FORM 10-Q/A
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
AMENDMENT TO APPLICATION OR REPORT
Filed Pursuant to Section 12, 13 or 15(d) of
THE SECURITIES EXCHANGE ACT OF 1934
UNITED DOMINION REALTY TRUST, INC.
(Exact name of registrant as specified in its charter)
The undersigned registrant hereby amends the following items, financial
statements and other portions of its Quarterly Report on Form 10-Q for the
quarter ended September 30, 1995 as set forth in the pages attached hereto.
Management's Discussion of Financial Condition and Operations
The reference to the dividend payout ratio under the caption "Financial
Condition" in "Management's Discussion of Financial Condition and Operations"
has been deleted.
UNITED DOMINION REALTY TRUST, INC.
(Registrant)
Date: April 12, 1996 By: /s/ Jerry A. Davis
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Jerry A. Davis, Vice President
Corporate Controller
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during 1995, (ii) the increase in mature apartment net operating income of $3.5
million, and (iii) the positive impact of the significant portfolio expansion
that has occurred during the last twelve months.
Management believes that the Trust's operating results for the fourth
quarter of 1995 will show continued improvement over the comparable period last
year reflecting the continued positive impact of the Trust's 1994 and 1995
acquisitions. During 1994, the Trust's mature apartment economic occupancy
improved steadily through August and then stabilized between 95% an 96% during
the remainder of the year. Mature apartment operating results improved during
each succeeding quarter last year. Thus, year to year improvement in quarterly
mature apartment operating results should be more moderate in the fourth quarter
of 1995. Consequently, higher rent growth will be more important to improved
fourth quarter results than occupancy gains. Management believes that the
Trust's operating results should continue to benefit over the next few years
from a number of factors including (i) the contribution of the large volume of
units acquired since 1994 and expected to be acquired during the remainder of
1995, and (ii) continued strong apartment markets as a result of anticipated job
growth and resultant household formation in the Southeast.
The Trust expects to close on separate sales of two shopping centers
during the fourth quarter of 1995 which will result in a gain, for financial
reporting purposes of approximately $1.3 million.
In March, 1995, the FASB issued Statement No. 121, "Accounting for the
Impairment of Long-Lived Assets and for Long-Lived Assets to be Disposed Of",
which requires impairment losses to be recognized for long-lived assets used in
operations when indicators of impairment are present and the undiscounted cash
flows are not sufficient to recover the assets' carrying amount. The statement
requires that impairment losses be recognized for long-lived assets to be
disposed of when the fair value of the asset less the estimated cost to sell is
less than the carrying value of that asset measured at the time management
commits to the sale or disposal. The Trust will opt for the early adoption of
Statement No. 121 in the fourth quarter of 1995. At the end of October, 1995,
the Trust executed a letter of intent to sell five shopping centers at an
aggregate purchase price of $28.4 million. Closing is expected to occur during
the first quarter of 1996. Based on a preliminary allocation of the sales price,
it is estimated that the Trust will recognize an approximate $1.7 million
initial impairment loss associated with the sale of one of these centers,
Village Square in Myrtle Beach, South Carolina (which had a carrying value at
the end of October of approximately $9.5 million). The other four centers are
expected to be sold at gains aggregating between $500,000 and $800,000 depending
on the date of sale.
FINANCIAL CONDITION
As a qualified REIT, the Trust distributes a substantial portion of its
cash flow to its shareholders in the form of dividends. Over the past several
years, the Trust has sought to retain a greater portion of its cash flow. The
Trust utilizes a variety of primarily external financing sources to fund its
acquisition program. The Trust has frequently utilized its lines of credit to
finance these expenditures and has subsequently replaced any short-term bank
debt so incurred with longer term debt or equity.
