Debt (UNITED DOMINION REALTY, L.P.)

12 Months Ended

Dec. 31, 2014

SECURED AND UNSECURED DEBT

The following is a summary of our secured and unsecured debt at December 31, 2014 and 2013 (dollars in thousands):



	Principal Outstanding				For the Year Ended December 31, 2014
					Weighted Average Interest Rate		Weighted Average Years to Maturity	Number of Communities Encumbered
	December 31,
	2014		2013
Secured Debt:
Fixed Rate Debt
Mortgage notes payable (a)	$	401,210	$	445,706	5.46	%	1.6	6
Fannie Mae credit facilities (b)	568,086		626,667		5.12	%	4.0	22
Total fixed rate secured debt	969,296		1,072,373		5.26	%	3.0	28
Variable Rate Debt
Mortgage notes payable	31,337		63,595		1.94	%	2.1	1
Tax-exempt secured notes payable (c)	94,700		94,700		0.83	%	8.2	2
Fannie Mae credit facilities (b)	266,196		211,409		1.60	%	5.2	7
Total variable rate secured debt	392,233		369,704		1.44	%	5.7	10
Total Secured Debt	1,361,529		1,442,077		4.16	%	3.8	38

Unsecured Debt:
Commercial Banks
Borrowings outstanding under an unsecured credit facility due December 2017 (d) (h)	152,500		—		1.09	%	2.9
Senior Unsecured Notes
5.13% Medium-Term Notes due January 2014 (e)	—		184,000		—	%	—
5.50% Medium-Term Notes due April 2014 (net of discount of $20) (e)	—		128,480		—	%	—
5.25% Medium-Term Notes due January 2015 (net of discounts of $6 and $134, respectively) (f)	325,169		325,041		5.25	%	—
5.25% Medium-Term Notes due January 2016	83,260		83,260		5.25	%	1.0
4.25% Medium-Term Notes due June 2018 (net of discounts of $1,465 and $1,893, respectively) (h)	298,535		298,107		4.25	%	3.4
2.17% Term Notes due June 2018 (h)	215,000		250,000		2.17	%	3.4
1.53% Term Notes due June 2018 (h)	100,000		65,000		1.53	%	3.4
1.31% Term Notes due June 2018 (h)	35,000		35,000		1.31	%	3.4
3.70% Medium-Term Notes due October 2020 (net of discounts of $46 and $54, respectively) (h)	299,954		299,946		3.70	%	5.8
4.63% Medium-Term Notes due January 2022 (net of discounts of $2,523 and $2,882, respectively) (h)	397,477		397,118		4.63	%	7.0
3.75% Medium-Term Notes due July 2024 (net of discount of $990) (g) (h)	299,010		—		3.75	%	9.5
8.50% Debentures due September 2024	15,644		15,644		8.50	%	9.7
Other	27		30		N/A		N/A
Total Unsecured Debt	2,221,576		2,081,626		3.81	%	4.6
Total Debt	$	3,583,105	$	3,523,703	3.94	%	4.3

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 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. As of December 31, 2014, secured debt encumbered $2.2 billion or 26.6% of UDR’s total real estate owned based upon gross book value ($6.2 billion or 73.4% of UDR’s real estate owned based on gross book value is unencumbered).

(a) At December 31, 2014, fixed rate mortgage notes payable are generally due in monthly installments of principal and interest and mature at various dates from December 2015 through May 2019 and carry interest rates ranging from 3.43% to 5.94%.

The Company will 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. During the years ended December 31, 2014, 2013, and 2012, the Company had $5.1 million, $5.1 million, and $4.9 million, respectively, of amortization expense on the fair market adjustment of debt assumed in 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 $6.7 million and $11.8 million at December 31, 2014 and 2013, respectively.

(b) UDR has three secured credit facilities with Fannie Mae with an aggregate commitment of $834.3 million at December 31, 2014. The Fannie Mae credit facilities are for terms of seven to ten years (maturing at various dates from May 2017 through July 2023) and bear interest at floating and fixed rates. At December 31, 2014, we have $568.1 million of the outstanding balance is fixed at a weighted average interest rate of 5.12% and the remaining balance of $266.2 million on these facilities is currently at a weighted average variable interest rate of 1.60%.

Further information related to these credit facilities is as follows (dollars in thousands):



	December 31, 2014			December 31, 2013
Borrowings outstanding	$	834,282		$	838,076
Weighted average borrowings during the period ended	835,873			839,597
Maximum daily borrowings during the period ended	837,564			841,494
Weighted average interest rate during the period ended	4.1		%	4.2		%
Weighted average interest rate at the end of the period	4.0		%	4.1		%

(c) The variable rate mortgage notes payable that secure tax-exempt housing bond issues mature on August 2019 and March 2032. Interest on these notes is payable in monthly installments. The variable mortgage notes have interest rates of 0.78% and 0.93%, respectively, as of December 31, 2014.

(d) The Company has a $900 million unsecured revolving credit facility with a maturity date to December 2017, a six month extension option, and an accordion feature that allows the Company to increase the facility to $1.45 billion. Based on the Company's current credit rating, the credit facility carries an interest rate equal to LIBOR plus a spread of 100 basis points and a facility fee of 15 basis points. As of December 31, 2014, the Company had a balance of $152.5 million outstanding under the revolving credit facility.

The following is a summary of short-term bank borrowings under UDR’s bank credit facility at December 31, 2014 and 2013 (dollars in thousands):



	December 31, 2014			December 31, 2013
Total revolving credit facility	$	900,000		$	900,000
Borrowings outstanding at end of period (1)	152,500			—
Weighted average daily borrowings during the period ended	291,761			169,844
Maximum daily borrowings during the period ended	625,000			372,000
Weighted average interest rate during the period ended	1.2		%	1.2		%
Interest rate at end of the period	1.1		%	1.3		%

(1) Excludes $1.9 million and $2.2 million of letters of credit at December 31, 2014 and 2013, respectively.

(e) Paid off at maturity with borrowings under the Company’s $900 million unsecured revolving credit facility.


(f)	In January 2015, we paid off $325.2 million of 5.25% medium-term notes due January 2015 with borrowings under the Company’s $900 million unsecured revolving credit facility.

(g) In June 2014, the Company issued $300 million of 3.750% senior unsecured medium-term notes due July 1, 2024. Interest is payable semi-annually beginning on January 1, 2015. These notes were issued at 99.652% of the principal amount and had a discount of $1.0 million at December 31, 2014. The Company used the net proceeds to pay down borrowings outstanding on our $900 million unsecured credit facility and for general corporate purposes.

(h) The Operating Partnership is a guarantor at December 31, 2014 and 2013.

The aggregate maturities, including amortizing principal payments of secured debt, of total debt for the next five years subsequent to December 31, 2014 are as follows (dollars in thousands):



Year	Secured Fixed Rate Debt		Secured Variable Rate Debt		Total Secured Debt		Total Unsecured Debt (a)		Total Debt
2015	$	196,648	$	—	$	196,648	$	324,286	$	520,934
2016	135,167		31,337		166,504		82,377		248,881
2017	177,774		65,000		242,774		152,500		395,274
2018	120,969		104,787		225,756		648,443		874,199
2019	248,738		67,700		316,438		—		316,438
Thereafter	90,000		123,409		213,409		1,013,970		1,227,379
Total	$	969,296	$	392,233	$	1,361,529	$	2,221,576	$	3,583,105

(a) With the exception of the 1.31% Term Notes due June 2018 and revolving credit facility which carry a variable interest rate, all unsecured debt carries fixed interest rates.

We were in compliance with the covenants of our debt instruments at December 31, 2014.

United Dominion Reality L.P.

Entity Information [Line Items]

DEBT

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 December 31, 2014 and 2013 (dollars in thousands):



	Principal Outstanding				For the Year Ended December 31, 2014
	December 31,				Weighted Average Interest Rate		Weighted Average Years to Maturity	Number of Communities Encumbered
	2014		2013		Weighted Average Interest Rate		Weighted Average Years to Maturity	Number of Communities Encumbered
Fixed Rate Debt
Mortgage notes payable	$	378,371	$	386,803	5.47	%	1.6	5
Fannie Mae credit facilities	333,828		379,003		4.90	%	4.6	10
Total fixed rate secured debt	712,199		765,806		5.20	%	3.0	15
Variable Rate Debt
Tax-exempt secured note payable	27,000		27,000		0.93	%	17.2	1
Fannie Mae credit facilities	192,760		142,059		1.83	%	6.0	5
Total variable rate secured debt	219,760		169,059		1.72	%	7.4	6
Total secured debt	$	931,959	$	934,865	4.38	%	4.0	21

As of December 31, 2014, an aggregate commitment of $526.6 million of the General Partner's secured credit facilities with Fannie Mae was allocated to the Operating Partnership based on the ownership of the assets securing the debt. The entire commitment was outstanding at December 31, 2014. The Fannie Mae credit facilities mature at various dates from May 2017 through July 2023 and bear interest at floating and fixed rates. At December 31, 2014, $333.8 million of the outstanding balance was fixed at a weighted average interest rate of 4.90% and the remaining balance of $192.8 million on these facilities had a weighted average variable interest rate of 1.83%. During 2013, the General Partner reallocated an additional $13.7 million of the Fannie Mae credit facilities to the Operating Partnership. The following is information related to the credit facilities allocated to the Operating Partnership (dollars in thousands):



	December 31, 2014			December 31, 2013
Borrowings outstanding	$	526,588		$	521,062
Weighted average borrowings during the period ended	527,592			522,007
Maximum daily borrowings during the period ended	528,659			523,187
Weighted average interest rate during the period ended	4.1		%	4.2		%
Interest rate at the end of the period	4.0		%	4.1		%

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 unamortized fair value adjustment of the fixed rate debt instruments on the Operating Partnership’s properties was a net premium of $6.2 million and $10.0 million at December 31, 2014 and 2013, respectively.

Fixed Rate Debt

Mortgage notes payable. Fixed rate mortgage notes payable are generally due in monthly installments of principal and interest and mature at various dates from December 2015 through May 2019 and carry interest rates ranging from 3.43% to 5.94%.

Secured credit facilities. At December 31, 2014, the General Partner had borrowings against its fixed rate facilities of $568.1 million, of which $333.8 million was allocated to the Operating Partnership based on the ownership of the assets securing the debt. As of December 31, 2014, the fixed rate Fannie Mae credit facilities allocated to the Operating Partnership had a weighted average fixed interest rate of 4.90%.

Variable Rate Debt

Tax-exempt secured note payable. The variable rate mortgage note payable that secures tax-exempt housing bond issues matures in March 2032. Interest on this note is payable in monthly installments. The mortgage note payable has an interest rate of 0.93% as of December 31, 2014.

Secured credit facilities. At December 31, 2014, the General Partner had borrowings against its variable rate facilities of $266.2 million, of which $192.8 million was allocated to the Operating Partnership based on the ownership of the assets securing the debt. As of December 31, 2014, the variable rate borrowings under the Fannie Mae credit facilities allocated to the Operating Partnership had a weighted average floating interest rate of 1.83%.

The aggregate maturities of the Operating Partnership’s secured debt due during each of the next five calendar years subsequent to December 31, 2014 are as follows (dollars in thousands):



	Fixed				Variable
	Mortgage Notes Payable		Secured Credit Facilities		Tax-Exempt Secured Notes Payable		Secured Credit Facilities		Total
2015	$	192,637	$	366	$	—	$	—	$	193,003
2016	130,951		385		—		—		131,336
2017	913		15,640		—		6,566		23,119
2018	968		111,052		—		96,974		208,994
2019	52,902		123,096		—		—		175,998
Thereafter	—		83,289		27,000		89,220		199,509
Total	$	378,371	$	333,828	$	27,000	$	192,760	$	931,959

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 $900 million, $250 million of term notes due June 2018, $100 million of term notes due June 2018, $300 million of medium-term notes due June 2018, $300 million of medium-term notes due October 2020, $400 million of medium-term notes due January 2022, and $300 million of medium-term notes due July 2024. As of December 31, 2014, there were $152.5 million outstanding borrowings under the unsecured credit facility. As of December 31, 2013, there was no outstanding balance under the unsecured credit facility.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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