Recent Quotes View Full List My Watchlist Create Watchlist Indicators DJI Nasdaq Composite SPX Gold Crude Oil EL&P Market Index Markets Stocks ETFs Tools Overview News Currencies International Treasuries UDR Announces Third Quarter 2021 Results and Increases Full-year 2021 Guidance Ranges By: UDR, Inc. via Business Wire October 26, 2021 at 16:16 PM EDT UDR, Inc. (the “Company”) (NYSE: UDR), announced today its third quarter 2021 results. Net Income, Funds from Operations (“FFO”), FFO as Adjusted (“FFOA”), and Adjusted FFO (“AFFO”) per diluted share for the quarter ended September 30, 2021 are detailed below. Quarter Ended September 30 Metric 3Q 2021 Actual 3Q 2021 Guidance 3Q 2020 Actual $ Change vs. Prior Year Period % Change vs. Prior Year Period Net Income per diluted share $0.06 $0.02 to $0.04 $(0.09) $0.15 167% FFO per diluted share $0.55 $0.49 to $0.51 $0.42 $0.13 31% FFOA per diluted share $0.51 $0.49 to $0.51 $0.50 $0.01 2% AFFO per diluted share $0.46 $0.44 to $0.46 $0.45 $0.01 2% The Company reported net income attributable to common stockholders of $16.7 million, or $0.06 per share, compared to $(26.3) million, or $(0.09) per share, in the prior year period. This increase was primarily due to an increase in Same-Store (“SS”) net operating income (“NOI”), higher NOI from acquired communities, higher income from unconsolidated entities, and lower debt extinguishment costs. SS results for third quarter 2021 versus third quarter 2020 and second quarter 2021 are summarized below. Growth / (Decline) Year-Over-Year (“YOY”): Q3 2021 vs. Q3 2020 Sequential: Q3 2021 vs. Q2 2021 With concessions reflected on a cash basis: SS Revenue 5.3% 3.6% SS Expense 3.3% 5.4% SS NOI 6.3% 2.9% With concessions reflected on a straight-line basis: SS Revenue 1.6% 3.3% SS NOI 0.9% 2.4% The Company’s weighted average SS physical occupancy for the third quarter of 2021 was 97.5 percent, compared to 95.5 percent for the third quarter of 2020 and 97.2 percent for the second quarter of 2021. The Company continues to implement its Next Generation Operating Platform which helped limit third quarter 2021 SS controllable expense growth to 1.8 percent YOY and 2.0 percent YTD. During the quarter, the Company acquired five communities with a combined purchase price of $619.9 million. Subsequent to quarter-end, the Company acquired two communities for $282.5 million and sold one community for proceeds of $126.0 million. During the quarter and subsequent to quarter-end, the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 6.0 million shares of common stock at a weighted average initial forward price per share of $53.80 for estimated future proceeds of approximately $321.9 million, subject to adjustment as described later in this release. During the quarter, the Company settled approximately 11.4 million shares of common stock under its previously-announced forward equity sales agreements at a weighted average net price per share, after adjustments, of $43.82 for proceeds of approximately $500.0 million. During the quarter, the Company (a) issued $200.0 million of 10-year unsecured debt at an effective interest rate of 2.259 percent, (b) increased the maximum aggregate capacity on its senior unsecured revolving credit facility to $1.3 billion from $1.1 billion and extended its maturity to January 2026, (c) increased the maximum aggregate capacity under its commercial paper program to $700.0 million from $500.0 million, (d) extended the maturity of its $350.0 million senior unsecured term loan to January 2027, and (e) extended the maturity of its $75.0 million working capital facility to January 2024. The spread above LIBOR on each of the revolving credit facility, term loan, and working capital facility was reduced by 5 basis points. Subsequent to quarter-end, the Company published its third annual ESG report, which detailed the Company’s progress towards its ESG goals and introduced enhanced greenhouse gas emissions and energy usage reduction targets. Concurrently, the Company announced it was named the number one ESG performer in the 2021 GRESB survey among publicly listed residential companies worldwide with a score of 86. “We once again achieved the high-end of our expectations across key performance metrics and raised guidance for the fourth time this year on the back of accretive capital allocation and strong operating results across our 21 markets, which have been further supplemented by our ongoing Platform innovations,” said Tom Toomey, UDR’s Chairman and CEO. “The competitive advantages created by our operational focus have and should continue to drive strong same-store growth and margin expansion as well as enable us to accretively deploy capital through numerous channels.” Outlook For the fourth quarter of 2021, the Company has established the following earnings guidance ranges. For the full-year 2021, the Company increased its previously provided Same-Store and earnings guidance ranges(1): Q4 2021 Outlook Q3 2021 Actual Updated Full-Year 2021 Outlook Prior Full-Year 2021 Outlook Change to 2021 Guidance, at Midpoint Net Income / (Loss) per share $0.30 to $0.32 $0.06 $0.41 to $0.43 $0.12 to $0.16 $0.28 FFO per share $0.52 to $0.54 $0.55 $1.92 to $1.94 $1.85 to $1.89 $0.06 FFOA per share $0.52 to $0.54 $0.51 $2.00 to $2.02 $1.97 to $2.01 $0.02 AFFO per share $0.46 to $0.48 $0.46 $1.82 to $1.84 $1.79 to $1.83 $0.02 YOY Growth/(Decline): concessions reflected on a cash basis: SS Revenue N/A 5.3% 1.00% to 1.50% (0.25)% to 0.75% 1.00% SS Expense N/A 3.3% 2.75% to 3.50% 1.00% to 3.00% 1.13% SS NOI N/A 6.3% 0.25% to 0.75% (1.00)% to 0.50% 0.75% YOY Growth/(Decline): concessions reflected on a straight-line basis: SS Revenue N/A 1.6% (1.00)% to (0.50)% (2.25)% to (1.25)% 1.00% SS NOI N/A 0.9% (2.25)% to (1.75)% (3.50)% to (2.00)% 0.75% (1) Additional assumptions for the Company’s fourth quarter and 2021 outlook can be found on Attachment 14 of the Company’s related quarterly Supplemental Financial Information. A reconciliation of FFO per share, FFOA per share, and AFFO per share to GAAP Net Income per share can be found on Attachment 15(D) of the Company’s related quarterly Supplemental Financial Information. Non-GAAP financial measures and other terms, as used in this earnings release, are defined and further explained on Attachments 15(A) through 15(D), “Definitions and Reconciliations,” of the Company’s related quarterly Supplemental Financial Information. Recent Operating Trends “We continue to realize sequential improvement in blended rate growth, collections, and our other income initiatives, while portfolio occupancy remains above 97 percent,” said Mike Lacy, UDR’s Senior Vice President of Operations. “Pricing power has remained unseasonably strong with our loss-to-lease staying in the low-teens, and we are effectively capturing higher-than-normal levels of demand throughout our portfolio due to market strength and a variety of Next Generation Operating Platform initiatives.” Summary of Second Quarter 2021, Third Quarter 2021, and October 2021 Residential Operating Trends(1) As of and Through October 25, 2021 Metric Q2 2021 Jul 2021 Aug 2021 Sept 2021 Q3 2021 Oct 2021 (Range) Cash revenue collected (% of billed) during billing period 95.5% 94.4% 94.1% 94.2% 95.8% 94.2% - 94.4% Cash revenue collected (% of billed) subsequent to billing period(1) 2.3% 2.9% 2.8% 1.8% 0.9% N/A Cash revenue collected (% of billed) as of October 25, 2021(1) 97.8% 97.3% 96.9% 96.0% 96.7% 92.7% Revenue reserved or written-off 1.7% N/A N/A N/A 0.7%(2) N/A Same-Store Metrics Weighted Average Physical Occupancy 97.2% 97.5% 97.6% 97.5% 97.5% 97.0% - 97.2% Effective Blended Lease Rate Growth(3) 0.9% 5.8% 8.7% 10.9% 8.2% 11.0% - 12.0% (1) Metrics shown here are as of October 25, 2021, and are for the Company’s total residential portfolio, unless otherwise indicated. The summation of cash revenue collected during and subsequent to a billing period may not equate to the total cash revenue collected as of October 25, 2021 for that same billing period due to rounding. Cash revenue collected as a percentage of billed revenue for Q2 2020, Q3 2020, Q4 2020, and Q1 2021 continue to increase over time and are 98.3 percent, 98.0 percent, 97.9 percent, and 97.9 percent, respectively, as of October 25, 2021. (2) For Q3 2021, as a result of the reduction in its accounts receivable balance during the quarter, the Company reduced its reserves (reflected as an increase in revenues) by approximately 0.9 percent, or $3.0 million, including $0.1 million for the Company’s share from unconsolidated joint ventures. This reduces the Company’s total bad debt reserve to $15.1 million, including $1.0 million for the Company’s share from unconsolidated joint ventures, which compares to a quarter-end accounts receivable balance of $23.3 million. (3) The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of (a) Effective New Lease Rate Growth and (b) Effective Renewal Lease Rate Growth. Management considers Effective Blended Lease Rate Growth a useful metric for investors as it assesses combined proportional market-level new and in-place demand trends. Please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information for additional details. Third Quarter 2021 Operations In the third quarter, total revenue increased by $19.7 million YOY, or 6.4 percent, to $329.8 million. This increase was primarily attributable to growth in revenue from Same-Store, acquired, and stabilized, non-mature communities. The third quarter annualized rate of turnover decreased by 1,120 basis points versus the prior year period to 53.8 percent. Summary of Same-Store Results in Third Quarter 2021 versus Third Quarter 2020 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) YOY Change in Occupancy West 5.1% 3.4% 5.7% 36.9% 97.4% 3.4% Mid-Atlantic 2.4% 4.6% 1.4% 21.8% 97.2% 0.5% Northeast 6.3% 4.1% 7.6% 15.8% 97.3% 4.8% Southeast 7.5% 7.0% 7.8% 12.0% 97.9% 0.7% Southwest 5.5% (3.3)% 11.8% 7.3% 98.1% 1.2% Other Markets 10.0% (0.7)% 15.2% 6.2% 97.8% 0.9% Total (Cash) 5.3% 3.3% 6.3% 100.0% 97.5% 2.0% Total (Straight-Line) 1.6% - 0.9% - - - (1) Based on Q3 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for the quarter. The table below includes sequential Same-Store results by region, with concessions accounted for on cash and straight-line bases. Summary of Same-Store Results in Third Quarter 2021 versus Second Quarter 2021 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) Sequential Change in Occupancy West 6.5% 3.7% 7.5% 36.9% 97.4% 0.4% Mid-Atlantic 1.5% 4.5% 0.1% 21.8% 97.2% 0.1% Northeast 1.2% 10.1% (3.8)% 15.8% 97.3% 0.5% Southeast 2.5% 6.0% 0.8% 12.0% 97.9% 0.2% Southwest 3.4% 1.8% 4.4% 7.3% 98.1% 1.0% Other Markets 6.2% 5.4% 6.6% 6.2% 97.8% - Total (Cash) 3.6% 5.4% 2.9% 100.0% 97.5% 0.3% Total (Straight-Line) 3.3% - 2.4% - - - (1) Based on Q3 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for the quarter. Year-to-date (“YTD”), for the nine months ended September 30, 2021, total revenue increased by $3.8 million YOY, or 0.4 percent, to $942.6 million. This increase was primarily attributable to growth in revenue from acquired communities, partially offset by a decrease in revenue from Same-Store and non-residential properties. The YTD annualized rate of turnover decreased by 380 basis points versus the prior year period to 47.1 percent. The table below includes YTD Same-Store results by region, with concessions accounted for on cash and straight-line bases, for the nine months ended September 30, 2021. Summary of Same-Store Results YTD 2021 versus YTD 2020 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) YTD YOY Change in Occupancy West (3.9)% 2.4% (6.1)% 36.4% 96.7% 1.2% Mid-Atlantic (0.3)% 3.4% (1.9)% 22.4% 96.9% 0.1% Northeast (2.6)% 6.7% (7.4)% 16.6% 96.5% 2.2% Southeast 5.0% 6.9% 4.1% 11.8% 97.6% 0.5% Southwest 2.2% (1.7)% 4.8% 7.2% 97.3% 0.4% Other Markets 4.9% 0.1% 7.0% 5.6% 97.7% 1.2% Total (Cash) (0.9)% 3.5% (2.9)% 100.0% 97.0% 0.8% Total (Straight-Line) (2.4)% - (4.9)% - - - (1) Based on YTD 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for YTD 2021. Transactional Activity The table below summarizes the Company’s transactional activity completed during the quarter. Community / Property Location (MSA) Purchase Price ($ millions) Homes Avg. Monthly Revenue per Occupied Home(1) Physical Occupancy(1) Acquisitions Brio Seattle, WA $171.9 259 $2,616 97.1% Canterbury Apartments Washington, D.C. 127.2 544 1,493 97.6% The Smith Valley Forge Philadelphia, PA 116.2 320 2,138 94.7% 1274 at Towson Baltimore, MD 57.6 192 1,697 96.5% 322 on North Broad Philadelphia, PA 147.0 339 2,350 96.2% Total / Weighted Avg. $619.9 1,654 $1,991 96.5% (1) Average Monthly Revenue per Occupied Home and Physical Occupancy are weighted averages for the quarter ended September 30, 2021. Subsequent to quarter-end, the Company acquired two communities and sold one community, as summarized below. Community / Property Location (MSA) Purchase / (Sale) Price ($ millions) Homes Avg. Monthly Revenue per Occupied Home(1) Physical Occupancy(1) Acquisitions Completed Essex Luxe(2) Orlando, FL $105.0 330 $1,905 96.0% Arbors at Maitland Summit Orlando, FL 177.5 663 1,575 96.0% Subtotal / Weighted Avg. $282.5 993 $1,685 96.0% Dispositions 1818 Platinum Triangle Orange County, CA $(126.0) 265 $2,535 98.1% (1) Average Monthly Revenue per Occupied Home and Physical Occupancy are as of September 30, 2021. (2) In September 2018, UDR structured a $12.9 million preferred equity investment with a third-party developer to finance this 330-apartment home community that was completed in 2020. In connection with UDR’s acquisition of the community, the joint venture construction loan and the unpaid accrued interest were paid in full. Approximately $47.9 million of the acquisition cost was financed by issuing approximately 0.9 million Operating Partnership Units priced at $53.00 per share to the seller. Nearly all properties acquired during the quarter and subsequent to quarter-end are located proximate to wholly owned UDR communities, which the Company expects should drive additional operating efficiencies as its Next Generation Operating Platform is deployed. Development and Redevelopment Activity At the end of the third quarter, the Company’s development pipeline totaled $501.5 million and was 66 percent funded. The Company’s active pipeline includes five development communities, one each in Denver, CO; Dublin, CA; King of Prussia, PA; Addison, TX; and Washington, D.C., for a combined total of 1,417 homes. At the end of the third quarter, the Company’s redevelopment pipeline totaled $18.1 million and was 30 percent funded. The Company’s active pipeline features the addition of 43 new apartment homes at two communities, one each in Newport Beach, CA, and San Francisco, CA. Developer Capital Program (“DCP”) Activity At the end of the third quarter, the Company’s preferred equity investments under its DCP platform, including accrued return, totaled $316.3 million with a weighted average return rate of 10.7 percent and weighted average estimated remaining term of 2.4 years. Capital Markets and Balance Sheet Activity During the quarter the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 5.0 million shares of common stock at a weighted average initial forward price per share of $53.86. Subsequent to quarter-end, the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 0.9 million shares of common stock at a weighted average initial forward price per share of $53.51. The initial forward price per share for all forward equity sale agreements mentioned above will be adjusted at settlement to reflect the then-current federal funds rate and the amount of dividends paid to holders of UDR common stock over the term of the forward equity sale agreements. No shares under these new forward equity sale agreements have been settled. The final dates by which shares sold under these forward equity sale agreements must be settled range between August 1, 2022 and September 14, 2022. During the quarter, the Company settled approximately 11.4 million shares of common stock under its previously-announced forward equity sales agreements at a weighted average net price per share, after adjustments, of $43.82 for proceeds of $500.0 million. As previously announced, during the quarter, the Company: Issued $200.0 million of 10-year unsecured debt at an effective interest rate of 2.259 percent. The notes were priced at 106.388 percent of the principal amount and were a further issuance of the Company’s $400.0 million senior unsecured notes due 2031. Increased the maximum aggregate capacity on its senior unsecured revolving credit facility to $1.3 billion from $1.1 billion and extended the maturity date to January 31, 2026, with two six-month extension options. At the Company’s current credit rating, the facility carries an interest rate equal to LIBOR plus a spread of 77.5 basis points, a 5 basis point improvement versus prior pricing. Extended the maturity date of its $350.0 million senior unsecured term loan to January 31, 2027. At the Company’s current credit rating, the term loan carries an interest rate equal to LIBOR plus a spread of 85 basis points, a 5 basis point improvement versus prior pricing. Increased the maximum aggregate capacity under its commercial paper program to $700.0 million from $500.0 million. As of September 30, 2021, the program bears an interest rate of 0.22 percent, the equivalent of LIBOR plus a spread of 14 basis points. Extended the maturity date of its $75.0 million working capital facility to January 12, 2024. At the Company’s current credit rating, the facility carries an interest rate equal to LIBOR plus a spread of 77.5 basis points, a 5 basis point improvement versus prior pricing. As of September 30, 2021, the Company had $1.0 billion of liquidity through a combination of cash and undrawn capacity on its credit facilities, plus estimated proceeds of approximately $593.0 million from the potential settlement of approximately 11.6 million shares subject to previously-announced forward equity sale agreements (subject to adjustment as described above), for a total of $1.6 billion in liquidity. Please see Attachment 14 of the Company’s related quarterly Supplemental Financial Information for additional details on projected capital sources and uses. The Company’s total indebtedness as of September 30, 2021 was $5.5 billion with no remaining consolidated maturities until 2024, excluding principal amortization, amounts on the Company’s commercial paper program and amounts on the Company’s working capital credit facility. In the table below, the Company has presented select balance sheet metrics for the quarter ended September 30, 2021 and the comparable prior year period. Quarter Ended September 30 Balance Sheet Metric Q3 2021 Q3 2020 Change Weighted Average Interest Rate 2.75% 3.01% (0.26)% Weighted Average Years to Maturity 7.8 7.6 0.2 Consolidated Fixed Charge Coverage Ratio 4.9x 4.7x 0.2x Consolidated Debt as a percentage of Total Assets 35.8% 35.0% 0.8% Consolidated Net-Debt-to-EBITDAre 7.1x 6.5x 0.6x Board of Directors As previously announced, during the quarter the Company appointed Kevin C. Nickelberry to its Board of Directors. Mr. Nickelberry currently serves as a Managing Director and Co-Head of Private Equity Co-Investments at GCM Grosvenor and has over 25 years of private equity origination, execution, and post-acquisition experience. Mr. Nickelberry is an independent director and serves on UDR’s Audit and Governance Committees. Dividend As previously announced, the Company’s Board of Directors declared a regular quarterly dividend on its common stock for the third quarter of 2021 in the amount of $0.3625 per share. The dividend will be paid in cash on November 1, 2021 to UDR common shareholders of record as of October 11, 2021. The third quarter 2021 dividend will represent the 196th 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. Attachment 15(A) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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. 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 enables 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 enables 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 Blended Lease Rate Growth: The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of Effective New Lease Rate Growth and Effective Renewal Lease Rate Growth. Management considers Effective Blended Lease Rate Growth a useful metric for investors as it assesses combined proportional market-level, new and in-place demand trends. 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 15(B) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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 3Q 2021 YTD 2021 Income/(loss) from unconsolidated entities $ 14,450 $ 29,123 Management fee 490 1,463 Financing fee - 287 Interest expense 3,751 11,899 Debt extinguishment and other associated costs - 1,395 Depreciation 7,929 24,064 General and administrative 64 193 Developer Capital Program (excludes Alameda Point Block 11, Brio and Infield Phase II) (8,318 ) (23,240 ) Other (income)/expense 119 334 Realized/unrealized (gain)/loss on unconsolidated real estate technology investments (10,016 ) (18,184 ) NOI related to sold properties 108 26 (Gain)/loss on sales - (2,460 ) Total Joint Venture NOI at UDR's Ownership Interest $ 8,577 $ 24,900 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 3.0% of property revenue, and land rent. Property management expense covers costs directly related to consolidated property operations, inclusive of corporate management, regional supervision, accounting and other costs. 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 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 Net income/(loss) attributable to UDR, Inc. $ 17,731 $ 11,720 $ 3,104 $ 26,532 $ (25,258 ) Property management 9,861 9,273 8,995 8,659 8,879 Other operating expenses 4,237 4,373 4,435 6,153 5,543 Real estate depreciation and amortization 152,636 146,169 144,088 146,135 151,949 Interest expense 36,289 35,404 78,156 62,524 62,268 Casualty-related charges/(recoveries), net 1,568 (2,463 ) 5,577 778 - General and administrative 15,810 15,127 12,736 11,978 11,958 Tax provision/(benefit), net 529 135 619 668 187 (Income)/loss from unconsolidated entities (14,450 ) (9,751 ) (4,922 ) (4,516 ) (2,940 ) Interest income and other (income)/expense, net (8,238 ) (2,536 ) (2,057 ) 1,030 (2,183 ) Joint venture management and other fees (1,071 ) (2,232 ) (1,615 ) (1,208 ) (1,199 ) Other depreciation and amortization 3,269 2,602 2,601 2,074 3,887 (Gain)/loss on sale of real estate owned - - (50,829 ) (57,974 ) - Net income/(loss) attributable to noncontrolling interests 1,309 815 170 2,019 (1,959 ) Total consolidated NOI $ 219,480 $ 208,636 $ 201,058 $ 204,852 $ 211,132 Attachment 15(C) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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 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 Same-Store Communities: The Company defines QTD 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. Same-Store Revenue with Concessions on a Cash Basis: Same-Store Revenue with Concessions on a Cash Basis is considered by the Company to be a supplemental measure to rental income on a straight-line basis which allows investors to evaluate the impact of both current and historical concessions and to more readily enable comparisons to revenue as reported by its peer REITs. In addition, Same-Store Revenue with Concessions on a Cash Basis allows an investor to understand the historical trends in cash concessions. A reconciliation between Same-Store Revenue with Concessions on a Cash Basis to Same-Store Revenue on a straight-line basis (inclusive of the impact to Same-Store NOI) is provided below: 3Q 21 3Q 20 3Q 21 2Q 21 YTD 21 YTD 20 Revenue (Cash basis) $ 294,422 $ 279,579 $ 294,422 $ 284,056 $ 847,552 $ 855,581 Concessions granted/(amortized), net (2,302 ) 7,840 (2,302 ) (1,315 ) (4,910 ) 7,821 Revenue (Straight-line basis) $ 292,120 $ 287,419 $ 292,120 $ 282,741 $ 842,642 $ 863,402 % change - Same-Store Revenue with Concessions on a Cash basis: 5.3 % 3.6 % -0.9 % % change - Same-Store Revenue with Concessions on a Straight-line basis: 1.6 % 3.3 % -2.4 % % change - Same-Store NOI with Concessions on a Cash basis: 6.3 % 2.9 % -2.9 % % change - Same-Store NOI with Concessions on a Straight-line basis: 0.9 % 2.4 % -4.9 % 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. Total Revenue per Occupied Home: The Company defines Total Revenue per Occupied Home as rental and other revenues with concessions reported on a Cash Basis, divided by the product of occupancy and the number of apartment homes. A reconciliation between Same-Store Revenue with Concessions on a Cash Basis to Same-Store Revenue on a straight-line basis is provided above of the Company’s quarterly supplemental disclosure. 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 Same-Store Communities: The Company defines YTD 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. Conference Call and Webcast Information UDR will host a webcast and conference call at 11:00 a.m. Eastern Time on October 27, 2021 to discuss third quarter results as well as high-level views for 2021. 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. Given the combination of a high volume of conference calls occurring during this time of year and the impact that the COVID-19 pandemic has had on staffing and capacity at the Company’s conference call provider, delays are anticipated when connecting to the live call. As a result, stakeholders and interested parties are encouraged to utilize the Company’s webcast link for its earnings results discussion. A replay of the conference call will be available through November 27, 2021, by dialing 844-512-2921 for domestic and 412-317-6671 for international and entering the confirmation number, 13723632, 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 related quarterly Supplemental Financial Information will be available on the Company’s website at ir.udr.com. 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 September 30, 2021, UDR owned or had an ownership position in 56,325 apartment homes including 1,417 homes under development. For over 49 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 Nine Months Ended September 30, September 30, In thousands, except per share amounts 2021 2020 2021 2020 REVENUES: Rental income (2) $ 328,699 $ 308,845 $ 937,641 $ 934,920 Joint venture management and other fees 1,071 1,199 4,918 3,861 Total revenues 329,770 310,044 942,559 938,781 OPERATING EXPENSES: Property operating and maintenance 57,708 53,385 160,424 151,585 Real estate taxes and insurance 51,511 44,328 148,043 134,485 Property management 9,861 8,879 28,129 26,879 Other operating expenses 4,237 5,543 13,045 16,609 Real estate depreciation and amortization 152,636 151,949 442,893 462,481 General and administrative 15,810 11,958 43,673 37,907 Casualty-related charges/(recoveries), net 1,568 - 4,682 1,353 Other depreciation and amortization 3,269 3,887 8,472 7,939 Total operating expenses 296,600 279,929 849,361 839,238 Gain/(loss) on sale of real estate owned - - 50,829 61,303 Operating income 33,170 30,115 144,027 160,846 Income/(loss) from unconsolidated entities (2)(3) 14,450 2,940 29,123 14,328 Interest expense (35,903 ) (37,728 ) (107,513 ) (115,642 ) Debt extinguishment and other associated costs (386 ) (24,540 ) (42,336 ) (24,540 ) Total interest expense (36,289 ) (62,268 ) (149,849 ) (140,182 ) Interest income and other income/(expense), net (3) 8,238 2,183 12,831 7,304 Income/(loss) before income taxes 19,569 (27,030 ) 36,132 42,296 Tax (provision)/benefit, net (529 ) (187 ) (1,283 ) (1,877 ) Net Income/(loss) 19,040 (27,217 ) 34,849 40,419 Net (income)/loss attributable to redeemable noncontrolling interests in the OP and DownREIT Partnership (1,260 ) 1,990 (2,221 ) (2,614 ) Net (income)/loss attributable to noncontrolling interests (49 ) (31 ) (73 ) (71 ) Net income/(loss) attributable to UDR, Inc. 17,731 (25,258 ) 32,555 37,734 Distributions to preferred stockholders - Series E (Convertible) (1,058 ) (1,051 ) (3,171 ) (3,179 ) Net income/(loss) attributable to common stockholders $ 16,673 $ (26,309 ) $ 29,384 $ 34,555 Income/(loss) per weighted average common share - basic: $ 0.06 ($ 0.09 ) $ 0.10 $ 0.12 Income/(loss) per weighted average common share - diluted: $ 0.06 ($ 0.09 ) $ 0.10 $ 0.12 Common distributions declared per share $ 0.3625 $ 0.3600 $ 1.0875 $ 1.0800 Weighted average number of common shares outstanding - basic 297,828 294,713 296,998 294,627 Weighted average number of common shares outstanding - diluted 301,164 295,003 298,045 294,938 (1) See Attachment 15 for definitions and other terms. (2) During the three months ended September 30, 2021, UDR collected 95.8% of billed residential revenue and 86.1% of billed retail revenue. As a result of the reduction in its accounts receivable balances during the quarter, UDR reduced its reserves (reflected as an increase to revenues) by approximately 0.9% or $3.0 million, including $0.1 million for UDR’s share from unconsolidated joint ventures, for residential, and 19.2% or $1.2 million, including straight-line rent receivables and $0 for UDR’s share from unconsolidated joint ventures, for retail. The remaining reserves are based on probability of collection. (3) During the three months ended September 30, 2021, UDR recorded $14.6 million in investment income from real estate technology investments. Of the $14.6 million, $4.6 million was recorded in Interest income and other income/(expense), net and $10.0 million was recorded in Income/(loss) from unconsolidated entities. Attachment 2 UDR, Inc. Funds From Operations (Unaudited) (1) Three Months Ended Nine Months Ended September 30, September 30, In thousands, except per share and unit amounts 2021 2020 2021 2020 Net income/(loss) attributable to common stockholders $ 16,673 $ (26,309 ) $ 29,384 $ 34,555 Real estate depreciation and amortization 152,636 151,949 442,893 462,481 Noncontrolling interests 1,309 (1,959 ) 2,294 2,685 Real estate depreciation and amortization on unconsolidated joint ventures 7,929 8,738 24,064 26,299 Net gain on the sale of unconsolidated depreciable property - - (2,460 ) - Net gain on the sale of depreciable real estate owned, net of tax - - (50,778 ) (61,303 ) Funds from operations ("FFO") attributable to common stockholders and unitholders, basic $ 178,547 $ 132,419 $ 445,397 $ 464,717 Distributions to preferred stockholders - Series E (Convertible) (2) 1,058 1,051 3,171 3,179 FFO attributable to common stockholders and unitholders, diluted $ 179,605 $ 133,470 $ 448,568 $ 467,896 FFO per weighted average common share and unit, basic $ 0.56 $ 0.42 $ 1.39 $ 1.47 FFO per weighted average common share and unit, diluted $ 0.55 $ 0.42 $ 1.39 $ 1.46 Weighted average number of common shares and OP/DownREIT Units outstanding, basic 320,357 317,034 319,491 316,939 Weighted average number of common shares, OP/DownREIT Units, and common stock equivalents outstanding, diluted 326,611 320,242 323,456 320,210 Impact of adjustments to FFO: Debt extinguishment and other associated costs $ 386 $ 24,540 $ 42,336 $ 24,540 Debt extinguishment and other associated costs on unconsolidated joint ventures - - 1,682 - Legal and other 80 1,570 1,299 3,914 Realized/unrealized (gain)/loss on real estate technology investments, net of tax (14,599 ) 155 (22,708 ) (3,147 ) Severance costs and other restructuring expense 233 254 841 1,896 Casualty-related charges/(recoveries), net 1,609 74 4,894 1,722 Casualty-related charges/(recoveries) on unconsolidated joint ventures, net 50 - 50 31 $ (12,241 ) $ 26,593 $ 28,394 $ 28,956 FFO as Adjusted attributable to common stockholders and unitholders, diluted $ 167,364 $ 160,063 $ 476,962 $ 496,852 FFO as Adjusted per weighted average common share and unit, diluted $ 0.51 $ 0.50 $ 1.47 $ 1.55 Recurring capital expenditures (16,844 ) (17,397 ) (42,427 ) (39,110 ) AFFO attributable to common stockholders and unitholders, diluted $ 150,520 $ 142,666 $ 434,535 $ 457,742 AFFO per weighted average common share and unit, diluted $ 0.46 $ 0.45 $ 1.34 $ 1.43 (1) See Attachment 15 for definitions and other terms. (2) Series E cumulative convertible preferred shares are dilutive for purposes of calculating FFO per share for the three and nine months ended September 30, 2021 and September 30, 2020. Consequently, distributions to Series E cumulative convertible preferred stockholders are added to FFO and the weighted average number of Series E cumulative convertible preferred shares are included in the denominator when calculating FFO per common share and unit, diluted. Attachment 3 UDR, Inc. Consolidated Balance Sheets (Unaudited) (1) September 30, December 31, In thousands, except share and per share amounts 2021 2020 ASSETS Real estate owned: Real estate held for investment $ 13,902,872 $ 12,706,940 Less: accumulated depreciation (4,983,109 ) (4,590,577 ) Real estate held for investment, net 8,919,763 8,116,363 Real estate under development (net of accumulated depreciation of $445 and $1,010) 331,200 246,867 Real estate held for disposition (net of accumulated depreciation of $34,387 and $13,779) 39,065 102,876 Total real estate owned, net of accumulated depreciation 9,290,028 8,466,106 Cash and cash equivalents 1,063 1,409 Restricted cash 28,170 22,762 Notes receivable, net 25,741 157,992 Investment in and advances to unconsolidated joint ventures, net 643,902 600,233 Operating lease right-of-use assets 198,339 200,913 Other assets 213,321 188,118 Total assets $ 10,400,564 $ 9,637,533 LIABILITIES AND EQUITY Liabilities: Secured debt $ 1,058,647 $ 862,147 Unsecured debt 4,463,792 4,114,401 Operating lease liabilities 193,277 195,592 Real estate taxes payable 55,849 29,946 Accrued interest payable 25,674 44,760 Security deposits and prepaid rent 51,631 49,008 Distributions payable 120,830 115,795 Accounts payable, accrued expenses, and other liabilities 114,601 110,999 Total liabilities 6,084,301 5,522,648 Redeemable noncontrolling interests in the OP and DownREIT Partnership 1,192,723 856,294 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 (2,695,363 shares at December 31, 2020) 44,764 44,764 14,331,810 shares of Series F outstanding (14,440,519 shares at December 31, 2020) 1 1 Common stock, $0.01 par value; 450,000,000 shares authorized 308,287,019 shares issued and outstanding (296,611,579 shares at December 31, 2020) 3,083 2,966 Additional paid-in capital 6,390,547 5,881,383 Distributions in excess of net income (3,335,108 ) (2,685,770 ) Accumulated other comprehensive income/(loss), net (6,600 ) (9,144 ) Total stockholders' equity 3,096,687 3,234,200 Noncontrolling interests 26,853 24,391 Total equity 3,123,540 3,258,591 Total liabilities and equity $ 10,400,564 $ 9,637,533 (1) See Attachment 15 for definitions and other terms. Attachment 4(C) UDR, Inc. Selected Financial Information (Dollars in Thousands) (Unaudited) (1) Quarter Ended Coverage Ratios September 30, 2021 Net income/(loss) $ 19,040 Adjustments: Interest expense, including debt extinguishment and other associated costs 36,289 Real estate depreciation and amortization 152,636 Other depreciation and amortization 3,269 Tax provision/(benefit), net 529 Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures 11,680 EBITDAre $ 223,443 Casualty-related charges/(recoveries), net 1,609 Casualty-related charges/(recoveries) on unconsolidated joint ventures, net 50 Legal and other costs 80 Severance costs and other restructuring expense 233 Realized/unrealized (gain)/loss on real estate technology investments, net of tax (4,583 ) (Income)/loss from unconsolidated entities (14,450 ) Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures (11,680 ) Management fee expense on unconsolidated joint ventures (490 ) Consolidated EBITDAre - adjusted for non-recurring items $ 194,212 Annualized consolidated EBITDAre - adjusted for non-recurring items $ 776,848 Interest expense, including debt extinguishment and other associated costs 36,289 Capitalized interest expense 2,445 Total interest $ 38,734 Debt extinguishment and other associated costs (386 ) Total interest - adjusted for non-recurring items $ 38,348 Preferred dividends $ 1,058 Total debt $ 5,522,439 Cash (1,063 ) Net debt $ 5,521,376 Consolidated Interest Coverage Ratio - adjusted for non-recurring items 5.1x Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items 4.9x Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items 7.1x Debt Covenant Overview Unsecured Line of Credit Covenants (2) Required Actual Compliance Maximum Leverage Ratio ≤60.0% 37.7%(2) Yes Minimum Fixed Charge Coverage Ratio ≥1.5x 4.8x Yes Maximum Secured Debt Ratio ≤40.0% 10.9% Yes Minimum Unencumbered Pool Leverage Ratio ≥150.0% 304.3% Yes Senior Unsecured Note Covenants (3) Required Actual Compliance Debt as a percentage of Total Assets ≤65.0% 35.9%(3) Yes Consolidated Income Available for Debt Service to Annual Service Charge ≥1.5x 5.4x Yes Secured Debt as a percentage of Total Assets ≤40.0% 6.9% Yes Total Unencumbered Assets to Unsecured Debt ≥150.0% 292.5% Yes Securities Ratings Debt Outlook Commercial Paper Moody's Investors Service Baa1 Stable P-2 S&P Global Ratings BBB+ Stable A-2 Asset Summary Number of Homes 3Q 2021 NOI (1) ($000s) % of NOI Gross Carrying Value ($000s) % of Total Gross Carrying Value Unencumbered assets 44,525 $ 191,360 87.2% $ 12,590,793 88.0% Encumbered assets 7,546 28,120 12.8% 1,717,176 12.0% 52,071 $ 219,480 100.0% $ 14,307,969 100.0% (1) See Attachment 15 for definitions and other terms. (2) As defined in our credit agreement dated September 15, 2021. (3) As defined in our indenture dated November 1, 1995 as amended, supplemented or modified from time to time. Attachment 15(D) UDR, Inc. Definitions and Reconciliations September 30, 2021 (Unaudited) All guidance is based on current expectations of future economic conditions and the judgment of the Company's management team. The following reconciles from GAAP Net income/(loss) per share for full-year 2021 and fourth quarter of 2021 to forecasted FFO, FFO as Adjusted and AFFO per share and unit: Full-Year 2021 Low High Forecasted net income per diluted share $ 0.41 $ 0.43 Conversion from GAAP share count (0.02 ) (0.02 ) Net gain on the sale of depreciable real estate owned (0.43 ) (0.43 ) Depreciation 1.92 1.92 Noncontrolling interests 0.03 0.03 Preferred dividends 0.01 0.01 Forecasted FFO per diluted share and unit $ 1.92 $ 1.94 Legal and other costs - - Debt extinguishment and other associated costs 0.14 0.14 Casualty-related charges/(recoveries) 0.02 0.02 Realized/unrealized gain on real estate technology investments, net of tax (0.08 ) (0.08 ) Forecasted FFO as Adjusted per diluted share and unit $ 2.00 $ 2.02 Recurring capital expenditures (0.18 ) (0.18 ) Forecasted AFFO per diluted share and unit $ 1.82 $ 1.84 4Q 2021 Low High Forecasted net income per diluted share $ 0.30 $ 0.32 Conversion from GAAP share count (0.01 ) (0.01 ) Net gain on the sale of depreciable real estate owned (0.27 ) (0.27 ) Depreciation 0.48 0.48 Noncontrolling interests 0.02 0.02 Preferred dividends - - Forecasted FFO per diluted share and unit $ 0.52 $ 0.54 Legal and other costs - - Debt extinguishment and other associated costs - - Casualty-related charges/(recoveries) - - Realized/unrealized gain on real estate technology investments, net of tax - - Forecasted FFO as Adjusted per diluted share and unit $ 0.52 $ 0.54 Recurring capital expenditures (0.06 ) (0.06 ) Forecasted AFFO per diluted share and unit $ 0.46 $ 0.48 View source version on businesswire.com: https://www.businesswire.com/news/home/20211026005995/en/Contacts Trent Trujillo Email: ttrujillo@udr.com Data & News supplied by www.cloudquote.io Stock quotes supplied by Barchart Quotes delayed at least 20 minutes. 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UDR Announces Third Quarter 2021 Results and Increases Full-year 2021 Guidance Ranges By: UDR, Inc. via Business Wire October 26, 2021 at 16:16 PM EDT UDR, Inc. (the “Company”) (NYSE: UDR), announced today its third quarter 2021 results. Net Income, Funds from Operations (“FFO”), FFO as Adjusted (“FFOA”), and Adjusted FFO (“AFFO”) per diluted share for the quarter ended September 30, 2021 are detailed below. Quarter Ended September 30 Metric 3Q 2021 Actual 3Q 2021 Guidance 3Q 2020 Actual $ Change vs. Prior Year Period % Change vs. Prior Year Period Net Income per diluted share $0.06 $0.02 to $0.04 $(0.09) $0.15 167% FFO per diluted share $0.55 $0.49 to $0.51 $0.42 $0.13 31% FFOA per diluted share $0.51 $0.49 to $0.51 $0.50 $0.01 2% AFFO per diluted share $0.46 $0.44 to $0.46 $0.45 $0.01 2% The Company reported net income attributable to common stockholders of $16.7 million, or $0.06 per share, compared to $(26.3) million, or $(0.09) per share, in the prior year period. This increase was primarily due to an increase in Same-Store (“SS”) net operating income (“NOI”), higher NOI from acquired communities, higher income from unconsolidated entities, and lower debt extinguishment costs. SS results for third quarter 2021 versus third quarter 2020 and second quarter 2021 are summarized below. Growth / (Decline) Year-Over-Year (“YOY”): Q3 2021 vs. Q3 2020 Sequential: Q3 2021 vs. Q2 2021 With concessions reflected on a cash basis: SS Revenue 5.3% 3.6% SS Expense 3.3% 5.4% SS NOI 6.3% 2.9% With concessions reflected on a straight-line basis: SS Revenue 1.6% 3.3% SS NOI 0.9% 2.4% The Company’s weighted average SS physical occupancy for the third quarter of 2021 was 97.5 percent, compared to 95.5 percent for the third quarter of 2020 and 97.2 percent for the second quarter of 2021. The Company continues to implement its Next Generation Operating Platform which helped limit third quarter 2021 SS controllable expense growth to 1.8 percent YOY and 2.0 percent YTD. During the quarter, the Company acquired five communities with a combined purchase price of $619.9 million. Subsequent to quarter-end, the Company acquired two communities for $282.5 million and sold one community for proceeds of $126.0 million. During the quarter and subsequent to quarter-end, the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 6.0 million shares of common stock at a weighted average initial forward price per share of $53.80 for estimated future proceeds of approximately $321.9 million, subject to adjustment as described later in this release. During the quarter, the Company settled approximately 11.4 million shares of common stock under its previously-announced forward equity sales agreements at a weighted average net price per share, after adjustments, of $43.82 for proceeds of approximately $500.0 million. During the quarter, the Company (a) issued $200.0 million of 10-year unsecured debt at an effective interest rate of 2.259 percent, (b) increased the maximum aggregate capacity on its senior unsecured revolving credit facility to $1.3 billion from $1.1 billion and extended its maturity to January 2026, (c) increased the maximum aggregate capacity under its commercial paper program to $700.0 million from $500.0 million, (d) extended the maturity of its $350.0 million senior unsecured term loan to January 2027, and (e) extended the maturity of its $75.0 million working capital facility to January 2024. The spread above LIBOR on each of the revolving credit facility, term loan, and working capital facility was reduced by 5 basis points. Subsequent to quarter-end, the Company published its third annual ESG report, which detailed the Company’s progress towards its ESG goals and introduced enhanced greenhouse gas emissions and energy usage reduction targets. Concurrently, the Company announced it was named the number one ESG performer in the 2021 GRESB survey among publicly listed residential companies worldwide with a score of 86. “We once again achieved the high-end of our expectations across key performance metrics and raised guidance for the fourth time this year on the back of accretive capital allocation and strong operating results across our 21 markets, which have been further supplemented by our ongoing Platform innovations,” said Tom Toomey, UDR’s Chairman and CEO. “The competitive advantages created by our operational focus have and should continue to drive strong same-store growth and margin expansion as well as enable us to accretively deploy capital through numerous channels.” Outlook For the fourth quarter of 2021, the Company has established the following earnings guidance ranges. For the full-year 2021, the Company increased its previously provided Same-Store and earnings guidance ranges(1): Q4 2021 Outlook Q3 2021 Actual Updated Full-Year 2021 Outlook Prior Full-Year 2021 Outlook Change to 2021 Guidance, at Midpoint Net Income / (Loss) per share $0.30 to $0.32 $0.06 $0.41 to $0.43 $0.12 to $0.16 $0.28 FFO per share $0.52 to $0.54 $0.55 $1.92 to $1.94 $1.85 to $1.89 $0.06 FFOA per share $0.52 to $0.54 $0.51 $2.00 to $2.02 $1.97 to $2.01 $0.02 AFFO per share $0.46 to $0.48 $0.46 $1.82 to $1.84 $1.79 to $1.83 $0.02 YOY Growth/(Decline): concessions reflected on a cash basis: SS Revenue N/A 5.3% 1.00% to 1.50% (0.25)% to 0.75% 1.00% SS Expense N/A 3.3% 2.75% to 3.50% 1.00% to 3.00% 1.13% SS NOI N/A 6.3% 0.25% to 0.75% (1.00)% to 0.50% 0.75% YOY Growth/(Decline): concessions reflected on a straight-line basis: SS Revenue N/A 1.6% (1.00)% to (0.50)% (2.25)% to (1.25)% 1.00% SS NOI N/A 0.9% (2.25)% to (1.75)% (3.50)% to (2.00)% 0.75% (1) Additional assumptions for the Company’s fourth quarter and 2021 outlook can be found on Attachment 14 of the Company’s related quarterly Supplemental Financial Information. A reconciliation of FFO per share, FFOA per share, and AFFO per share to GAAP Net Income per share can be found on Attachment 15(D) of the Company’s related quarterly Supplemental Financial Information. Non-GAAP financial measures and other terms, as used in this earnings release, are defined and further explained on Attachments 15(A) through 15(D), “Definitions and Reconciliations,” of the Company’s related quarterly Supplemental Financial Information. Recent Operating Trends “We continue to realize sequential improvement in blended rate growth, collections, and our other income initiatives, while portfolio occupancy remains above 97 percent,” said Mike Lacy, UDR’s Senior Vice President of Operations. “Pricing power has remained unseasonably strong with our loss-to-lease staying in the low-teens, and we are effectively capturing higher-than-normal levels of demand throughout our portfolio due to market strength and a variety of Next Generation Operating Platform initiatives.” Summary of Second Quarter 2021, Third Quarter 2021, and October 2021 Residential Operating Trends(1) As of and Through October 25, 2021 Metric Q2 2021 Jul 2021 Aug 2021 Sept 2021 Q3 2021 Oct 2021 (Range) Cash revenue collected (% of billed) during billing period 95.5% 94.4% 94.1% 94.2% 95.8% 94.2% - 94.4% Cash revenue collected (% of billed) subsequent to billing period(1) 2.3% 2.9% 2.8% 1.8% 0.9% N/A Cash revenue collected (% of billed) as of October 25, 2021(1) 97.8% 97.3% 96.9% 96.0% 96.7% 92.7% Revenue reserved or written-off 1.7% N/A N/A N/A 0.7%(2) N/A Same-Store Metrics Weighted Average Physical Occupancy 97.2% 97.5% 97.6% 97.5% 97.5% 97.0% - 97.2% Effective Blended Lease Rate Growth(3) 0.9% 5.8% 8.7% 10.9% 8.2% 11.0% - 12.0% (1) Metrics shown here are as of October 25, 2021, and are for the Company’s total residential portfolio, unless otherwise indicated. The summation of cash revenue collected during and subsequent to a billing period may not equate to the total cash revenue collected as of October 25, 2021 for that same billing period due to rounding. Cash revenue collected as a percentage of billed revenue for Q2 2020, Q3 2020, Q4 2020, and Q1 2021 continue to increase over time and are 98.3 percent, 98.0 percent, 97.9 percent, and 97.9 percent, respectively, as of October 25, 2021. (2) For Q3 2021, as a result of the reduction in its accounts receivable balance during the quarter, the Company reduced its reserves (reflected as an increase in revenues) by approximately 0.9 percent, or $3.0 million, including $0.1 million for the Company’s share from unconsolidated joint ventures. This reduces the Company’s total bad debt reserve to $15.1 million, including $1.0 million for the Company’s share from unconsolidated joint ventures, which compares to a quarter-end accounts receivable balance of $23.3 million. (3) The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of (a) Effective New Lease Rate Growth and (b) Effective Renewal Lease Rate Growth. Management considers Effective Blended Lease Rate Growth a useful metric for investors as it assesses combined proportional market-level new and in-place demand trends. Please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information for additional details. Third Quarter 2021 Operations In the third quarter, total revenue increased by $19.7 million YOY, or 6.4 percent, to $329.8 million. This increase was primarily attributable to growth in revenue from Same-Store, acquired, and stabilized, non-mature communities. The third quarter annualized rate of turnover decreased by 1,120 basis points versus the prior year period to 53.8 percent. Summary of Same-Store Results in Third Quarter 2021 versus Third Quarter 2020 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) YOY Change in Occupancy West 5.1% 3.4% 5.7% 36.9% 97.4% 3.4% Mid-Atlantic 2.4% 4.6% 1.4% 21.8% 97.2% 0.5% Northeast 6.3% 4.1% 7.6% 15.8% 97.3% 4.8% Southeast 7.5% 7.0% 7.8% 12.0% 97.9% 0.7% Southwest 5.5% (3.3)% 11.8% 7.3% 98.1% 1.2% Other Markets 10.0% (0.7)% 15.2% 6.2% 97.8% 0.9% Total (Cash) 5.3% 3.3% 6.3% 100.0% 97.5% 2.0% Total (Straight-Line) 1.6% - 0.9% - - - (1) Based on Q3 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for the quarter. The table below includes sequential Same-Store results by region, with concessions accounted for on cash and straight-line bases. Summary of Same-Store Results in Third Quarter 2021 versus Second Quarter 2021 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) Sequential Change in Occupancy West 6.5% 3.7% 7.5% 36.9% 97.4% 0.4% Mid-Atlantic 1.5% 4.5% 0.1% 21.8% 97.2% 0.1% Northeast 1.2% 10.1% (3.8)% 15.8% 97.3% 0.5% Southeast 2.5% 6.0% 0.8% 12.0% 97.9% 0.2% Southwest 3.4% 1.8% 4.4% 7.3% 98.1% 1.0% Other Markets 6.2% 5.4% 6.6% 6.2% 97.8% - Total (Cash) 3.6% 5.4% 2.9% 100.0% 97.5% 0.3% Total (Straight-Line) 3.3% - 2.4% - - - (1) Based on Q3 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for the quarter. Year-to-date (“YTD”), for the nine months ended September 30, 2021, total revenue increased by $3.8 million YOY, or 0.4 percent, to $942.6 million. This increase was primarily attributable to growth in revenue from acquired communities, partially offset by a decrease in revenue from Same-Store and non-residential properties. The YTD annualized rate of turnover decreased by 380 basis points versus the prior year period to 47.1 percent. The table below includes YTD Same-Store results by region, with concessions accounted for on cash and straight-line bases, for the nine months ended September 30, 2021. Summary of Same-Store Results YTD 2021 versus YTD 2020 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) YTD YOY Change in Occupancy West (3.9)% 2.4% (6.1)% 36.4% 96.7% 1.2% Mid-Atlantic (0.3)% 3.4% (1.9)% 22.4% 96.9% 0.1% Northeast (2.6)% 6.7% (7.4)% 16.6% 96.5% 2.2% Southeast 5.0% 6.9% 4.1% 11.8% 97.6% 0.5% Southwest 2.2% (1.7)% 4.8% 7.2% 97.3% 0.4% Other Markets 4.9% 0.1% 7.0% 5.6% 97.7% 1.2% Total (Cash) (0.9)% 3.5% (2.9)% 100.0% 97.0% 0.8% Total (Straight-Line) (2.4)% - (4.9)% - - - (1) Based on YTD 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for YTD 2021. Transactional Activity The table below summarizes the Company’s transactional activity completed during the quarter. Community / Property Location (MSA) Purchase Price ($ millions) Homes Avg. Monthly Revenue per Occupied Home(1) Physical Occupancy(1) Acquisitions Brio Seattle, WA $171.9 259 $2,616 97.1% Canterbury Apartments Washington, D.C. 127.2 544 1,493 97.6% The Smith Valley Forge Philadelphia, PA 116.2 320 2,138 94.7% 1274 at Towson Baltimore, MD 57.6 192 1,697 96.5% 322 on North Broad Philadelphia, PA 147.0 339 2,350 96.2% Total / Weighted Avg. $619.9 1,654 $1,991 96.5% (1) Average Monthly Revenue per Occupied Home and Physical Occupancy are weighted averages for the quarter ended September 30, 2021. Subsequent to quarter-end, the Company acquired two communities and sold one community, as summarized below. Community / Property Location (MSA) Purchase / (Sale) Price ($ millions) Homes Avg. Monthly Revenue per Occupied Home(1) Physical Occupancy(1) Acquisitions Completed Essex Luxe(2) Orlando, FL $105.0 330 $1,905 96.0% Arbors at Maitland Summit Orlando, FL 177.5 663 1,575 96.0% Subtotal / Weighted Avg. $282.5 993 $1,685 96.0% Dispositions 1818 Platinum Triangle Orange County, CA $(126.0) 265 $2,535 98.1% (1) Average Monthly Revenue per Occupied Home and Physical Occupancy are as of September 30, 2021. (2) In September 2018, UDR structured a $12.9 million preferred equity investment with a third-party developer to finance this 330-apartment home community that was completed in 2020. In connection with UDR’s acquisition of the community, the joint venture construction loan and the unpaid accrued interest were paid in full. Approximately $47.9 million of the acquisition cost was financed by issuing approximately 0.9 million Operating Partnership Units priced at $53.00 per share to the seller. Nearly all properties acquired during the quarter and subsequent to quarter-end are located proximate to wholly owned UDR communities, which the Company expects should drive additional operating efficiencies as its Next Generation Operating Platform is deployed. Development and Redevelopment Activity At the end of the third quarter, the Company’s development pipeline totaled $501.5 million and was 66 percent funded. The Company’s active pipeline includes five development communities, one each in Denver, CO; Dublin, CA; King of Prussia, PA; Addison, TX; and Washington, D.C., for a combined total of 1,417 homes. At the end of the third quarter, the Company’s redevelopment pipeline totaled $18.1 million and was 30 percent funded. The Company’s active pipeline features the addition of 43 new apartment homes at two communities, one each in Newport Beach, CA, and San Francisco, CA. Developer Capital Program (“DCP”) Activity At the end of the third quarter, the Company’s preferred equity investments under its DCP platform, including accrued return, totaled $316.3 million with a weighted average return rate of 10.7 percent and weighted average estimated remaining term of 2.4 years. Capital Markets and Balance Sheet Activity During the quarter the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 5.0 million shares of common stock at a weighted average initial forward price per share of $53.86. Subsequent to quarter-end, the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 0.9 million shares of common stock at a weighted average initial forward price per share of $53.51. The initial forward price per share for all forward equity sale agreements mentioned above will be adjusted at settlement to reflect the then-current federal funds rate and the amount of dividends paid to holders of UDR common stock over the term of the forward equity sale agreements. No shares under these new forward equity sale agreements have been settled. The final dates by which shares sold under these forward equity sale agreements must be settled range between August 1, 2022 and September 14, 2022. During the quarter, the Company settled approximately 11.4 million shares of common stock under its previously-announced forward equity sales agreements at a weighted average net price per share, after adjustments, of $43.82 for proceeds of $500.0 million. As previously announced, during the quarter, the Company: Issued $200.0 million of 10-year unsecured debt at an effective interest rate of 2.259 percent. The notes were priced at 106.388 percent of the principal amount and were a further issuance of the Company’s $400.0 million senior unsecured notes due 2031. Increased the maximum aggregate capacity on its senior unsecured revolving credit facility to $1.3 billion from $1.1 billion and extended the maturity date to January 31, 2026, with two six-month extension options. At the Company’s current credit rating, the facility carries an interest rate equal to LIBOR plus a spread of 77.5 basis points, a 5 basis point improvement versus prior pricing. Extended the maturity date of its $350.0 million senior unsecured term loan to January 31, 2027. At the Company’s current credit rating, the term loan carries an interest rate equal to LIBOR plus a spread of 85 basis points, a 5 basis point improvement versus prior pricing. Increased the maximum aggregate capacity under its commercial paper program to $700.0 million from $500.0 million. As of September 30, 2021, the program bears an interest rate of 0.22 percent, the equivalent of LIBOR plus a spread of 14 basis points. Extended the maturity date of its $75.0 million working capital facility to January 12, 2024. At the Company’s current credit rating, the facility carries an interest rate equal to LIBOR plus a spread of 77.5 basis points, a 5 basis point improvement versus prior pricing. As of September 30, 2021, the Company had $1.0 billion of liquidity through a combination of cash and undrawn capacity on its credit facilities, plus estimated proceeds of approximately $593.0 million from the potential settlement of approximately 11.6 million shares subject to previously-announced forward equity sale agreements (subject to adjustment as described above), for a total of $1.6 billion in liquidity. Please see Attachment 14 of the Company’s related quarterly Supplemental Financial Information for additional details on projected capital sources and uses. The Company’s total indebtedness as of September 30, 2021 was $5.5 billion with no remaining consolidated maturities until 2024, excluding principal amortization, amounts on the Company’s commercial paper program and amounts on the Company’s working capital credit facility. In the table below, the Company has presented select balance sheet metrics for the quarter ended September 30, 2021 and the comparable prior year period. Quarter Ended September 30 Balance Sheet Metric Q3 2021 Q3 2020 Change Weighted Average Interest Rate 2.75% 3.01% (0.26)% Weighted Average Years to Maturity 7.8 7.6 0.2 Consolidated Fixed Charge Coverage Ratio 4.9x 4.7x 0.2x Consolidated Debt as a percentage of Total Assets 35.8% 35.0% 0.8% Consolidated Net-Debt-to-EBITDAre 7.1x 6.5x 0.6x Board of Directors As previously announced, during the quarter the Company appointed Kevin C. Nickelberry to its Board of Directors. Mr. Nickelberry currently serves as a Managing Director and Co-Head of Private Equity Co-Investments at GCM Grosvenor and has over 25 years of private equity origination, execution, and post-acquisition experience. Mr. Nickelberry is an independent director and serves on UDR’s Audit and Governance Committees. Dividend As previously announced, the Company’s Board of Directors declared a regular quarterly dividend on its common stock for the third quarter of 2021 in the amount of $0.3625 per share. The dividend will be paid in cash on November 1, 2021 to UDR common shareholders of record as of October 11, 2021. The third quarter 2021 dividend will represent the 196th 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. Attachment 15(A) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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. 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 enables 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 enables 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 Blended Lease Rate Growth: The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of Effective New Lease Rate Growth and Effective Renewal Lease Rate Growth. Management considers Effective Blended Lease Rate Growth a useful metric for investors as it assesses combined proportional market-level, new and in-place demand trends. 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 15(B) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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 3Q 2021 YTD 2021 Income/(loss) from unconsolidated entities $ 14,450 $ 29,123 Management fee 490 1,463 Financing fee - 287 Interest expense 3,751 11,899 Debt extinguishment and other associated costs - 1,395 Depreciation 7,929 24,064 General and administrative 64 193 Developer Capital Program (excludes Alameda Point Block 11, Brio and Infield Phase II) (8,318 ) (23,240 ) Other (income)/expense 119 334 Realized/unrealized (gain)/loss on unconsolidated real estate technology investments (10,016 ) (18,184 ) NOI related to sold properties 108 26 (Gain)/loss on sales - (2,460 ) Total Joint Venture NOI at UDR's Ownership Interest $ 8,577 $ 24,900 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 3.0% of property revenue, and land rent. Property management expense covers costs directly related to consolidated property operations, inclusive of corporate management, regional supervision, accounting and other costs. 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 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 Net income/(loss) attributable to UDR, Inc. $ 17,731 $ 11,720 $ 3,104 $ 26,532 $ (25,258 ) Property management 9,861 9,273 8,995 8,659 8,879 Other operating expenses 4,237 4,373 4,435 6,153 5,543 Real estate depreciation and amortization 152,636 146,169 144,088 146,135 151,949 Interest expense 36,289 35,404 78,156 62,524 62,268 Casualty-related charges/(recoveries), net 1,568 (2,463 ) 5,577 778 - General and administrative 15,810 15,127 12,736 11,978 11,958 Tax provision/(benefit), net 529 135 619 668 187 (Income)/loss from unconsolidated entities (14,450 ) (9,751 ) (4,922 ) (4,516 ) (2,940 ) Interest income and other (income)/expense, net (8,238 ) (2,536 ) (2,057 ) 1,030 (2,183 ) Joint venture management and other fees (1,071 ) (2,232 ) (1,615 ) (1,208 ) (1,199 ) Other depreciation and amortization 3,269 2,602 2,601 2,074 3,887 (Gain)/loss on sale of real estate owned - - (50,829 ) (57,974 ) - Net income/(loss) attributable to noncontrolling interests 1,309 815 170 2,019 (1,959 ) Total consolidated NOI $ 219,480 $ 208,636 $ 201,058 $ 204,852 $ 211,132 Attachment 15(C) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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 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 Same-Store Communities: The Company defines QTD 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. Same-Store Revenue with Concessions on a Cash Basis: Same-Store Revenue with Concessions on a Cash Basis is considered by the Company to be a supplemental measure to rental income on a straight-line basis which allows investors to evaluate the impact of both current and historical concessions and to more readily enable comparisons to revenue as reported by its peer REITs. In addition, Same-Store Revenue with Concessions on a Cash Basis allows an investor to understand the historical trends in cash concessions. A reconciliation between Same-Store Revenue with Concessions on a Cash Basis to Same-Store Revenue on a straight-line basis (inclusive of the impact to Same-Store NOI) is provided below: 3Q 21 3Q 20 3Q 21 2Q 21 YTD 21 YTD 20 Revenue (Cash basis) $ 294,422 $ 279,579 $ 294,422 $ 284,056 $ 847,552 $ 855,581 Concessions granted/(amortized), net (2,302 ) 7,840 (2,302 ) (1,315 ) (4,910 ) 7,821 Revenue (Straight-line basis) $ 292,120 $ 287,419 $ 292,120 $ 282,741 $ 842,642 $ 863,402 % change - Same-Store Revenue with Concessions on a Cash basis: 5.3 % 3.6 % -0.9 % % change - Same-Store Revenue with Concessions on a Straight-line basis: 1.6 % 3.3 % -2.4 % % change - Same-Store NOI with Concessions on a Cash basis: 6.3 % 2.9 % -2.9 % % change - Same-Store NOI with Concessions on a Straight-line basis: 0.9 % 2.4 % -4.9 % 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. Total Revenue per Occupied Home: The Company defines Total Revenue per Occupied Home as rental and other revenues with concessions reported on a Cash Basis, divided by the product of occupancy and the number of apartment homes. A reconciliation between Same-Store Revenue with Concessions on a Cash Basis to Same-Store Revenue on a straight-line basis is provided above of the Company’s quarterly supplemental disclosure. 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 Same-Store Communities: The Company defines YTD 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. Conference Call and Webcast Information UDR will host a webcast and conference call at 11:00 a.m. Eastern Time on October 27, 2021 to discuss third quarter results as well as high-level views for 2021. 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. Given the combination of a high volume of conference calls occurring during this time of year and the impact that the COVID-19 pandemic has had on staffing and capacity at the Company’s conference call provider, delays are anticipated when connecting to the live call. As a result, stakeholders and interested parties are encouraged to utilize the Company’s webcast link for its earnings results discussion. A replay of the conference call will be available through November 27, 2021, by dialing 844-512-2921 for domestic and 412-317-6671 for international and entering the confirmation number, 13723632, 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 related quarterly Supplemental Financial Information will be available on the Company’s website at ir.udr.com. 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 September 30, 2021, UDR owned or had an ownership position in 56,325 apartment homes including 1,417 homes under development. For over 49 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 Nine Months Ended September 30, September 30, In thousands, except per share amounts 2021 2020 2021 2020 REVENUES: Rental income (2) $ 328,699 $ 308,845 $ 937,641 $ 934,920 Joint venture management and other fees 1,071 1,199 4,918 3,861 Total revenues 329,770 310,044 942,559 938,781 OPERATING EXPENSES: Property operating and maintenance 57,708 53,385 160,424 151,585 Real estate taxes and insurance 51,511 44,328 148,043 134,485 Property management 9,861 8,879 28,129 26,879 Other operating expenses 4,237 5,543 13,045 16,609 Real estate depreciation and amortization 152,636 151,949 442,893 462,481 General and administrative 15,810 11,958 43,673 37,907 Casualty-related charges/(recoveries), net 1,568 - 4,682 1,353 Other depreciation and amortization 3,269 3,887 8,472 7,939 Total operating expenses 296,600 279,929 849,361 839,238 Gain/(loss) on sale of real estate owned - - 50,829 61,303 Operating income 33,170 30,115 144,027 160,846 Income/(loss) from unconsolidated entities (2)(3) 14,450 2,940 29,123 14,328 Interest expense (35,903 ) (37,728 ) (107,513 ) (115,642 ) Debt extinguishment and other associated costs (386 ) (24,540 ) (42,336 ) (24,540 ) Total interest expense (36,289 ) (62,268 ) (149,849 ) (140,182 ) Interest income and other income/(expense), net (3) 8,238 2,183 12,831 7,304 Income/(loss) before income taxes 19,569 (27,030 ) 36,132 42,296 Tax (provision)/benefit, net (529 ) (187 ) (1,283 ) (1,877 ) Net Income/(loss) 19,040 (27,217 ) 34,849 40,419 Net (income)/loss attributable to redeemable noncontrolling interests in the OP and DownREIT Partnership (1,260 ) 1,990 (2,221 ) (2,614 ) Net (income)/loss attributable to noncontrolling interests (49 ) (31 ) (73 ) (71 ) Net income/(loss) attributable to UDR, Inc. 17,731 (25,258 ) 32,555 37,734 Distributions to preferred stockholders - Series E (Convertible) (1,058 ) (1,051 ) (3,171 ) (3,179 ) Net income/(loss) attributable to common stockholders $ 16,673 $ (26,309 ) $ 29,384 $ 34,555 Income/(loss) per weighted average common share - basic: $ 0.06 ($ 0.09 ) $ 0.10 $ 0.12 Income/(loss) per weighted average common share - diluted: $ 0.06 ($ 0.09 ) $ 0.10 $ 0.12 Common distributions declared per share $ 0.3625 $ 0.3600 $ 1.0875 $ 1.0800 Weighted average number of common shares outstanding - basic 297,828 294,713 296,998 294,627 Weighted average number of common shares outstanding - diluted 301,164 295,003 298,045 294,938 (1) See Attachment 15 for definitions and other terms. (2) During the three months ended September 30, 2021, UDR collected 95.8% of billed residential revenue and 86.1% of billed retail revenue. As a result of the reduction in its accounts receivable balances during the quarter, UDR reduced its reserves (reflected as an increase to revenues) by approximately 0.9% or $3.0 million, including $0.1 million for UDR’s share from unconsolidated joint ventures, for residential, and 19.2% or $1.2 million, including straight-line rent receivables and $0 for UDR’s share from unconsolidated joint ventures, for retail. The remaining reserves are based on probability of collection. (3) During the three months ended September 30, 2021, UDR recorded $14.6 million in investment income from real estate technology investments. Of the $14.6 million, $4.6 million was recorded in Interest income and other income/(expense), net and $10.0 million was recorded in Income/(loss) from unconsolidated entities. Attachment 2 UDR, Inc. Funds From Operations (Unaudited) (1) Three Months Ended Nine Months Ended September 30, September 30, In thousands, except per share and unit amounts 2021 2020 2021 2020 Net income/(loss) attributable to common stockholders $ 16,673 $ (26,309 ) $ 29,384 $ 34,555 Real estate depreciation and amortization 152,636 151,949 442,893 462,481 Noncontrolling interests 1,309 (1,959 ) 2,294 2,685 Real estate depreciation and amortization on unconsolidated joint ventures 7,929 8,738 24,064 26,299 Net gain on the sale of unconsolidated depreciable property - - (2,460 ) - Net gain on the sale of depreciable real estate owned, net of tax - - (50,778 ) (61,303 ) Funds from operations ("FFO") attributable to common stockholders and unitholders, basic $ 178,547 $ 132,419 $ 445,397 $ 464,717 Distributions to preferred stockholders - Series E (Convertible) (2) 1,058 1,051 3,171 3,179 FFO attributable to common stockholders and unitholders, diluted $ 179,605 $ 133,470 $ 448,568 $ 467,896 FFO per weighted average common share and unit, basic $ 0.56 $ 0.42 $ 1.39 $ 1.47 FFO per weighted average common share and unit, diluted $ 0.55 $ 0.42 $ 1.39 $ 1.46 Weighted average number of common shares and OP/DownREIT Units outstanding, basic 320,357 317,034 319,491 316,939 Weighted average number of common shares, OP/DownREIT Units, and common stock equivalents outstanding, diluted 326,611 320,242 323,456 320,210 Impact of adjustments to FFO: Debt extinguishment and other associated costs $ 386 $ 24,540 $ 42,336 $ 24,540 Debt extinguishment and other associated costs on unconsolidated joint ventures - - 1,682 - Legal and other 80 1,570 1,299 3,914 Realized/unrealized (gain)/loss on real estate technology investments, net of tax (14,599 ) 155 (22,708 ) (3,147 ) Severance costs and other restructuring expense 233 254 841 1,896 Casualty-related charges/(recoveries), net 1,609 74 4,894 1,722 Casualty-related charges/(recoveries) on unconsolidated joint ventures, net 50 - 50 31 $ (12,241 ) $ 26,593 $ 28,394 $ 28,956 FFO as Adjusted attributable to common stockholders and unitholders, diluted $ 167,364 $ 160,063 $ 476,962 $ 496,852 FFO as Adjusted per weighted average common share and unit, diluted $ 0.51 $ 0.50 $ 1.47 $ 1.55 Recurring capital expenditures (16,844 ) (17,397 ) (42,427 ) (39,110 ) AFFO attributable to common stockholders and unitholders, diluted $ 150,520 $ 142,666 $ 434,535 $ 457,742 AFFO per weighted average common share and unit, diluted $ 0.46 $ 0.45 $ 1.34 $ 1.43 (1) See Attachment 15 for definitions and other terms. (2) Series E cumulative convertible preferred shares are dilutive for purposes of calculating FFO per share for the three and nine months ended September 30, 2021 and September 30, 2020. Consequently, distributions to Series E cumulative convertible preferred stockholders are added to FFO and the weighted average number of Series E cumulative convertible preferred shares are included in the denominator when calculating FFO per common share and unit, diluted. Attachment 3 UDR, Inc. Consolidated Balance Sheets (Unaudited) (1) September 30, December 31, In thousands, except share and per share amounts 2021 2020 ASSETS Real estate owned: Real estate held for investment $ 13,902,872 $ 12,706,940 Less: accumulated depreciation (4,983,109 ) (4,590,577 ) Real estate held for investment, net 8,919,763 8,116,363 Real estate under development (net of accumulated depreciation of $445 and $1,010) 331,200 246,867 Real estate held for disposition (net of accumulated depreciation of $34,387 and $13,779) 39,065 102,876 Total real estate owned, net of accumulated depreciation 9,290,028 8,466,106 Cash and cash equivalents 1,063 1,409 Restricted cash 28,170 22,762 Notes receivable, net 25,741 157,992 Investment in and advances to unconsolidated joint ventures, net 643,902 600,233 Operating lease right-of-use assets 198,339 200,913 Other assets 213,321 188,118 Total assets $ 10,400,564 $ 9,637,533 LIABILITIES AND EQUITY Liabilities: Secured debt $ 1,058,647 $ 862,147 Unsecured debt 4,463,792 4,114,401 Operating lease liabilities 193,277 195,592 Real estate taxes payable 55,849 29,946 Accrued interest payable 25,674 44,760 Security deposits and prepaid rent 51,631 49,008 Distributions payable 120,830 115,795 Accounts payable, accrued expenses, and other liabilities 114,601 110,999 Total liabilities 6,084,301 5,522,648 Redeemable noncontrolling interests in the OP and DownREIT Partnership 1,192,723 856,294 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 (2,695,363 shares at December 31, 2020) 44,764 44,764 14,331,810 shares of Series F outstanding (14,440,519 shares at December 31, 2020) 1 1 Common stock, $0.01 par value; 450,000,000 shares authorized 308,287,019 shares issued and outstanding (296,611,579 shares at December 31, 2020) 3,083 2,966 Additional paid-in capital 6,390,547 5,881,383 Distributions in excess of net income (3,335,108 ) (2,685,770 ) Accumulated other comprehensive income/(loss), net (6,600 ) (9,144 ) Total stockholders' equity 3,096,687 3,234,200 Noncontrolling interests 26,853 24,391 Total equity 3,123,540 3,258,591 Total liabilities and equity $ 10,400,564 $ 9,637,533 (1) See Attachment 15 for definitions and other terms. Attachment 4(C) UDR, Inc. Selected Financial Information (Dollars in Thousands) (Unaudited) (1) Quarter Ended Coverage Ratios September 30, 2021 Net income/(loss) $ 19,040 Adjustments: Interest expense, including debt extinguishment and other associated costs 36,289 Real estate depreciation and amortization 152,636 Other depreciation and amortization 3,269 Tax provision/(benefit), net 529 Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures 11,680 EBITDAre $ 223,443 Casualty-related charges/(recoveries), net 1,609 Casualty-related charges/(recoveries) on unconsolidated joint ventures, net 50 Legal and other costs 80 Severance costs and other restructuring expense 233 Realized/unrealized (gain)/loss on real estate technology investments, net of tax (4,583 ) (Income)/loss from unconsolidated entities (14,450 ) Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures (11,680 ) Management fee expense on unconsolidated joint ventures (490 ) Consolidated EBITDAre - adjusted for non-recurring items $ 194,212 Annualized consolidated EBITDAre - adjusted for non-recurring items $ 776,848 Interest expense, including debt extinguishment and other associated costs 36,289 Capitalized interest expense 2,445 Total interest $ 38,734 Debt extinguishment and other associated costs (386 ) Total interest - adjusted for non-recurring items $ 38,348 Preferred dividends $ 1,058 Total debt $ 5,522,439 Cash (1,063 ) Net debt $ 5,521,376 Consolidated Interest Coverage Ratio - adjusted for non-recurring items 5.1x Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items 4.9x Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items 7.1x Debt Covenant Overview Unsecured Line of Credit Covenants (2) Required Actual Compliance Maximum Leverage Ratio ≤60.0% 37.7%(2) Yes Minimum Fixed Charge Coverage Ratio ≥1.5x 4.8x Yes Maximum Secured Debt Ratio ≤40.0% 10.9% Yes Minimum Unencumbered Pool Leverage Ratio ≥150.0% 304.3% Yes Senior Unsecured Note Covenants (3) Required Actual Compliance Debt as a percentage of Total Assets ≤65.0% 35.9%(3) Yes Consolidated Income Available for Debt Service to Annual Service Charge ≥1.5x 5.4x Yes Secured Debt as a percentage of Total Assets ≤40.0% 6.9% Yes Total Unencumbered Assets to Unsecured Debt ≥150.0% 292.5% Yes Securities Ratings Debt Outlook Commercial Paper Moody's Investors Service Baa1 Stable P-2 S&P Global Ratings BBB+ Stable A-2 Asset Summary Number of Homes 3Q 2021 NOI (1) ($000s) % of NOI Gross Carrying Value ($000s) % of Total Gross Carrying Value Unencumbered assets 44,525 $ 191,360 87.2% $ 12,590,793 88.0% Encumbered assets 7,546 28,120 12.8% 1,717,176 12.0% 52,071 $ 219,480 100.0% $ 14,307,969 100.0% (1) See Attachment 15 for definitions and other terms. (2) As defined in our credit agreement dated September 15, 2021. (3) As defined in our indenture dated November 1, 1995 as amended, supplemented or modified from time to time. Attachment 15(D) UDR, Inc. Definitions and Reconciliations September 30, 2021 (Unaudited) All guidance is based on current expectations of future economic conditions and the judgment of the Company's management team. The following reconciles from GAAP Net income/(loss) per share for full-year 2021 and fourth quarter of 2021 to forecasted FFO, FFO as Adjusted and AFFO per share and unit: Full-Year 2021 Low High Forecasted net income per diluted share $ 0.41 $ 0.43 Conversion from GAAP share count (0.02 ) (0.02 ) Net gain on the sale of depreciable real estate owned (0.43 ) (0.43 ) Depreciation 1.92 1.92 Noncontrolling interests 0.03 0.03 Preferred dividends 0.01 0.01 Forecasted FFO per diluted share and unit $ 1.92 $ 1.94 Legal and other costs - - Debt extinguishment and other associated costs 0.14 0.14 Casualty-related charges/(recoveries) 0.02 0.02 Realized/unrealized gain on real estate technology investments, net of tax (0.08 ) (0.08 ) Forecasted FFO as Adjusted per diluted share and unit $ 2.00 $ 2.02 Recurring capital expenditures (0.18 ) (0.18 ) Forecasted AFFO per diluted share and unit $ 1.82 $ 1.84 4Q 2021 Low High Forecasted net income per diluted share $ 0.30 $ 0.32 Conversion from GAAP share count (0.01 ) (0.01 ) Net gain on the sale of depreciable real estate owned (0.27 ) (0.27 ) Depreciation 0.48 0.48 Noncontrolling interests 0.02 0.02 Preferred dividends - - Forecasted FFO per diluted share and unit $ 0.52 $ 0.54 Legal and other costs - - Debt extinguishment and other associated costs - - Casualty-related charges/(recoveries) - - Realized/unrealized gain on real estate technology investments, net of tax - - Forecasted FFO as Adjusted per diluted share and unit $ 0.52 $ 0.54 Recurring capital expenditures (0.06 ) (0.06 ) Forecasted AFFO per diluted share and unit $ 0.46 $ 0.48 View source version on businesswire.com: https://www.businesswire.com/news/home/20211026005995/en/Contacts Trent Trujillo Email: ttrujillo@udr.com
UDR, Inc. (the “Company”) (NYSE: UDR), announced today its third quarter 2021 results. Net Income, Funds from Operations (“FFO”), FFO as Adjusted (“FFOA”), and Adjusted FFO (“AFFO”) per diluted share for the quarter ended September 30, 2021 are detailed below. Quarter Ended September 30 Metric 3Q 2021 Actual 3Q 2021 Guidance 3Q 2020 Actual $ Change vs. Prior Year Period % Change vs. Prior Year Period Net Income per diluted share $0.06 $0.02 to $0.04 $(0.09) $0.15 167% FFO per diluted share $0.55 $0.49 to $0.51 $0.42 $0.13 31% FFOA per diluted share $0.51 $0.49 to $0.51 $0.50 $0.01 2% AFFO per diluted share $0.46 $0.44 to $0.46 $0.45 $0.01 2% The Company reported net income attributable to common stockholders of $16.7 million, or $0.06 per share, compared to $(26.3) million, or $(0.09) per share, in the prior year period. This increase was primarily due to an increase in Same-Store (“SS”) net operating income (“NOI”), higher NOI from acquired communities, higher income from unconsolidated entities, and lower debt extinguishment costs. SS results for third quarter 2021 versus third quarter 2020 and second quarter 2021 are summarized below. Growth / (Decline) Year-Over-Year (“YOY”): Q3 2021 vs. Q3 2020 Sequential: Q3 2021 vs. Q2 2021 With concessions reflected on a cash basis: SS Revenue 5.3% 3.6% SS Expense 3.3% 5.4% SS NOI 6.3% 2.9% With concessions reflected on a straight-line basis: SS Revenue 1.6% 3.3% SS NOI 0.9% 2.4% The Company’s weighted average SS physical occupancy for the third quarter of 2021 was 97.5 percent, compared to 95.5 percent for the third quarter of 2020 and 97.2 percent for the second quarter of 2021. The Company continues to implement its Next Generation Operating Platform which helped limit third quarter 2021 SS controllable expense growth to 1.8 percent YOY and 2.0 percent YTD. During the quarter, the Company acquired five communities with a combined purchase price of $619.9 million. Subsequent to quarter-end, the Company acquired two communities for $282.5 million and sold one community for proceeds of $126.0 million. During the quarter and subsequent to quarter-end, the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 6.0 million shares of common stock at a weighted average initial forward price per share of $53.80 for estimated future proceeds of approximately $321.9 million, subject to adjustment as described later in this release. During the quarter, the Company settled approximately 11.4 million shares of common stock under its previously-announced forward equity sales agreements at a weighted average net price per share, after adjustments, of $43.82 for proceeds of approximately $500.0 million. During the quarter, the Company (a) issued $200.0 million of 10-year unsecured debt at an effective interest rate of 2.259 percent, (b) increased the maximum aggregate capacity on its senior unsecured revolving credit facility to $1.3 billion from $1.1 billion and extended its maturity to January 2026, (c) increased the maximum aggregate capacity under its commercial paper program to $700.0 million from $500.0 million, (d) extended the maturity of its $350.0 million senior unsecured term loan to January 2027, and (e) extended the maturity of its $75.0 million working capital facility to January 2024. The spread above LIBOR on each of the revolving credit facility, term loan, and working capital facility was reduced by 5 basis points. Subsequent to quarter-end, the Company published its third annual ESG report, which detailed the Company’s progress towards its ESG goals and introduced enhanced greenhouse gas emissions and energy usage reduction targets. Concurrently, the Company announced it was named the number one ESG performer in the 2021 GRESB survey among publicly listed residential companies worldwide with a score of 86. “We once again achieved the high-end of our expectations across key performance metrics and raised guidance for the fourth time this year on the back of accretive capital allocation and strong operating results across our 21 markets, which have been further supplemented by our ongoing Platform innovations,” said Tom Toomey, UDR’s Chairman and CEO. “The competitive advantages created by our operational focus have and should continue to drive strong same-store growth and margin expansion as well as enable us to accretively deploy capital through numerous channels.” Outlook For the fourth quarter of 2021, the Company has established the following earnings guidance ranges. For the full-year 2021, the Company increased its previously provided Same-Store and earnings guidance ranges(1): Q4 2021 Outlook Q3 2021 Actual Updated Full-Year 2021 Outlook Prior Full-Year 2021 Outlook Change to 2021 Guidance, at Midpoint Net Income / (Loss) per share $0.30 to $0.32 $0.06 $0.41 to $0.43 $0.12 to $0.16 $0.28 FFO per share $0.52 to $0.54 $0.55 $1.92 to $1.94 $1.85 to $1.89 $0.06 FFOA per share $0.52 to $0.54 $0.51 $2.00 to $2.02 $1.97 to $2.01 $0.02 AFFO per share $0.46 to $0.48 $0.46 $1.82 to $1.84 $1.79 to $1.83 $0.02 YOY Growth/(Decline): concessions reflected on a cash basis: SS Revenue N/A 5.3% 1.00% to 1.50% (0.25)% to 0.75% 1.00% SS Expense N/A 3.3% 2.75% to 3.50% 1.00% to 3.00% 1.13% SS NOI N/A 6.3% 0.25% to 0.75% (1.00)% to 0.50% 0.75% YOY Growth/(Decline): concessions reflected on a straight-line basis: SS Revenue N/A 1.6% (1.00)% to (0.50)% (2.25)% to (1.25)% 1.00% SS NOI N/A 0.9% (2.25)% to (1.75)% (3.50)% to (2.00)% 0.75% (1) Additional assumptions for the Company’s fourth quarter and 2021 outlook can be found on Attachment 14 of the Company’s related quarterly Supplemental Financial Information. A reconciliation of FFO per share, FFOA per share, and AFFO per share to GAAP Net Income per share can be found on Attachment 15(D) of the Company’s related quarterly Supplemental Financial Information. Non-GAAP financial measures and other terms, as used in this earnings release, are defined and further explained on Attachments 15(A) through 15(D), “Definitions and Reconciliations,” of the Company’s related quarterly Supplemental Financial Information. Recent Operating Trends “We continue to realize sequential improvement in blended rate growth, collections, and our other income initiatives, while portfolio occupancy remains above 97 percent,” said Mike Lacy, UDR’s Senior Vice President of Operations. “Pricing power has remained unseasonably strong with our loss-to-lease staying in the low-teens, and we are effectively capturing higher-than-normal levels of demand throughout our portfolio due to market strength and a variety of Next Generation Operating Platform initiatives.” Summary of Second Quarter 2021, Third Quarter 2021, and October 2021 Residential Operating Trends(1) As of and Through October 25, 2021 Metric Q2 2021 Jul 2021 Aug 2021 Sept 2021 Q3 2021 Oct 2021 (Range) Cash revenue collected (% of billed) during billing period 95.5% 94.4% 94.1% 94.2% 95.8% 94.2% - 94.4% Cash revenue collected (% of billed) subsequent to billing period(1) 2.3% 2.9% 2.8% 1.8% 0.9% N/A Cash revenue collected (% of billed) as of October 25, 2021(1) 97.8% 97.3% 96.9% 96.0% 96.7% 92.7% Revenue reserved or written-off 1.7% N/A N/A N/A 0.7%(2) N/A Same-Store Metrics Weighted Average Physical Occupancy 97.2% 97.5% 97.6% 97.5% 97.5% 97.0% - 97.2% Effective Blended Lease Rate Growth(3) 0.9% 5.8% 8.7% 10.9% 8.2% 11.0% - 12.0% (1) Metrics shown here are as of October 25, 2021, and are for the Company’s total residential portfolio, unless otherwise indicated. The summation of cash revenue collected during and subsequent to a billing period may not equate to the total cash revenue collected as of October 25, 2021 for that same billing period due to rounding. Cash revenue collected as a percentage of billed revenue for Q2 2020, Q3 2020, Q4 2020, and Q1 2021 continue to increase over time and are 98.3 percent, 98.0 percent, 97.9 percent, and 97.9 percent, respectively, as of October 25, 2021. (2) For Q3 2021, as a result of the reduction in its accounts receivable balance during the quarter, the Company reduced its reserves (reflected as an increase in revenues) by approximately 0.9 percent, or $3.0 million, including $0.1 million for the Company’s share from unconsolidated joint ventures. This reduces the Company’s total bad debt reserve to $15.1 million, including $1.0 million for the Company’s share from unconsolidated joint ventures, which compares to a quarter-end accounts receivable balance of $23.3 million. (3) The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of (a) Effective New Lease Rate Growth and (b) Effective Renewal Lease Rate Growth. Management considers Effective Blended Lease Rate Growth a useful metric for investors as it assesses combined proportional market-level new and in-place demand trends. Please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information for additional details. Third Quarter 2021 Operations In the third quarter, total revenue increased by $19.7 million YOY, or 6.4 percent, to $329.8 million. This increase was primarily attributable to growth in revenue from Same-Store, acquired, and stabilized, non-mature communities. The third quarter annualized rate of turnover decreased by 1,120 basis points versus the prior year period to 53.8 percent. Summary of Same-Store Results in Third Quarter 2021 versus Third Quarter 2020 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) YOY Change in Occupancy West 5.1% 3.4% 5.7% 36.9% 97.4% 3.4% Mid-Atlantic 2.4% 4.6% 1.4% 21.8% 97.2% 0.5% Northeast 6.3% 4.1% 7.6% 15.8% 97.3% 4.8% Southeast 7.5% 7.0% 7.8% 12.0% 97.9% 0.7% Southwest 5.5% (3.3)% 11.8% 7.3% 98.1% 1.2% Other Markets 10.0% (0.7)% 15.2% 6.2% 97.8% 0.9% Total (Cash) 5.3% 3.3% 6.3% 100.0% 97.5% 2.0% Total (Straight-Line) 1.6% - 0.9% - - - (1) Based on Q3 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for the quarter. The table below includes sequential Same-Store results by region, with concessions accounted for on cash and straight-line bases. Summary of Same-Store Results in Third Quarter 2021 versus Second Quarter 2021 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) Sequential Change in Occupancy West 6.5% 3.7% 7.5% 36.9% 97.4% 0.4% Mid-Atlantic 1.5% 4.5% 0.1% 21.8% 97.2% 0.1% Northeast 1.2% 10.1% (3.8)% 15.8% 97.3% 0.5% Southeast 2.5% 6.0% 0.8% 12.0% 97.9% 0.2% Southwest 3.4% 1.8% 4.4% 7.3% 98.1% 1.0% Other Markets 6.2% 5.4% 6.6% 6.2% 97.8% - Total (Cash) 3.6% 5.4% 2.9% 100.0% 97.5% 0.3% Total (Straight-Line) 3.3% - 2.4% - - - (1) Based on Q3 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for the quarter. Year-to-date (“YTD”), for the nine months ended September 30, 2021, total revenue increased by $3.8 million YOY, or 0.4 percent, to $942.6 million. This increase was primarily attributable to growth in revenue from acquired communities, partially offset by a decrease in revenue from Same-Store and non-residential properties. The YTD annualized rate of turnover decreased by 380 basis points versus the prior year period to 47.1 percent. The table below includes YTD Same-Store results by region, with concessions accounted for on cash and straight-line bases, for the nine months ended September 30, 2021. Summary of Same-Store Results YTD 2021 versus YTD 2020 Region Revenue Growth / (Decline) Expense Growth / (Decline) NOI Growth / (Decline) % of Same-Store Portfolio(1) Physical Occupancy(2) YTD YOY Change in Occupancy West (3.9)% 2.4% (6.1)% 36.4% 96.7% 1.2% Mid-Atlantic (0.3)% 3.4% (1.9)% 22.4% 96.9% 0.1% Northeast (2.6)% 6.7% (7.4)% 16.6% 96.5% 2.2% Southeast 5.0% 6.9% 4.1% 11.8% 97.6% 0.5% Southwest 2.2% (1.7)% 4.8% 7.2% 97.3% 0.4% Other Markets 4.9% 0.1% 7.0% 5.6% 97.7% 1.2% Total (Cash) (0.9)% 3.5% (2.9)% 100.0% 97.0% 0.8% Total (Straight-Line) (2.4)% - (4.9)% - - - (1) Based on YTD 2021 Same-Store NOI. For definitions of terms, please refer to the “Definitions and Reconciliations” section of the Company’s related quarterly Supplemental Financial Information. (2) Weighted average Same-Store physical occupancy for YTD 2021. Transactional Activity The table below summarizes the Company’s transactional activity completed during the quarter. Community / Property Location (MSA) Purchase Price ($ millions) Homes Avg. Monthly Revenue per Occupied Home(1) Physical Occupancy(1) Acquisitions Brio Seattle, WA $171.9 259 $2,616 97.1% Canterbury Apartments Washington, D.C. 127.2 544 1,493 97.6% The Smith Valley Forge Philadelphia, PA 116.2 320 2,138 94.7% 1274 at Towson Baltimore, MD 57.6 192 1,697 96.5% 322 on North Broad Philadelphia, PA 147.0 339 2,350 96.2% Total / Weighted Avg. $619.9 1,654 $1,991 96.5% (1) Average Monthly Revenue per Occupied Home and Physical Occupancy are weighted averages for the quarter ended September 30, 2021. Subsequent to quarter-end, the Company acquired two communities and sold one community, as summarized below. Community / Property Location (MSA) Purchase / (Sale) Price ($ millions) Homes Avg. Monthly Revenue per Occupied Home(1) Physical Occupancy(1) Acquisitions Completed Essex Luxe(2) Orlando, FL $105.0 330 $1,905 96.0% Arbors at Maitland Summit Orlando, FL 177.5 663 1,575 96.0% Subtotal / Weighted Avg. $282.5 993 $1,685 96.0% Dispositions 1818 Platinum Triangle Orange County, CA $(126.0) 265 $2,535 98.1% (1) Average Monthly Revenue per Occupied Home and Physical Occupancy are as of September 30, 2021. (2) In September 2018, UDR structured a $12.9 million preferred equity investment with a third-party developer to finance this 330-apartment home community that was completed in 2020. In connection with UDR’s acquisition of the community, the joint venture construction loan and the unpaid accrued interest were paid in full. Approximately $47.9 million of the acquisition cost was financed by issuing approximately 0.9 million Operating Partnership Units priced at $53.00 per share to the seller. Nearly all properties acquired during the quarter and subsequent to quarter-end are located proximate to wholly owned UDR communities, which the Company expects should drive additional operating efficiencies as its Next Generation Operating Platform is deployed. Development and Redevelopment Activity At the end of the third quarter, the Company’s development pipeline totaled $501.5 million and was 66 percent funded. The Company’s active pipeline includes five development communities, one each in Denver, CO; Dublin, CA; King of Prussia, PA; Addison, TX; and Washington, D.C., for a combined total of 1,417 homes. At the end of the third quarter, the Company’s redevelopment pipeline totaled $18.1 million and was 30 percent funded. The Company’s active pipeline features the addition of 43 new apartment homes at two communities, one each in Newport Beach, CA, and San Francisco, CA. Developer Capital Program (“DCP”) Activity At the end of the third quarter, the Company’s preferred equity investments under its DCP platform, including accrued return, totaled $316.3 million with a weighted average return rate of 10.7 percent and weighted average estimated remaining term of 2.4 years. Capital Markets and Balance Sheet Activity During the quarter the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 5.0 million shares of common stock at a weighted average initial forward price per share of $53.86. Subsequent to quarter-end, the Company entered into forward equity sale agreements under its at-the-market equity program for approximately 0.9 million shares of common stock at a weighted average initial forward price per share of $53.51. The initial forward price per share for all forward equity sale agreements mentioned above will be adjusted at settlement to reflect the then-current federal funds rate and the amount of dividends paid to holders of UDR common stock over the term of the forward equity sale agreements. No shares under these new forward equity sale agreements have been settled. The final dates by which shares sold under these forward equity sale agreements must be settled range between August 1, 2022 and September 14, 2022. During the quarter, the Company settled approximately 11.4 million shares of common stock under its previously-announced forward equity sales agreements at a weighted average net price per share, after adjustments, of $43.82 for proceeds of $500.0 million. As previously announced, during the quarter, the Company: Issued $200.0 million of 10-year unsecured debt at an effective interest rate of 2.259 percent. The notes were priced at 106.388 percent of the principal amount and were a further issuance of the Company’s $400.0 million senior unsecured notes due 2031. Increased the maximum aggregate capacity on its senior unsecured revolving credit facility to $1.3 billion from $1.1 billion and extended the maturity date to January 31, 2026, with two six-month extension options. At the Company’s current credit rating, the facility carries an interest rate equal to LIBOR plus a spread of 77.5 basis points, a 5 basis point improvement versus prior pricing. Extended the maturity date of its $350.0 million senior unsecured term loan to January 31, 2027. At the Company’s current credit rating, the term loan carries an interest rate equal to LIBOR plus a spread of 85 basis points, a 5 basis point improvement versus prior pricing. Increased the maximum aggregate capacity under its commercial paper program to $700.0 million from $500.0 million. As of September 30, 2021, the program bears an interest rate of 0.22 percent, the equivalent of LIBOR plus a spread of 14 basis points. Extended the maturity date of its $75.0 million working capital facility to January 12, 2024. At the Company’s current credit rating, the facility carries an interest rate equal to LIBOR plus a spread of 77.5 basis points, a 5 basis point improvement versus prior pricing. As of September 30, 2021, the Company had $1.0 billion of liquidity through a combination of cash and undrawn capacity on its credit facilities, plus estimated proceeds of approximately $593.0 million from the potential settlement of approximately 11.6 million shares subject to previously-announced forward equity sale agreements (subject to adjustment as described above), for a total of $1.6 billion in liquidity. Please see Attachment 14 of the Company’s related quarterly Supplemental Financial Information for additional details on projected capital sources and uses. The Company’s total indebtedness as of September 30, 2021 was $5.5 billion with no remaining consolidated maturities until 2024, excluding principal amortization, amounts on the Company’s commercial paper program and amounts on the Company’s working capital credit facility. In the table below, the Company has presented select balance sheet metrics for the quarter ended September 30, 2021 and the comparable prior year period. Quarter Ended September 30 Balance Sheet Metric Q3 2021 Q3 2020 Change Weighted Average Interest Rate 2.75% 3.01% (0.26)% Weighted Average Years to Maturity 7.8 7.6 0.2 Consolidated Fixed Charge Coverage Ratio 4.9x 4.7x 0.2x Consolidated Debt as a percentage of Total Assets 35.8% 35.0% 0.8% Consolidated Net-Debt-to-EBITDAre 7.1x 6.5x 0.6x Board of Directors As previously announced, during the quarter the Company appointed Kevin C. Nickelberry to its Board of Directors. Mr. Nickelberry currently serves as a Managing Director and Co-Head of Private Equity Co-Investments at GCM Grosvenor and has over 25 years of private equity origination, execution, and post-acquisition experience. Mr. Nickelberry is an independent director and serves on UDR’s Audit and Governance Committees. Dividend As previously announced, the Company’s Board of Directors declared a regular quarterly dividend on its common stock for the third quarter of 2021 in the amount of $0.3625 per share. The dividend will be paid in cash on November 1, 2021 to UDR common shareholders of record as of October 11, 2021. The third quarter 2021 dividend will represent the 196th 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. Attachment 15(A) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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. 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 enables 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 enables 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 Blended Lease Rate Growth: The Company defines Effective Blended Lease Rate Growth as the combined proportional growth as a result of Effective New Lease Rate Growth and Effective Renewal Lease Rate Growth. Management considers Effective Blended Lease Rate Growth a useful metric for investors as it assesses combined proportional market-level, new and in-place demand trends. 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 15(B) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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 3Q 2021 YTD 2021 Income/(loss) from unconsolidated entities $ 14,450 $ 29,123 Management fee 490 1,463 Financing fee - 287 Interest expense 3,751 11,899 Debt extinguishment and other associated costs - 1,395 Depreciation 7,929 24,064 General and administrative 64 193 Developer Capital Program (excludes Alameda Point Block 11, Brio and Infield Phase II) (8,318 ) (23,240 ) Other (income)/expense 119 334 Realized/unrealized (gain)/loss on unconsolidated real estate technology investments (10,016 ) (18,184 ) NOI related to sold properties 108 26 (Gain)/loss on sales - (2,460 ) Total Joint Venture NOI at UDR's Ownership Interest $ 8,577 $ 24,900 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 3.0% of property revenue, and land rent. Property management expense covers costs directly related to consolidated property operations, inclusive of corporate management, regional supervision, accounting and other costs. 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 3Q 2021 2Q 2021 1Q 2021 4Q 2020 3Q 2020 Net income/(loss) attributable to UDR, Inc. $ 17,731 $ 11,720 $ 3,104 $ 26,532 $ (25,258 ) Property management 9,861 9,273 8,995 8,659 8,879 Other operating expenses 4,237 4,373 4,435 6,153 5,543 Real estate depreciation and amortization 152,636 146,169 144,088 146,135 151,949 Interest expense 36,289 35,404 78,156 62,524 62,268 Casualty-related charges/(recoveries), net 1,568 (2,463 ) 5,577 778 - General and administrative 15,810 15,127 12,736 11,978 11,958 Tax provision/(benefit), net 529 135 619 668 187 (Income)/loss from unconsolidated entities (14,450 ) (9,751 ) (4,922 ) (4,516 ) (2,940 ) Interest income and other (income)/expense, net (8,238 ) (2,536 ) (2,057 ) 1,030 (2,183 ) Joint venture management and other fees (1,071 ) (2,232 ) (1,615 ) (1,208 ) (1,199 ) Other depreciation and amortization 3,269 2,602 2,601 2,074 3,887 (Gain)/loss on sale of real estate owned - - (50,829 ) (57,974 ) - Net income/(loss) attributable to noncontrolling interests 1,309 815 170 2,019 (1,959 ) Total consolidated NOI $ 219,480 $ 208,636 $ 201,058 $ 204,852 $ 211,132 Attachment 15(C) UDR, Inc. Definitions and Reconciliations September 30, 2021 (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 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 Same-Store Communities: The Company defines QTD 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. Same-Store Revenue with Concessions on a Cash Basis: Same-Store Revenue with Concessions on a Cash Basis is considered by the Company to be a supplemental measure to rental income on a straight-line basis which allows investors to evaluate the impact of both current and historical concessions and to more readily enable comparisons to revenue as reported by its peer REITs. In addition, Same-Store Revenue with Concessions on a Cash Basis allows an investor to understand the historical trends in cash concessions. A reconciliation between Same-Store Revenue with Concessions on a Cash Basis to Same-Store Revenue on a straight-line basis (inclusive of the impact to Same-Store NOI) is provided below: 3Q 21 3Q 20 3Q 21 2Q 21 YTD 21 YTD 20 Revenue (Cash basis) $ 294,422 $ 279,579 $ 294,422 $ 284,056 $ 847,552 $ 855,581 Concessions granted/(amortized), net (2,302 ) 7,840 (2,302 ) (1,315 ) (4,910 ) 7,821 Revenue (Straight-line basis) $ 292,120 $ 287,419 $ 292,120 $ 282,741 $ 842,642 $ 863,402 % change - Same-Store Revenue with Concessions on a Cash basis: 5.3 % 3.6 % -0.9 % % change - Same-Store Revenue with Concessions on a Straight-line basis: 1.6 % 3.3 % -2.4 % % change - Same-Store NOI with Concessions on a Cash basis: 6.3 % 2.9 % -2.9 % % change - Same-Store NOI with Concessions on a Straight-line basis: 0.9 % 2.4 % -4.9 % 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. Total Revenue per Occupied Home: The Company defines Total Revenue per Occupied Home as rental and other revenues with concessions reported on a Cash Basis, divided by the product of occupancy and the number of apartment homes. A reconciliation between Same-Store Revenue with Concessions on a Cash Basis to Same-Store Revenue on a straight-line basis is provided above of the Company’s quarterly supplemental disclosure. 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 Same-Store Communities: The Company defines YTD 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. Conference Call and Webcast Information UDR will host a webcast and conference call at 11:00 a.m. Eastern Time on October 27, 2021 to discuss third quarter results as well as high-level views for 2021. 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. Given the combination of a high volume of conference calls occurring during this time of year and the impact that the COVID-19 pandemic has had on staffing and capacity at the Company’s conference call provider, delays are anticipated when connecting to the live call. As a result, stakeholders and interested parties are encouraged to utilize the Company’s webcast link for its earnings results discussion. A replay of the conference call will be available through November 27, 2021, by dialing 844-512-2921 for domestic and 412-317-6671 for international and entering the confirmation number, 13723632, 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 related quarterly Supplemental Financial Information will be available on the Company’s website at ir.udr.com. 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 September 30, 2021, UDR owned or had an ownership position in 56,325 apartment homes including 1,417 homes under development. For over 49 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 Nine Months Ended September 30, September 30, In thousands, except per share amounts 2021 2020 2021 2020 REVENUES: Rental income (2) $ 328,699 $ 308,845 $ 937,641 $ 934,920 Joint venture management and other fees 1,071 1,199 4,918 3,861 Total revenues 329,770 310,044 942,559 938,781 OPERATING EXPENSES: Property operating and maintenance 57,708 53,385 160,424 151,585 Real estate taxes and insurance 51,511 44,328 148,043 134,485 Property management 9,861 8,879 28,129 26,879 Other operating expenses 4,237 5,543 13,045 16,609 Real estate depreciation and amortization 152,636 151,949 442,893 462,481 General and administrative 15,810 11,958 43,673 37,907 Casualty-related charges/(recoveries), net 1,568 - 4,682 1,353 Other depreciation and amortization 3,269 3,887 8,472 7,939 Total operating expenses 296,600 279,929 849,361 839,238 Gain/(loss) on sale of real estate owned - - 50,829 61,303 Operating income 33,170 30,115 144,027 160,846 Income/(loss) from unconsolidated entities (2)(3) 14,450 2,940 29,123 14,328 Interest expense (35,903 ) (37,728 ) (107,513 ) (115,642 ) Debt extinguishment and other associated costs (386 ) (24,540 ) (42,336 ) (24,540 ) Total interest expense (36,289 ) (62,268 ) (149,849 ) (140,182 ) Interest income and other income/(expense), net (3) 8,238 2,183 12,831 7,304 Income/(loss) before income taxes 19,569 (27,030 ) 36,132 42,296 Tax (provision)/benefit, net (529 ) (187 ) (1,283 ) (1,877 ) Net Income/(loss) 19,040 (27,217 ) 34,849 40,419 Net (income)/loss attributable to redeemable noncontrolling interests in the OP and DownREIT Partnership (1,260 ) 1,990 (2,221 ) (2,614 ) Net (income)/loss attributable to noncontrolling interests (49 ) (31 ) (73 ) (71 ) Net income/(loss) attributable to UDR, Inc. 17,731 (25,258 ) 32,555 37,734 Distributions to preferred stockholders - Series E (Convertible) (1,058 ) (1,051 ) (3,171 ) (3,179 ) Net income/(loss) attributable to common stockholders $ 16,673 $ (26,309 ) $ 29,384 $ 34,555 Income/(loss) per weighted average common share - basic: $ 0.06 ($ 0.09 ) $ 0.10 $ 0.12 Income/(loss) per weighted average common share - diluted: $ 0.06 ($ 0.09 ) $ 0.10 $ 0.12 Common distributions declared per share $ 0.3625 $ 0.3600 $ 1.0875 $ 1.0800 Weighted average number of common shares outstanding - basic 297,828 294,713 296,998 294,627 Weighted average number of common shares outstanding - diluted 301,164 295,003 298,045 294,938 (1) See Attachment 15 for definitions and other terms. (2) During the three months ended September 30, 2021, UDR collected 95.8% of billed residential revenue and 86.1% of billed retail revenue. As a result of the reduction in its accounts receivable balances during the quarter, UDR reduced its reserves (reflected as an increase to revenues) by approximately 0.9% or $3.0 million, including $0.1 million for UDR’s share from unconsolidated joint ventures, for residential, and 19.2% or $1.2 million, including straight-line rent receivables and $0 for UDR’s share from unconsolidated joint ventures, for retail. The remaining reserves are based on probability of collection. (3) During the three months ended September 30, 2021, UDR recorded $14.6 million in investment income from real estate technology investments. Of the $14.6 million, $4.6 million was recorded in Interest income and other income/(expense), net and $10.0 million was recorded in Income/(loss) from unconsolidated entities. Attachment 2 UDR, Inc. Funds From Operations (Unaudited) (1) Three Months Ended Nine Months Ended September 30, September 30, In thousands, except per share and unit amounts 2021 2020 2021 2020 Net income/(loss) attributable to common stockholders $ 16,673 $ (26,309 ) $ 29,384 $ 34,555 Real estate depreciation and amortization 152,636 151,949 442,893 462,481 Noncontrolling interests 1,309 (1,959 ) 2,294 2,685 Real estate depreciation and amortization on unconsolidated joint ventures 7,929 8,738 24,064 26,299 Net gain on the sale of unconsolidated depreciable property - - (2,460 ) - Net gain on the sale of depreciable real estate owned, net of tax - - (50,778 ) (61,303 ) Funds from operations ("FFO") attributable to common stockholders and unitholders, basic $ 178,547 $ 132,419 $ 445,397 $ 464,717 Distributions to preferred stockholders - Series E (Convertible) (2) 1,058 1,051 3,171 3,179 FFO attributable to common stockholders and unitholders, diluted $ 179,605 $ 133,470 $ 448,568 $ 467,896 FFO per weighted average common share and unit, basic $ 0.56 $ 0.42 $ 1.39 $ 1.47 FFO per weighted average common share and unit, diluted $ 0.55 $ 0.42 $ 1.39 $ 1.46 Weighted average number of common shares and OP/DownREIT Units outstanding, basic 320,357 317,034 319,491 316,939 Weighted average number of common shares, OP/DownREIT Units, and common stock equivalents outstanding, diluted 326,611 320,242 323,456 320,210 Impact of adjustments to FFO: Debt extinguishment and other associated costs $ 386 $ 24,540 $ 42,336 $ 24,540 Debt extinguishment and other associated costs on unconsolidated joint ventures - - 1,682 - Legal and other 80 1,570 1,299 3,914 Realized/unrealized (gain)/loss on real estate technology investments, net of tax (14,599 ) 155 (22,708 ) (3,147 ) Severance costs and other restructuring expense 233 254 841 1,896 Casualty-related charges/(recoveries), net 1,609 74 4,894 1,722 Casualty-related charges/(recoveries) on unconsolidated joint ventures, net 50 - 50 31 $ (12,241 ) $ 26,593 $ 28,394 $ 28,956 FFO as Adjusted attributable to common stockholders and unitholders, diluted $ 167,364 $ 160,063 $ 476,962 $ 496,852 FFO as Adjusted per weighted average common share and unit, diluted $ 0.51 $ 0.50 $ 1.47 $ 1.55 Recurring capital expenditures (16,844 ) (17,397 ) (42,427 ) (39,110 ) AFFO attributable to common stockholders and unitholders, diluted $ 150,520 $ 142,666 $ 434,535 $ 457,742 AFFO per weighted average common share and unit, diluted $ 0.46 $ 0.45 $ 1.34 $ 1.43 (1) See Attachment 15 for definitions and other terms. (2) Series E cumulative convertible preferred shares are dilutive for purposes of calculating FFO per share for the three and nine months ended September 30, 2021 and September 30, 2020. Consequently, distributions to Series E cumulative convertible preferred stockholders are added to FFO and the weighted average number of Series E cumulative convertible preferred shares are included in the denominator when calculating FFO per common share and unit, diluted. Attachment 3 UDR, Inc. Consolidated Balance Sheets (Unaudited) (1) September 30, December 31, In thousands, except share and per share amounts 2021 2020 ASSETS Real estate owned: Real estate held for investment $ 13,902,872 $ 12,706,940 Less: accumulated depreciation (4,983,109 ) (4,590,577 ) Real estate held for investment, net 8,919,763 8,116,363 Real estate under development (net of accumulated depreciation of $445 and $1,010) 331,200 246,867 Real estate held for disposition (net of accumulated depreciation of $34,387 and $13,779) 39,065 102,876 Total real estate owned, net of accumulated depreciation 9,290,028 8,466,106 Cash and cash equivalents 1,063 1,409 Restricted cash 28,170 22,762 Notes receivable, net 25,741 157,992 Investment in and advances to unconsolidated joint ventures, net 643,902 600,233 Operating lease right-of-use assets 198,339 200,913 Other assets 213,321 188,118 Total assets $ 10,400,564 $ 9,637,533 LIABILITIES AND EQUITY Liabilities: Secured debt $ 1,058,647 $ 862,147 Unsecured debt 4,463,792 4,114,401 Operating lease liabilities 193,277 195,592 Real estate taxes payable 55,849 29,946 Accrued interest payable 25,674 44,760 Security deposits and prepaid rent 51,631 49,008 Distributions payable 120,830 115,795 Accounts payable, accrued expenses, and other liabilities 114,601 110,999 Total liabilities 6,084,301 5,522,648 Redeemable noncontrolling interests in the OP and DownREIT Partnership 1,192,723 856,294 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 (2,695,363 shares at December 31, 2020) 44,764 44,764 14,331,810 shares of Series F outstanding (14,440,519 shares at December 31, 2020) 1 1 Common stock, $0.01 par value; 450,000,000 shares authorized 308,287,019 shares issued and outstanding (296,611,579 shares at December 31, 2020) 3,083 2,966 Additional paid-in capital 6,390,547 5,881,383 Distributions in excess of net income (3,335,108 ) (2,685,770 ) Accumulated other comprehensive income/(loss), net (6,600 ) (9,144 ) Total stockholders' equity 3,096,687 3,234,200 Noncontrolling interests 26,853 24,391 Total equity 3,123,540 3,258,591 Total liabilities and equity $ 10,400,564 $ 9,637,533 (1) See Attachment 15 for definitions and other terms. Attachment 4(C) UDR, Inc. Selected Financial Information (Dollars in Thousands) (Unaudited) (1) Quarter Ended Coverage Ratios September 30, 2021 Net income/(loss) $ 19,040 Adjustments: Interest expense, including debt extinguishment and other associated costs 36,289 Real estate depreciation and amortization 152,636 Other depreciation and amortization 3,269 Tax provision/(benefit), net 529 Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures 11,680 EBITDAre $ 223,443 Casualty-related charges/(recoveries), net 1,609 Casualty-related charges/(recoveries) on unconsolidated joint ventures, net 50 Legal and other costs 80 Severance costs and other restructuring expense 233 Realized/unrealized (gain)/loss on real estate technology investments, net of tax (4,583 ) (Income)/loss from unconsolidated entities (14,450 ) Adjustments to reflect the Company's share of EBITDAre of unconsolidated joint ventures (11,680 ) Management fee expense on unconsolidated joint ventures (490 ) Consolidated EBITDAre - adjusted for non-recurring items $ 194,212 Annualized consolidated EBITDAre - adjusted for non-recurring items $ 776,848 Interest expense, including debt extinguishment and other associated costs 36,289 Capitalized interest expense 2,445 Total interest $ 38,734 Debt extinguishment and other associated costs (386 ) Total interest - adjusted for non-recurring items $ 38,348 Preferred dividends $ 1,058 Total debt $ 5,522,439 Cash (1,063 ) Net debt $ 5,521,376 Consolidated Interest Coverage Ratio - adjusted for non-recurring items 5.1x Consolidated Fixed Charge Coverage Ratio - adjusted for non-recurring items 4.9x Consolidated Net Debt-to-EBITDAre - adjusted for non-recurring items 7.1x Debt Covenant Overview Unsecured Line of Credit Covenants (2) Required Actual Compliance Maximum Leverage Ratio ≤60.0% 37.7%(2) Yes Minimum Fixed Charge Coverage Ratio ≥1.5x 4.8x Yes Maximum Secured Debt Ratio ≤40.0% 10.9% Yes Minimum Unencumbered Pool Leverage Ratio ≥150.0% 304.3% Yes Senior Unsecured Note Covenants (3) Required Actual Compliance Debt as a percentage of Total Assets ≤65.0% 35.9%(3) Yes Consolidated Income Available for Debt Service to Annual Service Charge ≥1.5x 5.4x Yes Secured Debt as a percentage of Total Assets ≤40.0% 6.9% Yes Total Unencumbered Assets to Unsecured Debt ≥150.0% 292.5% Yes Securities Ratings Debt Outlook Commercial Paper Moody's Investors Service Baa1 Stable P-2 S&P Global Ratings BBB+ Stable A-2 Asset Summary Number of Homes 3Q 2021 NOI (1) ($000s) % of NOI Gross Carrying Value ($000s) % of Total Gross Carrying Value Unencumbered assets 44,525 $ 191,360 87.2% $ 12,590,793 88.0% Encumbered assets 7,546 28,120 12.8% 1,717,176 12.0% 52,071 $ 219,480 100.0% $ 14,307,969 100.0% (1) See Attachment 15 for definitions and other terms. (2) As defined in our credit agreement dated September 15, 2021. (3) As defined in our indenture dated November 1, 1995 as amended, supplemented or modified from time to time. Attachment 15(D) UDR, Inc. Definitions and Reconciliations September 30, 2021 (Unaudited) All guidance is based on current expectations of future economic conditions and the judgment of the Company's management team. The following reconciles from GAAP Net income/(loss) per share for full-year 2021 and fourth quarter of 2021 to forecasted FFO, FFO as Adjusted and AFFO per share and unit: Full-Year 2021 Low High Forecasted net income per diluted share $ 0.41 $ 0.43 Conversion from GAAP share count (0.02 ) (0.02 ) Net gain on the sale of depreciable real estate owned (0.43 ) (0.43 ) Depreciation 1.92 1.92 Noncontrolling interests 0.03 0.03 Preferred dividends 0.01 0.01 Forecasted FFO per diluted share and unit $ 1.92 $ 1.94 Legal and other costs - - Debt extinguishment and other associated costs 0.14 0.14 Casualty-related charges/(recoveries) 0.02 0.02 Realized/unrealized gain on real estate technology investments, net of tax (0.08 ) (0.08 ) Forecasted FFO as Adjusted per diluted share and unit $ 2.00 $ 2.02 Recurring capital expenditures (0.18 ) (0.18 ) Forecasted AFFO per diluted share and unit $ 1.82 $ 1.84 4Q 2021 Low High Forecasted net income per diluted share $ 0.30 $ 0.32 Conversion from GAAP share count (0.01 ) (0.01 ) Net gain on the sale of depreciable real estate owned (0.27 ) (0.27 ) Depreciation 0.48 0.48 Noncontrolling interests 0.02 0.02 Preferred dividends - - Forecasted FFO per diluted share and unit $ 0.52 $ 0.54 Legal and other costs - - Debt extinguishment and other associated costs - - Casualty-related charges/(recoveries) - - Realized/unrealized gain on real estate technology investments, net of tax - - Forecasted FFO as Adjusted per diluted share and unit $ 0.52 $ 0.54 Recurring capital expenditures (0.06 ) (0.06 ) Forecasted AFFO per diluted share and unit $ 0.46 $ 0.48 View source version on businesswire.com: https://www.businesswire.com/news/home/20211026005995/en/
