UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 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) July 1, 1997
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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 (Commission (I.R.S. Employer
of incorporation File Number) Identification No.)
10 South Sixth Street, Richmond, Virginia 23219-3802
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(Address of principal executive offices)
Registrant's telephone number, including area code (804) 780-2691
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NO CHANGE
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(Former name or former address, if changed since last report)
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Item 2. Acquisition or Disposition of Assets
On July 1, 1997, the registrant, United Dominion Realty Trust, Inc. (the
"Company"), acquired a portfolio of five apartment communities containing 934
apartment homes from American Capitol I Assets, Limited Partnership. Following
this transaction, the Company's acquisitions for 1997 were "significant" in the
aggregate, which necessitated the filing of this Form 8-K.
A brief summary of each of the Company's 1997 acquisitions to date is set forth
below. Each property was acquired from an unrelated seller for consideration
agreed upon through arm's length bargaining. Unless stated otherwise, to the
extent cash was utilized to complete the acquisition, the source of capital was
bank line borrowings.
On February 21, 1997, United Dominion Realty, L.P., a Virginia limited
partnership, of which the Company owns 98%, acquired The Club at Hickory Hollow
Apartments from TBCREC Residential No. 1 L.P., a Massachusetts Corporation,
General Partner, for $17.4 million including closing costs, all cash. The Club
at Hickory Hollow Apartments, located in Nashville, Tennessee, is a 406 home
garden style apartment community located on 28.3 acres, which was constructed in
1987.
On February 28, 1997, UDRT of North Carolina, L.L.C., a North Carolina limited
liability company and wholly-owned subsidiary of the Company, acquired three
apartment communities from entities and individuals that control the real
property owners. The three properties acquired and are real property owners are
briefly described below:
Stoney Pointe Apartments was conveyed by Capers Properties Limited Partnership,
a North Carolina limited partnership. Stoney Pointe Apartments was acquired for
$17.4 million, including closing costs. In connection with the acquisition, the
Company assumed a $12.7 million mortgage note payable bearing interest of 8.675%
and paid cash for the remaining balance. Stoney Pointe Apartments, located in
Charlotte, North Carolina, is a 400 home garden style apartment community
located on 28.4 acres, which was constructed in 1991.
Crosswinds Apartments was conveyed by Wideman Properties Limited Partnership, a
North Carolina limited partnership. Crosswinds Apartments was acquired for $19.3
million, including closing costs, all cash. Crosswinds Apartments, located in
Wilmington, North Carolina, is a 380 home garden style apartment community
located on 22.4 acres, which was constructed in two phases in 1989 and 1990.
Dominion Trinity Place Apartments was conveyed by Rogers Properties Limited
Partnership, a North Carolina limited partnership. Dominion Trinity Place was
acquired for $22.2 million, including closing costs. In connection with the
acquisition, the Company assumed a $9.4 million mortgage note payable bearing
interest of 8.0% and paid cash for the remaining balance. Dominion Trinity Place
Apartments, located in Raleigh, North Carolina, is a 380 home garden style
apartment community located on 26.0, which was acres constructed in two phases
in 1992 and 1995.
On March 25, 1997, South West Properties L.P., a Delaware limited partnership
and wholly-owned subsidiary of the Company, acquired Anderson Mill Oaks
Apartments from Security Capital Pacific Trust, a Maryland real estate
investment trust, for $14.3 million, including closing costs, all cash. Anderson
Mill Oaks Apartments, located in Austin, Texas, is a 350 home garden style
apartment community located on 17.4 acres, which was constructed in 1984.
On March 27, 1997, South West Properties L.P., a Delaware limited partnership
and wholly-owned subsidiary of the Company, acquired Oak Ridge Apartments, from
Security Capital Pacific Trust, a Maryland real estate investment trust, for
$17.3 million, including closing costs, all cash. Oak Ridge Apartments, located
in Dallas, Texas, is a 486 home garden style apartment community located on 19.5
acres, which was constructed in 1983.
On March 27, 1997, United Dominion Realty, L.P., a Virginia limited partnership,
of which the Company owns 98%, acquired Breckenridge Apartments from
Breckenridge Associates, L.P., a Tennessee limited partnership, for $8.5
million, including closing costs, all cash. Breckenridge Apartments, located in
Nashville, Tennessee, is a 190 home garden style apartment community located on
26.6 acres, which was constructed in 1986.
On April 22, 1997, UDRT of North Carolina, L.L.C., a North Carolina limited
liability company acquired the second phase of Northwinds Apartments for $4.8
million, including closing costs, all cash (the first phase was acquired on
August 15, 1996). Northwinds Apartments Phase II was conveyed by Carolina
Residential Income Properties, L.L.C., a North Carolina limited liability
company, the real property owner. Northwinds Apartments Phase II, located in
Greensboro, North Carolina, is a 100 home garden style apartment community
located on 10.6 acres, which was constructed in 1997.
On May 8, 1997, South West Properties L.P., a Delaware limited partnership and
wholly-owned subsidiary of the Company, acquired Pineloch Apartments from
Security Capital Pacific Trust, a Maryland real estate investment trust, for
$15.3 million, including closing costs, all cash. Pineloch Apartments, located
in Houston, Texas, is a 440 home garden style apartment community located on
15.9 acres, which was constructed in 1985.
On May 8, 1997, South West Properties L.P., a Delaware limited partnership and
wholly-owned subsidiary of the Company, acquired Seahawk Apartments from
Security Capital Pacific Trust, a Maryland real estate investment trust, for
$9.5 million, including closing costs, all cash. Seahawk Apartments, located in
Houston, Texas, is a 224 home garden style apartment community located on 12.6
acres, which was constructed in 1984.
On June 6, 1997, the Company acquired Cambridge Woods Apartments from James P.
Gills, as Trustee under Agreement dated May 31, 1997, for $9.0 million,
including closing costs, all cash. Cambridge Woods Apartments, located in Tampa,
Florida, is a 274 home garden style apartment community located on 17.3 acres,
which was constructed in two phases in 1984 and 1985.
On June 18, 1997, SWP Woodscape Properties I, L.P., a Delaware limited
partnership and wholly-owned subsidiary of the Company, acquired Apple Ridge
Apartments from Security Capital Pacific Trust, a Maryland real estate
investment trust, for $ 11.7 million, including closing costs, all cash. Apple
Ridge Apartments, located in Dallas, Texas, is a 304 home garden style apartment
located on 11.8 acres, which was constructed in 1984.
On June 25, 1997, South West Properties L.P., a Delaware limited partnership and
wholly-owned subsidiary of the Company, acquired Green Oaks Apartments from
Green Oaks Venture & American General Realty Investment Corporation, for $9.7
million, including closing costs, all cash. Green Oaks Apartments, located in
Houston, Texas, is a 272 home garden style apartment community located on 9.8
acres, which was constructed in 1985.
On July 1, 1997, the Company acquired a portfolio of five apartment communities
from American Capitol Group I Assets, Limited Partnership, a Florida limited
partnership, for an aggregate purchase price of $35.4 million, excluding closing
costs, all cash. The five properties acquired are briefly described below:
Lakeside Apartments, located in Port Orange, Florida (Daytona Beach) was
acquired for $8.7 million, excluding closing costs, all cash. Lakeside
Apartments is a 210 home garden style apartment community located on 14.0 acres,
which was constructed in 1985.
Mallards of Brandywine Apartments, located in DeLand, Florida (Daytona Beach)
was acquired for $6.1 million, excluding closing costs, all cash. Mallards of
Brandywine Apartments is a 168 home garden style apartment community located on
14.0 acres, which was constructed in 1985.
Lotus Landing Apartments, located in Altamonte Springs, Florida, was acquired
for $10.6 million, excluding closing costs, all cash. Lotus Landing Apartments
is a 260 home garden style apartment community located on 25.0 acres, which was
constructed in 1985.
Orange Oaks Apartments, located in Tampa, Florida, was acquired for $7.6
million, excluding closing costs, all cash. Orange Oaks Apartments is a 192 home
garden style apartment community located on 15.7 acres, which was constructed in
1986.
Forest Creek Apartments, located in Largo, Florida (Tampa) was acquired for $2.4
million, excluding closing costs, all cash. Forest Creek Apartments is a 104
home garden style apartment community located on 7.5 acres, which was
constructed in 1984.
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Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(a) Financial Statements of Businesses Acquired.
It is impracticable to provide the required financial statements at the
time of this report. However, the required financial statements will be
filed not later than 60 days after the filing of this report.
(b) Pro Forma Financial Information
It is impracticable to provide the required pro forma financial
information at the time of this report. However, the required pro forma
financial information will be filed not later than 60 days after the
filing of this report.
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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 behalf by the undersigned
hereunto duly authorized.
UNITED DOMINION REALTY TRUST, INC.
Date: July 15, 1997 /s/ James Dolphin
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James Dolphin, Executive Vice President
and Chief Financial Officer
Date July 15, 1997 /s/ Jerry A. Davis
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Jerry Davis, Vice President
and Corporate Controller
