-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AV+nK9+QfhY+bw7hyErCwfSQAUL3cuuRtbrC6MTfyk7S8URLJyl1frpDm9vETgw/ ZMXucqDDf6AbWJqu3DqmHw== 0000916641-97-000689.txt : 19970716 0000916641-97-000689.hdr.sgml : 19970716 ACCESSION NUMBER: 0000916641-97-000689 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19970701 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 19970715 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: UNITED DOMINION REALTY TRUST INC CENTRAL INDEX KEY: 0000074208 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 540857512 STATE OF INCORPORATION: VA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10524 FILM NUMBER: 97640784 BUSINESS ADDRESS: STREET 1: 10 S 6TH ST STE 203 CITY: RICHMOND STATE: VA ZIP: 23219-3802 BUSINESS PHONE: 8047802691 MAIL ADDRESS: STREET 1: 10 SOUTH SIXTH STREET STREET 2: SUITE 203 CITY: RICHMOND STATE: VA ZIP: 23219-3802 FORMER COMPANY: FORMER CONFORMED NAME: OLD DOMINION REAL ESTATE INVESTMENT TRUST DATE OF NAME CHANGE: 19850110 FORMER COMPANY: FORMER CONFORMED NAME: OLD DOMINION REIT ONE DATE OF NAME CHANGE: 19770921 FORMER COMPANY: FORMER CONFORMED NAME: OLD DOMINION REAL ESTATE INVESTMENT TRUS DATE OF NAME CHANGE: 19741216 8-K 1 FORM 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported) July 1, 1997 -------------------------- United Dominion Realty Trust, Inc. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Virginia 1-10524 54-0857512 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission (I.R.S. Employer of incorporation File Number) Identification No.) 10 South Sixth Street, Richmond, Virginia 23219-3802 - -------------------------------------------------------------------------------- (Address of principal executive offices) Registrant's telephone number, including area code (804) 780-2691 ----------------------------- NO CHANGE - -------------------------------------------------------------------------------- (Former name or former address, if changed since last report) Item 2. Acquisition or Disposition of Assets On July 1, 1997, the registrant, United Dominion Realty Trust, Inc. (the "Company"), acquired a portfolio of five apartment communities containing 934 apartment homes from American Capitol I Assets, Limited Partnership. Following this transaction, the Company's acquisitions for 1997 were "significant" in the aggregate, which necessitated the filing of this Form 8-K. A brief summary of each of the Company's 1997 acquisitions to date is set forth below. Each property was acquired from an unrelated seller for consideration agreed upon through arm's length bargaining. Unless stated otherwise, to the extent cash was utilized to complete the acquisition, the source of capital was bank line borrowings. On February 21, 1997, United Dominion Realty, L.P., a Virginia limited partnership, of which the Company owns 98%, acquired The Club at Hickory Hollow Apartments from TBCREC Residential No. 1 L.P., a Massachusetts Corporation, General Partner, for $17.4 million including closing costs, all cash. The Club at Hickory Hollow Apartments, located in Nashville, Tennessee, is a 406 home garden style apartment community located on 28.3 acres, which was constructed in 1987. On February 28, 1997, UDRT of North Carolina, L.L.C., a North Carolina limited liability company and wholly-owned subsidiary of the Company, acquired three apartment communities from entities and individuals that control the real property owners. The three properties acquired and are real property owners are briefly described below: Stoney Pointe Apartments was conveyed by Capers Properties Limited Partnership, a North Carolina limited partnership. Stoney Pointe Apartments was acquired for $17.4 million, including closing costs. In connection with the acquisition, the Company assumed a $12.7 million mortgage note payable bearing interest of 8.675% and paid cash for the remaining balance. Stoney Pointe Apartments, located in Charlotte, North Carolina, is a 400 home garden style apartment community located on 28.4 acres, which was constructed in 1991. Crosswinds Apartments was conveyed by Wideman Properties Limited Partnership, a North Carolina limited partnership. Crosswinds Apartments was acquired for $19.3 million, including closing costs, all cash. Crosswinds Apartments, located in Wilmington, North Carolina, is a 380 home garden style apartment community located on 22.4 acres, which was constructed in two phases in 1989 and 1990. Dominion Trinity Place Apartments was conveyed by Rogers Properties Limited Partnership, a North Carolina limited partnership. Dominion Trinity Place was acquired for $22.2 million, including closing costs. In connection with the acquisition, the Company assumed a $9.4 million mortgage note payable bearing interest of 8.0% and paid cash for the remaining balance. Dominion Trinity Place Apartments, located in Raleigh, North Carolina, is a 380 home garden style apartment community located on 26.0, which was acres constructed in two phases in 1992 and 1995. On March 25, 1997, South West Properties L.P., a Delaware limited partnership and wholly-owned subsidiary of the Company, acquired Anderson Mill Oaks Apartments from Security Capital Pacific Trust, a Maryland real estate investment trust, for $14.3 million, including closing costs, all cash. Anderson Mill Oaks Apartments, located in Austin, Texas, is a 350 home garden style apartment community located on 17.4 acres, which was constructed in 1984. On March 27, 1997, South West Properties L.P., a Delaware limited partnership and wholly-owned subsidiary of the Company, acquired Oak Ridge Apartments, from Security Capital Pacific Trust, a Maryland real estate investment trust, for $17.3 million, including closing costs, all cash. Oak Ridge Apartments, located in Dallas, Texas, is a 486 home garden style apartment community located on 19.5 acres, which was constructed in 1983. On March 27, 1997, United Dominion Realty, L.P., a Virginia limited partnership, of which the Company owns 98%, acquired Breckenridge Apartments from Breckenridge Associates, L.P., a Tennessee limited partnership, for $8.5 million, including closing costs, all cash. Breckenridge Apartments, located in Nashville, Tennessee, is a 190 home garden style apartment community located on 26.6 acres, which was constructed in 1986. On April 22, 1997, UDRT of North Carolina, L.L.C., a North Carolina limited liability company acquired the second phase of Northwinds Apartments for $4.8 million, including closing costs, all cash (the first phase was acquired on August 15, 1996). Northwinds Apartments Phase II was conveyed by Carolina Residential Income Properties, L.L.C., a North Carolina limited liability company, the real property owner. Northwinds Apartments Phase II, located in Greensboro, North Carolina, is a 100 home garden style apartment community located on 10.6 acres, which was constructed in 1997. On May 8, 1997, South West Properties L.P., a Delaware limited partnership and wholly-owned subsidiary of the Company, acquired Pineloch Apartments from Security Capital Pacific Trust, a Maryland real estate investment trust, for $15.3 million, including closing costs, all cash. Pineloch Apartments, located in Houston, Texas, is a 440 home garden style apartment community located on 15.9 acres, which was constructed in 1985. On May 8, 1997, South West Properties L.P., a Delaware limited partnership and wholly-owned subsidiary of the Company, acquired Seahawk Apartments from Security Capital Pacific Trust, a Maryland real estate investment trust, for $9.5 million, including closing costs, all cash. Seahawk Apartments, located in Houston, Texas, is a 224 home garden style apartment community located on 12.6 acres, which was constructed in 1984. On June 6, 1997, the Company acquired Cambridge Woods Apartments from James P. Gills, as Trustee under Agreement dated May 31, 1997, for $9.0 million, including closing costs, all cash. Cambridge Woods Apartments, located in Tampa, Florida, is a 274 home garden style apartment community located on 17.3 acres, which was constructed in two phases in 1984 and 1985. On June 18, 1997, SWP Woodscape Properties I, L.P., a Delaware limited partnership and wholly-owned subsidiary of the Company, acquired Apple Ridge Apartments from Security Capital Pacific Trust, a Maryland real estate investment trust, for $ 11.7 million, including closing costs, all cash. Apple Ridge Apartments, located in Dallas, Texas, is a 304 home garden style apartment located on 11.8 acres, which was constructed in 1984. On June 25, 1997, South West Properties L.P., a Delaware limited partnership and wholly-owned subsidiary of the Company, acquired Green Oaks Apartments from Green Oaks Venture & American General Realty Investment Corporation, for $9.7 million, including closing costs, all cash. Green Oaks Apartments, located in Houston, Texas, is a 272 home garden style apartment community located on 9.8 acres, which was constructed in 1985. On July 1, 1997, the Company acquired a portfolio of five apartment communities from American Capitol Group I Assets, Limited Partnership, a Florida limited partnership, for an aggregate purchase price of $35.4 million, excluding closing costs, all cash. The five properties acquired are briefly described below: Lakeside Apartments, located in Port Orange, Florida (Daytona Beach) was acquired for $8.7 million, excluding closing costs, all cash. Lakeside Apartments is a 210 home garden style apartment community located on 14.0 acres, which was constructed in 1985. Mallards of Brandywine Apartments, located in DeLand, Florida (Daytona Beach) was acquired for $6.1 million, excluding closing costs, all cash. Mallards of Brandywine Apartments is a 168 home garden style apartment community located on 14.0 acres, which was constructed in 1985. Lotus Landing Apartments, located in Altamonte Springs, Florida, was acquired for $10.6 million, excluding closing costs, all cash. Lotus Landing Apartments is a 260 home garden style apartment community located on 25.0 acres, which was constructed in 1985. Orange Oaks Apartments, located in Tampa, Florida, was acquired for $7.6 million, excluding closing costs, all cash. Orange Oaks Apartments is a 192 home garden style apartment community located on 15.7 acres, which was constructed in 1986. Forest Creek Apartments, located in Largo, Florida (Tampa) was acquired for $2.4 million, excluding closing costs, all cash. Forest Creek Apartments is a 104 home garden style apartment community located on 7.5 acres, which was constructed in 1984. Item 7. Financial Statements, Pro Forma Financial Information and Exhibits (a) Financial Statements of Businesses Acquired. It is impracticable to provide the required financial statements at the time of this report. However, the required financial statements will be filed not later than 60 days after the filing of this report. (b) Pro Forma Financial Information It is impracticable to provide the required pro forma financial information at the time of this report. However, the required pro forma financial information will be filed not later than 60 days after the filing of this report. SIGNATURES Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on behalf by the undersigned hereunto duly authorized. UNITED DOMINION REALTY TRUST, INC. Date: July 15, 1997 /s/ James Dolphin ------------------ ------------------ James Dolphin, Executive Vice President and Chief Financial Officer Date July 15, 1997 /s/ Jerry A. Davis ------------------ ------------------ Jerry Davis, Vice President and Corporate Controller -----END PRIVACY-ENHANCED MESSAGE-----