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UDR Announces Second Quarter 2020 Results

July 28, 2020 4:16 PM

DENVER--(BUSINESS WIRE)-- UDR, Inc. (the “Company”) Second Quarter 2020 Highlights:

Subsequent to Quarter-End Highlights:

“UDR continues to operate at a high level due to the capabilities of our Next Generation Operating Platform, and is in a strong liquidity position to execute on the diverse set of opportunities our experienced teams continue to identify. However, ongoing regulatory impediments as well as the uncertainties surrounding the cadence of state re-openings limit our ability to provide guidance for the remainder of 2020,” said Tom Toomey, UDR’s Chairman and CEO. “I commend our associates for the hard work, dedication, and compassion they have shown in collaboration with our residents through this difficult time.”

Q2

2020

Q2

2019

YTD

2020

YTD

2019

Net income per common share, diluted

$0.19

$0.12

$0.21

$0.21

Conversion from GAAP share count

(0.015)

(0.010)

(0.016)

(0.018)

Net gain on the sale of depreciable real estate owned, incl. JVs

(0.191)

(0.017)

(0.191)

(0.017)

Depreciation and amortization, including JVs

0.511

0.432

1.024

0.852

Noncontrolling interests and preferred dividends

0.017

0.012

0.021

0.022

FFO per common share and unit, diluted

$0.51

$0.54

$1.04

$1.05

Promoted interest on settlement of note receivable, net of tax

-

-

-

(0.021)

Legal and other costs

0.005

-

0.007

0.012

Net gain on the sale of non-depreciable real estate owned

-

(0.017)

-

(0.017)

Unrealized (gain)/loss on unconsolidated technology investments, net of tax

(0.010)

-

(0.010)

(0.001)

Severance costs and other restructuring expense

-

-

0.005

-

Casualty-related charges/(recoveries), including JVs, net

0.001

0.001

0.005

0.002

FFOA per common share and unit, diluted

$0.51

$0.52

$1.05

$1.02

Recurring capital expenditures

(0.039)

(0.041)

(0.068)

(0.065)

AFFO per common share and unit, diluted

$0.47

$0.48

$0.98

$0.96

A reconciliation of FFO, FFOA and AFFO to GAAP Net income attributable to common stockholders can be found on Attachment 2 of the Company’s second quarter Supplemental Financial Information.

Operations

In the second quarter, total revenue increased by $25.9 million year-over-year, or 9.2 percent, to $307.3 million. This increase was primarily attributable to growth in revenue from acquisition communities.

Second quarter Combined Same-Store NOI decreased 4.0 percent year-over-year, driven by a Combined Same-Store revenue decline of 2.1 percent and Combined Same-Store expense growth of 2.5 percent. Absent the Company’s bad debt reserve, Combined Same-Store revenue would have declined 0.4 percent. Weighted average Combined Same-Store physical occupancy decreased by 50 basis points to 96.3 percent versus the prior year period. The second quarter annualized rate of turnover decreased by 620 basis points versus the prior year period to 48.9 percent.

Summary of Combined Same-Store Results Second Quarter 2020 versus Second Quarter 2019

Region

Revenue

Growth /

(Decline)

Expense

Growth /

(Decline)

NOI

Growth /

(Decline)

% of Combined

Same-Store

Portfolio(1)

Physical

Occupancy(2)

Number of

Homes(3)

West

(3.0

)%

1.5

%

(4.4

)%

39.7

%

95.6

%

13,086

Mid-Atlantic

(0.9

)%

2.5

%

(2.3

)%

23.6

%

97.0

%

10,762

Northeast

(6.6

)%

4.7

%

(11.4

)%

13.7

%

94.2

%

4,080

Southeast

1.5

%

9.6

%

(2.0

)%

11.2

%

97.3

%

7,428

Southwest

0.9

%

(2.9

)%

3.6

%

7.1

%

96.9

%

5,136

Other Markets

(1.0

)%

(1.5

)%

(0.8

)%

4.7

%

96.4

%

2,147

Total

(2.1

)%

2.5

%

(4.0

)%

100.0

%

96.3

%

42,639

(1)

Based on Q2 2020 Combined Same-Store NOI.

(2)

Weighted average Combined Same-Store physical occupancy for the quarter.

(3)

During the second quarter, 42,639 apartment homes were classified as Combined Same-Store. The Company defines QTD Combined Same-Store Communities as those communities stabilized for five full consecutive quarters, including the 11 Joint Venture communities acquired in 2019 totaling 3,619 homes as if they were 100 percent owned by UDR during all periods presented. Combined Same-Store communities were owned and had stabilized physical occupancy and operating expenses as of the beginning of the quarter in the prior year, were not in process of any substantial redevelopment activities, and were not held for disposition.

In the second quarter, sequential Combined Same-Store NOI decreased 5.1 percent, driven by a Combined Same-Store revenue decline of 3.7 percent and a Combined Same-Store expense decline of 0.4 percent. Weighted average Combined Same-Store physical occupancy decreased by 70 basis points sequentially to 96.3 percent.

In the table below, the Company has provided components of revenue contribution that drove the year-over-year and sequential decreases in Combined Same-Store revenue. The decreases are a result of the following:

Year-Over-Year

Sequential

Revenue Components

Q2 2019

($ millions) (1)

Contribution to

Growth / (Decline)(1)

Q1 2020

($ millions) (1)

Contribution to

Growth / (Decline)(1)

Combined Same-Store Revenue

$271.1

$275.7

Gross Rents

$4.6

1.7

%

$0.6

0.2

%

Concessions

$(1.6

)

(0.6

)%

$(1.9

)

(0.7

)%

Economic Occupancy Loss

$(2.8

)

(1.0

)%

$(3.3

)

(1.2

)%

Bad Debt Reserve

$(4.5

)

(1.7

)%

$(4.5

)

(1.6

)%

Fee and Other Income

$(1.3

)

(0.5

)%

$(1.2

)

(0.4

)%

Q2 2020

$265.4

(2.1

)%

$265.4

(3.7

)%

(1)

Totals may not sum to $265.4 million, (2.1)% and (3.7)%, respectively, due to rounding.

Year-to-date, for the six months ended June 30, 2020, total revenue increased by $76.8 million year-over-year, or 13.9 percent, to $628.7 million. This increase was primarily attributable to growth in revenue from acquisition communities.

Year-to-date, for the six months ended June 30, 2020, Combined Same-Store NOI decreased (0.4) percent year-over-year, driven by Combined Same-Store revenue growth of 0.3 percent and Combined Same-Store expense growth of 2.1 percent. Weighted average Combined Same-Store physical occupancy decreased by 20 basis points to 96.6 percent versus the prior year period. The year-to-date annualized rate of turnover decreased by 310 basis points versus the prior year period to 43.7 percent.

Summary of Combined Same-Store Results Year-To-Date 2020 versus Year-To-Date 2019

Region

Revenue

Growth /

(Decline)

Expense

Growth /

(Decline)

NOI

Growth /

(Decline)

% of Combined

Same-Store

Portfolio(1)

Physical

Occupancy(2)

Number of

Homes(3)

West

0.1

%

2.5

%

(0.6

)%

39.4

%

96.2

%

12,545

Mid-Atlantic

0.8

%

1.5

%

0.5

%

24.0

%

97.1

%

10,762

Northeast

(2.1

)%

5.8

%

(5.7

)%

13.6

%

95.5

%

3,892

Southeast

1.8

%

5.4

%

0.4

%

10.9

%

97.0

%

7,047

Southwest

2.4

%

(4.0

)%

7.0

%

7.3

%

97.0

%

5,136

Other Markets

0.6

%

(0.9

)%

1.3

%

4.8

%

96.3

%

2,147

Total

0.3

%

2.1

%

(0.4

)%

100.0

%

96.6

%

41,529

(1)

Based on YTD 2020 Combined Same-Store NOI.

(2)

Weighted average Combined Same-Store physical occupancy for YTD 2020.

(3)

For the six months ended June 30, 2020, 41,529 apartment homes were classified as Combined Same-Store. The Company defines YTD Combined Same-Store Communities as those communities stabilized for two full consecutive calendar years, including the 11 Joint Venture communities acquired in 2019 totaling 3,619 homes as if they were 100 percent owned by UDR during all periods presented. Combined Same-Store communities were owned and had stabilized physical occupancy and operating expenses as of the beginning of the prior year, were not in process of any substantial redevelopment activities, and were not held for disposition.

Recent Operating Trends

Due to economic challenges and related government actions and regulations as a result of COVID-19, the Company is providing a selection of operational trends through Q2 2020. Additionally, July cash revenue received as a percentage of billed revenue is consistent with April, May, and June at corresponding times of prior months.

Summary of Second Quarter Operational Trends(1)

Residential Operating Metric

Q2 2019

April

2020

May

2020

June

2020

Q2

2020

Total revenue billed ($ millions)

$277.8

$108.5

$106.9

$107.2

$322.6

Revenue recognized / reserved(2)

N/A

N/A

N/A

N/A

98.3% / 1.7%

Cash revenue collected (as % of billed)

99.6%

98.6%

97.6%

96.2%

97.5%

Leasing Traffic(3)

1,009

782

1,059

1,191

1,011

Visits or Qualified Leads(3)

28,821

3,949

7,040

11,395

22,384

Applications(3)

7,759

2,148

3,027

3,818

8,993

Lease Closing Ratio(3)

26.9%

54.4%

43.0%

33.5%

40.2%

Combined Same-Store Metrics

Weighted Average Physical Occupancy

96.9%

96.6%

96.1%

96.1%

96.3%

Effective Blended Lease Rate Growth(4)

4.4%

2.0%

0.7%

0.0%

0.8%

(1)

Metrics shown here are for the Company’s total portfolio, unless otherwise indicated, and are as of July 24, 2020.

(2)

As of June 30, 2020, the Company had collected 96.1% of Q2 2020 billed residential revenue. Of the 3.9% not collected, and based on probability of collection, the Company reserved (reflected as a reduction to revenue) approximately 1.7%, or $5.5 million, for bad debt, comprising $4.5 million from Combined Same-Store communities, $0.6 million from non-Combined Same-Store communities, and $0.4 million from the Company’s share from unconsolidated joint ventures.

(3)

The Company defines (a) Leasing Traffic as average daily leads; (b) Visits or Qualified Leads as the summation of tours taken by current and prospective residents, whether in-person (where allowed) or by virtual means, for the period indicated; (c) Applications as the total (or gross) number of applications received for the period indicated; and (d) Lease Closing Ratio as leases signed as a percentage of Visits.

(4)

The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of Effective New Lease Rate Growth (the increase in gross potential rent realized less concessions for the new lease term, or current effective rent, versus prior resident effective rent for the prior lease term on new leases commenced during the current quarter) and Effective Renewal Lease Rate Growth (the increase in gross potential rent realized less concessions for the new lease term, or current effective rent, versus prior effective rent for the prior lease term on renewed leases commenced during the current quarter).

Retail tenant income accounts for less than 2 percent of the Company’s consolidated NOI. During the second quarter, the Company collected 70.8 percent of billed retail revenue and reserved $3.5 million, including $0.1 million for UDR’s share from unconsolidated joint ventures, of its retail revenue based on probability of collection. Of the total retail reserve amount, $0.6 million is attributable to accounts receivable with the remainder attributable to straight-line rent receivables.

Wholly Owned Transactional Activity

As previously announced, during the quarter the Company:

Development Activity

At the end of the second quarter, the Company’s development pipeline totaled $278.5 million, of which 47 percent of this cost had been incurred. The Company’s active pipeline includes 3 development communities, 1 each in Addison, TX, Denver, CO, and Dublin, CA, for a combined total of 878 homes. Leasing commenced at Vitruvian West Phase 2 (in Addison, TX) during the quarter.

Developer Capital Program (“DCP”) Activity

At the end of the second quarter, the Company’s DCP investments, including accrued return, totaled $419.6 million with a weighted average return rate of 9.8 percent and weighted average expected remaining term of 2.5 years.

Subsequent to quarter-end, the Company:

Capital Markets and Balance Sheet Activity

During the quarter the Company:

Subsequent to quarter-end, the Company:

At June 30, 2020, the Company had $973.7 million of liquidity through a combination of cash and undrawn capacity on its credit facilities, plus an approximate $105.0 million of incremental capital sources from the potential settlement of previously-announced forward equity sales agreements. Please see Attachment 15 of the Company’s second quarter Supplemental Financial Information for additional details on projected capital sources and uses.

The Company’s total indebtedness as of June 30, 2020 was $4.8 billion and, after completion of the aforementioned secured debt refinancing, the Company will have no remaining consolidated maturities through 2022, excluding principal amortization, amounts on the Company’s commercial paper program and amounts on the Company’s working capital credit facility. The Company ended the quarter with fixed-rate debt representing 94.4 percent of its total debt, a total blended interest rate of 3.24 percent and a weighted average years to maturity of 7.0 years. The Company’s consolidated leverage was 34.2 percent versus 32.1 percent a year ago, its consolidated net-debt-to-EBITDAre was 6.2x versus 5.4x a year ago and its consolidated fixed charge coverage ratio was 4.6x versus 4.9x a year ago.

Dividend

As previously announced, the Company’s Board of Directors declared a regular quarterly dividend on its common stock for the second quarter of 2020 in the amount of $0.36 per share. The dividend will be paid in cash on July 31, 2020 to UDR common stock shareholders of record as of July 10, 2020. The second quarter 2020 dividend will represent the 191st consecutive quarterly dividend paid by the Company on its common stock.

Supplemental Information

The Company offers Supplemental Financial Information that provides details on the financial position and operating results of the Company which is available on the Company's website at ir.udr.com.

Conference Call and Webcast Information

UDR will host a webcast and conference call at 1:00 p.m. Eastern Time on July 29, 2020 to discuss second quarter results as well as high-level views for 2020.

The webcast will be available on UDR's website at ir.udr.com. To listen to a live broadcast, access the site at least 15 minutes prior to the scheduled start time in order to register, download and install any necessary audio software.

To participate in the teleconference dial 877-705-6003 for domestic and 201-493-6725 for international. A passcode is not necessary.

This quarter, given the combination of a high volume of conference calls occurring during this time of year generally and the impact that the COVID-19 pandemic has had on staffing and capacity at our conference call provider, we anticipate potential delays if you dial in to be connected to the live call. As a result, we encourage stockholders and interested parties to join us for the Company’s earnings results discussion via the webcast link. If you choose to dial in to the live call, please allow extra time to be connected to the call.

A replay of the conference call will be available through August 28, 2020, by dialing 844-512-2921 for domestic and 412-317-6671 for international and entering the confirmation number, 13706590, when prompted for the passcode.

A replay of the call will also be available for 30 days on UDR's website at ir.udr.com.

Full Text of the Earnings Report and Supplemental Data

The full text of the earnings report and Supplemental Financial Information will be available on the Company’s website at ir.udr.com.

Attachment 16(A)

UDR, Inc.

Definitions and Reconciliations

June 30, 2020

(Unaudited)

Acquired Communities: The Company defines Acquired Communities as those communities acquired by the Company, other than development and redevelopment activity, that did not achieve stabilization as of the most recent quarter.
Acquired JV Same-Store Portfolio Communities: Represents the Acquired JV Same-Store Portfolio Communities as if these communities were 100% owned by UDR since January 1, 2019. These communities were Stabilized for five full consecutive quarters and had stabilized operating expenses as of the beginning of the quarter in the prior year, were not in process of any substantial redevelopment activities, and were not held for disposition. Because these communities became wholly owned by UDR in 2019 (the 11 communities and 3,619 homes were previously owned by UDR unconsolidated JVs), they are not included in the UDR Same-Store Communities. See UDR Same-Store Communities for more information regarding inclusion. These communities have been identified in certain tables to provide Combined Same-Store results as if these communities were 100% owned by UDR in prior periods. These 11 communities will be eligible to join the UDR Same-Store Communities on January 1, 2021.
Adjusted Funds from Operations ("AFFO") attributable to common stockholders and unitholders: The Company defines AFFO as FFO as Adjusted attributable to common stockholders and unitholders less recurring capital expenditures on consolidated communities that are necessary to help preserve the value of and maintain functionality at our communities.
Management considers AFFO a useful supplemental performance metric for investors as it is more indicative of the Company's operational performance than FFO or FFO as Adjusted. AFFO is not intended to represent cash flow or liquidity for the period, and is only intended to provide an additional measure of our operating performance. The Company believes that net income/(loss) attributable to common stockholders is the most directly comparable GAAP financial measure to AFFO. Management believes that AFFO is a widely recognized measure of the operations of REITs, and presenting AFFO will enable investors to assess our performance in comparison to other REITs. However, other REITs may use different methodologies for calculating AFFO and, accordingly, our AFFO may not always be comparable to AFFO calculated by other REITs. AFFO should not be considered as an alternative to net income/(loss) (determined in accordance with GAAP) as an indication of financial performance, or as an alternative to cash flows from operating activities (determined in accordance with GAAP) as a measure of our liquidity, nor is it indicative of funds available to fund our cash needs, including our ability to make distributions. A reconciliation from net income/(loss) attributable to common stockholders to AFFO is provided on Attachment 2.
Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items: The Company defines Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items as Consolidated Interest Coverage Ratio - adjusted for non-recurring items divided by total consolidated interest, excluding the impact of costs associated with debt extinguishment, plus preferred dividends.
Management considers Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items a useful metric for investors as it provides ratings agencies, investors and lending partners with a widely-used measure of the Company’s ability to service its consolidated debt obligations as well as compare leverage against that of its peer REITs. A reconciliation of the components that comprise Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items is provided on Attachment 4(C) of the Company's quarterly supplemental disclosure.
Consolidated Interest Coverage Ratio - adjusted for non-recurring items: The Company defines Consolidated Interest Coverage Ratio - adjusted for non-recurring items as Consolidated EBITDAre – adjusted for non-recurring items divided by total consolidated interest, excluding the impact of costs associated with debt extinguishment.
Management considers Consolidated Interest Coverage Ratio - adjusted for non-recurring items a useful metric for investors as it provides ratings agencies, investors and lending partners with a widely-used measure of the Company’s ability to service its consolidated debt obligations as well as compare leverage against that of its peer REITs. A reconciliation of the components that comprise Consolidated Interest Coverage Ratio - adjusted for non-recurring items is provided on Attachment 4(C) of the Company's quarterly supplemental disclosure.
Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items: The Company defines Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items as total consolidated debt net of cash and cash equivalents divided by annualized Consolidated EBITDAre - adjusted for non-recurring items. Consolidated EBITDAre - adjusted for non-recurring items is defined as EBITDAre excluding the impact of income/(loss) from unconsolidated entities, adjustments to reflect the Company’s share of EBITDAre of unconsolidated joint ventures and other non-recurring items including, but not limited to casualty-related charges/(recoveries), net of wholly owned communities.
Management considers Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items a useful metric for investors as it provides ratings agencies, investors and lending partners with a widely-used measure of the Company’s ability to service its consolidated debt obligations as well as compare leverage against that of its peer REITs. A reconciliation between net income/(loss) and Consolidated EBITDAre - adjusted for non-recurring items is provided on Attachment 4(C) of the Company's quarterly supplemental disclosure.
Controllable Expenses: The Company refers to property operating and maintenance expenses as Controllable Expenses.
Controllable Operating Margin: The Company defines Controllable Operating Margin as (i) rental income less Controllable Expenses (ii) divided by rental income. Management considers Controllable Operating Margin a useful metric as it provides investors with an indicator of the Company’s ability to limit the growth of expenses that are within the control of the Company.
Development Communities: The Company defines Development Communities as those communities recently developed or under development by the Company, that are currently majority owned by the Company and have not achieved stabilization as of the most recent quarter.
Earnings Before Interest, Taxes, Depreciation and Amortization for Real Estate (EBITDAre): The Company defines EBITDAre as net income/(loss) (computed in accordance GAAP), plus interest expense, including costs associated with debt extinguishment, plus real estate depreciation and amortization, plus other depreciation and amortization, plus (minus) income tax provision/(benefit), net, (minus) plus net gain/(loss) on the sale of depreciable real estate owned, plus impairment write-downs of depreciable real estate, plus the adjustments to reflect the Company’s share of EBITDAre of unconsolidated joint ventures. The Company computes EBITDAre in accordance with standards established by the National Association of Real Estate Investment Trusts, or Nareit, which may not be comparable to EBITDAre reported by other REITs that do not compute EBITDAre in accordance with the Nareit definition, or that interpret the Nareit definition differently than the Company does. The White Paper on EBITDAre was approved by the Board of Governors of Nareit in September 2017.
Management considers EBITDAre a useful metric for investors as it provides an additional indicator of the Company’s ability to incur and service debt, and will enable investors to assess our performance against that of its peer REITs. EBITDAre should be considered along with, but not as an alternative to, net income and cash flow as a measure of the Company’s activities in accordance with GAAP. EBITDAre does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of funds available to fund our cash needs. A reconciliation between net income/(loss) and EBITDAre is provided on Attachment 4(C) of the Company's quarterly supplemental disclosure.
Effective New Lease Rate Growth: The Company defines Effective New Lease Rate Growth as the increase in gross potential rent realized less concessions for the new lease term (current effective rent) versus prior resident effective rent for the prior lease term on new leases commenced during the current quarter.
Management considers Effective New Lease Rate Growth a useful metric for investors as it assesses market-level new demand trends.
Effective Renewal Lease Rate Growth: The Company defines Effective Renewal Lease Rate Growth as the increase in gross potential rent realized less concessions for the new lease term (current effective rent) versus prior effective rent for the prior lease term on renewed leases commenced during the current quarter.
Management considers Effective Renewal Lease Rate Growth a useful metric for investors as it assesses market-level, in-place demand trends.
Estimated Quarter of Completion: The Company defines Estimated Quarter of Completion of a development or redevelopment project as the date on which construction is expected to be completed, but it does not represent the date of stabilization.

Attachment 16(B)

UDR, Inc.

Definitions and Reconciliations

June 30, 2020

(Unaudited)

Funds from Operations as Adjusted ("FFO as Adjusted") attributable to common stockholders and unitholders: The Company defines FFO as Adjusted attributable to common stockholders and unitholders as FFO excluding the impact of other non-comparable items including, but not limited to, acquisition-related costs, prepayment costs/benefits associated with early debt retirement, impairment write-downs or gains and losses on sales of real estate or other assets incidental to the main business of the Company and income taxes directly associated with those gains and losses, casualty-related expenses and recoveries, severance costs and legal and other costs.
Management believes that FFO as Adjusted is useful supplemental information regarding our operating performance as it provides a consistent comparison of our operating performance across time periods and allows investors to more easily compare our operating results with other REITs. FFO as Adjusted is not intended to represent cash flow or liquidity for the period, and is only intended to provide an additional measure of our operating performance. The Company believes that net income/(loss) attributable to common stockholders is the most directly comparable GAAP financial measure to FFO as Adjusted. However, other REITs may use different methodologies for calculating FFO as Adjusted or similar FFO measures and, accordingly, our FFO as Adjusted may not always be comparable to FFO as Adjusted or similar FFO measures calculated by other REITs. FFO as Adjusted should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of financial performance, or as an alternative to cash flows from operating activities (determined in accordance with GAAP) as a measure of our liquidity. A reconciliation from net income attributable to common stockholders to FFO as Adjusted is provided on Attachment 2.
Funds from Operations ("FFO") attributable to common stockholders and unitholders: The Company defines FFO attributable to common stockholders and unitholders as net income/(loss) attributable to common stockholders (computed in accordance with GAAP), excluding impairment write-downs of depreciable real estate related to the main business of the Company or of investments in non-consolidated investees that are directly attributable to decreases in the fair value of depreciable real estate held by the investee, gains and losses from sales of depreciable real estate related to the main business of the Company and income taxes directly associated with those gains and losses, plus real estate depreciation and amortization, and after adjustments for noncontrolling interests, and the Company’s share of unconsolidated partnerships and joint ventures. This definition conforms with the National Association of Real Estate Investment Trust's definition issued in April 2002 and restated in November 2018. In the computation of diluted FFO, if OP Units, DownREIT Units, unvested restricted stock, unvested LTIP Units, stock options, and the shares of Series E Cumulative Convertible Preferred Stock are dilutive, they are included in the diluted share count.
Management considers FFO a useful metric for investors as the Company uses FFO in evaluating property acquisitions and its operating performance and believes that FFO should be considered along with, but not as an alternative to, net income and cash flow as a measure of the Company's activities in accordance with GAAP. FFO does not represent cash generated from operating activities in accordance with GAAP and is not necessarily indicative of funds available to fund our cash needs. A reconciliation from net income/(loss) attributable to common stockholders to FFO is provided on Attachment 2.
Held For Disposition Communities: The Company defines Held for Disposition Communities as those communities that were held for sale as of the end of the most recent quarter.
Joint Venture Reconciliation at UDR's weighted average ownership interest:
In thousands

2Q 2020

YTD 2020

Income/(loss) from unconsolidated entities

$

8,021

$

11,388

Management fee

584

1,184

Interest expense

4,550

9,617

Depreciation

8,745

17,561

General and administrative

63

129

West Coast Development JV Preferred Return

(66

)

(143

)

Developer Capital Program (excludes Alameda Point Block 11 and Brio)

(6,341

)

(12,337

)

Other (income)/expense

(15

)

145

Unrealized (gain)/loss on unconsolidated technology investments

(4,593

)

(4,549

)

Total Joint Venture NOI at UDR's Ownership Interest

$

10,948

$

22,995

Net Operating Income (“NOI”): The Company defines NOI as rental income less direct property rental expenses. Rental income represents gross market rent and other revenues less adjustments for concessions, vacancy loss and bad debt. 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 2.875% of property revenue to cover the regional supervision and accounting costs related to consolidated property operations, and land rent.
Management considers NOI a useful metric for investors as it is a more meaningful representation of a community’s continuing operating performance than net income as it is prior to corporate-level expense allocations, general and administrative costs, capital structure and depreciation and amortization and is a widely used input, along with capitalization rates, in the determination of real estate valuations. A reconciliation from net income/(loss) attributable to UDR, Inc. to NOI is provided below.
In thousands

2Q 2020

1Q 2020

4Q 2019

3Q 2019

2Q 2019

Net income/(loss) attributable to UDR, Inc.

$

57,771

$

5,221

$

97,959

$

27,204

$

35,619

Property management

8,797

9,203

8,703

8,309

8,006

Other operating expenses

6,100

4,966

2,800

2,751

2,735

Real estate depreciation and amortization

155,056

155,476

143,464

127,391

117,934

Interest expense

38,597

39,317

60,435

42,523

34,417

Casualty-related charges/(recoveries), net

102

1,251

1,316

(1,088

)

246

General and administrative

10,971

14,978

14,531

12,197

12,338

Tax provision/(benefit), net

1,526

164

2

1,499

125

(Income)/loss from unconsolidated entities

(8,021

)

(3,367

)

(118,486

)

(12,713

)

(6,625

)

Interest income and other (income)/expense, net

(2,421

)

(2,700

)

(2,406

)

(1,875

)

(1,310

)

Joint venture management and other fees

(1,274

)

(1,388

)

(2,073

)

(6,386

)

(2,845

)

Other depreciation and amortization

2,027

2,025

1,713

1,619

1,678

(Gain)/loss on sale of real estate owned

(61,303

)

-

-

-

(5,282

)

Net income/(loss) attributable to noncontrolling interests

4,325

319

7,278

2,218

2,699

Total consolidated NOI

$

212,253

$

225,465

$

215,236

$

203,649

$

199,735

Attachment 16(C)

UDR, Inc.

Definitions and Reconciliations

June 30, 2020

(Unaudited)

NOI Enhancing Capital Expenditures ("Cap Ex"): The Company defines NOI Enhancing Capital Expenditures as expenditures that result in increased income generation or decreased expense growth over time.
Management considers NOI Enhancing Capital Expenditures a useful metric for investors as it quantifies the amount of capital expenditures that are expected to grow, not just maintain, revenues or to decrease expenses.
Non-Mature Communities: The Company defines Non-Mature Communities as those communities that have not met the criteria to be included in same-store communities.
Non-Residential / Other: The Company defines Non-Residential / Other as non-apartment components of mixed-use properties, land held, properties being prepared for redevelopment and properties where a material change in home count has occurred.
Other Markets: The Company defines Other Markets as the accumulation of individual markets where it operates less than 1,000 Combined Same-Store homes. Management considers Other Markets a useful metric as the operating results for the individual markets are not representative of the fundamentals for those markets as a whole.
Physical Occupancy: The Company defines Physical Occupancy as the number of occupied homes divided by the total homes available at a community.
QTD Combined Same-Store Communities: QTD Combined Same-Store Communities represent the QTD UDR Same-Store Communities and the Acquired JV Same-Store Portfolio Communities as a single portfolio, as if the Acquired JV Same-Store Portfolio Communities were 100% owned by UDR during all periods presented.
QTD UDR Same-Store Communities: The Company defines QTD UDR Same-Store Communities as those communities Stabilized for five full consecutive quarters. These communities were owned and had stabilized operating expenses as of the beginning of the quarter in the prior year, were not in process of any substantial redevelopment activities, and were not held for disposition.
Recurring Capital Expenditures: The Company defines Recurring Capital Expenditures as expenditures that are necessary to help preserve the value of and maintain functionality at its communities.
Redevelopment Communities: The Company generally defines Redevelopment Communities as those communities where substantial redevelopment is in progress that is expected to have a material impact on the community's operations, including occupancy levels and future rental rates.
Redevelopment Projected Weighted Average Return on Incremental Capital Invested: The projected weighted average return on incremental capital invested for redevelopment projects is NOI as set forth in the definition of Stabilization Period for Redevelopment Yield, less Recurring Capital Expenditures, minus the project’s annualized NOI prior to commencing the redevelopment, less Recurring Capital Expenditures, divided by the total cost of the project.
Sold Communities: The Company defines Sold Communities as those communities that were disposed of prior to the end of the most recent quarter.
Stabilization/Stabilized: The Company defines Stabilization/Stabilized as when a community’s occupancy reaches 90% or above for at least three consecutive months.
Stabilized, Non-Mature Communities: The Company defines Stabilized, Non-Mature Communities as those communities that have reached Stabilization but are not yet in the same-store portfolio.
Stabilization Period for Development Yield: The Company defines the Stabilization Period for Development Yield as the forward twelve month NOI, excluding any remaining lease-up concessions outstanding, commencing one year following the delivery of the final home of the project.
Stabilization Period for Redevelopment Yield: The Company defines the stabilization period for a redevelopment property yield for purposes of computing the Redevelopment Projected Weighted Average Return on Incremental Capital Invested, as the forward twelve month NOI, excluding any remaining lease-up concessions outstanding, commencing one year following the delivery of the final home of a project.
Stabilized Yield on Developments: The Company calculates expected stabilized yields on development as follows: projected stabilized NOI less management fees divided by budgeted construction costs on a project-specific basis. Projected stabilized NOI for development projects, calculated in accordance with the NOI reconciliation provided on Attachment 16(B), is set forth in the definition of Stabilization Period for Development Yield. Given the differing completion dates and years for which NOI is being projected for these communities as well as the complexities associated with estimating other expenses upon completion such as corporate overhead allocation, general and administrative costs and capital structure, a reconciliation to GAAP measures is not meaningful. Projected NOI for these projects is neither provided, nor is representative of Management’s expectations for the Company’s overall financial performance or cash flow growth and there can be no assurances that forecast NOI growth implied in the estimated construction yield of any project will be achieved.
Management considers estimated Stabilized Yield on Developments as a useful metric for investors as it helps provide context to the expected effects that development projects will have on the Company’s future performance once stabilized.
Total Revenue per Occupied Home: The Company defines Total Revenue per Occupied Home as rental and other revenues, calculated in accordance with GAAP, divided by the product of occupancy and the number of apartment homes.
Management considers Total Revenue per Occupied Home a useful metric for investors as it serves as a proxy for portfolio quality, both geographic and physical.
TRS: The Company’s taxable REIT subsidiary (“TRS”) focuses on making investments and providing services that are otherwise not allowed to be made or provided by a REIT.
YTD Combined Same-Store Communities: YTD Combined Same-Store Communities represent the YTD UDR Same-Store Communities and the Acquired JV Same-Store Portfolio Communities as a single portfolio, as if the Acquired JV Same-Store Portfolio Communities were 100% owned by UDR during all periods presented.
YTD UDR Same-Store Communities: The Company defines YTD UDR Same-Store Communities as those communities Stabilized for two full consecutive calendar years. These communities were owned and had stabilized operating expenses as of the beginning of the prior year, were not in process of any substantial redevelopment activities, and were not held for disposition.

Forward-Looking Statements

Certain statements made in this press release may constitute “forward-looking statements.” Words such as “expects,” “intends,” “believes,” “anticipates,” “plans,” “likely,” “will,” “seeks,” “estimates” and variations of such words and similar expressions are intended to identify such forward-looking statements. Forward-looking statements, by their nature, involve estimates, projections, goals, forecasts and assumptions and are subject to risks and uncertainties that could cause actual results or outcomes to differ materially from those expressed in a forward-looking statement, due to a number of factors, which include, but are not limited to, the impact of the COVID-19 pandemic and measures intended to prevent its spread or address its effects, unfavorable changes in the apartment market, changing economic conditions, the impact of inflation/deflation on rental rates and property operating expenses, expectations concerning availability of capital and the stabilization of the capital markets, the impact of competition and competitive pricing, acquisitions, developments and redevelopments not achieving anticipated results, delays in completing developments, redevelopments and lease-ups on schedule, expectations on job growth, home affordability and demand/supply ratio for multifamily housing, expectations concerning development and redevelopment activities, expectations on occupancy levels and rental rates, expectations concerning the joint ventures with third parties, expectations that technology will help grow net operating income, expectations on annualized net operating income and other risk factors discussed in documents filed by the Company with the SEC from time to time, including the Company's Annual Report on Form 10-K and the Company's Quarterly Reports on Form 10-Q. Actual results may differ materially from those described in the forward-looking statements. These forward-looking statements and such risks, uncertainties and other factors speak only as of the date of this press release, and the Company expressly disclaims any obligation or undertaking to update or revise any forward-looking statement contained herein, to reflect any change in the Company's expectations with regard thereto, or any other change in events, conditions or circumstances on which any such statement is based, except to the extent otherwise required under the U.S. securities laws.

About UDR, Inc.

UDR, Inc. (NYSE: UDR), an S&P 500 company, is a leading multifamily real estate investment trust with a demonstrated performance history of delivering superior and dependable returns by successfully managing, buying, selling, developing and redeveloping attractive real estate communities in targeted U.S. markets. As of June 30, 2020, UDR owned or had an ownership position in 51,320 apartment homes including 819 homes under development. For over 48 years, UDR has delivered long-term value to shareholders, the best standard of service to Residents and the highest quality experience for Associates.

Attachment 1

UDR, Inc.

Consolidated Statements of Operations

(Unaudited)(1)

Three Months Ended

Six Months Ended

June 30,

June 30,

In thousands, except per share amounts

2020

2019

2020

2019

REVENUES:
Rental income(2)

$

305,982

$

278,463

$

626,075

$

546,385

Joint venture management and other fees

1,274

2,845

2,662

5,596

Total revenues

307,256

281,308

628,737

551,981

OPERATING EXPENSES:
Property operating and maintenance

48,717

42,894

98,200

84,833

Real estate taxes and insurance

45,012

35,834

90,157

72,134

Property management

8,797

8,006

18,000

15,709

Other operating expenses

6,100

2,735

11,066

8,381

Real estate depreciation and amortization

155,056

117,934

310,532

230,402

General and administrative

10,971

12,338

25,949

24,805

Casualty-related charges/(recoveries), net

102

246

1,353

246

Other depreciation and amortization

2,027

1,678

4,052

3,334

Total operating expenses

276,782

221,665

559,309

439,844

Gain/(loss) on sale of real estate owned

61,303

5,282

61,303

5,282

Operating income

91,777

64,925

130,731

117,419

Income/(loss) from unconsolidated entities(2)

8,021

6,625

11,388

6,674

Interest expense

(38,597

)

(34,417

)

(77,914

)

(67,959

)

Interest income and other income/(expense), net

2,421

1,310

5,121

11,123

Income/(loss) before income taxes

63,622

38,443

69,326

67,257

Tax (provision)/benefit, net

(1,526

)

(125

)

(1,690

)

(2,337

)

Net Income/(loss)

62,096

38,318

67,636

64,920

Net (income)/loss attributable to redeemable noncontrolling interests in the OP and DownREIT Partnership

(4,291

)

(2,652

)

(4,604

)

(4,709

)

Net (income)/loss attributable to noncontrolling interests

(34

)

(47

)

(403

)

(89

)

Net income/(loss) attributable to UDR, Inc.

57,771

35,619

62,992

60,122

Distributions to preferred stockholders - Series E (Convertible)

(1,062

)

(1,031

)

(2,128

)

(2,042

)

Net income/(loss) attributable to common stockholders

$

56,709

$

34,588

$

60,864

$

58,080

Income/(loss) per weighted average common share - basic:

$

0.19

$

0.12

$

0.21

$

0.21

Income/(loss) per weighted average common share - diluted:

$

0.19

$

0.12

$

0.21

$

0.21

Common distributions declared per share

$

0.3600

$

0.3425

$

0.7200

$

0.6850

Weighted average number of common shares outstanding - basic

294,710

281,960

294,584

279,494

Weighted average number of common shares outstanding - diluted

295,087

282,575

295,083

280,081

(1)

See Attachment 16 for definitions and other terms.

(2)

During the three months ended June 30, 2020, UDR collected 96.1% of billed residential revenue and 70.8% of billed retail revenue. Of the 3.9% and 29.2% not collected, UDR reserved (reflected as a reduction to revenues) approximately 1.7% or $5.5 million for residential, including $0.4 million for UDR’s share from unconsolidated joint ventures, and 163.6% or $3.5 million, including straight-line rent receivables and $0.1 million for UDR’s share from unconsolidated joint ventures, for retail. The reserves are based on probability of collection.

Attachment 2

UDR, Inc.

Funds From Operations

(Unaudited)(1)

Three Months Ended

Six Months Ended

June 30,

June 30,

In thousands, except per share and unit amounts

2020

2019

2020

2019

Net income/(loss) attributable to common stockholders

$

56,709

$

34,588

$

60,864

$

58,080

Real estate depreciation and amortization

155,056

117,934

310,532

230,402

Noncontrolling interests

4,325

2,699

4,644

4,798

Real estate depreciation and amortization on unconsolidated joint ventures

8,745

15,211

17,561

30,885

Net gain on the sale of unconsolidated depreciable property

-

(5,251

)

-

(5,251

)

Net gain on the sale of depreciable real estate owned

(61,303

)

-

(61,303

)

-

Funds from operations ("FFO") attributable to common stockholders and unitholders, basic

$

163,532

$

165,181

$

332,298

$

318,914

Distributions to preferred stockholders - Series E (Convertible)(2)

1,062

1,031

2,128

2,042

FFO attributable to common stockholders and unitholders, diluted

$

164,594

$

166,212

$

334,426

$

320,956

FFO per weighted average common share and unit, basic

$

0.52

$

0.54

$

1.05

$

1.05

FFO per weighted average common share and unit, diluted

$

0.51

$

0.54

$

1.04

$

1.05

Weighted average number of common shares and OP/DownREIT Units outstanding - basic

317,096

304,696

316,891

302,998

Weighted average number of common shares, OP/DownREIT Units, and common stock equivalents outstanding - diluted

320,426

308,322

320,372

306,596

Impact of adjustments to FFO:
Promoted interest on settlement of note receivable, net of tax

$

-

$

-

$

-

$

(6,482

)

Legal and other costs

1,586

-

2,344

3,660

Net gain on the sale of non-depreciable real estate owned

-

(5,282

)

-

(5,282

)

Unrealized (gain)/loss on unconsolidated technology investments, net of tax

(3,334

)

-

(3,302

)

(229

)

Severance costs and other restructuring expense

-

-

1,642

-

Casualty-related charges/(recoveries), net

249

246

1,648

261

Casualty-related charges/(recoveries) on unconsolidated joint ventures, net

-

81

31

227

$

(1,499

)

$

(4,955

)

$

2,363

$

(7,845

)

FFO as Adjusted attributable to common stockholders and unitholders, diluted

$

163,095

$

161,257

$

336,789

$

313,111

FFO as Adjusted per weighted average common share and unit, diluted

$

0.51

$

0.52

$

1.05

$

1.02

Recurring capital expenditures

(12,504

)

(12,750

)

(21,713

)

(19,968

)

AFFO attributable to common stockholders and unitholders, diluted

$

150,591

$

148,507

$

315,076

$

293,143

AFFO per weighted average common share and unit, diluted

$

0.47

$

0.48

$

0.98

$

0.96

(1)

See Attachment 16 for definitions and other terms.

(2)

Series E preferred shares are dilutive for purposes of calculating FFO per share for the three and six months ended June 30, 2020 and June 30, 2019. Consequently, distributions to Series E preferred stockholders are added to FFO and the weighted average number of shares are included in the denominator when calculating FFO per common share and unit, diluted.

Attachment 3

UDR, Inc.

Consolidated Balance Sheets

(Unaudited)(1)

June 30,

December 31,

In thousands, except share and per share amounts

2020

2019

ASSETS
Real estate owned:
Real estate held for investment

$

12,643,851

$

12,532,324

Less: accumulated depreciation

(4,372,321

)

(4,131,330

)

Real estate held for investment, net

8,271,530

8,400,994

Real estate under development (net of accumulated depreciation of $203 and $23)

131,585

69,754

Total real estate owned, net of accumulated depreciation

8,403,115

8,470,748

Cash and cash equivalents

833

8,106

Restricted cash

22,043

25,185

Notes receivable, net

155,956

153,650

Investment in and advances to unconsolidated joint ventures, net

598,058

588,262

Operating lease right-of-use assets

202,586

204,225

Other assets

181,880

186,296

Total assets

$

9,564,471

$

9,636,472

LIABILITIES AND EQUITY
Liabilities:
Secured debt

$

1,112,870

$

1,149,441

Unsecured debt

3,653,934

3,558,083

Operating lease liabilities

197,092

198,558

Real estate taxes payable

31,952

29,445

Accrued interest payable

47,087

45,199

Security deposits and prepaid rent

45,607

48,353

Distributions payable

115,254

109,382

Accounts payable, accrued expenses, and other liabilities

111,264

90,032

Total liabilities

5,315,060

5,228,493

Redeemable noncontrolling interests in the OP and DownREIT Partnership

834,466

1,018,665

Equity:
Preferred stock, no par value; 50,000,000 shares authorized 2,695,363 shares of 8.00% Series E Cumulative Convertible issued and outstanding (2,780,994 shares at December 31, 2019)

44,764

46,200

14,452,717 shares of Series F outstanding (14,691,274 shares at December 31, 2019)

1

1

Common stock, $0.01 par value; 350,000,000 shares authorized 295,067,779 shares issued and outstanding (294,588,305 shares at December 31, 2019)

2,951

2,946

Additional paid-in capital

5,794,428

5,781,975

Distributions in excess of net income

(2,432,882

)

(2,462,132

)

Accumulated other comprehensive income/(loss), net

(11,940

)

(10,448

)

Total stockholders' equity

3,397,322

3,358,542

Noncontrolling interests

17,623

30,772

Total equity

3,414,945

3,389,314

Total liabilities and equity

$

9,564,471

$

9,636,472

(1)

See Attachment 16 for definitions and other terms.

Attachment 4(C)

UDR, Inc.

Selected Financial Information

(Dollars in Thousands)

(Unaudited)(1)

Quarter Ended
Coverage Ratios June 30, 2020
Net income/(loss)

$

62,096

Adjustments:
Interest expense, including costs associated with debt extinguishment

38,597

Real estate depreciation and amortization

155,056

Other depreciation and amortization

2,027

Tax provision/(benefit), net

1,526

Net gain on the sale of depreciable real estate owned

(61,303

)

Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures

13,295

EBITDAre

$

211,294

Casualty-related charges/(recoveries), net

249

Legal and other costs

1,586

(Income)/loss from unconsolidated entities

(8,021

)

Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures

(13,295

)

Management fee expense on unconsolidated joint ventures

(584

)

Consolidated EBITDAre - adjusted for non-recurring items

$

191,229

Annualized consolidated EBITDAre - adjusted for non-recurring items

$

764,916

Interest expense, including costs associated with debt extinguishment

38,597

Capitalized interest expense

1,663

Total interest

$

40,260

Preferred dividends

$

1,062

Total debt

$

4,766,804

Cash

(833

)

Net debt

$

4,765,971

Consolidated Interest Coverage Ratio - adjusted for non-recurring items

4.7x

Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items

4.6x

Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items

6.2x

Debt Covenant Overview
Unsecured Line of Credit Covenants(2) Required Actual Compliance
Maximum Leverage Ratio ≤60.0%

34.0%(2)

Yes
Minimum Fixed Charge Coverage Ratio ≥1.5x

4.1x

Yes
Maximum Secured Debt Ratio ≤40.0%

11.1%

Yes
Minimum Unencumbered Pool Leverage Ratio ≥150.0%

341.3%

Yes
Senior Unsecured Note Covenants(3) Required Actual Compliance
Debt as a percentage of Total Assets ≤65.0%

34.3%(3)

Yes
Consolidated Income Available for Debt Service to Annual Service Charge ≥1.5x 5.2x Yes
Secured Debt as a percentage of Total Assets ≤40.0%

8.0%

Yes
Total Unencumbered Assets to Unsecured Debt ≥150.0%

309.1%

Yes
Securities Ratings Debt Outlook

Commercial

Paper

Moody's Investors Service Baa1 Stable P-2
S&P Global Ratings BBB+ Stable A-2
Gross % of
Number of 2Q 2020 NOI (1) Carrying Value Total Gross
Asset Summary Homes ($000s) % of NOI ($000s) Carrying Value
Unencumbered assets

39,437

$

179,166

84.4

%

$

10,730,870

84.0

%

Encumbered assets

7,934

33,087

15.6

%

2,044,769

16.0

%

47,371

$

212,253

100.0

%

$

12,775,639

100.0

%

(1)

See Attachment 16 for definitions and other terms.

(2)

As defined in our credit agreement dated September 27, 2018.

(3)

As defined in our indenture dated November 1, 1995 as amended, supplemented or modified from time to time.

Trent Trujillo

Phone: 720-283-6135

Source: UDR, Inc.

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