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SECURED AND UNSECURED DEBT, NET | 9 Months Ended
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Sep. 30, 2022
SECURED AND UNSECURED DEBT, NET |
SECURED AND UNSECURED DEBT, NET | 7. SECURED AND UNSECURED DEBT, NET The following is a summary of our secured and unsecured debt at September 30, 2022 and December 31, 2021 (dollars in thousands):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Principal Outstanding | ​ | As of September 30, 2022
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Weighted | ​ | Weighted | ​ | ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | Average | ​ | Average | ​ | Number of
​ | ​ | September 30, | ​ | December 31, | ​ | Interest | ​ | Years to | ​ | Communities
​ |  | 2022 |  | 2021 |  | Rate |  | Maturity |  | Encumbered
Secured Debt: | ​ | ​ |  | ​ | ​ |  | ​ |  | ​ |  | ​ |
Fixed Rate Debt |  | ​ |  |  | ​ |  |  |  |  |  |  |
Mortgage notes payable (a) | ​ | $ | 1,005,912 | ​ | $ | 1,006,762 |  | 3.42 | % | 5.7 |  | 14
Deferred financing costs and other non-cash adjustments (b) | ​ |  | 20,703 | ​ |  | 23,678 |  |  |  |  |  |
Total fixed rate secured debt, net | ​ |  | 1,026,615 | ​ |  | 1,030,440 |  | 3.42 | % | 5.7 |  | 14
Variable Rate Debt | ​ |  |  | ​ |  |  |  |  |  |  |  |
Tax-exempt secured notes payable (c) | ​ |  | 27,000 | ​ |  | 27,000 |  | 2.38 | % | 9.5 |  | 1
Deferred financing costs | ​ |  | (55) | ​ |  | (60) |  |  |  |  |  |
Total variable rate secured debt, net | ​ |  | 26,945 | ​ |  | 26,940 |  | 2.38 | % | 9.5 |  | 1
Total Secured Debt, net | ​ |  | 1,053,560 | ​ |  | 1,057,380 |  | 3.39 | % | 5.8 |  | 15
Unsecured Debt: | ​ |  |  | ​ |  |  |  |  |  |  |  |
Variable Rate Debt | ​ |  |  | ​ |  |  |  |  |  |  |  |
Borrowings outstanding under unsecured credit facility due January 2026 (d) (m) | ​ |  | — | ​ |  | — |  | — | % | 3.3 |  |
Borrowings outstanding under unsecured commercial paper program due October 2022 (e) (m) | ​ | ​ | 425,000 | ​ | ​ | 220,000 | ​ | 3.44 | % | 0.1 | ​ | ​
Borrowings outstanding under unsecured working capital credit facility due January 2024 (f) | ​ |  | 41,181 | ​ |  | 29,546 |  | 3.92 | % | 1.3 |  |
Term Loan due January 2027 (d) (m) | ​ |  | 175,000 | ​ |  | 35,000 |  | 3.37 | % | 4.3 |  |
Fixed Rate Debt | ​ |  |  | ​ |  |  |  |  |  |  |  |
Term Loan due January 2027 (d) (m) | ​ | ​ | 175,000 | ​ |  | 315,000 |  | 1.43 | % | 4.3 | ​ | ​
8.50% Debentures due September 2024 | ​ |  | 15,644 | ​ |  | 15,644 |  | 8.50 | % | 2.0 |  |
2.95% Medium-Term Notes due September 2026 (g) (m) | ​ |  | 300,000 | ​ |  | 300,000 |  | 2.89 | % | 3.9 |  |
3.50% Medium-Term Notes due July 2027 (net of discounts of $335 and $388, respectively) (h) (m) | ​ | ​ | 299,665 | ​ | ​ | 299,612 | ​ | 4.03 | % | 4.8 | ​ | ​
3.50% Medium-Term Notes due January 2028 (net of discounts of $627 and $717, respectively) (m) | ​ | ​ | 299,373 | ​ | ​ | 299,283 | ​ | 3.50 | % | 5.3 | ​ | ​
4.40% Medium-Term Notes due January 2029 (net of discounts of $4 and $4, respectively) (i) (m) | ​ | ​ | 299,996 | ​ | ​ | 299,996 | ​ | 4.27 | % | 6.3 | ​ | ​
3.20% Medium-Term Notes due January 2030 (net of premiums of $10,010 and $11,040, respectively) (j) (m) | ​ | ​ | 610,010 | ​ | ​ | 611,040 | ​ | 3.32 | % | 7.3 | ​ | ​
3.00% Medium-Term Notes due August 2031 (net of premiums/discounts of $10,602 and $11,498, respectively) (k) (m) | ​ | ​ | 610,602 | ​ | ​ | 611,498 | ​ | 3.01 | % | 8.9 | ​ | ​
2.10% Medium-Term Notes due August 2032 (net of discounts of $346 and $373, respectively) (m) | ​ | ​ | 399,654 | ​ | ​ | 399,627 | ​ | 2.10 | % | 9.8 | ​ | ​
1.90% Medium-Term Notes due March 2033 (net of discounts of $1,260 and $1,351, respectively) (m) | ​ | ​ | 348,740 | ​ | ​ | 348,649 | ​ | 1.90 | % | 10.5 | ​ | ​
2.10% Medium-Term Notes due June 2033 (net of discounts of $1,066 and $1,140, respectively) (m) | ​ | ​ | 298,934 | ​ | ​ | 298,860 | ​ | 2.10 | % | 10.7 | ​ | ​
3.10% Medium-Term Notes due November 2034 (net of discounts of $1,067 and $1,133, respectively) (l) (m) | ​ | ​ | 298,933 | ​ | ​ | 298,867 | ​ | 3.13 | % | 12.1 | ​ | ​
Other | ​ |  | 5 | ​ |  | 7 |  |  |  |  |  |
Deferred financing costs | ​ |  | (24,935) | ​ |  | (27,222) |  |  |  |  |  |
Total Unsecured Debt, net | ​ |  | 4,572,802 | ​ |  | 4,355,407 |  | 3.03 | % | 6.9 |  |
Total Debt, net | ​ | $ | 5,626,362 | ​ | $ | 5,412,787 |  | 3.06 | % | 6.7 |  |
​ For purposes of classification of the above table, variable rate debt with a derivative financial instrument designated as a cash flow hedge is deemed as fixed rate debt due to the Company having effectively established a fixed interest rate for the underlying debt instrument. Our secured debt instruments generally feature either monthly interest and principal or monthly interest-only payments with balloon payments due at maturity. As of September 30, 2022, secured debt encumbered 11% of UDR’s total real estate owned based upon gross book value (approximately 89% of UDR’s real estate owned based on gross book value is unencumbered). (a) At September 30, 2022, fixed rate mortgage notes payable are generally due in monthly installments of principal and interest and mature at various dates from July 2024 through February 2031 and carry interest rates ranging from 2.62% to 4.39%. The Company will from time to time acquire properties subject to fixed rate debt instruments. In those situations, the Company records the debt at its estimated fair value and amortizes any difference between the fair value and par value to interest expense over the term of the underlying debt instrument. (b) During the three months ended September 30, 2022 and 2021, the Company had $1.1 million and $1.1 million, respectively, and during the nine months ended September 30, 2022 and 2021, the Company had $3.3 million and $2.8 million, respectively, of amortization of the fair market adjustment of debt assumed in the acquisition of properties inclusive of its fixed rate mortgage notes payable, which was included in Interest expense on the Consolidated Statements of Operations. The unamortized fair market adjustment was a net premium of $23.7 million and $27.0 million at September 30, 2022 and December 31, 2021, respectively. ​ (c) The variable rate mortgage note payable of $27.0 million secures a tax-exempt housing bond issue that matures in March 2032. Interest on this note is payable in monthly installments. As of September 30, 2022, the variable interest rate on the mortgage note was 2.38%. (d) The Company has a $1.3 billion unsecured revolving credit facility (the “Revolving Credit Facility”) and a $350.0 million unsecured term loan (the “Term Loan”). The credit agreement for these facilities (the “Credit Agreement”) allows the total commitments under the Revolving Credit Facility and the total borrowings under the Term Loan to be increased to an aggregate maximum amount of up to $2.5 billion, subject to certain conditions, including obtaining commitments from one or more lenders. The Revolving Credit Facility has a scheduled maturity date of January 31, 2026, with two six-month extension options, subject to certain conditions. The Term Loan has a scheduled maturity date of January 31, 2027. In September 2022, the Company amended its Revolving Credit Facility and Term Loan to change the interest rate benchmark from LIBOR to SOFR. Based on the Company’s current credit rating, the Revolving Credit Facility has an interest rate equal to SOFR plus a margin of 85.5 basis points and a facility fee of 15 basis points, and the Term Loan has an interest rate equal to SOFR plus a margin of 93.0 basis points. The margins noted for the current interest rates include a 10 basis points adjustment related to the SOFR transition. Depending on the Company’s credit rating, the margin under the Revolving Credit Facility ranges from 70 to 140 basis points, the facility fee ranges from 10 to 30 basis points, and the margin under the Term Loan ranges from 75 to 160 basis points. Further, the Credit Agreement included sustainability adjustments pursuant to which the applicable margin for the Revolving Credit Facility and the Term Loan were reduced by two basis points in September 2022 upon the Company receiving certain green building certifications, which is reflected in the margins noted above. In August 2021, the Company entered into two interest rate swaps totaling a $175.0 million notional value, which became effective in July 2022, to hedge against interest rate risk on the Term Loan until July 2025. The all-in weighted average interest rate, inclusive of the impact of the interest rate swaps was 1.48%. In September 2022, the Company amended its two interest rate swaps totaling a $175.0 million notional value to reflect the change in the Term Loan’s interest rate benchmark form LIBOR to SOFR. The all-in weighted average interest rate, inclusive of the impact of the interest rate swaps is 1.43%. ​ The Credit Agreement contains customary representations and warranties and financial and other affirmative and negative covenants. The Credit Agreement also includes customary events of default, in certain cases subject to customary periods to cure. The occurrence of an event of default, following the applicable cure period, would permit the lenders to, among other things, declare the unpaid principal, accrued and unpaid interest and all other amounts payable under the Credit Agreement to be immediately due and payable. The following is a summary of short-term bank borrowings under the Revolving Credit Facility at September 30, 2022 and December 31, 2021 (dollars in thousands):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | September 30, |  | December 31, | ​
​ |  | 2022 |  | 2021 | ​
Total revolving credit facility | ​ | $ | 1,300,000 | ​ | $ | 1,300,000 | ​
Borrowings outstanding at end of period (1) | ​ |  | — | ​ |  | — | ​
Weighted average daily borrowings during the period ended | ​ |  | — | ​ |  | 13,068 | ​
Maximum daily borrowings during the period ended | ​ |  | — | ​ |  | 305,000 | ​
Weighted average interest rate during the period ended | ​ |  | — | % |  | 0.9 | %
Interest rate at end of the period | ​ |  | — | % |  | — | %
(1) | Excludes $2.6 million and $2.6 million of letters of credit at September 30, 2022 and December 31, 2021, respectively.
(e) The Company has an unsecured commercial paper program. Under the terms of the program, the Company may issue unsecured commercial paper up to a maximum aggregate amount outstanding of $700.0 million. The notes are sold under customary terms in the United States commercial paper market and rank pari passu with all of the Company’s other unsecured indebtedness. The notes are fully and unconditionally guaranteed by the Operating Partnership. The following is a summary of short-term bank borrowings under the unsecured commercial paper program at September 30, 2022 and December 31, 2021 (dollars in thousands):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | September 30, |  | December 31, |
​ | ​ | 2022 | ​ | 2021 |
Total unsecured commercial paper program |  | $ | 700,000 | ​ | $ | 700,000 | ​
Borrowings outstanding at end of period | ​ |  | 425,000 | ​ |  | 220,000 | ​
Weighted average daily borrowings during the period ended | ​ |  | 389,560 | ​ |  | 419,563 | ​
Maximum daily borrowings during the period ended | ​ |  | 700,000 | ​ |  | 700,000 | ​
Weighted average interest rate during the period ended | ​ |  | 1.6 | % |  | 0.2 | %
Interest rate at end of the period | ​ |  | 3.4 | % |  | 0.3 | %
​ (f) The Company has a working capital credit facility, which provides for a $75.0 million unsecured revolving credit facility (the “Working Capital Credit Facility”) with a scheduled maturity date of January 12, 2024. In September 2022, the Company amended its Working Capital Credit Facility to change the interest rate benchmark from LIBOR to SOFR. Based on the Company’s current credit rating, the Working Capital Credit Facility has an interest rate equal to SOFR plus a margin of 87.5 basis points. The margin noted for the current interest rate includes a 10 basis points adjustment related to the SOFR transition. Depending on the Company’s credit rating, the margin ranges from 70 to 140 basis points. The following is a summary of short-term bank borrowings under the Working Capital Credit Facility at September 30, 2022 and December 31, 2021 (dollars in thousands):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | September 30, |  | December 31, |
​ | ​ | 2022 | ​ | 2021 |
Total working capital credit facility | ​ | $ | 75,000 | ​ | $ | 75,000 | ​
Borrowings outstanding at end of period | ​ |  | 41,181 | ​ |  | 29,546 | ​
Weighted average daily borrowings during the period ended | ​ |  | 13,751 | ​ |  | 10,473 | ​
Maximum daily borrowings during the period ended | ​ |  | 55,812 | ​ |  | 46,038 | ​
Weighted average interest rate during the period ended | ​ |  | 2.3 | % |  | 0.9 | %
Interest rate at end of the period | ​ |  | 3.9 | % |  | 0.9 | %
​ (g) The Company previously entered into forward starting interest rate swaps to hedge against interest rate risk on $100.0 million of this debt. The all-in weighted average interest rate, inclusive of the impact of these interest rate swaps, was 2.89% (h) The Company previously entered into forward starting interest rate swaps to hedge against interest rate risk on $200.0 million of this debt. The all-in weighted average interest rate, inclusive of the impact of these interest rate swaps, was 4.03%. (i) The Company previously entered into forward starting interest rate swaps to hedge against interest rate risk on $150.0 million of the initial $300.0 million issued. The all-in weighted average interest rate, inclusive of the impact of these interest rate swaps, was 4.27%. (j) The Company previously entered into forward starting interest rate swaps and treasury lock to hedge against the interest rate risk of this debt. The all-in weighted average interest rate, inclusive of the impact of the forward starting swaps and treasury locks, was 3.32%. (k) The Company entered into treasury lock agreements to hedge against interest rate risk on $250.0 million of the $600.0 million aggregate principal amount. The all-in weighted average interest rate, inclusive of the impact of the treasury locks, was 3.01%. (l) The Company previously entered into forward starting interest rate swaps to hedge against the interest rate risk of this debt. The all-in weighted average interest rate, inclusive of the impact of these interest rate swaps, was 3.13%. (m) The Operating Partnership is the guarantor of this debt. The aggregate maturities, including amortizing principal payments on secured and unsecured debt, of total debt for the next ten calendar years subsequent to September 30, 2022 are as follows (dollars in thousands):
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ |  | Total Fixed |  | Total Variable |  | Total |  | Total |  | Total
Year | ​ | Secured Debt | ​ | Secured Debt | ​ | Secured Debt | ​ | Unsecured Debt | ​ | Debt
2022 | ​ | $ | 290 | ​ | $ | — | ​ | $ | 290 | ​ | $ | 425,000 | (a) | $ | 425,290
2023 | ​ | ​ | 1,242 | ​ | ​ | — | ​ | ​ | 1,242 | ​ | ​ | — | ​ | ​ | 1,242
2024 | ​ |  | 96,747 | ​ |  | — | ​ |  | 96,747 | ​ |  | 56,825 | ​ |  | 153,572
2025 | ​ |  | 174,793 | ​ |  | — | ​ |  | 174,793 | ​ |  | — | ​ |  | 174,793
2026 | ​ |  | 52,744 | ​ |  | — | ​ |  | 52,744 | ​ |  | 300,000 | ​ |  | 352,744
2027 | ​ |  | 2,860 | ​ |  | — | ​ |  | 2,860 | ​ |  | 650,000 | ​ |  | 652,860
2028 | ​ |  | 162,310 | ​ |  | — | ​ |  | 162,310 | ​ |  | 300,000 | ​ |  | 462,310
2029 | ​ |  | 191,986 | ​ |  | — | ​ |  | 191,986 | ​ |  | 300,000 | ​ |  | 491,986
2030 | ​ |  | 162,010 | ​ |  | — | ​ |  | 162,010 | ​ |  | 600,000 | ​ |  | 762,010
2031 | ​ |  | 160,930 | ​ |  | — | ​ |  | 160,930 | ​ |  | 600,000 | ​ |  | 760,930
Thereafter | ​ |  | — | ​ |  | 27,000 | ​ |  | 27,000 | ​ |  | 1,350,000 | ​ |  | 1,377,000
Subtotal | ​ |  | 1,005,912 | ​ |  | 27,000 | ​ |  | 1,032,912 | ​ |  | 4,581,825 | ​ |  | 5,614,737
Non-cash (b) | ​ |  | 20,703 | ​ |  | (55) | ​ |  | 20,648 | ​ |  | (9,023) | ​ |  | 11,625
Total | ​ | $ | 1,026,615 | ​ | $ | 26,945 | ​ | $ | 1,053,560 | ​ | $ | 4,572,802 | ​ | $ | 5,626,362
(a) | All unsecured debt due in the remainder of 2022 is related to the Company’s commercial paper program.
(b) | Includes the unamortized balance of fair market value adjustments, premiums/discounts and deferred financing costs. The Company amortized $1.0 million and $1.2 million, respectively, during the three months ended September 30, 2022 and 2021, and $2.9 million and $3.6 million, respectively, during the nine months ended September 30, 2022 and 2021, of deferred financing costs into Interest expense.
We were in compliance with the covenants of our debt instruments at September 30, 2022.

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -URI https://asc.fasb.org/topic&trid=2208564 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (h) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (c) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (d) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(c)) -URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690 Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (g) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1C -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495334-112611 Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1E -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495348-112611 Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1I -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495371-112611 Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 470 -SubTopic 20 -Section 50 -Paragraph 1B -Subparagraph (i) -URI https://asc.fasb.org/extlink&oid=123466505&loc=SL123495323-112611 + Details
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