SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): March 27, 2001
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UNITED DOMINION REALTY TRUST, INC.
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(Exact name of registrant as specified in its charter)
Virginia 1-10524 54-0857512
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(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation of organization) Identification No.)
400 East Cary Street, Richmond, Virginia 23219
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(Address of principal executive offices - zip code)
(804) 780-2691
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Registrant's telephone number, including area code
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ITEM 5. OTHER EVENTS
On March 27, 2001, United Dominion Realty Trust, Inc. ("United Dominion"), the
registrant, issued a Press Release announcing the election of a new chairman of
the board, the appointment of four new senior executives, the opening of a new
executive office in Denver, Colorado and a one time charge related to workforce
reduction. The following is a summary of United Dominion Realty Trusts, Inc.'s
Press Release:
UNITED DOMINION REALTY TRUST ANNOUNCES
SENIOR MANAGEMENT STRUCTURE
-- New Chairman of the Board Elected --
-- New Executives Named --
-- Executive Office in Denver to be Opened --
-- Reduction in Workforce and One Time Charge of $8.5 Million
Principally for Severance --
RICHMOND, Virginia (March 27, 2001) United Dominion Realty Trust, Inc. (NYSE:
UDR) today has announced the election of a new chairman, the appointment of four
new senior executives and the opening of a new executive office in Denver,
Colorado.
New Chairman
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Robert C. Larson has been elected Chairman of the Board. A Company director
since May, 2000, Mr. Larson succeeds John P. McCann who is stepping down as
Chairman and retiring from the Company. Mr. McCann will remain on the board as a
non-executive director and, in recognition of his more than 26 years of
exceptional service to the Company, has been elected Chairman Emeritus. Mr.
Larson will serve United Dominion as a non-executive Chairman.
Mr. Larson is a Managing Director of Lazard Freres and is Chairman of Lazard
Freres Real Estate Investors, L.L.C. He also is non-executive Chairman of Larson
Realty Group, a privately owned company engaged in real estate investment,
development and management. Prior to joining Lazard in 1999, Mr. Larson was
Chairman of the Taubman Realty Group and Vice Chairman of Taubman Centers, Inc.
Taubman is a publicly traded real estate investment trust that owns and operates
a national portfolio of regional retail centers.
In commenting on his election, Mr. Larson said, "I look forward to working with
my board colleagues, our new president and chief executive officer, Tom Toomey,
and his management team. UDR has great assets and great people and now, under
Tom's leadership, is well positioned to unlock the value for shareholders and
employees that we believe is inherent in this business."
"John McCann has worked closely with the board in planning and implementing the
Company's leadership transition. We are deeply grateful for the many
contributions he has made to United Dominion and are pleased that we will
continue to have the benefit of his experience and judgment as a member of the
board."
The Company has also announced that it will relocate its executive office to
Denver, Colorado, while retaining its corporate headquarters in Richmond,
Virginia. Mr. Toomey and the senior officers who report directly to him will be
based in Denver. Included in that group are four senior executives who will be
joining the Company by the beginning of April.
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New Management
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Mark Wallis has been appointed Senior Executive Vice President and will be
responsible for corporate strategy, legal, acquisitions and development. Mr.
Wallis had been the President of Golden Living Communities, a company he
established in 1995, involved in the development of assisted and independent
living communities. Prior to founding Golden Living, Mr. Wallis was Executive
Vice President of Finance and Administration of Lincoln Property Company, a real
estate development and management company.
Christopher Genry has been appointed Chief Financial Officer. Mr. Genry had been
Chief Financial Officer of Centex Construction Group, a $ 1 billion subsidiary
of New York Stock Exchange-listed Centex Corporation. As CFO, he provided
strategic leadership in the development and management of all financial and
information systems, the redesign and oversight of internal audit functions and
the identification and evaluation of acquisition opportunities. Prior to joining
Centex, he was with Arthur Andersen in Dallas.
Ella Neyland has been appointed Treasurer and will also be responsible for
Investor Relations. Ms. Neyland had been Chief Financial Officer of Sunrise
Housing, Ltd., a privately owned apartment development company that manufactures
modular units for the construction of affordable apartment communities.
Previously, she served as an Executive Director with CIBC World Markets and as
Senior Vice President, Finance of Lincoln Property Company.
Martha Carlin has been appointed Senior Vice President and will be responsible
for operational efficiencies and revenue enhancement. Ms. Carlin was previously
Senior Vice President of Operations for opsXchange, Inc., a real estate
procurement technology developer. Previously, she served as Senior Vice
President of Ancillary Services at Apartment Investment and Management Company
and as a member of Arthur Andersen's Real Estate Services Group.
In announcing those appointments, Mr. Toomey said, "It speaks very highly of our
people, our competitive strengths and our growth potential that these highly
experienced industry executives have chosen to join United Dominion. I have
worked with each of these individuals in the past and have great confidence in
their abilities. Combining their skills and experience with the current United
Dominion team will create positive synergies for the Company."
The Company has also announced that A. William Hamill, who has served as Chief
Financial Officer since October of 1999, has elected to resign effective May 31,
2001. Mr. Toomey said, "We understand and respect Bill Hamill's decision not to
relocate to Denver. We appreciate his agreeing to serve in a transition capacity
before pursuing personal interests. We extend our sincere appreciation for his
dedication and many contributions to United Dominion's profitable growth and
wish him every success in the future."
Reduction in Force and One Time Charge
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The Company has announced that it has recorded nonrecurring charges totaling
$8.5 million in the first quarter for reductions to the workforce, relocation
costs associated with the new executive office in Denver, and adjustments to the
carrying values of undeveloped land and other assets.
The Company is streamlining its workforce by approximately 200 positions, or 10%
of total staffing in apartment operations and corporate functions. A
nonrecurring charge of $4.5 million has been recorded relating to these
workforce reductions and other severance costs.
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"While this is a difficult decision because of its impact on employees, we
believe that streamlining the Company's organizational structure will produce
both better resident service and operating efficiencies consistent with our goal
of operational excellence as measured by our industry's top operators," said Mr.
Toomey.
In addition, the Company has reiterated its plans to sell undeveloped land and
will accelerate this disposition program. The Company is writing down seven
undeveloped sites in selected markets which it is marketing for sale, resulting
in a nonrecurring charge of $2.8 million. "Given conditions for development in
these markets, said Mr. Toomey, "we believe it makes sense to sell them now and
devote our capital and attention to other priorities."
The Company has also recorded nonrecurring charges totaling $1.2 million, which
include the relocation costs associated with the new executive offices in Denver
and a writedown of its investment in an online apartment leasing company.
Concluding, Mr. Toomey stated, "We are all enthused about United Dominion's
future. The actions we have taken are expected to result in annualized savings
of $3 to $3.5 million. They will promote future earnings growth through best
practices and ongoing cost efficiencies, and focus our resources on priorities
that support our strongest growth areas. Our portfolio is solidly positioned,
and we have assembled a talented team to capitalize on the opportunities ahead
and fully realize the Company's potential."
Conference Call Information
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A conference call with Mr. Toomey has been scheduled for Thursday March 29 at
11:00 a.m. Eastern Standard Time. The number to call to participate is
888/792-1069. A replay of the conference call will be available until midnight
on April 4, 2001. The number to call for the replay is 888/266-2086 and the
replay pass code is 5110984. The call may also be heard via webcast at
http://www.udrt.com or http://www.streetevents.com.
About United Dominion Realty Trust, Inc.
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United Dominion is one of the country's largest multifamily real estate
investment trusts owning and operating apartment communities nationwide. The
Company currently owns all or an interest in approximately 78,000 apartment
homes and is the developer for approximately 1,900 homes under construction.
United Dominion's common stock is traded on the New York Stock Exchange under
the symbol UDR. Additional information about United Dominion may be found on its
web site at http://www.udrt.com.
In addition to historical information, this press release contains
forward-looking statements. The statements are based on current expectations,
estimates and projections about the industry and markets in which United
Dominion operates, as well as management's beliefs and assumptions.
Forward-looking statements are not guarantees of future performance and involve
certain risks and uncertainties, which may cause the company's actual results,
performance, achievements pursuant to its disposition programs and its other
activities to be materially different from the results, plans or expectations
expressed or implied by such statements. For more details, please refer to the
company's SEC filings, including its most recent annual report on Form 10-K and
quarterly reports on Form 10-Q.
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Signatures
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
UNITED DOMINION REALTY TRUST, INC.
Date: March 28, 2001 /s/ A. William Hamill
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A. William Hamill
Executive Vice President and
Chief Financial Officer
Date: March 28, 2001 /s/ Scott A. Shanaberger
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Scott A. Shanberger
Vice President and
Chief Accounting Officer
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