hedging instruments: Interest rate products $ 8,047 $ 5,743 $ — $ — |
Effect of Company's derivative financial instruments on Consolidated Statements of Operations | The tables below present the effect of the Company’s derivative financial instruments on the Consolidated Statements of Operations for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ): Gain/(Loss) Recognized in Gain/(Loss) Reclassified Interest expense Unrealized holding gain/(loss) from Accumulated OCI into (Amount Excluded from Recognized in OCI Interest expense Effectiveness Testing) Derivatives in Cash Flow Hedging Relationships 2018 2017 2018 2017 2018 2017 Three Months Ended September 30, Interest rate products $ 2,320 $ 131 $ 564 $ (119) $ — $ — Nine Months Ended September 30, Interest rate products $ 4,312 $ 256 $ 1,162 $ (1,192) $ — $ (136) |
Effect of Company's derivatives not designated as hedging instruments on the Consolidated Statements of Operations | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total amount of Interest expense presented on the Consolidated Statements of Operations $ 34,401 $ 30,095 $ 95,942 $ 94,500 Gain/(Loss) Recognized in Interest income and other income/(expense), net Derivatives Not Designated as Hedging Instruments 2018 2017 Three Months Ended September 30, Interest rate products $ — $ — Nine Months Ended September 30, Interest rate products $ — $ (1) |
Offsetting of Derivative Assets | The tables below present the effect on its financial position had the Company made the election to offset its derivative positions as of September 30, 2018 and December 31, 2017 (dollars in thousands): Gross Net Amounts of Gross Amounts Not Offset Amounts Assets in the Consolidated Gross Offset in the Presented in the Balance Sheet Amounts of Consolidated Consolidated Cash Recognized Balance Balance Sheets Financial Collateral Offsetting of Derivative Assets Assets Sheets (a) Instruments Received Net Amount September 30, 2018 $ 8,047 $ — $ 8,047 $ — $ — $ 8,047 December 31, 2017 $ 5,743 $ — $ 5,743 $ — $ — $ 5,743 Amounts reconcile to the aggregate fair value of derivative assets in the “Tabular Disclosure of Fair Values of Derivative Instruments on the Consolidated Balance Sheets” located in this footnote. |
United Dominion Reality L.P. | |
Entity information | |
Schedule of outstanding interest rate derivatives | As of September 30, 2018, we had the following outstanding derivatives that were not designated as hedges in qualifying hedging relationships ( dollars in thousands ): Number of Product Instruments Notional Interest rate caps 1 $ 19,880 |
Effect of Company's derivative financial instruments on Consolidated Statements of Operations | The tables below present the effect of the derivative financial instruments on the Consolidated Statements of Operations for the three and nine months ended September 30, 2018 and 2017 ( dollars in thousands ): Gain/(Loss) Recognized in Gain/(Loss) Reclassified Interest expense Unrealized holding gain/(loss) from Accumulated OCI into (Amount Excluded from Recognized in OCI Interest expense Effectiveness Testing) Derivatives in Cash Flow Hedging Relationships 2018 2017 2018 2017 2018 2017 Three Months Ended September 30, Interest rate products $ — $ — $ — $ — $ — $ — Nine Months Ended September 30, Interest rate products $ — $ — $ — $ — $ — $ (106) |
Effect of Company's derivatives not designated as hedging instruments on the Consolidated Statements of Operations | Three Months Ended Nine Months Ended September 30, September 30, 2018 2017 2018 2017 Total amount of Interest expense presented on the Consolidated Statements of Operations $ 2,047 $ 2,002 $ 6,050 $ 16,159 Gain/(Loss) Recognized in Interest income and other income/(expense), net Derivatives Not Designated as Hedging Instruments 2018 2017 Three Months Ended September 30, Interest rate products $ — $ — Nine Months Ended September 30, Interest rate products $ — $ (1) |
CAPITAL STRUCTURE (UNITED DOM_2
CAPITAL STRUCTURE (UNITED DOMINION REALTY, L.P.) Capital Structure (UNITED DOMINION REALTY, L.P.) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
United Dominion Reality L.P. | |
Entity information | |
Schedule of Limited Partners' Capital Account by Class [Table Text Block] | The following table shows OP Units outstanding and OP Unit activity as of and for the nine months ended September 30, 2018: UDR, Inc. Class A Class A Limited Limited Limited Limited General Partners Partners Partner Partner Partner Total Ending balance at December 31, 2017 1,751,671 7,361,565 174,005,144 121,661 110,883 183,350,924 Vesting of LTIP Units — 285,619 — — — 285,619 OP redemptions for UDR stock — (11,011) 11,011 — — — Ending balance at September 30, 2018 1,751,671 7,636,173 174,016,155 121,661 110,883 183,636,543 |
REPORTABLE SEGMENTS (UNITED D_2
REPORTABLE SEGMENTS (UNITED DOMINION REALTY, L.P.) (Tables) | 9 Months Ended |
Sep. 30, 2018 | |
Entity information | |
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to Net income/(loss) | The following table details rental income and NOI for UDR’s reportable segments for the three and nine months ended September 30, 2018 and 2017, and reconciles NOI to Net income/(loss) attributable to UDR, Inc. on the Consolidated Statements of Operations (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Reportable apartment home segment rental income Same-Store Communities West Region $ 102,615 $ 98,264 $ 298,456 $ 286,040 Mid-Atlantic Region 55,323 53,539 164,811 160,399 Northeast Region 38,822 38,162 114,974 113,814 Southeast Region 30,984 29,297 91,472 87,103 Southwest Region 12,902 12,620 32,696 32,181 Non-Mature Communities/Other 22,610 16,382 67,964 54,656 Total segment and consolidated rental income $ 263,256 $ 248,264 $ 770,373 $ 734,193 Reportable apartment home segment NOI Same-Store Communities West Region $ 77,321 $ 72,962 $ 225,240 $ 213,375 Mid-Atlantic Region 38,220 37,107 114,465 112,232 Northeast Region 25,941 26,100 79,123 80,151 Southeast Region 21,597 20,712 63,806 60,432 Southwest Region 7,640 7,416 19,636 19,722 Non-Mature Communities/Other 14,095 10,424 42,433 34,915 Total segment and consolidated NOI 184,814 174,721 544,703 520,827 Reconciling items: Joint venture management and other fees 2,888 2,827 8,819 8,718 Property management (7,240) (6,827) (21,185) (20,190) Other operating expenses (3,314) (1,950) (8,148) (6,010) Real estate depreciation and amortization (107,881) (107,171) (322,537) (320,653) General and administrative (11,896) (12,467) (36,028) (36,976) Casualty-related (charges)/recoveries, net (678) (2,056) (2,364) (3,749) Other depreciation and amortization (1,682) (1,585) (5,057) (4,760) Income/(loss) from unconsolidated entities (1,382) 1,819 (5,091) 11,591 Interest expense (34,401) (30,095) (95,942) (94,500) Interest income and other income/(expense), net 1,188 481 5,075 1,423 Tax (provision)/benefit, net (158) (127) (618) (825) Gain/(loss) on sale of real estate owned, net of tax — — 70,300 2,132 Net (income)/loss attributable to redeemable noncontrolling interests in the Operating Partnership and DownREIT Partnership (1,616) (1,415) (10,819) (4,607) Net (income)/loss attributable to noncontrolling interests (32) 35 (141) (107) Net income/(loss) attributable to UDR, Inc. $ 18,610 $ 16,190 $ 120,967 $ 52,314 (a) Same-Store Community population consisted of 38,307 apartment homes. (b) Same-Store Community population consisted of 37,673 apartment homes. |
Details of assets of UDR's reportable segments | The following table details the assets of UDR’s reportable segments as of September 30, 2018 and December 31, 2017 (dollars in thousands) : September 30, December 31, 2018 2017 Reportable apartment home segment assets: Same-Store Communities: West Region $ 3,752,322 $ 3,727,230 Mid-Atlantic Region 2,308,495 2,290,241 Northeast Region 1,871,387 1,865,762 Southeast Region 774,090 762,102 Southwest Region 368,729 364,607 Non-Mature Communities/Other 1,252,641 1,167,264 Total segment assets 10,327,664 10,177,206 Accumulated depreciation (3,626,327) (3,330,166) Total segment assets — net book value 6,701,337 6,847,040 Reconciling items: Cash and cash equivalents 1,084 2,038 Restricted cash 26,996 19,792 Notes receivable, net 41,009 19,469 Investment in and advances to unconsolidated joint ventures, net 767,376 720,830 Other assets 140,982 124,104 Total consolidated assets $ 7,678,784 $ 7,733,273 |
United Dominion Reality L.P. | |
Entity information | |
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to Net income/(loss) | The following table details rental income and NOI for the Operating Partnership’s reportable segments for the three and nine months ended September 30, 2018 and 2017, and reconciles NOI to Net income/(loss) attributable to OP unitholders on the Consolidated Statements of Operations (dollars in thousands) : Three Months Ended Nine Months Ended September 30, (a) September 30, (b) 2018 2017 2018 2017 Reportable apartment home segment rental income Same-Store Communities West Region $ 62,320 $ 59,383 $ 183,885 $ 175,378 Mid-Atlantic Region 15,085 14,657 45,172 44,203 Northeast Region 13,771 13,746 40,780 40,850 Southeast Region 13,262 12,448 38,881 37,171 Non-Mature Communities/Other 5,101 5,019 14,679 14,344 Total segment and consolidated rental income $ 109,539 $ 105,253 $ 323,397 $ 311,946 Reportable apartment home segment NOI Same-Store Communities West Region $ 47,692 $ 44,605 $ 140,603 $ 132,368 Mid-Atlantic Region 10,178 9,843 30,953 30,073 Northeast Region 9,471 9,884 29,373 30,488 Southeast Region 9,336 8,844 26,979 25,671 Non-Mature Communities/Other 3,471 3,385 10,064 10,038 Total segment and consolidated NOI 80,148 76,561 237,972 228,638 Reconciling items: Property management (3,012) (2,894) (8,893) (8,578) Other operating expenses (2,347) (1,572) (6,098) (5,248) Real estate depreciation and amortization (35,043) (37,057) (108,906) (113,167) General and administrative (4,143) (4,134) (12,997) (13,760) Casualty-related (charges)/recoveries, net 10 43 (906) (1,701) Income/(loss) from unconsolidated entities (2,378) (4,782) (10,102) (14,556) Interest expense (5,100) (5,055) (15,209) (25,318) Gain/(loss) on sale of real estate owned — — 70,300 — Net (income)/loss attributable to noncontrolling interests (440) (374) (1,278) (1,067) Net income/(loss) attributable to OP unitholders $ 27,695 $ 20,736 $ 143,883 $ 45,243 (a) Same-Store Community population consisted of 16,216 apartment homes. (b) Same-Store Community population consisted of 16,216 apartment homes. |
Details of assets of UDR's reportable segments | The following table details the assets of the Operating Partnership’s reportable segments as of September 30, 2018 and December 31, 2017 (dollars in thousands) : September 30, December 31, 2018 2017 Reportable apartment home segment assets Same-Store Communities West Region $ 1,973,796 $ 1,955,962 Mid-Atlantic Region 660,775 655,850 Northeast Region 680,227 677,767 Southeast Region 338,964 334,811 Non-Mature Communities/Other 154,356 192,566 Total segment assets 3,808,118 3,816,956 Accumulated depreciation (1,627,511) (1,543,652) Total segment assets - net book value 2,180,607 2,273,304 Reconciling items: Cash and cash equivalents 83 293 Restricted cash 13,515 12,579 Investment in unconsolidated entities 53,772 76,907 Other assets 34,005 32,490 Total consolidated assets $ 2,281,982 $ 2,395,573 |
CONSOLIDATION AND BASIS OF PR_2
CONSOLIDATION AND BASIS OF PRESENTATION - GP Units (UNITED DOMINION REALTY, L.P.) (Details) | 3 Months Ended | |
Sep. 30, 2018communityitemshares | Dec. 31, 2017shares | |
Basis of presentation | ||
Number of real estate properties | community | 127 | |
Number of apartments owned (in apartments homes) | item | 40,420 | |
Operating Partnership units outstanding related to limited partner | 183,636,543 | 183,350,924 |
United Dominion Reality L.P. | ||
Basis of presentation | ||
Rental revenues percent of General Partner's consolidated rental revenues | 42.00% | |
General Partners Capital Account Units Owned Percentage | 94.90% | |
Operating Partnership units outstanding related to limited partner | 174,248,699 | |
United Dominion Reality L.P. | ||
Basis of presentation | ||
Number of real estate properties | community | 52 | |
Number of markets operating within (in markets) | item | 15 | |
Number of apartments owned (in apartments homes) | item | 16,434 | |
Operating Partnership outstanding units | 183,636,543 | 183,350,924 |
OP units outstanding related to general partner | 110,883 | 110,883 |
Operating Partnership units outstanding related to limited partner | 183,525,660 | 183,240,041 |
UDR, Inc. | ||
Basis of presentation | ||
Operating Partnership units outstanding related to limited partner | 174,137,816 | 174,126,805 |
Percentage of units outstanding in Heritage Operating Partnership | 94.90% | 95.00% |
UDR, Inc. | United Dominion Reality L.P. | ||
Basis of presentation | ||
General Partners Capital Account Units Owned Percentage | 94.90% | |
Operating Partnership outstanding units | 174,237,688 | |
OP units outstanding related to general partner | 174,248,699 | |
Percentage of units outstanding in Heritage Operating Partnership | 95.00% | |
Non-affiliated Partners | United Dominion Reality L.P. | ||
Basis of presentation | ||
Operating Partnership outstanding units | 9,113,236 | |
Operating Partnership units outstanding related to limited partner | 9,387,844 | |
Percentage of units outstanding in Heritage Operating Partnership | 5.10% | 5.00% |
Class A Limited Partner | United Dominion Reality L.P. | ||
Basis of presentation | ||
Operating Partnership units outstanding related to limited partner | 1,873,332 | 1,873,332 |
Class A Limited Partner | UDR, Inc. | ||
Basis of presentation | ||
Operating Partnership units outstanding related to limited partner | 121,661 | 121,661 |
Limited Partner | ||
Basis of presentation | ||
Operating Partnership units outstanding related to limited partner | 7,636,173 | 7,361,565 |
Limited Partner | UDR, Inc. | ||
Basis of presentation | ||
Operating Partnership units outstanding related to limited partner | 174,016,155 | 174,005,144 |
General Partner | UDR, Inc. | ||
Basis of presentation | ||
Operating Partnership units outstanding related to limited partner | 110,883 | 110,883 |
Non-affiliated Partners | United Dominion Reality L.P. | ||
Basis of presentation | ||
Operating Partnership units outstanding related to limited partner | 9,387,844 | 9,113,236 |
Percentage of units outstanding in Heritage Operating Partnership | 5.10% | 5.00% |
Non-affiliated Partners | Class A Limited Partner | ||
Basis of presentation | ||
Operating Partnership units outstanding related to limited partner | 1,751,671 | 1,751,671 |
SIGNIFICANT ACCOUNTING POLIC_10
SIGNIFICANT ACCOUNTING POLICIES (UNITED DOMINION REALTY, L.P.) - Revenue Recognition (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | |
Revenue Recognition | ||
Increase (Decrease) in Operating Assets | $ 13,199 | $ 7,782 |
Net cash provided by/(used in) operating activities | 406,724 | 389,276 |
Capital expenditures and other major improvements - real estate assets, net of escrow reimbursement | 76,381 | 91,633 |
Net cash provided by/(used in) investing activities | (203,106) | (383,371) |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | $ 6,250 | 95 |
Number of Investment | item | 1 | |
ASU 2016-18 | Adjustment | ||
Revenue Recognition | ||
Increase (Decrease) in Operating Assets | 407 | |
Net cash provided by/(used in) operating activities | 407 | |
Capital expenditures and other major improvements - real estate assets, net of escrow reimbursement | 12 | |
Net cash provided by/(used in) investing activities | 12 | |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | 419 | |
United Dominion Reality L.P. | ||
Revenue Recognition | ||
Increase (Decrease) in Operating Assets | $ 2,968 | 1,084 |
Net cash provided by/(used in) operating activities | 196,498 | 183,432 |
Capital expenditures and other major improvements - real estate assets, net of escrow reimbursement | 31,828 | 42,750 |
Net cash provided by/(used in) investing activities | 70,638 | (30,222) |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | $ 726 | 380 |
United Dominion Reality L.P. | ASU 2016-18 | Adjustment | ||
Revenue Recognition | ||
Increase (Decrease) in Operating Assets | 846 | |
Net cash provided by/(used in) operating activities | 846 | |
Capital expenditures and other major improvements - real estate assets, net of escrow reimbursement | 68 | |
Net cash provided by/(used in) investing activities | 68 | |
Net increase/(decrease) in cash, cash equivalents, and restricted cash | $ 914 |
SIGNIFICANT ACCOUNTING POLIC_11
SIGNIFICANT ACCOUNTING POLICIES (UNITED DOMINION REALTY, L.P.) - Disaggregation (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | |
Disaggregation of revenue | ||||
Rental income | $ 243,299 | $ 229,400 | $ 710,410 | $ 677,708 |
Operating Leases, Income Statement, Lease Revenue, Total | $ 263,256 | 248,264 | $ 770,373 | 734,193 |
Same store communities | item | 38,307 | 37,673 | ||
Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Rental income | $ 95,447 | 91,399 | $ 277,317 | 265,595 |
Operating Leases, Income Statement, Lease Revenue, Total | 102,615 | 98,264 | 298,456 | 286,040 |
Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Rental income | 51,291 | 49,772 | 152,866 | 148,916 |
Operating Leases, Income Statement, Lease Revenue, Total | 55,323 | 53,539 | 164,811 | 160,399 |
Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Rental income | 37,201 | 36,726 | 110,541 | 109,495 |
Operating Leases, Income Statement, Lease Revenue, Total | 38,822 | 38,162 | 114,974 | 113,814 |
Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Rental income | 27,773 | 26,221 | 81,555 | 77,697 |
Operating Leases, Income Statement, Lease Revenue, Total | 30,984 | 29,297 | 91,472 | 87,103 |
Same Store Communities Southwest Region | ||||
Disaggregation of revenue | ||||
Rental income | 11,647 | 11,446 | 29,561 | 29,126 |
Operating Leases, Income Statement, Lease Revenue, Total | 12,902 | 12,620 | 32,696 | 32,181 |
Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Rental income | 19,940 | 13,836 | 58,570 | 46,879 |
Operating Leases, Income Statement, Lease Revenue, Total | 22,610 | 16,382 | 67,964 | 54,656 |
United Dominion Reality L.P. | ||||
Disaggregation of revenue | ||||
Rental income | 101,063 | 97,014 | 297,607 | 287,152 |
Operating Leases, Income Statement, Lease Revenue, Total | $ 109,539 | 105,253 | $ 323,397 | 311,946 |
Same store communities | item | 16,216 | 16,216 | ||
United Dominion Reality L.P. | Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Rental income | $ 57,629 | 54,855 | $ 169,638 | 161,828 |
Operating Leases, Income Statement, Lease Revenue, Total | 62,320 | 59,383 | 183,885 | 175,378 |
United Dominion Reality L.P. | Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Rental income | 14,065 | 13,615 | 41,944 | 41,008 |
Operating Leases, Income Statement, Lease Revenue, Total | 15,085 | 14,657 | 45,172 | 44,203 |
United Dominion Reality L.P. | Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Rental income | 13,048 | 13,020 | 38,774 | 38,671 |
Operating Leases, Income Statement, Lease Revenue, Total | 13,771 | 13,746 | 40,780 | 40,850 |
United Dominion Reality L.P. | Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Rental income | 11,834 | 11,057 | 34,479 | 32,893 |
Operating Leases, Income Statement, Lease Revenue, Total | 13,262 | 12,448 | 38,881 | 37,171 |
United Dominion Reality L.P. | Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Rental income | 4,487 | 4,467 | 12,772 | 12,752 |
Operating Leases, Income Statement, Lease Revenue, Total | 5,101 | 5,019 | 14,679 | 14,344 |
Reimbursements Revenue | ||||
Disaggregation of revenue | ||||
Disaggregated income | 11,696 | 10,918 | 35,004 | 33,275 |
Reimbursements Revenue | Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 4,415 | 4,111 | 12,908 | 12,295 |
Reimbursements Revenue | Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 2,247 | 2,121 | 6,850 | 6,629 |
Reimbursements Revenue | Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 672 | 691 | 1,952 | 2,131 |
Reimbursements Revenue | Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,730 | 1,634 | 5,124 | 4,872 |
Reimbursements Revenue | Same Store Communities Southwest Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 651 | 624 | 1,649 | 1,572 |
Reimbursements Revenue | Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,981 | 1,737 | 6,521 | 5,776 |
Reimbursements Revenue | United Dominion Reality L.P. | ||||
Disaggregation of revenue | ||||
Disaggregated income | 5,251 | 4,995 | 15,760 | 15,154 |
Reimbursements Revenue | United Dominion Reality L.P. | Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 2,940 | 2,732 | 8,763 | 8,248 |
Reimbursements Revenue | United Dominion Reality L.P. | Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 580 | 572 | 1,869 | 1,806 |
Reimbursements Revenue | United Dominion Reality L.P. | Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 422 | 483 | 1,200 | 1,451 |
Reimbursements Revenue | United Dominion Reality L.P. | Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 770 | 728 | 2,302 | 2,218 |
Reimbursements Revenue | United Dominion Reality L.P. | Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Disaggregated income | 539 | 480 | 1,626 | 1,431 |
Other Revenue | ||||
Disaggregation of revenue | ||||
Disaggregated income | 8,261 | 7,946 | 24,959 | 23,210 |
Other Revenue | Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 2,753 | 2,754 | 8,231 | 8,150 |
Other Revenue | Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,785 | 1,646 | 5,095 | 4,854 |
Other Revenue | Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 949 | 745 | 2,481 | 2,188 |
Other Revenue | Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,481 | 1,442 | 4,793 | 4,534 |
Other Revenue | Same Store Communities Southwest Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 604 | 550 | 1,486 | 1,483 |
Other Revenue | Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Disaggregated income | 689 | 809 | 2,873 | 2,001 |
Other Revenue | United Dominion Reality L.P. | ||||
Disaggregation of revenue | ||||
Disaggregated income | 3,225 | 3,244 | 10,030 | 9,640 |
Other Revenue | United Dominion Reality L.P. | Same Store Communities West Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 1,751 | 1,796 | 5,484 | 5,302 |
Other Revenue | United Dominion Reality L.P. | Same Store Communities Mid-Atlantic Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 440 | 470 | 1,359 | 1,389 |
Other Revenue | United Dominion Reality L.P. | Same Store Communities Northeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 301 | 243 | 806 | 728 |
Other Revenue | United Dominion Reality L.P. | Same Store Communities Southeast Region | ||||
Disaggregation of revenue | ||||
Disaggregated income | 658 | 663 | 2,100 | 2,060 |
Other Revenue | United Dominion Reality L.P. | Non-Mature communities/Other | ||||
Disaggregation of revenue | ||||
Disaggregated income | $ 75 | $ 72 | $ 281 | $ 161 |
REAL ESTATE OWNED (UNITED DOM_3
REAL ESTATE OWNED (UNITED DOMINION REALTY, L.P.) - Summary (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018USD ($)item | Dec. 31, 2017USD ($) | |
Real estate owned | ||
Land | $ 1,824,847 | $ 1,780,229 |
Depreciable property - held and used: | ||
Land improvements | 195,051 | 189,919 |
Building, improvements, and furniture, fixtures and equipment | 7,789,244 | 7,614,568 |
Under development: | ||
Real estate under development (net of accumulated depreciation of $3,674 and $3,854, respectively) | 347,012 | 588,636 |
Real estate owned | 10,327,664 | 10,177,206 |
Accumulated depreciation | (3,626,327) | (3,330,166) |
Total real estate owned, net of accumulated depreciation | 6,701,337 | 6,847,040 |
Land | ||
Under development: | ||
Real estate under development (net of accumulated depreciation of $3,674 and $3,854, respectively) | 42,138 | 109,468 |
Real estate held for disposition | 28,889 | |
Building and improvements | ||
Under development: | ||
Real estate under development (net of accumulated depreciation of $3,674 and $3,854, respectively) | 308,548 | 483,022 |
Real estate held for disposition | $ 138,947 | |
ORANGE COUNTY, CA | ||
Under development: | ||
Number of apartment homes sold | item | 264 | |
Sale price | $ 90,500 | |
Gain/(loss) on sales of real estate owned, net of tax | 70,300 | |
United Dominion Reality L.P. | ||
Real estate owned | ||
Land | 711,256 | 719,410 |
Depreciable property - held and used: | ||
Land improvements | 90,506 | 89,331 |
Building, improvements, and furniture, fixtures and equipment | 2,998,764 | 3,008,215 |
Under development: | ||
Real estate owned | 3,808,118 | 3,816,956 |
Accumulated depreciation | (1,627,511) | (1,543,652) |
Total real estate owned, net of accumulated depreciation | 2,180,607 | $ 2,273,304 |
United Dominion Reality L.P. | Land | ||
Under development: | ||
Real estate held for disposition | 1,380 | |
United Dominion Reality L.P. | Building and improvements | ||
Under development: | ||
Real estate held for disposition | $ 6,212 | |
United Dominion Reality L.P. | ORANGE COUNTY, CA | ||
Under development: | ||
Number of apartment homes sold | item | 264 | |
Sale price | $ 90,500 | |
Gain/(loss) on sales of real estate owned, net of tax | 70,300 | |
United Dominion Reality L.P. | Fairfax, VA | ||
Under development: | ||
Sale price | $ 9,300 |
REAL ESTATE OWNED (UNITED DOM_4
REAL ESTATE OWNED (UNITED DOMINION REALTY, L.P.) - Acquisitions and Dispositions (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($)statecommunityitem | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)statecommunityitem | Sep. 30, 2017USD ($) | |
Real Estate Owned Disclosure | ||||
Number of communities owned (in communities) | community | 127 | 127 | ||
Number of states in which there are owned and consolidated communities | state | 11 | 11 | ||
Development costs excluding direct costs and capitalized interest | $ 1.6 | $ 2.2 | $ 6.6 | $ 6.6 |
Number of apartments owned (in apartments homes) | item | 40,420 | 40,420 | ||
Interest capitalized during period | $ 1.6 | 4.6 | $ 9.8 | 14 |
United Dominion Reality L.P. | ||||
Real Estate Owned Disclosure | ||||
Number of communities owned (in communities) | community | 52 | 52 | ||
Number of states in which there are owned and consolidated communities | state | 9 | 9 | ||
Development costs excluding direct costs and capitalized interest | $ 0 | 0.4 | ||
Number of apartments owned (in apartments homes) | item | 16,434 | 16,434 | ||
United Dominion Reality L.P. | Maximum | ||||
Real Estate Owned Disclosure | ||||
Development costs excluding direct costs and capitalized interest | 0.1 | $ 0.1 | ||
Interest capitalized during period | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.1 |
UNCONSOLIDATED ENTITIES (UNIT_3
UNCONSOLIDATED ENTITIES (UNITED DOMINION REALTY, L.P.) - Summary Financial Information (Details) - UDR Lighthouse DownREIT L.P. - United Dominion Reality L.P. - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Total real estate, net | $ 1,306,468 | $ 1,306,468 | $ 1,359,170 | ||
Cash and cash equivalents | 41 | 41 | 39 | ||
Note receivable from the General Partner | 126,500 | 126,500 | 126,500 | ||
Other assets | 5,428 | 5,428 | 4,937 | ||
Total assets | 1,438,437 | 1,438,437 | 1,490,646 | ||
Secured debt, net | 432,659 | 432,659 | 437,510 | ||
Other liabilities | 26,300 | 26,300 | 27,574 | ||
Liabilities | 458,959 | 458,959 | 465,084 | ||
Total capital | 979,478 | 979,478 | 1,025,562 | ||
Total liabilities and capital | 1,438,437 | 1,438,437 | $ 1,490,646 | ||
Rental income | 35,069 | $ 33,883 | 103,842 | $ 100,809 | |
Property operating expenses | (14,303) | (13,974) | (43,180) | (41,589) | |
Real estate depreciation and amortization | (22,097) | (21,135) | (65,704) | (62,651) | |
Operating income/(loss) | (1,331) | (1,226) | (5,042) | (3,431) | |
Interest expense | (3,343) | (3,657) | (10,553) | (10,830) | |
Interest income on note receivable from the General Partner | 1,196 | 1,192 | 3,587 | 3,525 | |
Net income /(loss) | $ (3,478) | $ (3,691) | $ (12,008) | $ (10,736) |
UNCONSOLIDATED ENTITIES (UNIT_4
UNCONSOLIDATED ENTITIES (UNITED DOMINION REALTY, L.P.) - Additional Information (Details) $ in Thousands | 1 Months Ended | |
Sep. 30, 2018USD ($)communityhomeitem | Dec. 31, 2017USD ($) | |
Unconsolidated entities | ||
Number of real estate properties | community | 127 | |
Number of apartment homes owned and consolidated | item | 40,420 | |
Equity Method Investments | $ 767,376 | $ 720,830 |
United Dominion Reality L.P. | ||
Unconsolidated entities | ||
Number of real estate properties | community | 52 | |
Number of apartment homes owned and consolidated | item | 16,434 | |
Equity Method Investments | $ 53,772 | 76,907 |
United Dominion Reality L.P. | Fairfax, VA | ||
Unconsolidated entities | ||
Sale price | $ 9,300 | |
United Dominion Reality L.P. | UDR Lighthouse DownREIT L.P. | ||
Unconsolidated entities | ||
Number of real estate properties | community | 13 | |
Number of apartment homes owned and consolidated | item | 6,261 | |
Equity Method Investments | $ 53,800 | $ 76,900 |
Number of apartment homes sold | home | 604 | |
United Dominion Reality L.P. | UDR Lighthouse DownREIT L.P. | Fairfax, VA | ||
Unconsolidated entities | ||
Number of apartment homes sold | home | 604 | |
Sale price | $ 150,700 |
DEBT, NET (UNITED DOMINION RE_3
DEBT, NET (UNITED DOMINION REALTY, L.P.) - Summary (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018USD ($)community | Dec. 31, 2017USD ($) | |
Fixed and variable rate debt | ||
Weighted Average Interest Rate | 3.63% | |
Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 4 years 10 months 24 days | |
Fixed Rate Debt | Mortgages Notes Payable | ||
Fixed and variable rate debt | ||
Principal outstanding | $ 419,482 | $ 395,611 |
Weighted Average Interest Rate | 3.82% | |
Communities Encumbered (in communities) | community | 7 | |
Fixed Rate Debt | Mortgages Notes Payable | Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 6 years 1 month 6 days | |
Fixed Rate Debt | Fannie Mae credit facilities | ||
Fixed and variable rate debt | ||
Principal outstanding | $ 285,836 | 285,836 |
Weighted Average Interest Rate | 4.86% | |
Communities Encumbered (in communities) | community | 8 | |
Fixed Rate Debt | Fannie Mae credit facilities | Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 1 year 3 months 18 days | |
Variable Rate Debt | Fannie Mae credit facilities | ||
Fixed and variable rate debt | ||
Principal outstanding | 29,034 | |
Variable Rate Debt | Tax-exempt secured notes payable | ||
Fixed and variable rate debt | ||
Principal outstanding | $ 94,700 | 94,700 |
Weighted Average Interest Rate | 2.16% | |
Communities Encumbered (in communities) | community | 2 | |
Variable Rate Debt | Tax-exempt secured notes payable | Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 4 years 4 months 24 days | |
United Dominion Reality L.P. | ||
Fixed and variable rate debt | ||
Principal outstanding | $ 159,966 | 159,845 |
Weighted Average Interest Rate | 4.87% | |
Communities Encumbered (in communities) | community | 5 | |
United Dominion Reality L.P. | Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 3 years 2 months 12 days | |
United Dominion Reality L.P. | Fixed Rate Debt | ||
Fixed and variable rate debt | ||
Principal outstanding | $ 133,039 | 132,923 |
Weighted Average Interest Rate | 5.28% | |
Communities Encumbered (in communities) | community | 4 | |
Deferred finance costs, net | $ (166) | (282) |
United Dominion Reality L.P. | Fixed Rate Debt | Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 1 year 1 month 6 days | |
United Dominion Reality L.P. | Fixed Rate Debt | Fannie Mae credit facilities | ||
Fixed and variable rate debt | ||
Principal outstanding | $ 133,205 | 133,205 |
Weighted Average Interest Rate | 5.28% | |
Communities Encumbered (in communities) | community | 4 | |
United Dominion Reality L.P. | Fixed Rate Debt | Fannie Mae credit facilities | Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 1 year 1 month 6 days | |
United Dominion Reality L.P. | Variable Rate Debt | ||
Fixed and variable rate debt | ||
Principal outstanding | $ 26,927 | 26,922 |
Weighted Average Interest Rate | 2.20% | |
Communities Encumbered (in communities) | community | 1 | |
Deferred finance costs, net | $ (73) | (78) |
United Dominion Reality L.P. | Variable Rate Debt | Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 13 years 6 months | |
United Dominion Reality L.P. | Variable Rate Debt | Tax-exempt secured notes payable | ||
Fixed and variable rate debt | ||
Principal outstanding | $ 27,000 | $ 27,000 |
Weighted Average Interest Rate | 2.20% | |
Communities Encumbered (in communities) | community | 1 | |
United Dominion Reality L.P. | Variable Rate Debt | Tax-exempt secured notes payable | Weighted Average | ||
Fixed and variable rate debt | ||
Years to maturity | 13 years 6 months |
DEBT, NET (UNITED DOMINION RE_4
DEBT, NET (UNITED DOMINION REALTY, L.P.) - Credit Facilities (Details) - USD ($) | 1 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Sep. 30, 2018 | Dec. 31, 2017 | |
Fixed and variable rate debt | |||
Borrowings outstanding | $ 3,300,000 | $ 3,300,000 | $ 3,300,000 |
Fannie Mae | |||
Fixed and variable rate debt | |||
Borrowings outstanding | $ 285,836,000 | 285,836,000 | 314,870,000 |
Weighted average borrowings during the period ended | 308,417,000 | 416,653,000 | |
Maximum daily borrowings during the period ended | $ 314,869,000 | $ 636,782,000 | |
Weighted average interest rate during the period ended | 4.80% | 4.30% | |
Interest rate at the end of the period | 4.90% | 4.90% | 4.70% |
United Dominion Reality L.P. | |||
Fixed and variable rate debt | |||
Borrowings outstanding | $ 133,205,000 | $ 133,205,000 | $ 133,205,000 |
Weighted average borrowings during the period ended | 133,205,000 | 223,347,000 | |
Maximum daily borrowings during the period ended | $ 133,205,000 | $ 408,549,000 | |
Weighted average interest rate during the period ended | 5.30% | 4.60% | |
Interest rate at the end of the period | 5.30% | 5.30% | 5.30% |
United Dominion Reality L.P. | Fannie Mae credit facilities | |||
Fixed and variable rate debt | |||
Borrowings outstanding | $ 133,200,000 | $ 133,200,000 | |
Weighted average borrowings during the period ended | 5.28 | ||
Fixed Rate Debt | United Dominion Reality L.P. | General Partner | |||
Fixed and variable rate debt | |||
Borrowings outstanding | 285,800,000 | 285,800,000 | |
Fixed Rate Debt | United Dominion Reality L.P. | Operating Partnership | |||
Fixed and variable rate debt | |||
Borrowings outstanding | $ 133,200,000 | $ 133,200,000 | |
Fixed Rate Debt | United Dominion Reality L.P. | Fannie Mae credit facilities | Operating Partnership | |||
Fixed and variable rate debt | |||
Weighted average interest rate during the period ended | 5.28% | ||
Variable Rate Debt | United Dominion Reality L.P. | Mortgages Notes Payable | Operating Partnership | |||
Fixed and variable rate debt | |||
Interest rate at the end of the period | 2.20% | 2.20% |
DEBT, NET (UNITED DOMINION RE_5
DEBT, NET (UNITED DOMINION REALTY, L.P.) - Maturities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Fixed and variable rate debt | |||||
2,018 | $ 415,935 | $ 415,935 | |||
2,019 | 267,359 | 267,359 | |||
2,020 | 498,076 | 498,076 | |||
2,020 | 52,127 | 52,127 | |||
2,021 | 401,157 | 401,157 | |||
2,023 | 391,245 | 391,245 | |||
2,024 | 315,644 | 315,644 | |||
2,025 | 427,600 | 427,600 | |||
2,026 | 350,000 | 350,000 | |||
2,027 | 300,000 | 300,000 | |||
Thereafter | 407,000 | 407,000 | |||
Long-term Debt | 3,826,143 | 3,826,143 | |||
Non-cash (a) | (14,963) | (14,963) | |||
Total | 798,241 | 798,241 | $ 803,269 | ||
Amortization of financing costs | 1,100 | $ 1,100 | 3,200 | $ 3,200 | |
United Dominion Reality L.P. | |||||
Fixed and variable rate debt | |||||
2,019 | 133,205 | 133,205 | |||
Thereafter | 27,000 | 27,000 | |||
Long-term Debt | 160,205 | 160,205 | |||
Non-cash (a) | (239) | (239) | |||
Total | 159,966 | 159,966 | $ 159,845 | ||
Amortization of financing costs | 100 | $ 300 | |||
United Dominion Reality L.P. | Maximum | |||||
Fixed and variable rate debt | |||||
Amortization of financing costs | 100 | $ 100 | |||
United Dominion Reality L.P. | Fixed Rate Debt | |||||
Fixed and variable rate debt | |||||
2,019 | 133,205 | 133,205 | |||
Long-term Debt | 133,205 | 133,205 | |||
Non-cash (a) | (166) | (166) | |||
Total | 133,039 | 133,039 | |||
United Dominion Reality L.P. | Tax-exempt secured notes payable | |||||
Fixed and variable rate debt | |||||
Thereafter | 27,000 | 27,000 | |||
Long-term Debt | 27,000 | 27,000 | |||
Non-cash (a) | (73) | (73) | |||
Total | $ 26,927 | $ 26,927 |
DEBT, NET (UNITED DOMINION RE_6
DEBT, NET (UNITED DOMINION REALTY, L.P.) - Additional Information (Details) - USD ($) $ in Thousands | Oct. 26, 2018 | Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 |
Fixed and variable rate debt | ||||||
Amortization of financing costs | $ 1,100 | $ 1,100 | $ 3,200 | $ 3,200 | ||
Long-term commercial paper | 500,000 | 500,000 | ||||
Borrowings outstanding at end of period | 3,300 | 3,300 | $ 3,300 | |||
Unsecured Commercial Bank Credit Facility | ||||||
Fixed and variable rate debt | ||||||
Total revolving credit facility | 2,000,000 | 2,000,000 | ||||
Commercial Paper | ||||||
Fixed and variable rate debt | ||||||
Commercial paper program | 415,000 | 415,000 | 300,000 | |||
Term Loan due September 2023 | Unsecured Commercial Bank Credit Facility | ||||||
Fixed and variable rate debt | ||||||
Total revolving credit facility | 350,000 | 350,000 | ||||
Term note due January 2029 | Unsecured Commercial Bank Credit Facility | ||||||
Fixed and variable rate debt | ||||||
Total revolving credit facility | $ 300,000 | |||||
Interest rate | 4.40% | |||||
United Dominion Reality L.P. | ||||||
Fixed and variable rate debt | ||||||
Amortization of financing costs | 100 | $ 300 | ||||
Borrowings outstanding at end of period | 133,205 | 133,205 | 133,205 | |||
United Dominion Reality L.P. | Financial Guarantee | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | 1,100,000 | 1,100,000 | ||||
United Dominion Reality L.P. | Maximum | ||||||
Fixed and variable rate debt | ||||||
Amortization of financing costs | 100 | $ 100 | ||||
United Dominion Reality L.P. | Unsecured Commercial Bank Credit Facility | ||||||
Fixed and variable rate debt | ||||||
Long-term commercial paper | 500,000 | 500,000 | ||||
United Dominion Reality L.P. | Fannie Mae credit facilities | ||||||
Fixed and variable rate debt | ||||||
Borrowings outstanding at end of period | 133,200 | 133,200 | ||||
United Dominion Reality L.P. | Unsecured Commercial Paper | ||||||
Fixed and variable rate debt | ||||||
Borrowings outstanding at end of period | 415,000 | 415,000 | $ 300,000 | |||
United Dominion Reality L.P. | 3.70% Term Notes Due October 2020 | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | 300,000 | 300,000 | ||||
United Dominion Reality L.P. | 4.63% Medium-Term Notes due January 2022 | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | 400,000 | 400,000 | ||||
United Dominion Reality L.P. | Term Loan due September 2023 | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | 350,000 | 350,000 | ||||
United Dominion Reality L.P. | 3.75% Medium-Term Notes Due July 2024 | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | 300,000 | 300,000 | ||||
United Dominion Reality L.P. | 4.00% Medium-Term Note due October 2025 | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | 300,000 | 300,000 | ||||
United Dominion Reality L.P. | 2.95% Medium-Term Note due September 2026 | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | 300,000 | 300,000 | ||||
United Dominion Reality L.P. | 3.50 Medium-Term Note due July 2027 | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | $ 300,000 | $ 300,000 | ||||
United Dominion Reality L.P. | Term note due January 2029 | Unsecured Commercial Bank Credit Facility | Financial Guarantee | ||||||
Fixed and variable rate debt | ||||||
Guarantor borrowing capacity | $ 300,000 | |||||
Interest rate | 4.40% | |||||
Fannie Mae credit facilities | Fixed Rate Debt | ||||||
Fixed and variable rate debt | ||||||
Repayments of outstanding borrowing | $ 195,800 |
RELATED PARTY TRANSACTIONS (U_2
RELATED PARTY TRANSACTIONS (UNITED DOMINION REALTY, L.P.) (Details) - United Dominion Reality L.P. - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Related party transactions | |||||
Net advances (to)/from the General Partner | $ 294,500 | $ 294,500 | $ 397,900 | ||
Notes payable due to the General Partner | 273,334 | 273,334 | 273,334 | ||
Interest expense, related party | 3,053 | $ 3,053 | 9,159 | $ 9,159 | |
UDR, Inc. | |||||
Related party transactions | |||||
General and administrative expenses allocated to the Operating Partnership by UDR | 3,300 | 2,700 | 10,500 | 10,800 | |
Related party management fees | 3,800 | $ 4,400 | 11,400 | $ 11,500 | |
UDR, Inc. | Bottom Dollar guaranty | |||||
Related party transactions | |||||
Notes payable due to the General Partner | $ 273,300 | $ 273,300 | $ 273,300 | ||
Note for 83.2 million | UDR, Inc. | Guaranty related to community acquisition | |||||
Related party transactions | |||||
Related party guaranty note payable interest rate | 4.12% | 4.12% | |||
Debt instrument, maturity date range, end | Aug. 31, 2021 | ||||
Note for 5 million | UDR, Inc. | Guaranty related to community acquisition | |||||
Related party transactions | |||||
Related party guaranty note payable interest rate | 5.34% | 5.34% | |||
Debt instrument, maturity date range, end | Dec. 31, 2023 | ||||
Note for 184.6 million | UDR, Inc. | Guaranty related to community acquisition | |||||
Related party transactions | |||||
Debt instrument, maturity date range, end | Apr. 1, 2026 |
FAIR VALUE OF DERIVATIVES AND_6
FAIR VALUE OF DERIVATIVES AND FINANCIAL INSTRUMENTS (UNITED DOMINION REALTY, L.P.) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2017 | |
Debt instruments - fair value | ||
Transfer between the levels | $ 0 | |
Fair Value, Measurements, Recurring | Carrying Amount | ||
Debt instruments - fair value | ||
Total liabilities | 3,827,696 | $ 3,688,070 |
Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Total liabilities | 3,773,975 | 3,746,572 |
Level 3 | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Total liabilities | 3,773,975 | 3,746,572 |
United Dominion Reality L.P. | Fair Value, Measurements, Recurring | Carrying Amount | ||
Debt instruments - fair value | ||
Total liabilities | 160,205 | 160,205 |
United Dominion Reality L.P. | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Total liabilities | 162,030 | 164,150 |
United Dominion Reality L.P. | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | Carrying Amount | ||
Debt instruments - fair value | ||
Fair value | 27,000 | |
United Dominion Reality L.P. | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 27,000 | |
United Dominion Reality L.P. | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Carrying Amount | ||
Debt instruments - fair value | ||
Fair value | 133,205 | |
United Dominion Reality L.P. | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 137,150 | |
United Dominion Reality L.P. | Level 3 | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Total liabilities | 162,030 | 164,150 |
United Dominion Reality L.P. | Level 3 | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 27,000 | |
United Dominion Reality L.P. | Level 3 | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 137,150 | |
Fixed Rate Debt | United Dominion Reality L.P. | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Carrying Amount | ||
Debt instruments - fair value | ||
Fair value | 133,205 | |
Fixed Rate Debt | United Dominion Reality L.P. | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 135,030 | |
Fixed Rate Debt | United Dominion Reality L.P. | Level 3 | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 135,030 | |
Variable Rate Debt | United Dominion Reality L.P. | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | Carrying Amount | ||
Debt instruments - fair value | ||
Fair value | 27,000 | |
Variable Rate Debt | United Dominion Reality L.P. | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 27,000 | |
Variable Rate Debt | United Dominion Reality L.P. | Level 3 | Tax-exempt secured notes payable | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 27,000 | |
Fannie Mae credit facilities | Fixed Rate Debt | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 288,323 | 292,227 |
Fannie Mae credit facilities | Fixed Rate Debt | Level 3 | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | $ 288,323 | 292,227 |
Fannie Mae credit facilities | Variable Rate Debt | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | 29,034 | |
Fannie Mae credit facilities | Variable Rate Debt | Level 3 | Fannie Mae credit facilities | Fair Value, Measurements, Recurring | Fair Value | ||
Debt instruments - fair value | ||
Fair value | $ 29,034 |
DERIVATIVES AND HEDGING ACTI_10
DERIVATIVES AND HEDGING ACTIVITY (UNITED DOMINION REALTY, L.P.) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2018USD ($)instrument | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)instrument | Sep. 30, 2017USD ($) | |
Derivatives | ||||
Estimated additional accumulated other comprehensive Income/(Loss) transferred to interest expense | $ (4,000) | $ (4,000) | ||
Payment required to pay for contract termination | $ 8,300 | $ 8,300 | ||
Interest rate swaps | Designated as Hedging Instrument | ||||
Outstanding interest rate derivatives not designated as hedging instrument | ||||
Number instruments | instrument | 4 | 4 | ||
Notional | $ 315,000 | $ 315,000 | ||
Interest rate caps | Designated as Hedging Instrument | ||||
Outstanding interest rate derivatives not designated as hedging instrument | ||||
Number instruments | instrument | 1 | 1 | ||
Notional | $ 65,197 | $ 65,197 | ||
Interest rate caps | Not Designated as Hedging Instrument | ||||
Outstanding interest rate derivatives not designated as hedging instrument | ||||
Number instruments | instrument | 2 | 2 | ||
Notional | $ 174,667 | $ 174,667 | ||
United Dominion Reality L.P. | ||||
Derivatives | ||||
Estimated additional accumulated other comprehensive Income/(Loss) transferred to interest expense | 0 | 0 | ||
United Dominion Reality L.P. | Designated as Hedging Instrument | Cash Flow Hedging | ||||
Derivatives | ||||
Derivatives | 0 | 0 | ||
United Dominion Reality L.P. | Interest rate contracts | Not Designated as Hedging Instrument | ||||
Derivatives | ||||
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net | $ 0 | $ 0 | ||
United Dominion Reality L.P. | Interest rate contracts | Not Designated as Hedging Instrument | Maximum | ||||
Derivatives | ||||
Derivative Instruments, Gain (Loss) Recognized in Income, Ineffective Portion and Amount Excluded from Effectiveness Testing, Net | $ 100 | $ 100 | ||
United Dominion Reality L.P. | Interest rate caps | Not Designated as Hedging Instrument | ||||
Outstanding interest rate derivatives not designated as hedging instrument | ||||
Number instruments | instrument | 1 | 1 | ||
Notional | $ 19,880 | $ 19,880 |
DERIVATIVES AND HEDGING ACTI_11
DERIVATIVES AND HEDGING ACTIVITY (UNITED DOMINION REALTY, L.P.) - Effectiveness (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2018 | Sep. 30, 2017 | Sep. 30, 2018 | Sep. 30, 2017 | Dec. 31, 2017 | |
Gains (losses) | |||||
Derivative Asset | $ 8,047,000 | $ 8,047,000 | $ 5,743,000 | ||
Unrealized holding gain/(loss) | 2,320,000 | $ 131,000 | 4,312,000 | $ 256,000 | |
Total Amount of Interest Expense Presented in the Consolidated Statements of Operations | 34,401,000 | 30,095,000 | 95,942,000 | 94,500,000 | |
Gain/(Loss) recognized in Interest Income and Other Income/(Expense), net | (1,000) | ||||
United Dominion Reality L.P. | |||||
Gains (losses) | |||||
Derivative Asset | 0 | 0 | 0 | ||
Derivative Liability | 0 | 0 | $ 0 | ||
Total Amount of Interest Expense Presented in the Consolidated Statements of Operations | 2,047,000 | 2,002,000 | 6,050,000 | 16,159,000 | |
United Dominion Reality L.P. | Cash Flow Hedging | |||||
Gains (losses) | |||||
Gain/(Loss) reclassified from Accumulated OCI in Interest Expense | 0 | ||||
United Dominion Reality L.P. | Cash Flow Hedging | Maximum | |||||
Gains (losses) | |||||
Gain/(Loss) reclassified from Accumulated OCI in Interest Expense | 100,000 | ||||
Interest rate contracts | Other income/(expense) | |||||
Gains (losses) | |||||
Gain/(Loss) recognized in Interest Income and Other Income/(Expense), net | 0 | 0 | |||
Interest rate contracts | Other income/(expense) | Maximum | |||||
Gains (losses) | |||||
Gain/(Loss) recognized in Interest Income and Other Income/(Expense), net | (100,000) | (100,000) | |||
Interest rate contracts | Interest expense | Cash Flow Hedging | |||||
Gains (losses) | |||||
Unrealized holding gain/(loss) | 2,320,000 | 131,000 | 4,312,000 | 256,000 | |
Gain/(Loss) reclassified from Accumulated OCI in Interest Expense | $ 564,000 | $ (119,000) | $ 1,162,000 | (1,192,000) | |
Gain/(Loss) recognized in Interest Expense (Amount excluded from effectiveness testing) | (136,000) | ||||
Interest rate contracts | United Dominion Reality L.P. | Other income/(expense) | |||||
Gains (losses) | |||||
Gain/(Loss) recognized in Interest Income and Other Income/(Expense), net | (1,000) | ||||
Interest rate contracts | United Dominion Reality L.P. | Interest expense | Cash Flow Hedging | |||||
Gains (losses) | |||||
Gain/(Loss) recognized in Interest Expense (Amount excluded from effectiveness testing) | $ (106,000) |
CAPITAL STRUCTURE (UNITED DOM_3
CAPITAL STRUCTURE (UNITED DOMINION REALTY, L.P.) - Units Rollforward (Details) | 9 Months Ended |
Sep. 30, 2018shares | |
Capital structure | |
Balance | 183,350,924 |
Vesting of LTIP Units | 285,619 |
Balance | 183,636,543 |
UDR, Inc. | |
Capital structure | |
Balance | 174,126,805 |
Balance | 174,137,816 |
Class A Limited Partner | UDR, Inc. | |
Capital structure | |
Balance | 121,661 |
Balance | 121,661 |
Non-affiliated Partners | Class A Limited Partner | |
Capital structure | |
Balance | 1,751,671 |
Balance | 1,751,671 |
Limited Partner | |
Capital structure | |
Balance | 7,361,565 |
Vesting of LTIP Units | 285,619 |
OP redemptions for UDR stock | 11,011 |
Balance | 7,636,173 |
Limited Partner | UDR, Inc. | |
Capital structure | |
Balance | 174,005,144 |
OP redemptions for UDR stock | (11,011) |
Balance | 174,016,155 |
Class A Limited Partner | UDR, Inc. | |
Capital structure | |
Balance | 121,661 |
Balance | 121,661 |
General Partner | UDR, Inc. | |
Capital structure | |
Balance | 110,883 |
Balance | 110,883 |
CAPITAL STRUCTURE (UNITED DOM_4
CAPITAL STRUCTURE (UNITED DOMINION REALTY, L.P.) - Ownership Interests (Details) $ / shares in Units, $ in Thousands | 9 Months Ended | |
Sep. 30, 2018USD ($)class$ / sharesshares | Dec. 31, 2017USD ($)shares | |
Capital structure | ||
Limited partnership units owned | 183,636,543 | 183,350,924 |
Redeemable noncontrolling interests in the Operating Partnership | $ | $ 992,805 | $ 948,138 |
Number of classes of LTIP Units | class | 2 | |
United Dominion Reality L.P. | ||
Capital structure | ||
Limited partnership units owned | 174,248,699 | |
United Dominion Reality L.P. | ||
Capital structure | ||
General Partnership units outstanding | 110,883 | 110,883 |
Limited partnership units owned | 183,525,660 | 183,240,041 |
Required period to be outstanding before unit is redeemable (in years) | 1 year | |
Redeemable noncontrolling interests in the Operating Partnership | $ | $ 379,600 | $ 351,000 |
UDR, Inc. | ||
Capital structure | ||
Limited partnership units owned | 174,137,816 | 174,126,805 |
Percentage of units | 94.90% | 95.00% |
UDR, Inc. | United Dominion Reality L.P. | ||
Capital structure | ||
General Partnership units outstanding | 174,248,699 | |
Percentage of units | 95.00% | |
Non-affiliated Partners | United Dominion Reality L.P. | ||
Capital structure | ||
Limited partnership units owned | 9,387,844 | |
Percentage of units | 5.10% | 5.00% |
Class A Limited Partner | ||
Capital structure | ||
Cumulative, annual, non-compounded preferred return on Class A Partnership units | 8.00% | |
Value of Class A Partnership units (in dollars per share) | $ / shares | $ 16.61 | |
Class A Limited Partner | United Dominion Reality L.P. | ||
Capital structure | ||
Limited partnership units owned | 1,873,332 | 1,873,332 |
Class A Limited Partner | UDR, Inc. | ||
Capital structure | ||
Limited partnership units owned | 121,661 | 121,661 |
Non-affiliated Partners | United Dominion Reality L.P. | ||
Capital structure | ||
Limited partnership units owned | 9,387,844 | 9,113,236 |
Percentage of units | 5.10% | 5.00% |
Non-affiliated Partners | Class A Limited Partner | ||
Capital structure | ||
Limited partnership units owned | 1,751,671 | 1,751,671 |
LTIP Units One | ||
Capital structure | ||
Vesting period | 4 years | |
Minimum | LTIP Units | ||
Capital structure | ||
Vesting period | 1 year | |
Period of time LTIP units have been outstanding | 2 years | |
Minimum | Employee Director | LTIP Units Two | ||
Capital structure | ||
Vesting period | 1 year | |
Maximum | LTIP Units | ||
Capital structure | ||
Vesting period | 3 years | |
Maximum | Employee Director | LTIP Units Two | ||
Capital structure | ||
Vesting period | 3 years |
REPORTABLE SEGMENTS (UNITED D_3
REPORTABLE SEGMENTS (UNITED DOMINION REALTY, L.P.) (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018USD ($)item | Sep. 30, 2017USD ($) | Sep. 30, 2018USD ($)segmentitem | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Segments | ||||||
Equity Method Investments | $ 767,376 | $ 767,376 | $ 720,830 | |||
Same store communities | item | 38,307 | 37,673 | ||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | $ 263,256 | $ 248,264 | $ 770,373 | $ 734,193 | ||
Reconciling items: | ||||||
Property management | (7,240) | (6,827) | (21,185) | (20,190) | ||
Other operating expenses | (3,314) | (1,950) | (8,148) | (6,010) | ||
Real estate depreciation and amortization | (107,881) | (107,171) | (322,537) | (320,653) | ||
General and administrative | (11,896) | (12,467) | (36,028) | (36,976) | ||
Casualty-related charges/(recoveries), net | (678) | (2,056) | (2,364) | (3,749) | ||
Income/(loss) from unconsolidated entities | (1,382) | 1,819 | (5,091) | 11,591 | ||
Interest expense | (34,401) | (30,095) | (95,942) | (94,500) | ||
Gain/(loss) on sale of real estate owned | 70,300 | 2,132 | ||||
Net (income)/loss attributable to noncontrolling interests | (32) | 35 | (141) | (107) | ||
Net income/(loss) attributable to OP unitholders | 18,610 | 16,190 | 120,967 | 52,314 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 10,327,664 | 10,327,664 | 10,177,206 | |||
Accumulated depreciation | (3,626,327) | (3,626,327) | (3,330,166) | |||
Total real estate owned, net of accumulated depreciation | 6,701,337 | 6,701,337 | 6,847,040 | |||
Total segment asset - net book value | 6,701,337 | 6,701,337 | 6,847,040 | |||
Reconciling items: | ||||||
Cash and cash equivalents | 1,084 | 1,788 | 1,084 | 1,788 | 2,038 | $ 2,112 |
Restricted cash | 26,996 | 20,413 | 26,996 | 20,413 | 19,792 | 19,994 |
Investment in unconsolidated entities | 767,376 | 767,376 | 720,830 | |||
Other assets | 140,982 | 140,982 | 124,104 | |||
Total assets | 7,678,784 | $ 7,678,784 | 7,733,273 | |||
Reportable Segments | ||||||
Number of reportable segments | segment | 2 | |||||
Condition for Community considered to have stabilized occupancy | 90% | |||||
Time to maintain percent occupancy to be considered a community | 3 months | |||||
Same Store Communities West Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 102,615 | 98,264 | $ 298,456 | 286,040 | ||
Reportable apartment home segment NOI | 77,321 | 72,962 | 225,240 | 213,375 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 3,752,322 | 3,752,322 | 3,727,230 | |||
Same Store Communities Mid-Atlantic Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 55,323 | 53,539 | 164,811 | 160,399 | ||
Reportable apartment home segment NOI | 38,220 | 37,107 | 114,465 | 112,232 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 2,308,495 | 2,308,495 | 2,290,241 | |||
Same Store Communities Northeast Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 38,822 | 38,162 | 114,974 | 113,814 | ||
Reportable apartment home segment NOI | 25,941 | 26,100 | 79,123 | 80,151 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 1,871,387 | 1,871,387 | 1,865,762 | |||
Same Store Communities Southeast Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 30,984 | 29,297 | 91,472 | 87,103 | ||
Reportable apartment home segment NOI | 21,597 | 20,712 | 63,806 | 60,432 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 774,090 | 774,090 | 762,102 | |||
Same Store Communities Southwest Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 12,902 | 12,620 | 32,696 | 32,181 | ||
Reportable apartment home segment NOI | 7,640 | 7,416 | 19,636 | 19,722 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 368,729 | 368,729 | 364,607 | |||
Non-Mature communities/Other | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 22,610 | 16,382 | 67,964 | 54,656 | ||
Reportable apartment home segment NOI | 14,095 | 10,424 | 42,433 | 34,915 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 1,252,641 | 1,252,641 | 1,167,264 | |||
Reportable Segments | ||||||
Capital expenditures and development | 1,800 | 1,200 | 3,800 | 3,700 | ||
Total Communities | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 263,256 | 248,264 | 770,373 | 734,193 | ||
Reportable apartment home segment NOI | 184,814 | 174,721 | 544,703 | 520,827 | ||
United Dominion Reality L.P. | ||||||
Segments | ||||||
Equity Method Investments | $ 53,772 | $ 53,772 | 76,907 | |||
Same store communities | item | 16,216 | 16,216 | ||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | $ 109,539 | 105,253 | $ 323,397 | 311,946 | ||
Reconciling items: | ||||||
Property management | (3,012) | (2,894) | (8,893) | (8,578) | ||
Other operating expenses | (2,347) | (1,572) | (6,098) | (5,248) | ||
Real estate depreciation and amortization | (35,043) | (37,057) | (108,906) | (113,167) | ||
General and administrative | (4,143) | (4,134) | (12,997) | (13,760) | ||
Casualty-related charges/(recoveries), net | 10 | 43 | (906) | (1,701) | ||
Income/(loss) from unconsolidated entities | (2,378) | (4,782) | (10,102) | (14,556) | ||
Interest expense | (5,100) | (5,055) | (15,209) | (25,318) | ||
Gain/(loss) on sale of real estate owned | 70,300 | |||||
Net (income)/loss attributable to noncontrolling interests | (440) | (374) | (1,278) | (1,067) | ||
Net income/(loss) attributable to OP unitholders | 27,695 | 20,736 | 143,883 | 45,243 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 3,808,118 | 3,808,118 | 3,816,956 | |||
Accumulated depreciation | (1,627,511) | (1,627,511) | (1,543,652) | |||
Total real estate owned, net of accumulated depreciation | 2,180,607 | 2,180,607 | 2,273,304 | |||
Total segment asset - net book value | 2,180,607 | 2,180,607 | 2,273,304 | |||
Reconciling items: | ||||||
Cash and cash equivalents | 83 | 222 | 83 | 222 | 293 | 756 |
Restricted cash | 13,515 | 12,608 | 13,515 | 12,608 | 12,579 | $ 11,694 |
Investment in unconsolidated entities | 53,772 | 53,772 | 76,907 | |||
Other assets | 34,005 | 34,005 | 32,490 | |||
Total assets | 2,281,982 | $ 2,281,982 | 2,395,573 | |||
Reportable Segments | ||||||
Number of reportable segments | segment | 2 | |||||
Condition for Community considered to have stabilized occupancy | 90% | |||||
Time to maintain percent occupancy to be considered a community | 3 months | |||||
United Dominion Reality L.P. | Same-Store | ||||||
Reportable Segments | ||||||
Capital expenditures and development | 11,100 | 10,900 | $ 28,400 | 30,800 | ||
United Dominion Reality L.P. | Same Store Communities West Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 62,320 | 59,383 | 183,885 | 175,378 | ||
Reportable apartment home segment NOI | 47,692 | 44,605 | 140,603 | 132,368 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 1,973,796 | 1,973,796 | 1,955,962 | |||
United Dominion Reality L.P. | Same Store Communities Mid-Atlantic Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 15,085 | 14,657 | 45,172 | 44,203 | ||
Reportable apartment home segment NOI | 10,178 | 9,843 | 30,953 | 30,073 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 660,775 | 660,775 | 655,850 | |||
United Dominion Reality L.P. | Same Store Communities Northeast Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 13,771 | 13,746 | 40,780 | 40,850 | ||
Reportable apartment home segment NOI | 9,471 | 9,884 | 29,373 | 30,488 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 680,227 | 680,227 | 677,767 | |||
United Dominion Reality L.P. | Same Store Communities Southeast Region | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 13,262 | 12,448 | 38,881 | 37,171 | ||
Reportable apartment home segment NOI | 9,336 | 8,844 | 26,979 | 25,671 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 338,964 | 338,964 | 334,811 | |||
United Dominion Reality L.P. | Non-Mature communities/Other | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 5,101 | 5,019 | 14,679 | 14,344 | ||
Reportable apartment home segment NOI | 3,471 | 3,385 | 10,064 | 10,038 | ||
Reportable apartment home segment assets: | ||||||
Total segment assets | 154,356 | 154,356 | $ 192,566 | |||
Reportable Segments | ||||||
Capital expenditures and development | 400 | 500 | 600 | 1,200 | ||
United Dominion Reality L.P. | Total Communities | ||||||
Summary of rental income and NOI for UDRs reportable segments and reconciliation of NOI to loss from continuing operations | ||||||
Lease Revenue | 109,539 | 105,253 | 323,397 | 311,946 | ||
Reportable apartment home segment NOI | $ 80,148 | $ 76,561 | $ 237,972 | $ 228,638 |